IPO and Financing Activities - The company completed its IPO on January 14, 2021, selling 24,000,000 units at $10.00 per unit, generating gross proceeds of $240,000,000[130] - Simultaneously with the IPO, the company completed a private placement of 6,550,000 Private Placement Warrants at $1.00 per warrant, generating $6,550,000[130] - The IPO underwriters exercised their over-allotment option, purchasing an additional 3,600,000 units at $10.00 per unit, generating $36,000,000[131] - The company may issue and sell up to $200.0 million of its common stock to GEM Global Yield LLC SCS following the merger, subject to certain conditions[153] Financial Performance and Liquidity - The company had a net loss of $0.2 million for the three months ended September 30, 2023, compared to a net income of $0.7 million for the same period in 2022[136] - For the nine months ended September 30, 2023, the company reported a net loss of $1.9 million, compared to a net income of $4.6 million for the same period in 2022[137] - As of September 30, 2023, the company had approximately $0.2 million in its operating bank account[138] - As of September 30, 2023, the company had approximately $0.2 million in its operating bank account, which is insufficient to sustain operations for the next 12 months without a business combination[150] Debt and Borrowings - The company borrowed $502,683 under the Working Capital Note as of September 30, 2023[139] - The company drew $150,000 and $200,000 from the GRIID Note on July 18, 2023, and August 8, 2023, respectively, for working capital purposes[147] - The GRIID Note allows borrowing up to $1.8 million, with interest at the Applicable Federal Rate, and is payable upon liquidation or merger closing[148] - The company had no long-term debt, capital lease obligations, or operating lease obligations as of September 30, 2023[155] Share Redemptions - Holders of 25,132,578 shares of common stock redeemed their shares for approximately $253.6 million on December 23, 2022[133] - Holders of 467,396 shares of common stock redeemed their shares for approximately $4.9 million on July 11, 2023[146] Business Combination and Liquidation - The company has until January 14, 2024, to complete a business combination or face liquidation[132] - The company extended the deadline for completing an initial business combination to January 14, 2024, with GRIID Infrastructure depositing $240,000 into the Trust Account for the first four months of the extension[147] Accounting and Reporting - The company qualifies as an "emerging growth company" under the JOBS Act, allowing delayed adoption of new accounting standards and reduced reporting requirements[156][158] - The company classified Private Placement Warrants as liabilities at fair value, subject to re-measurement at each balance sheet date[166] - The company is assessing the impact of ASU 2020-06, which simplifies accounting for convertible instruments, effective for fiscal years beginning after December 15, 2023[167] Off-Balance Sheet Arrangements - As of September 30, 2023, the company had no off-balance sheet financing arrangements or obligations[152]
Adit EdTech(ADEX) - 2023 Q3 - Quarterly Report