10-Q/A
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Delaware | 85-3477678 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
10105
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
Units, each consisting of one share of common stock and one-half of one redeemable warrant | ADEX.U | New York Stock Exchange | ||
Common Stock, par value $0.0001 per share | ADEX | New York Stock Exchange | ||
Redeemable warrants, exercisable for shares of common stock at an exercise price of $11.50 per share | ADEX.WS | New York Stock Exchange |
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||||
Non-accelerated Filer | ☒ | Smaller reporting company | ☒ | |||||
Emerging growth company | ☒ |
| 4 | |||||
Item 1. |
| 4 | ||||
| 4 | |||||
| 5 | |||||
| 6 | |||||
| 7 | |||||
| 8 | |||||
Item 2. |
| 24 | ||||
Item 3. |
| 28 | ||||
Item 4. |
| 28 | ||||
| 29 | |||||
Item 1. |
| 29 | ||||
Item 1A. |
| 29 | ||||
Item 2. |
| 30 | ||||
Item 3. |
| 31 | ||||
Item 4. |
| 31 | ||||
Item 5. |
| 31 | ||||
Item 6. |
| 31 | ||||
| 32 |
|
| March 31, 2021 |
|
| December 31, 2020 |
| ||
|
| (unaudited) |
|
|
|
|
| |
Assets |
|
|
|
|
|
|
|
|
Current asset - Cash |
| $ | 729,607 |
|
| $ | 35,614 |
|
Prepaid expenses |
|
| 292,500 |
|
|
| — |
|
Deferred offering costs |
|
| — |
|
|
| 469,160 |
|
Total current assets |
|
| 1,022,107 |
|
|
| 504,774 |
|
Prepaid expenses, non-current |
|
| 206,404 |
|
|
| — |
|
Cash and securities held in Trust Account |
|
| 276,040,259 |
|
|
| — |
|
Total Assets |
| $ | 277,268,770 |
|
| $ | 504,774 |
|
Liabilities and Stockholders’ Equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Accrued offering costs and expenses |
| $ | 11,350 |
|
| $ | 330,300 |
|
Due to related party |
|
| 18,986 |
|
|
| — |
|
Promissory note - related party |
|
| 150,000 |
|
|
| 150,000 |
|
Total current liabilities |
|
| 180,336 |
|
|
| 480,300 |
|
Deferred underwriting discount |
|
| 9,660,000 |
|
|
| — |
|
Total liabilities |
|
| 9,840,336 |
|
|
| 480,300 |
|
Commitments |
|
|
|
|
|
|
|
|
Common Stock subject to possible redemption, 26,242,843 and 0 shares at redemption value, respectively |
|
| 262,428,430 |
|
|
| — |
|
Stockholders’ Equity: |
|
|
|
|
|
|
|
|
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding |
|
| — |
|
|
| — |
|
Common stock, $0.0001 par value; 100,000,000 shares authorized; 8,257,157 and 6,900,000 shares issued and outstanding (excluding 26,242,843 and 0 shares subject to possible redemption, respectively) |
|
| 826 |
|
|
| 690 |
|
Additional paid-in capital |
|
| 5,049,658 |
|
|
| 24,310 |
|
Accumulated deficit |
|
| (50,480 | ) |
|
| (526 | ) |
Total Stockholders’ equity |
|
| 5,000,004 |
|
|
| 24,474 |
|
Total Liabilities and Stockholders’ Equity |
| $ | 277,268,770 |
|
| $ | 504,774 |
|
September 30, 2021 | December 31, 2020 | |||||||
(unaudited) | ||||||||
Assets | ||||||||
Current asset – cash | $ | 535,832 | $ | 35,614 | ||||
Prepaid expenses | 273,538 | — | ||||||
Deferred offering costs | — | 469,160 | ||||||
Total current assets | 809,370 | 504,774 | ||||||
Prepaid expenses, non-current | 80,548 | — | ||||||
Cash and securities held in Trust Account | 276,083,453 | — | ||||||
Total Assets | $ | 276,973,371 | $ | 504,774 | ||||
