Chain Bridge I(CBRG) - 2021 Q3 - Quarterly Report

PART I. FINANCIAL INFORMATION Condensed Interim Financial Statements Unaudited condensed interim financial statements for Chain Bridge I as of September 30, 2021, detailing its pre-IPO financial position and activities Condensed Interim Balance Sheet As of September 30, 2021, total assets were $630,300, liabilities $674,147, resulting in a shareholder's deficit of $43,847 Condensed Balance Sheet as of September 30, 2021 (Unaudited) | Category | Amount ($) | | :--- | :--- | | Assets | | | Cash | 3,910 | | Deferred offering costs | 626,390 | | Total Assets | 630,300 | | Liabilities & Shareholder's Deficit | | | Accounts payable | 385,654 | | Accrued expenses | 66,000 | | Notes Payable - related party | 222,493 | | Total current liabilities | 674,147 | | Total shareholder's deficit | (43,847) | | Total Liabilities and Shareholder's Deficit | 630,300 | Condensed Interim Statements of Operations The company incurred a net loss of $36,934 for the three months ended September 30, 2021, and a cumulative net loss of $68,847 from inception, due to administrative expenses Statement of Operations Highlights (Unaudited) | Period | General & Administrative Expenses ($) | Net Loss ($) | Basic and Diluted Net Loss Per Share ($) | | :--- | :--- | :--- | :--- | | Three Months Ended Sep 30, 2021 | 36,934 | (36,934) | (0.01) | | Jan 21, 2021 (Inception) to Sep 30, 2021 | 68,847 | (68,847) | (0.01) | Condensed Interim Statements of Changes in Shareholder's Deficit From inception to September 30, 2021, the shareholder's deficit reached $43,847, stemming from a $25,000 share contribution offset by a $68,847 cumulative net loss - The company issued 5,750,000 Class B ordinary shares to its Sponsor for $25,000[20] - The accumulated deficit reached $68,847 as of September 30, 2021, resulting in a total shareholder's deficit of $43,847[20] Condensed Interim Statement of Cash Flows From inception to September 30, 2021, net cash used in operations was $240, financing provided $4,150, resulting in an ending cash balance of $3,910 Cash Flow Summary (Inception to Sep 30, 2021) | Category | Amount ($) | | :--- | :--- | | Net cash used in operating activities | (240) | | Net cash provided by financing activities | 4,150 | | Net change in cash | 3,910 | | Cash - ending of the period | 3,910 | Notes to Unaudited Condensed Interim Financial Statements Notes detail the company's formation as a blank check company, its $230 million IPO and $10.6 million private placement in November 2021, and the 18-month deadline for a Business Combination - Chain Bridge I is a blank check company incorporated on January 21, 2021, to effect a Business Combination, intending to focus on technology companies that advance U.S. national security and intelligence interests[29] - On November 15, 2021, the company consummated its IPO of 23,000,000 units at $10.00 per unit, generating gross proceeds of $230.0 million[31][68] - Simultaneously with the IPO, the company sold 10,550,000 Private Placement Warrants at $1.00 each, generating proceeds of approximately $10.6 million[32][76] - The company has 18 months from the IPO closing (until May 15, 2023) to complete a Business Combination, which can be extended up to 24 months if the Sponsor deposits additional funds into the Trust Account[40][43] - The Sponsor agreed to loan the company up to $300,000 via a promissory note for IPO-related costs, which was fully repaid on November 17, 2021[79][81] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's status as a blank check company, its pre-operational activities, a $69,000 net loss from inception to September 30, 2021, and liquidity management through sponsor contributions and IPO proceeds - The company is a blank check company focused on a Business Combination with a technology company that will advance U.S. national security and intelligence interests[114] Results of Operations | Period | Net Loss ($) | Description | | :--- | :--- | :--- | | Three months ended Sep 30, 2021 | ~37,000 | Consisted of general and administrative expenses | | Jan 21, 2021 (inception) to Sep 30, 2021 | ~69,000 | Consisted of general and administrative expenses | - As of September 30, 2021, the company had cash of $4,000 and a working capital deficit of approximately $670,000; liquidity needs were met by sponsor payments and related-party loans[122][123] - The company qualifies as an 'emerging growth company' under the JOBS Act and has elected to use the extended transition period for new accounting standards[136] Quantitative and Qualitative Disclosures About Market Risk As of September 30, 2021, the company was not subject to material market or interest rate risk, with IPO proceeds invested in short-term U.S. government securities - The company is not subject to any significant market or interest rate risk as of September 30, 2021[138] - Net proceeds from the IPO held in the Trust Account are invested in short-term U.S. government treasury obligations, which are believed to have no material exposure to interest rate risk[138][140] Controls and Procedures Management concluded that disclosure controls and procedures were effective as of September 30, 2021, with no material changes to internal control over financial reporting during the quarter - Based on an evaluation, the CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2021[141] - No changes occurred during the fiscal quarter that materially affected, or are reasonably likely to materially affect, the company's internal control over financial reporting[143] PART II. OTHER INFORMATION Legal Proceedings The company reported no legal proceedings - None[146] Risk Factors No material changes to risk factors previously disclosed in the company's final IPO prospectus filed with the SEC - As of the report date, there have been no material changes to the risk factors disclosed in the final IPO prospectus filed on November 15, 2021[147] Unregistered Sales of Equity Securities and Use of Proceeds Details unregistered sales, including a $10.6 million private placement of warrants, and the use of IPO proceeds, with $234.6 million placed in a trust account - The company consummated a private placement of 10,550,000 warrants at $1.00 per warrant to the Sponsor and CB Co-Investment, generating approximately $10.6 million[148] - Upon the IPO closing, $234.6 million ($10.20 per Unit) of net proceeds were placed in a trust account invested in U.S. government securities[151] Defaults Upon Senior Securities The company reported no defaults upon senior securities - None[152] Mine Safety Disclosures The company reported no mine safety disclosures - None[153] Other Information The company reported no other information - None[154] Exhibits This section lists exhibits filed with Form 10-Q, including CEO/CFO certifications under Sarbanes-Oxley and XBRL documents - Exhibits filed include CEO and CFO certifications under Sarbanes-Oxley Sections 302 and 906[158] - Interactive Data Files (XBRL documents) were also included as exhibits[158]