Orchestra BioMed (OBIO) - 2021 Q2 - Quarterly Report

PART I. FINANCIAL INFORMATION Unaudited Condensed Financial Statements The unaudited condensed financial statements for June 30, 2021, reflect total assets of $162.0 million and a net loss of $200,331, consistent with a SPAC prior to operations Condensed Balance Sheets As of June 30, 2021, total assets were $162.0 million, primarily trust investments, with total liabilities at $5.8 million and equity at $5.0 million Condensed Balance Sheet Highlights (Unaudited) | Account | June 30, 2021 | December 31, 2020 | | :--- | :--- | :--- | | Assets | | | | Cash | $1,911,305 | $2,026,822 | | Investments held in Trust Account | $160,014,379 | $160,006,444 | | Total Assets | $162,031,351 | $162,155,744 | | Liabilities & Equity | | | | Total current liabilities | $194,894 | $118,956 | | Deferred underwriting commissions | $5,600,000 | $5,600,000 | | Total Liabilities | $5,794,894 | $5,718,956 | | Total Shareholders' equity | $5,000,007 | $5,000,008 | Unaudited Condensed Statement of Operations The company reported net losses of $92,329 for three months and $200,331 for six months ended June 30, 2021, driven by administrative expenses Statement of Operations Summary (Unaudited) | Period | General & Admin Expenses | Loss from Operations | Interest Income (Trust) | Net Loss | | :--- | :--- | :--- | :--- | :--- | | Three Months Ended June 30, 2021 | $66,318 | $(96,318) | $3,989 | $(92,329) | | Six Months Ended June 30, 2021 | $148,266 | $(208,266) | $7,935 | $(200,331) | Unaudited Condensed Statements of Changes in Shareholders' Equity Shareholders' equity remained stable at $5.0 million, while the accumulated deficit increased to $373,873 due to the net loss incurred - The accumulated deficit increased by $200,331 during the six months ended June 30, 2021, reflecting the net loss for the period[13] Unaudited Condensed Statements of Cash Flows Net cash used in operating activities was $115,517 for the six months ended June 30, 2021, resulting in a cash balance decrease to $1.91 million Cash Flow Summary for the Six Months Ended June 30, 2021 (Unaudited) | Cash Flow Item | Amount | | :--- | :--- | | Net cash used in operating activities | $(115,517) | | Net cash provided by financing activities | $0 | | Net change in cash | $(115,517) | | Cash - beginning of the period | $2,026,822 | | Cash - end of the period | $1,911,305 | Notes to Unaudited Condensed Financial Statements Notes detail the company's SPAC formation, $160 million IPO, related-party transactions, and the August 6, 2022, business combination deadline - The company is a Cayman Islands blank check company formed on May 25, 2020, to effect a business combination, with an intended focus on healthcare innovation[19] - On August 6, 2020, the company completed its IPO, raising gross proceeds of $160.0 million, and placed these funds into a trust account[21][23] - The company has until August 6, 2022 (the "Combination Period") to consummate a business combination, or it will be required to liquidate[30] - The company pays an affiliate of the Sponsor $10,000 per month for office space and administrative services, totaling $60,000 for the six months ended June 30, 2021[69] - Underwriters are entitled to a deferred underwriting commission of $5.6 million, payable from the Trust Account only upon the completion of a Business Combination[74] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's status as a blank check company with a business combination deadline of August 6, 2022, and its liquidity position of $1.9 million operating cash - The company is a blank check company formed to enter into a business combination and intends to focus its search on healthcare innovation[88] - The company has until August 6, 2022, to complete its initial Business Combination[93] - As of June 30, 2021, the company had approximately $1.9 million in operating cash and $1.8 million in working capital, deemed sufficient for at least one year or until a Business Combination[94][96] Results of Operations Summary | Period | Net Loss | Key Drivers | | :--- | :--- | :--- | | Three months ended June 30, 2021 | ~$92,000 | ~$66,000 G&A expenses, $30,000 related party fee, offset by ~$4,000 trust income | | Six months ended June 30, 2021 | ~$200,000 | ~$148,000 G&A expenses, $60,000 related party fee, offset by ~$8,000 trust income | - The Sponsor has entered into a purchase agreement to buy an aggregate of 2,500,000 of the company's ordinary shares for $25.0 million to support a business combination[109] Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, the company is not required to provide quantitative and qualitative disclosures about market risk - As a smaller reporting company, the registrant is not required to provide quantitative and qualitative disclosures about market risk[119] Controls and Procedures Disclosure controls and procedures were effective as of June 30, 2021, with no material changes to internal control over financial reporting - Management concluded that as of June 30, 2021, the company's disclosure controls and procedures were effective[120] - No changes occurred in the company's internal control over financial reporting during the fiscal quarter that materially affected, or are reasonably likely to materially affect, internal controls[122] PART II. OTHER INFORMATION Legal Proceedings The company reported no legal proceedings - None[124] Risk Factors As a smaller reporting company, the company is not required to provide information on risk factors - As a smaller reporting company, the registrant is not required to provide information on risk factors[125] Unregistered Sales of Equity Securities and Use of Proceeds Details of the August 6, 2020, IPO and Private Placement, which generated $160.0 million and $6.0 million respectively, with $160.0 million placed in a trust account - The Initial Public Offering on August 6, 2020, generated gross proceeds of $160.0 million[126] - A simultaneous Private Placement of shares and warrants to the Sponsor generated gross proceeds of $6.0 million[127] - $160.0 million of the net proceeds from the IPO and Private Placement were placed in a U.S. trust account[128] Defaults Upon Senior Securities The company reported no defaults upon senior securities - None[131] Mine Safety Disclosures The company reported no mine safety disclosures - None[131] Other Information The company reported no other information - None[132] Exhibits This section lists exhibits filed with Form 10-Q, including officer certifications and Inline XBRL data files - The report includes certifications from the Chief Executive Officer and Chief Financial Officer as required by the Sarbanes-Oxley Act of 2002[133]