Liabilities, Common Stock Subject to Possible Redemption and Stockholders’ Equity (Deficit) | ||||||||
Current Liabilities: | ||||||||
Accrued offering costs and expenses | $ | 243,422 | $ | 330,300 | ||||
Due to related party | 48,986 | — | ||||||
Promissory note - related party | 150,000 | 150,000 | ||||||
Total current liabilities | 442,408 | 480,300 | ||||||
Deferred underwriting discount | 9,660,000 | — | ||||||
Total liabilities | 10,102,408 | 480,300 | ||||||
Commitments | 0 | 0 | ||||||
Common Stock subject to possible redemption, 27,600,000 and 0shares at redemption value, respectively | 276,000,000 | — | ||||||
Stockholders’ Equity (Deficit): | ||||||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized;NaN issued and outstanding | 0 | 0 | ||||||
Common stock, $0.0001 par value; 100,000,000 shares authorized; 6,900,000 shares issued and outstanding | 690 | 690 | ||||||
Additional paid-in capital | — | 24,310 | ||||||
Accumulated deficit | (9,129,727 | ) | (526 | ) | ||||
Total Stockholders’ Equity (Deficit) | (9,129,037 | ) | 24,474 | |||||
Total Liabilities, Common Stock Subject to Possible Redemption and Stockholders’ Equity (Deficit) | $ | 276,973,371 | $ | 504,774 | ||||
|
| For the Three Months Ended March 31, 2021 |
| |
Formation and operating costs |
| $ | 90,213 |
|
Loss from operations |
|
| (90,213 | ) |
Other income |
|
|
|
|
Trust interest income |
|
| 40,259 |
|
Total other income |
|
| 40,259 |
|
Net loss |
| $ | (49,954 | ) |
Basic and diluted weighted average shares outstanding, common stock subject to redemption |
|
| 19,231,241 |
|
Basic and diluted net income per share |
| $ | — |
|
Basic and diluted weighted average shares outstanding, common stock |
|
| 13,815,426 |
|
Basic and diluted net loss per share |
| $ | (0.00 | ) |
For the Three Months Ended September 30, 2021 | For the Nine Months Ended September 30, 2021 | |||||||
Formation and operating costs | $ | 450,588 | $ | 675,928 | ||||
Loss from operations | (450,588 | ) | (675,928 | ) | ||||
Other income: | ||||||||
Trust interest income | 27,656 | 83,453 | ||||||
Total other income | 27,656 | 83,453 | ||||||
Net loss | $ | (422,932 | ) | $ | (592,475 | ) | ||
Basic and diluted weighted average shares outstanding, common stock | 27,600,000 | 6,900,000 | ||||||
Basic and diluted net loss per share | $ | (0.01 | ) | $ | (0.02 | ) | ||
|
| Common Stock |
|
| Additional |
|
| Retained |
|
| Total Stockholders' |
| ||||||||
|
| Shares |
|
| Amount |
|
| Paid-in Capital |
|
| Earnings |
|
| Equity |
| |||||
Balance as of December 31, 2020 |
|
| 6,900,000 |
|
| $ | 690 |
|
| $ | 24,310 |
|
| $ | (526 | ) |
| $ | 24,474 |
|
Sale of 27,600,000 Units, net of underwriting discount and offering expenses |
|
| 27,600,000 |
|
|
| 2,760 |
|
|
| 267,451,154 |
|
|
| — |
|
|
| 267,453,914 |
|
Net loss |
|
| — |
|
|
| — |
|
|
| — |
|
|
| (49,954 | ) |
|
| (49,954 | ) |
Change in common stock subject to possible redemption |
|
| (26,242,843 | ) |
|
| (2,624 | ) |
|
| (262,425,806 | ) |
|
| — |
|
|
| (262,428,430 | ) |
Balance as of March 31, 2021 |
|
| 8,257,157 |
|
| $ | 826 |
|
| $ | 5,049,658 |
|
| $ | (50,480 | ) |
| $ | 5,000,004 |
|
Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total Stockholder’s Equity (Deficit) | |||||||||||||||||
