Advent(ADN) - 2020 Q2 - Quarterly Report

PART I – FINANCIAL INFORMATION Financial Statements This section presents AMCI Acquisition Corp.'s unaudited condensed financial statements for Q2 2020, primarily reflecting trust account cash, operating expenses, and interest income Condensed Balance Sheets Total assets decreased to $153.0 million from $226.0 million due to a reduction in cash held in the Trust Account following common stock redemption | Financial Metric | June 30, 2020 (Unaudited) | December 31, 2019 | | :--- | :--- | :--- | | Assets | | | | Cash | $118,170 | $520,422 | | Cash and cash equivalents held in Trust Account | $152,790,533 | $225,433,349 | | Total Assets | $152,979,919 | $226,010,880 | | Liabilities & Equity | | | | Total Liabilities | $8,610,603 | $9,002,433 | | Common stock subject to possible redemption | $139,369,310 | $212,008,440 | | Total Stockholders' Equity | $5,000,006 | $5,000,007 | | Total Liabilities and Stockholders' Equity | $152,979,919 | $226,010,880 | Condensed Statements of Operations The company reported a net loss for Q2 2020, a reversal from 2019's net income, primarily due to reduced dividend and interest income from the Trust Account | Period | 2020 | 2019 | | :--- | :--- | :--- | | Three Months Ended June 30 | | | | Other Income – dividends and interest | $97,645 | $1,270,690 | | Net (Loss) Income | $(418,925) | $842,931 | | Six Months Ended June 30 | | | | Other Income – dividends and interest | $793,375 | $2,531,081 | | Net (Loss) Income | $(53,690) | $1,633,185 | Condensed Statements of Changes in Stockholders' Equity Total stockholders' equity remained stable at approximately $5.0 million throughout the first half of 2020, with minor offsetting adjustments - Total Stockholders' Equity remained virtually unchanged, starting at $5,000,007 on January 1, 2020, and ending at $5,000,006 on June 30, 2020[15][16] Condensed Statements of Cash Flows Net cash used in operating activities was $2.0 million, while investing activities provided $73.4 million, primarily from Trust Account withdrawals for redemptions | Cash Flow Activity (Six Months Ended June 30) | 2020 | 2019 | | :--- | :--- | :--- | | Net cash used in operating activities | $(1,999,261) | $(501,571) | | Net cash provided by investing activities | $73,436,191 | $254,579 | | Net cash used by financing activities | $(71,839,182) | $0 | | Net Change in Cash | $(402,252) | $(246,992) | | Cash – Ending | $118,170 | $639,287 | Notes to Condensed Financial Statements The notes detail the company's SPAC status, the extension of the Combination Period, related stock redemptions, and ongoing discussions for a business combination - The company is a SPAC intending to focus its search for a business combination on companies in the global natural resource infrastructure, value chain, and logistics-related sectors[23] - On May 15, 2020, stockholders approved extending the business combination deadline from May 20, 2020, to October 20, 2020[35] - In connection with the extension, stockholders redeemed 7,126,888 shares of Class A common stock, resulting in approximately $72.6 million being removed from the Trust Account[35] - The company entered a non-binding letter of intent with a mining company but does not expect it to proceed, and is now in discussions with multiple other targets in the alternative energy, infrastructure, and electrification industries[72] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's financial condition as a blank check company, focusing on results of operations and liquidity, confirming sufficient funds until the October 20, 2020, deadline Results of Operations The company reported net losses for Q2 2020, a reversal from 2019, due to lower dividend and interest income from the trust account | Period | Net (Loss)/Income 2020 | Net Income 2019 | | :--- | :--- | :--- | | Three months ended June 30 | $(418,925) | $842,931 | | Six months ended June 30 | $(53,690) | $1,633,185 | Liquidity and Capital Resources As of June 30, 2020, the company had $118,170 in cash outside the trust account, with $72.6 million withdrawn for redemptions - As of June 30, 2020, the company had cash of $118,170 held outside the trust account and working capital of $75,472[103] - In May 2020, 7,126,888 shares were redeemed, and $72,585,441 was withdrawn from the Trust Account to fund the redemptions[101] - Management believes the company has sufficient liquidity to meet its obligations through the earlier of consummating a Business Combination or its liquidation date of October 20, 2020[106] Quantitative and Qualitative Disclosures about Market Risk The company is not subject to material market or interest rate risk, as trust account funds are invested in short-term U.S. government treasury obligations - The company is not subject to any material market or interest rate risk as of June 30, 2020[113] - Proceeds in the trust account are invested in money market funds holding short-term U.S. government treasury obligations, minimizing risk[113] Controls and Procedures 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 the company's disclosure controls and procedures were effective as of June 30, 2020[115] - No material changes were made to the company's internal control over financial reporting during the quarter ended June 30, 2020[115] PART II – OTHER INFORMATION Legal Proceedings The company reports no legal proceedings - The company has no legal proceedings to report[116] Risk Factors Updated risk factors highlight the potential adverse impact of the COVID-19 pandemic on the company's ability to complete a business combination - The company's search for a business combination and the operations of a potential target may be materially and adversely affected by the COVID-19 outbreak[118][119] Unregistered Sales of Equity Securities and Use of Proceeds This section details the IPO and private placement of warrants, with $220,520,770 placed in a trust account - Gross proceeds of $220,520,770 from the IPO and private placement of warrants were placed in a trust account[121] Defaults Upon Senior Securities The company reports no defaults upon senior securities - None[123] Mine Safety Disclosures This section is not applicable to the company - Not applicable[123] Other Information A non-binding letter of intent with a mining company is not expected to proceed, and the company is actively discussing with other targets in alternative energy and infrastructure - A non-binding letter of intent with a mining company from May 2020 is not expected to proceed[124] - The company is in discussions with multiple other targets in the alternative energy, infrastructure, and electrification sectors[124] Exhibits This section lists the exhibits filed as part of the Form 10-Q, including an amendment to the Certificate of Incorporation and a Promissory Note - Lists exhibits filed with the report, including an amendment to the Certificate of Incorporation and a Promissory Note dated May 20, 2020[126]