IPO and Fundraising - The company completed its IPO on January 20, 2021, raising gross proceeds of $276 million from the sale of 27,600,000 units at $10.00 per unit, including the full exercise of the over-allotment option for an additional 3,600,000 units[18]. - The company also sold 7,270,000 private placement warrants at $1.00 per warrant, generating an additional $7.27 million in gross proceeds[18]. - Following the IPO and the sale of private placement warrants, a total of $276 million was placed in a trust account for future business combinations[33]. - The company incurred total transaction costs of $15,562,855 related to the IPO, including $5,520,000 in underwriting fees and $9,660,000 in deferred underwriting fees[45]. - The company has until July 20, 2022, to complete a Business Combination, or it will cease operations and redeem public shares[147]. - The company placed $276,000,000 from the IPO proceeds into a trust account, which will be used for a Business Combination[141]. Financial Performance - The company reported a net loss of $1,450 for the period from inception (August 27, 2020) through December 31, 2020, due to formation and operating expenses[42]. - As of December 31, 2020, Rotor Acquisition Corp. had total assets of $137,336, with total liabilities amounting to $113,786[124]. - The company reported a net loss of $1,450 for the period from August 27, 2020 (inception) through December 31, 2020, resulting in a basic and diluted net loss per common share of $(0.00)[128]. - The company has sufficient capital to sustain operations for at least one year from the issuance date of the financial statements, alleviating substantial doubt about its ability to continue as a going concern[151]. Corporate Governance - The company has a diverse board of directors with extensive experience across various sectors, enhancing its strategic decision-making capabilities[66]. - The board of directors is divided into three classes, with each class serving a three-year term, and the first class's term expires at the first annual meeting of stockholders[73]. - The audit committee consists of independent directors and is responsible for overseeing the integrity of financial statements and compliance with legal requirements[78]. - The company has established a code of ethics applicable to directors, officers, and employees, which is available on its corporate website[83]. - The compensation committee is responsible for setting compensation levels for the President and other officers, including incentive compensation and equity awards[84]. - The company has three standing committees: audit, nominating, and compensation, all composed solely of independent directors[77]. - The independent directors have determined that John D. Howard, Kim S. Fennebresque, and David J. Berkman are independent as per NYSE standards[75]. - The corporate governance and nominating committee will evaluate director nominees and oversee the evaluation of the board's performance[81]. Management and Personnel - Brian D. Finn has over 35 years of experience in the financial services industry and has advised on transactions worth well over $100 billion[64]. - Amy Salerno has served as Chief Financial Officer since September 2020, previously holding executive positions at Covr Financial Technologies and Pioneer Wealth Partners[67]. - Sam S. Potter has been Vice President of Corporate Development since September 2020, with prior experience at BMB Capital and Ebbu[68]. - John D. Howard has 35 years of private equity investing experience and is the founder of Irving Place Capital[69]. - David J. Berkman has been Managing Partner of Associated Partners, LP since January 2000, focusing on telecommunications infrastructure[70]. - Kim S. Fennebresque has served as a senior advisor to Cowen Group Inc. since 2008 and has extensive experience in corporate finance and mergers and acquisitions[72]. Shareholder Information - Rotor Sponsor LLC and Brian D. Finn each own 6,900,000 shares, representing 20% of the outstanding shares[15]. - Integrated Core Strategies (US) LLC holds 1,750,000 shares, accounting for 6.3% of the outstanding shares[15]. - Empyrean Capital Overseas Master Fund, Ltd. owns 1,380,100 shares, which is 5.0% of the outstanding shares[15]. - The company has 6,900,000 shares of Class B common stock issued and outstanding as of December 31, 2020, following a stock dividend[169]. Audit and Compliance - The total audit fees paid to Marcum LLP for the period from August 27, 2020, through December 31, 2020, amounted to $63,860[98]. - The audit committee has pre-approved all auditing services and permitted non-audit services since its formation[101]. - The company had no audit-related fees for consultations concerning financial accounting and reporting standards during the specified period[99]. - The company has no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2020[160]. Future Plans and Risks - The company does not intend to pay cash dividends prior to completing a business combination, with future dividends contingent on revenues and earnings[29]. - The company may need to obtain additional financing to complete its business combination or to meet obligations if a significant number of public shares are redeemed[49]. - The company is classified as an early stage and emerging growth company, subject to risks associated with such companies[137]. - The company is classified as an "emerging growth company" and has opted not to comply with certain reporting requirements applicable to other public companies[154]. Securities and Warrants - Class B common stock will convert into Class A common stock at a ratio ensuring that 20% of the total shares post-Business Combination are Class A shares[182]. - Public Warrants will become exercisable 30 days after a Business Combination or one year from the Initial Public Offering, expiring five years post-Business Combination[183]. - The Company will file a registration statement for Class A common stock from Public Warrant exercises within 20 business days after a Business Combination[185]. - If the Class A common stock price reaches or exceeds $18.00, the Company may redeem Public Warrants at $0.01 each[186]. - If the Class A common stock price reaches or exceeds $10.00, the Company may redeem Public Warrants at $0.10 each, with cashless exercise options available[187]. - The exercise price of the warrants may be adjusted if new shares are issued below $9.20, affecting the redemption trigger prices[188]. - Private Placement Warrants are non-transferable for 30 days post-Business Combination and are exercisable on a cashless basis[189].

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 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: 001-39897 ROTOR ACQUISITION CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-2838301 (I.R.S. Employer (State or oth ...