Shares | Amount | |||||||||||||||||||
Balance as of December 31, 2020 | 6,900,000 | $ | 690 | $ | 24,310 | $ | (526 | ) | $ | 24,474 | ||||||||||
Sale of 27,600,000 Units, net of underwriting discount and offering expenses | 27,600,000 | 2,760 | — | — | 2,760 | |||||||||||||||
Common stock subject to possible redemption | (27,600,000 | ) | (2,760 | ) | — | — | (2,760 | ) | ||||||||||||
Sale of 7,270,000 Private Placement Warrants through over-allotment | — | — | 7,270,000 | — | 7,270,000 | |||||||||||||||
Subsequent remeasurement under ASC 480-10-S99 | — | — | (7,294,310 | ) | (8,521,776 | ) | (15,816,086 | ) | ||||||||||||
Net loss | — | — | — | (49,954 | ) | (49,954 | ) | |||||||||||||
Balance as of March 31, 2021, as restated | 6,900,000 | $ | 690 | $ | — | $ | (8,572,256 | ) | $ | (8,571,566 | ) | |||||||||
Net loss | — | — | — | (119,589 | ) | (119,589 | ) | |||||||||||||
Balance as of June 30, 2021, as restated | 6,900,000 | $ | 690 | $ | — | $ | (8,691,845 | ) | $ | (8,691,155 | ) | |||||||||
Offering costs charged to additional paid-in capital | — | — | (14,950 | ) | — | (14,950 | ) | |||||||||||||
Reduce negative additional paid-in capital to zero | — | — | 14,950 | (14,950 | ) | — | ||||||||||||||
Net loss | — | — | — | (422,932 | ) | (422,932 | ) | |||||||||||||
Balance as of September 30, 2021 | 6,900,000 | $ | 690 | $ | — | $ | (9,129,727 | ) | $ | (9,129,037 | ) | |||||||||
|
| For the three months ended March 31, 2021 |
| |
Cash flows from Operating Activities: |
|
|
|
|
Net loss |
| $ | (49,954 | ) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
Interest earned on cash and marketable securities held in Trust Account |
|
| (40,259 | ) |
Changes in current assets and current liabilities: |
|
|
|
|
Prepaid expenses |
|
| (498,904 | ) |
Accrued offering costs and expenses |
|
| 168,983 |
|
Due to related party |
|
| 213 |
|
Net cash used in operating activities |
|
| (419,921 | ) |
Cash Flows from Investing Activities: |
|
|
|
|
Investment held in Trust Account |
|
| (276,000,000 | ) |
Net cash used in investing activities |
|
| (276,000,000 | ) |
Cash flows from Financing Activities: |
|
|
|
|
Proceeds from Initial Public Offering, net of underwriters’ fees |
|
| 270,480,000 |
|
Proceeds from private placement |
|
| 7,270,000 |
|
Payments of offering costs |
|
| (636,086 | ) |
Net cash provided by financing activities |
|
| 277,113,914 |
|
Net change in cash |
|
| 693,993 |
|
Cash, beginning of the period |
|
| 35,614 |
|
Cash, end of the period |
| $ | 729,607 |
|
Supplemental disclosure of noncash investing and financing activities: |
|
|
|
|
Deferred underwriting commissions charged to additional paid in capital |
| $ | 9,660,000 |
|
Initial value of common stock subject to possible redemption |
| $ | 227,738,380 |
|
Change in value of common stock subject to possible redemption |
| $ | 34,690,050 |
|
Deferred offering costs paid by Sponsor loan |
| $ | 18,773 |
|
For the Nine Months Ended September 30, 2021 | ||||
Cash flows from operating activities: | ||||
Net loss | $ | (592,475 | ) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||||
