|
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification No.)
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
||
|
|
|
||
|
|
|
||
|
|
|
Large accelerated filer
|
☐ |
Accelerated filer
|
☐ |
|
☒ |
Smaller reporting company
|
|
Emerging growth company
|
|
Page
|
|||
Part I. Financial Information
|
|||
1
|
|||
1
|
|||
2
|
|||
3
|
|||
4
|
|||
5
|
|||
16
|
|||
18
|
|||
18
|
|||
Part II. Other Information
|
|||
19
|
|||
19
|
|||
19
|
|||
19
|
|||
19
|
|||
19
|
|||
20
|
|||
21
|
Item 1. |
Interim Financial Statements.
|
ASSETS
|
||||
Current asset – Cash
|
$
|
|
||
Deferred offering costs
|
|
|||
TOTAL ASSETS
|
$
|
|
||
LIABILITIES AND STOCKHOLDER’S EQUITY
|
||||
Current liabilities
|
||||
Accrued offering costs
|
$
|
|
||
Promissory note – related party
|
|
|||
Total Current Liabilities
|
|
|||
Commitments (Note 6)
|
|
|||
Stockholder’s Equity
|
||||
Preferred stock, $
|
|
|||
Class A common stock, $
|
|
|||
Class B common stock, $
|
|
|||
Additional paid-in capital
|
|
|||
Accumulated deficit
|
(
|
)
|
||
Total Stockholder’s Equity
|
|
|||
TOTAL LIABILITIES AND STOCKHOLDER’S EQUITY
|
$
|
|
(1) |
|
Three
Months
Ended
June 30,
2021
|
For the period from
February 4, 2021
(inception)
through
June 30,
2021
|
|||||||
Operating and formation costs
|
$
|
(
|
)
|
$
|
|
|||
Net income (loss)
|
$
|
|
$
|
(
|
)
|
|||
Weighted average shares outstanding, basic and diluted(1)
|
|
|
||||||
Basic and diluted net loss per common share
|
$
|
|
$
|
|
|
(1) |
|
Class B
Common Stock
|
Additional
Paid-in
|
Accumulated
|
Total
Stockholder’s
|
|||||||||||||||||
Shares
|
Amount
|
Capital
|
Deficit
|
Equity
|
||||||||||||||||
Balance — February 4, 2021 (inception)
|
|
$
|
|
$
|
|
$
|
|
$
|
|
|||||||||||
Issuance of Class B common stock to Sponsor(1)
|
|
|
|
|
|
|||||||||||||||
Net loss
|
—
|
|
|
(
|
)
|
(
|
)
|
|||||||||||||
Balance – March 31, 2021
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
||||||||||
Net income
|
—
|
|
|
|
|
|||||||||||||||
Balance – June 30, 2021
|
|
$
|
|
$
|
|
$
|
(
|
)
|
$
|
|
(1) |
|
Cash Flows from Operating Activities:
|
||||
Net loss
|
$
|
(
|
)
|
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||
Changes in operating assets and liabilities:
|
||||
Accrued expenses
|
|
|||
Net cash used in operating activities
|
(
|
)
|
||
Cash flows from financing activities:
|
||||
Proceeds from issuance of common stock to Sponsor
|
|
|||
Proceeds from promissory note – related party
|
|
|||
Payment of offering costs
|
(
|
)
|
||
Net cash provided by financing activities
|
|
|||
Net Change in Cash
|
|
|||
Cash – Beginning of period
|
|
|||
Cash – End of period
|
$
|
|
||
Non-Cash investing and financing activities:
|
||||
Deferred offering costs included in accrued offering costs
|
$
|
|
● |
in whole and not in part;
|
● |
at a price of $
|
● |
upon not less than
|
● |
if, and only if, the reported last sale price of the Class A common stock equals or exceeds $
|
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
Item 3. |
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4. |
Controls and Procedures
|
Item 1. |
Legal Proceedings
|
Item 1A. |
Risk Factors
|
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds.
|
Item 3. |
Defaults Upon Senior Securities
|
Item 4. |
Mine Safety Disclosures
|
Item 5. |
Other Information
|
Item 6. |
Exhibits
|
No.
|
|
Description of Exhibit
|
1.1
|
|
|
3.1
|
|
|
4.4
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3
|
|
|
10.4
|
|
|
|
Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
|
|
|
Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a), as adopted Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002
|
|
|
Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
|
Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
101.INS*
|
|
Inline XBRL Instance Document.
|
101.SCH*
|
|
Inline XBRL Taxonomy Extension Schema Document.
|
101.CAL*
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document.
|
101.DEF*
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document.
|
101.LAB*
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document.
|
101.PRE*
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document.
|
104*
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101.
|
* |
Filed herewith.
|
RIVERVIEW ACQUISITION CORP.
|
||
Date: September 17, 2021
|
By:
|
/s/ R. Brad Martin
|
Name:
|
R. Brad Martin
|
|
Title:
|
Chairman and Chief Executive Officer
|
|
(Principal Executive Officer)
|
||
Date: September 17, 2021
|
By:
|
/s/ William V. Thompson III
|
Name:
|
William V. Thompson III
|
|
Title:
|
Treasurer, Secretary and Chief Financial Officer
|
|
(Principal Financial and Accounting Officer)
|