[PART I](index=1&type=section&id=PART%20I) This section covers the Company's initial formation as a blank check company, its IPO, and the subsequent business combination. [Item 1. Business](index=5&type=section&id=Item%201.%20Business) The Company, initially a blank check entity, completed its IPO in April 2019 and acquired Alta Equipment Holdings, Inc. in February 2020. - The Company was formed as a blank check company on October 30, 2018, with the business purpose of effecting a merger or similar business combination[11](index=11&type=chunk) - On April 11, 2019, the Company consummated its initial public offering (IPO), selling **14,375,000 units** at **$10.00 per unit**, generating gross proceeds of **$143.75 million**[12](index=12&type=chunk) - Simultaneously with the IPO, a private placement of **462,500 units** to the Sponsor generated approximately **$4.625 million** in gross proceeds[13](index=13&type=chunk) - Approximately **$143,750,000** from the net proceeds of the IPO and private placement was placed in a U.S.-based trust account[14](index=14&type=chunk) - On February 14, 2020, the Company consummated the business combination, acquiring Alta Equipment Holdings, Inc. and changing its name to Alta Equipment Group Inc[15](index=15&type=chunk) - Upon the closing of the business combination, the Company had **29,511,359 shares** of common stock outstanding[16](index=16&type=chunk) - As of December 31, 2019, prior to the business combination, BRPM had two executive officers and no full-time employees[19](index=19&type=chunk) [Item 1A. Risk Factors](index=7&type=section&id=Item%201A.%20Risk%20Factors) The Company faces risks from economic downturns, substantial indebtedness, acquisition challenges, reliance on key manufacturers, cybersecurity, and the COVID-19 outbreak. - The Company's business is highly sensitive to declines in construction and industrial activities or a general economic downturn, which could decrease demand for equipment, depress rental rates, and lower sales prices[23](index=23&type=chunk)[24](index=24&type=chunk) - Substantial indebtedness increases the Company's vulnerability to adverse economic conditions, reduces cash flow for operations and capital expenditures, and limits flexibility for business changes[28](index=28&type=chunk)[29](index=29&type=chunk) - The Company's growth strategy relies on acquisitions, which carry risks such as difficulty identifying attractive candidates, significant transaction and integration expenses, potential loss of key employees, and disruption of operations[41](index=41&type=chunk)[42](index=42&type=chunk)[43](index=43&type=chunk) - The Company purchases approximately **57%** of its rental and sales equipment from four major manufacturers (Yale, Hyster, Volvo, and JCB); termination of these relationships or increased equipment costs could materially impact the business[49](index=49&type=chunk)[50](index=50&type=chunk)[54](index=54&type=chunk) - Security breaches or disruptions in information technology systems, including the customer relationship management system, could compromise confidential information, adversely affect operations, and damage business reputation[58](index=58&type=chunk)[59](index=59&type=chunk)[60](index=60&type=chunk) - The COVID-19 outbreak poses a significant risk, potentially negatively impacting operations, supply chains, and customer demand, leading to an economic downturn[81](index=81&type=chunk)[82](index=82&type=chunk) [Item 1B. Unresolved Staff Comments](index=18&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The Company reported no unresolved staff comments from the SEC. - There are no unresolved staff comments[83](index=83&type=chunk) [Item 2. Properties](index=18&type=section&id=Item%202.%20Properties) The Company's corporate offices are located in Livonia, Michigan, and are deemed adequate for current operations. - The Company's corporate offices are located at 13211 Merriman Road, Livonia, Michigan 48150[83](index=83&type=chunk) - The current office space is considered adequate for current operations[83](index=83&type=chunk) [Item 3. Legal Proceedings](index=18&type=section&id=Item%203.%20Legal%20Proceedings) The Company reported no material litigation, arbitration, or governmental proceedings pending against it or its management. - There is no material litigation, arbitration, or governmental proceeding currently pending against the Company or its management team[84](index=84&type=chunk) [Item 4. Mine Safety Disclosures](index=19&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The Company reported no mine safety disclosures. - There are no mine safety disclosures[84](index=84&type=chunk) [PART II](index=20&type=section&id=PART%20II) This section covers market information for common equity, selected financial data, management's discussion and analysis, and disclosures about market risk. [Item 5. Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities](index=20&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Shareholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The Company's common stock and public warrants trade on the NYSE, with no cash dividends paid to date and no anticipated future stock dividends. - The Company's common stock and public warrants trade on the NYSE under the symbols "**ALTG**" and "**ALTG WS**," respectively[87](index=87&type=chunk) Holders of Record (as of March 23, 2020) | Security | Holders of Record | | :------------- | :---------------- | | Common Stock | 44 | | Warrants | 29 | - The Company has not paid any cash dividends on its common stock to date and does not anticipate declaring stock dividends in the foreseeable future; future dividend payments are at the discretion of the board and depend on financial performance[89](index=89&type=chunk) - As of December 31, 2019, BRPM did not have any equity compensation plans[90](index=90&type=chunk) [Item 6. Selected Financial Data](index=20&type=section&id=Item%206.%20Selected%20Financial%20Data) This section is explicitly stated as "Not applicable" in the report. - This section is explicitly stated as "Not applicable" in the report[91](index=91&type=chunk) [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=21&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section details the Company's evolution from a blank check company through its IPO and subsequent business combination with Alta Equipment Holdings, Inc. - BRPM was formed as a blank check company on October 30, 2018, with no operations or revenue until the consummation of a business combination[94](index=94&type=chunk) - The Company's IPO on April 11, 2019, involved the sale of **14,375,000 units** at **$10.00 per unit**, generating **$143,750,000** in gross proceeds[95](index=95&type=chunk) - A private placement of **462,500 units** to the Sponsor, concurrent with the IPO, generated approximately **$4.625 million** in gross proceeds[96](index=96&type=chunk) - Approximately **$143,750,000** from the IPO and private placement was placed in a U.S.-based trust account[97](index=97&type=chunk) - The business combination with Alta Equipment Holdings Inc. was approved by stockholders on February 11, 2020, and consummated on February 14, 2020[99](index=99&type=chunk)[100](index=100&type=chunk) - In connection with the business combination, **1,049,036 shares** of common stock were redeemed at approximately **$10.14 per share**, resulting in **29,511,359 shares** outstanding post-closing[99](index=99&type=chunk)[100](index=100&type=chunk) - BRPI, an affiliate of the Sponsor, purchased **2,500,000 units** for **$25,000,000** in a private placement concurrently with the business combination closing[101](index=101&type=chunk) [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section is explicitly stated as "Not applicable" in the report. - This section is explicitly stated as "Not applicable" in the report[102](index=102&type=chunk) [Item 8. Consolidated Financial Statements and Supplementary Data](index=23&type=section&id=Item%208.%20Consolidated%20Financial%20Statements%20and%20Supplementary%20Data) This section presents the audited financial statements for the years ended December 31, 2019, and 2018, reflecting the Company's status prior to the business combination. - The section includes audited Balance Sheets, Statements of Operations, Statements of Changes in Stockholders' Equity, and Statements of Cash Flows for the years ended December 31, 2019, and 2018[105](index=105&type=chunk)[107](index=107&type=chunk) - Financial statements are presented in conformity with accounting principles

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38864 B. RILEY PRINCIPAL MERGER CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | |---------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38864 B. RILEY PRINCIPAL MERGER CORP. (Exact Name of Registrant as Specified in Its Charter) | --- | --- | |--------------------- ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-38864 B. RILEY PRINCIPAL MERGER CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 83-2583782 (State or Other ...