Interest earned on cash and marketable securities held in Trust Account | (83,453 | ) | ||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (354,086 | ) | ||
Accrued offering costs and expenses | 401,055 | |||
Due to related party | 30,214 | |||
Net cash used in operating activities | (598,746 | ) | ||
Cash flows from investing activities: | ||||
Investment held in Trust Account | (276,000,000 | ) | ||
Net cash used in investing activities | (276,000,000 | ) | ||
Cash flows from financing activities: | ||||
Proceeds from Initial Public Offering, net of underwriters’ fees | 270,480,000 | |||
Proceeds from private placement | 7,270,000 | |||
Payments of offering costs | (651,036 | ) | ||
Net cash provided by financing activities | 277,098,964 | |||
Net change in cash | 500,218 | |||
Cash, beginning of the period | 35,614 | |||
Cash, end of the period | $ | 535,832 | ||
Supplemental disclosure of noncash investing and financing activities: | ||||
Deferred underwriting commissions charged to additional paid-in capital | $ | 9,660,000 | ||
Initial value of common stock subject to possible redemption | $ | 276,000,000 | ||
Deferred offering costs paid by Sponsor loan | $ | 18,773 | ||
Unaudited Balance Sheet as of March 31, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Common stock subject to possible redemption | $ | 262,428,430 | $ | 13,571,570 | $ | 276,000,000 | ||||||
Common stock | 826 | (136 | ) | 690 | ||||||||
Additional paid-in capital | 5,049,658 | (5,049,658 | ) | 0 | ||||||||
Accumulated deficit | (50,480 | ) | (8,521,776 | ) | (8,572,256 | ) | ||||||
Total stockholders’ equity (deficit) | $ | 5,000,004 | $ | (13,571,570 | ) | $ | (8,571,566 | ) | ||||
Number of shares subject to redemption | 26,242,843 | 1,357,157 | 27,600,000 |
Unaudited Statement of Operations for the three months ended March 31, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption | 19,231,241 | 3,875,426 | 23,106,667 | |||||||||
Basic and diluted net loss per share | $ | 0 | $ | (0.00 | ) | $ | (0.00 | ) | ||||
Basic and diluted weighted average shares outstanding, common stock | 13,815,426 | (6,915,426 | ) | 6,900,000 | ||||||||
Basic and diluted net loss per share | $ | (0.00 | ) | $ | 0 | $ | (0.00 | ) |
Unaudited Statement of Changes in Stockholders’ Equity (Deficit) for the three months ended March 31, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Sale of 27,600,000 Units, net of underwriting discount and offering expenses | $ | 267,453,914 | $ | (267,451,154 | ) | $ | 2,760 | |||||
Change in common stock subject to possible redemption | (262,428,430 | ) | 262,428,430 | — | ||||||||
Common stock subject to possible redemption | — | (2,760 | ) | (2,760 | ) | |||||||
Sale of 7,270,000 Private Placement Warrants through over-allotment | — | 7,270,000 | 7,270,000 | |||||||||
Subsequent remeasurement under ASC 480-10-S99 | $ | — | $ | (15,816,086 | ) | $ | (15,816,086 | ) |
Unaudited Statement of Cash Flows for the three months ended March 31, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Initial value of common stock subject to possible redemption | $ | 227,738,380 | $ | 48,261,620 | $ | 276,000,000 | ||||||
Change in value of common stock subject to possible redemption | $ | 34,690,050 | $ | (34,690,050 | ) | $ | — |
