skillz(SKLZ) - 2020 Q1 - Quarterly Report

PART I. FINANCIAL INFORMATION Financial Statements Flying Eagle Acquisition Corp. reported net income of $132,070 for the period ending March 31, 2020, primarily from Trust Account interest Condensed Balance Sheet As of March 31, 2020, total assets were $691.4 million, primarily from Trust Account, with liabilities at $24.8 million Condensed Balance Sheet as of March 31, 2020 (Unaudited) | Category | Amount (USD) | | :--- | :--- | | Assets | | | Cash and cash equivalents | $1,189,052 | | Cash and investments held in Trust Account | $690,207,664 | | Total Assets | $691,396,716 | | Liabilities & Equity | | | Total current liabilities | $626,088 | | Deferred underwriting compensation | $24,150,000 | | Total Liabilities | $24,776,088 | | Class A common shares subject to possible redemption | $661,620,620 | | Total Stockholders' Equity | $5,000,008 | Condensed Statement of Operations For the period ending March 31, 2020, the company reported net income of $132,070, primarily from $207,664 in Trust Account interest income Statement of Operations Highlights (Jan 15, 2020 - Mar 31, 2020) | Metric | Amount (USD) | | :--- | :--- | | Revenue | $0 | | General and administrative expenses | $41,476 | | Other income - interest on Trust Account | $207,664 | | Net income | $132,070 | | Basic and diluted net income per share, Class A | $0.00 | | Basic and diluted net loss per share, Class B | $0.00 | Condensed Statement of Cash Flows Net cash used in operations was minimal, while financing activities provided $691.2 million from IPO and warrant sales Cash Flow Summary (Jan 15, 2020 - Mar 31, 2020) | Cash Flow Activity | Amount (USD) | | :--- | :--- | | Net cash used in operating activities | ($928) | | Net cash used in investing activities | ($690,000,000) | | Net cash provided by financing activities | $691,189,980 | | Increase in cash and cash equivalents | $1,189,052 | Notes to Unaudited Condensed Financial Statements Notes detail the company's SPAC formation, $690 million IPO proceeds in trust, related-party transactions, and COVID-19 impact - The company was formed as a blank check company to effect a business combination and has 24 months from the closing of its Public Offering (until March 10, 2022) to complete one[26][33] - On March 10, 2020, the company consummated its Public Offering of 69,000,000 units at $10.00 per unit, generating gross proceeds of $690,000,000, which were placed in a trust account[28] - The Sponsor purchased 10,033,333 Private Placement Warrants at $1.50 per warrant for an aggregate of approximately $15.05 million[54] - The company is committed to pay a deferred underwriting discount of $24,150,000 upon the consummation of a Business Combination[62] - Management is evaluating the impact of the COVID-19 pandemic, concluding it could have a negative effect on the company or its target's financial position, but the specific impact is not readily determinable[63] Management's Discussion and Analysis of Financial Condition and Results of Operations The blank check company, formed in January 2020, completed a $690 million IPO in March, reporting $132,070 net income from Trust Account interest - The company is a blank check company that completed its Public Offering on March 10, 2020, and is currently seeking a target for a business combination[83] - For the period from January 15, 2020 (inception) to March 31, 2020, the company had a net income of $132,070, derived from interest on the Trust Account assets[86] - As of March 31, 2020, the company had $1,189,052 in cash outside the Trust Account to fund working capital needs[88] - Upon closing the IPO and Private Placement, $690,000,000 was placed in the Trust Account[87] Quantitative and Qualitative Disclosures About Market Risk The company faces immaterial market or interest rate risk due to short-term investments in U.S. government treasury or money market funds - The company's exposure to market and interest rate risk is considered minimal as funds in the Trust Account are invested in short-term U.S. government treasury obligations or money market funds[94] Controls and Procedures Management concluded that disclosure controls and procedures were effective as of March 31, 2020, with no material changes to internal controls - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of March 31, 2020[98] - No changes in internal control over financial reporting occurred during the most recently completed fiscal quarter that materially affected, or are reasonably likely to materially affect, internal controls[99] PART II. OTHER INFORMATION Legal Proceedings The company reported no legal proceedings as of the filing date - There are no legal proceedings to report[101] Risk Factors No material changes to risk factors, but the COVID-19 pandemic's potential negative impact on operations and business combination remains uncertain - The company is evaluating the impact of the COVID-19 pandemic, which could negatively affect its financial position, operations, or the completion of a Business Combination[103] - As of the date of the report, there have been no material changes to the risk factors disclosed in the company's prospectus dated March 5, 2020[103] Unregistered Sales of Equity Securities and Use of Proceeds The company privately sold 10,033,333 warrants for $15.05 million, with $690 million of net proceeds placed in the Trust Account - Simultaneously with the IPO, the company sold 10,033,333 Private Placement Warrants to its Sponsor at $1.50 each, generating gross proceeds of approximately $15,050,000[104] - The Public Offering of 69,000,000 units at $10.00 per unit generated gross proceeds of $690,000,000[106] - After deducting underwriting discounts and offering costs, $690,000,000 of the net proceeds was placed in the Trust Account[107] Defaults Upon Senior Securities The company reported no defaults upon senior securities - None[108] Mine Safety Disclosures This item is not applicable to the company - Not applicable[109] Other Information The company reported no other information - None[110] Exhibits This section lists exhibits filed as part of the Quarterly Report on Form 10-Q, including certifications and XBRL data