UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended September 30, 2020 ¨ 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: 001-39228 (I.R.S. Employer Identification No.) 640 Fifth Avenue, 12 Floor New York, NY 10019 (Address of principal executive offices) (212) ...

[Company Overview](index=8&type=section&id=Company%20Overview) [Business Operations](index=8&type=section&id=Business%20Operations) Churchill Capital Corp III is a SPAC formed to pursue a business combination, generating non-operating income from IPO proceeds - The company is a **SPAC** formed to execute a business combination and has not yet generated operating revenue[22](index=22&type=chunk)[24](index=24&type=chunk) - On February 19, 2020, the company completed its Initial Public Offering, raising **$1.1 billion** in gross proceeds[25](index=25&type=chunk) - Concurrently with the IPO, **23,000,000 private placement warrants** were sold to the sponsor, generating an additional **$23 million** in gross proceeds[26](index=26&type=chunk) - Following the IPO, **$1.1 billion** was placed in a trust account, invested in U.S. government securities for a future business combination[28](index=28&type=chunk) [Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Financial statements for June 30, 2020, reflect the company's pre-business combination SPAC status, highlighting trust account assets and IPO-driven cash flows [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) As of June 30, 2020, total assets were **$1.108 billion**, dominated by marketable securities in the Trust Account, with significant common stock subject to redemption Condensed Balance Sheet Highlights (as of June 30, 2020) | Metric | June 30, 2020 (unaudited) | December 31, 2019 | | :--- | :--- | :--- | | **Assets** | | | | Cash | $2,955,367 | $34,000 | | Marketable securities held in Trust Account | $1,104,209,313 | $0 | | **Total Assets** | **$1,107,564,339** | **$318,930** | | **Liabilities & Equity** | | | | Total Liabilities | $40,464,311 | $295,380 | | Common stock subject to possible redemption | $1,062,100,027 | $0 | | Total Stockholders' Equity | $5,000,001 | $23,550 | | **Total Liabilities and Stockholders' Equity** | **$1,107,564,339** | **$318,930** | [Condensed Statement of Operations](index=5&type=section&id=Condensed%20Statement%20of%20Operations) For Q2 2020, the company reported a **net loss of $1.34 million**, while the six months ended June 30, 2020, showed **net income of $1.70 million** Statement of Operations Summary (Unaudited) | Metric | Three Months Ended June 30, 2020 | Six Months Ended June 30, 2020 | | :--- | :--- | :--- | | Operating costs | $1,846,344 | $2,061,847 | | Interest earned on marketable securities | $2,394,013 | $4,215,679 | | **Net (Loss) Income** | **($1,335,040)** | **$1,696,498** | | Basic and diluted net loss per common share | ($0.04) | ($0.03) | [Condensed Statement of Cash Flows](index=7&type=section&id=Condensed%20Statement%20of%20Cash%20Flows) For the six months ended June 30, 2020, financing activities provided **$1.104 billion**, primarily from the IPO, with **$1.1 billion** used for trust account investments Cash Flow Summary for Six Months Ended June 30, 2020 (Unaudited) | Cash Flow Activity | Amount | | :--- | :--- | | Net cash used in operating activities | ($949,613) | | Net cash used in investing activities | ($1,100,000,000) | | Net cash provided by financing activities | $1,103,870,980 | | **Net Change in Cash** | **$2,921,367** | | **Cash – End of period** | **$2,955,367** | [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) Notes detail the company's formation, IPO, accounting policies, and significant subsequent events, including the definitive merger agreement with Polaris Parent Corp - The company must complete a business combination by **February 19, 2022**, or face liquidation[36](index=36&type=chunk) - On July 12, 2020, the company entered a definitive Merger Agreement with Polaris Parent Corp. for **$5.678 billion** in cash and stock consideration[81](index=81&type=chunk)[83](index=83&type=chunk) - The merger secured **$1.3 billion** in Common PIPE and **$1.3 billion** in Convertible PIPE investments for funding[85](index=85&type=chunk)[87](index=87&type=chunk) - The company pays a Sponsor affiliate **$50,000 per month** for administrative and support services[71](index=71&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, with results driven by trust account interest income and liquidity from IPO proceeds, noting the recent Merger Agreement - The company's activities through June 30, 2020, were limited to organizational tasks, the IPO, and searching for a business combination target[117](index=117&type=chunk) Results of Operations Summary | Period | Net (Loss) Income | Key Drivers | | :--- | :--- | :--- | | Three months ended June 30, 2020 | ($1,335,040) | Operating costs and unrealized loss on securities, offset by interest income | | Six months ended June 30, 2020 | $1,696,498 | Interest income on marketable securities, offset by operating costs | - As of June 30, 2020, the company held **$1.104 billion** in marketable securities in the Trust Account and **$2.96 million** in cash for working capital[122](index=122&type=chunk)[125](index=125&type=chunk) - On July 12, 2020, the company issued a **$1.5 million** promissory note to the Sponsor for working capital, convertible into warrants[127](index=127&type=chunk) [Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) The company's market risk is minimal, as trust account funds are invested in short-term U.S. government securities, limiting interest rate exposure - The company's market risk exposure is limited to interest rate risk on short-term U.S. government securities in the Trust Account[136](index=136&type=chunk) [Item 4. Controls and Procedures](index=29&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of June 30, 2020, with no material changes to internal control over financial reporting - Management concluded that disclosure controls and procedures were effective as of June 30, 2020[138](index=138&type=chunk) - No material changes were made to internal control over financial reporting during the quarter[139](index=139&type=chunk) [Part II. Other Information](index=29&type=section&id=Part%20II.%20Other%20Information) [Item 1. Legal Proceedings](index=29&type=section&id=Item%201.%20Legal%20Proceedings) The company reported no legal proceedings - There are no legal proceedings to report[141](index=141&type=chunk) [Item 1A. Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors) Key risks include potential negative interest rates on trust account securities and the adverse impact of the COVID-19 pandemic on business combination efforts - A key risk is potential negative interest rates on U.S. government treasury obligations, reducing public share redemption value below **$10.00**[143](index=143&type=chunk)[144](index=144&type=chunk) - The COVID-19 pandemic poses a material risk to timely business combination completion due to travel restrictions and market volatility[145](index=145&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details **$1.1 billion** gross proceeds from the IPO and **$23 million** from private placement warrants, with **$1.1 billion** placed into the Trust Account - The company consummated its IPO on February 19, 2020, raising **$1.1 billion** in gross proceeds[146](index=146&type=chunk) - A private placement of **23,000,000 warrants** to the Sponsor generated an additional **$23 million** in proceeds[147](index=147&type=chunk) - Total offering costs included **$18.4 million** in upfront underwriting discounts and **$38.5 million** deferred[149](index=149&type=chunk) [Item 3. Defaults Upon Senior Securities](index=31&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[151](index=151&type=chunk) [Item 4. Mine Safety Disclosures](index=31&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not Applicable[152](index=152&type=chunk) [Item 5. Other Information](index=31&type=section&id=Item%205.%20Other%20Information) The company reported no other information - None[153](index=153&type=chunk) [Item 6. Exhibits](index=32&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Quarterly Report on Form 10-Q, including officer certifications and XBRL data files

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (MARK ONE) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2020 ¨ 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: 001-39228 CHURCHILL CAPITAL CORP III (Exact Name of Registrant as Specified in Its Charter) (212) 380-7500 (Issuer's telephone number) Securiti ...