Unaudited Balance Sheet as of June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Common stock subject to possible redemption | $ | 262,308,840 | $ | 13,691,160 | $ | 276,000,000 | ||||||
Common stock | 827 | (137 | ) | 690 | ||||||||
Additional paid-in capital | 5,169,247 | (5,169,247 | ) | — | ||||||||
Accumulated deficit | (170,069 | ) | (8,521,776 | ) | (8,691,845 | ) | ||||||
Total stockholders’ equity (deficit) | $ | 5,000,005 | $ | (13,691,160 | ) | $ | (8,691,155 | ) | ||||
Number of shares subject to redemption | 26,230,884 | 1,369,116 | 27,600,000 |
Unaudited Statement of Operations for the three months ended June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption | 26,242,843 | 1,357,157 | 27,600,000 | |||||||||
Basic and diluted net loss per share | $ | 0 | $ | (0.00 | ) | $ | (0.00 | ) | ||||
Basic and diluted weighted average shares outstanding, common stock | 8,257,157 | (1,357,157 | ) | 6,900,000 | ||||||||
Basic and diluted net loss per share | $ | (0.01 | ) | $ | 0.01 | $ | (0.00 | ) |
Unaudited Statement of Operations for the six months ended June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Basic and diluted weighted average shares outstanding, common stock subject to redemption | 22,756,411 | 2,609,335 | 25,365,746 | |||||||||
Basic and diluted net loss per share | $ | 0 | $ | (0.01 | ) | $ | (0.01 | ) | ||||
Basic and diluted weighted average shares outstanding, common stock | 12,830,882 | (5,930,882 | ) | 6,900,000 | ||||||||
Basic and diluted net loss per share | $ | (0.01 | ) | $ | 0 | $ | (0.01 | ) |
�� | ||||||||||||
Unaudited Statement of Changes in Stockholders’ Equity (Deficit) for the three months ended June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Change in common stock subject to possible redemption | 119,590 | (119,590 | ) | 0 |
Unaudited Statement of Changes in Stockholders’ Equity (Deficit) for the six months ended June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Sale of 27,600,000 Units, net of underwriting discount and offering expenses | $ | 267,453,914 | $ | (267,451,154 | ) | $ | 2,760 | |||||
Change in common stock subject to possible redemption | (262,308,840 | ) | 262,308,840 | — | ||||||||
Common stock subject to possible redemption | — | (2,760 | ) | (2,760 | ) | |||||||
Sale of 7,270,000 Private Placement Warrants through over-allotment | — | 7,270,000 | 7,270,000 | |||||||||
Subsequent remeasurement under ASC 480-10-S99 | $ | — | $ | (15,816,086 | ) | $ | (15,816,086 | ) |
Unaudited Statement of Cash Flows for the six months ended June 30, 2021 | As Previously Reported | Adjustment | As Restated | |||||||||
Initial value of common stock subject to possible redemption | $ | 227,738,380 | $ | 48,261,620 | $ | 276,000,000 | ||||||
Change in value of common stock subject to possible redemption | $ | 34,570,460 | $ | (34,570,460 | ) | $ | — |
adjustments necessary for the fair statementpresentation of the balances and results for the periods presented. Operating results for the period for the three and nine months ended March 31,September 30, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021.
statements and the reported amounts of revenues and expenses during the reporting period.
reasons for the impairment, the severity and the duration of the impairment, changes in value subsequent to
|
| March 31, |
|
| Quoted Prices In Active Markets |
|
| Significant Other Observable Inputs |
|
| Significant Other Unobservable Inputs |
| ||||
|
| 2021 |
|
| (Level 1) |
|
| (Level 2) |
|
| (Level 3) |
| ||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Money Market held in Trust Account |
| $ | 809 |
|
| $ | 809 |
|
| $ | — |
|
| $ | — |
|
U.S. Treasury Securities |
|
| 276,039,450 |
|
|
| 276,039,450 |
|
|
| — |
|
|
| — |
|
|
| $ | 276,040,259 |
|
| $ | 276,040,259 |
|
| $ | — |
|
| $ | — |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2021 | Quoted Prices In Active Markets (Level 1) | Quoted Prices In Active Markets (Level 1) | Significant Other Unobservable Inputs (Level 3) | |||||||||||||
Assets: | ||||||||||||||||
U.S. Money Market held in Trust Account | $ | 231 | $ | 231 | $ | — | $ | 0 | ||||||||
U.S. Treasury Securities | 276,083,222 | 276,083,222 | — | 0 | ||||||||||||
$ | 276,083,453 | $ | 276,083,453 | $ | — | $ | 0 | |||||||||
Stock
The Company’s statementCompany has not considered the effect of operations includes a presentationthe warrants sold in the Initial Public Offering and the private placement to purchase an aggregate of income (loss)21,070,000 shares in the calculation of diluted loss per share, forsince the inclusion of such warrants would be anti-dilutive. Accretion associated with the redeemable shares of common stock is excluded from earnings per share subject to possibleas the redemption invalue approximates fair value. As a manner similar to the two-class method of income (loss) per common share. Netresult, diluted income per common stock is the same as basic income per share basic and diluted, for redeemableof common share is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of redeemable common share outstanding since original issuance. Net loss per common share, basic and diluted, for non-redeemable common share is calculated by dividing the net loss, adjusted for income attributable to redeemable common share, by the weighted average number of non-redeemable common share outstanding for the periods. Non-redeemable common share includes the founder shares as these common shares do not have any redemption features and do not participate in the income earned on the Trust Account.
|
| For the Three Months Ended March 31, 2021 |
| |
Common stock subject to possible redemption |
|
|
|
|
Numerator: net income allocable to common stock subject to possible redemption |
|
|
|
|
Amortized interest income on marketable securities held in trust |
| $ | 38,278 |
|
Less: interest available to be withdrawn for payment of taxes |
|
| (38,278 | ) |
Net income allocable to common stock subject to possible redemption |
| $ | — |
|
Denominator: weighted average redeemable common stock redeemable common stock, basic and diluted |
|
| 19,231,241 |
|
Basic and diluted net income per share, redeemable common stock |
| $ | — |
|
Non-redeemable common stock |
|
|
|
|
Numerator: net loss minus redeemable net earnings |
|
|
|
|
Net loss |
| $ | (49,954 | ) |
Redeemable net earnings |
|
| — |
|
Non-redeemable net loss |
| $ | (49,954 | ) |
Denominator: weighted average non-redeemable basic and diluted weighted average shares outstanding, common stock |
|
| 13,815,426 |
|
Basic and diluted net loss per share, common stock |
| $ | (0.00 | ) |
For the three months ended September 30, 2021 | Redeemable | Non-Redeemable | ||||||
Allocation of net loss including shares of common stock subject to possible redemption | $ | (338,346 | ) | $ | (84,586 | ) | ||
Weighted Average redeemable common stock outstanding | 27,600,000 | 6,900,000 | ||||||
Basic and Diluted net loss per share of common stock | $ | (0.01 | ) | $ | (0.01 | ) |
For the nine months ended September 30, 2021 | Redeemable | Non-Redeemable | ||||||
Allocation of net loss including shares of common stock subject to possible redemption | $ | (468,664 | ) | $ | (123,811 | ) | ||
Weighted Average redeemable common stock outstanding | 26,118,681 | 6,900,000 | ||||||
Basic and Diluted net loss per share of common stock | $ | (0.02 | ) | $ | (0.02 | ) |
date that are related to the IPO and were charged to stockholders’ equity upon the completion of the IPO. Accordingly, on January 14,as of September 30, 2021, offering costs in the aggregate of $13,836,086$15,831,036 have been charged to stockholders’ equity (consisting of $4,800,000$5,520,000 of underwriting discount, $8,400,000$9,660,000 of deferred underwriting discount, and $636,086$651,036 of other offering costs).
Gross proceeds from public issuance | $ | 276,000,000 | ||
Less: | ||||
Proceeds allocated to public warrants | — | |||
Shares of the common stock issuance costs | (15,816,086 | ) | ||
Plus: | ||||
Accretion of carrying value to redemption value | 15,816,086 | |||
Contingently redeemable common stock | $ | 276,000,000 | ||
forfeiture.
On July 28, 2021, the Company repaid $150,000 to the Sponsor under the Promissory Note. There was 0 outstanding balance under the Promissory Note as of September 30, 2021.
Loan was outstanding in the amount of $150,000 under the New Promissory Note, as detailed under the heading “Promissory Note – Related Party.”
|
| Carrying Value/Amortized Cost |
|
| Gross Unrealized Gains |
|
| Gross Unrealized Losses |
|
| Fair Value as of March 31, 2021 |
| ||||
U.S. Money Market |
| $ | 809 |
|
| $ | — |
|
| $ | — |
|
| $ | 809 |
|
U.S. Treasury Securities |
|
| 276,039,450 |
|
|
| — |
|
|
| 5,789 |
|
|
| 276,045,240 |
|
|
| $ | 276,040,259 |
|
| $ | — |
|
| $ | 5,789 |
|
| $ | 276,046,049 |
|
Carrying Value/Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value as of September 30, 2021 | |||||||||||||
U.S. Money Market | $ | 231 | $ | 0 | $ | 0 | $ | 231 | ||||||||
U.S. Treasury Securities | 276,083,222 | 0 | (2,017 | ) | 276,085,239 | |||||||||||
$ | 276,083,453 | $ | 0 | $ | (2,017 | ) | $ | 276,085,470 | ||||||||
On January 19, 2021, the underwriters purchased an additional 3,600,000 units to exercise its over-allotment option in full. The proceeds of $36,000,000 from the over-allotment waswere deposited in the Trust Account after deducting the underwriting discounts.
(Deficit)
24
bearing and payable on the earlier to occur of (i) January 14, 2023 or (ii) the effective date of a Business Combination. Any amounts outstanding under the note are convertible into warrants, at a price of $1.00 per warrant at the option of the Sponsor, the terms of which shall be identical to the Private Placement Warrants. As of the date hereof, the Company borrowed $150,000 under the note.
Stock
Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended March 31, 2021, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act. Based on this evaluation, our chief executive officer and chief financial officer have concluded that during the period covered by this report, our disclosureare controls and other procedures were effective.
Disclosure controls and proceduresthat are designed to ensure that information required to be disclosed by us in our reports filed or submitted under Securities Exchange Act reportsof 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms,forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that such information required to be disclosed in our reports filed or submitted under the Exchange Act is accumulated and communicated to our management, including our principal executive officerChief Executive Officer and principal financial officer or persons performing similar functions, as appropriateChief Financial Officer, to allow timely decisions regarding required disclosure.
There
2020, except as follows:
|
Not Applicable.
|
| ||
Exhibit | Description | ||
31.1* | |||
| |||
31.2* | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002. | ||
| |||
32.1* | Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | ||
| |||
32.2* | Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | ||
101.INS** | XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||
101.SCH** | Inline XBRL Taxonomy Extension Schema Document | ||
101.CAL** | Inline XBRL Taxonomy Extension Calculation Linkbase Document | ||
101.DEF** | Inline XBRL Taxonomy Extension Definition Linkbase Document | ||
101.LAB** | Inline XBRL Taxonomy Extension Label Linkbase Document | ||
101.PRE** | Inline XBRL Taxonomy Extension Presentation Linkbase Document | ||
104 | The cover page for the Company’s Quarterly Report on Form 10-Q has been formatted in Inline XBRL and contained in Exhibit 101 |
* | Filed herewith. |
Adit EdTech Acquisition Corp. | |||
Dated: | /s/ David L. Shrier | ||
David L. Shrier Chief Executive Officer and Chairman (Principal Executive Officer) | |||
Dated: | /s/ John J. D’Agostino | ||
John J. D’Agostino Chief Financial Officer (Principal Financial Officer and Accounting Officer) |
23