QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or Other Jurisdiction of Incorporation or Organization) |
(I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) |
(Zip Code) |
Title of each class |
Trading |
Name of each exchange | ||
one share of common stock at an exercise price of $11.50 per whole share |
Large Accelerated Filer | ☐ | Accelerated Filer | ☐ | |||
☒ | Smaller Reporting Company | |||||
Emerging Growth Company |
Page |
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Item 1. |
Financial Statements |
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2 |
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3 |
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4 |
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5 |
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6 |
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14 |
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18 |
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18 |
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19 |
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19 |
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19 |
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19 |
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19 |
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19 |
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20 |
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20 |
As of |
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June 30, 2021 |
December 31, 2020 |
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ASSETS |
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Current Assets |
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Cash |
$ | $ | ||||||
Deferred offering costs |
— |
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Total Current Assets |
$ | $ | ||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities |
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Accrued expenses |
$ | $ | ||||||
Promissory note payable to related party |
— | |||||||
Total Current Liabilities |
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Commitments and Contingencies (Note 6) |
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Stockholders’ Equity |
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Common stock, $ shares issued and outstanding on December 31, 2020 |
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Additional paid-in capital |
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Accumulated deficit |
( |
) | ( |
) | ||||
Total Stockholders’ Equity |
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Total Liabilities and Stockholders’ Equity |
$ |
$ |
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For the three months ended June 30, 2021 |
For the six months ended June 30, 2021 |
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2021 |
2021 |
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Formation and operating costs |
$ | $ | ||||||
Net Loss |
$ | ( |
$ | ( |
) | |||
Weighted average shares outstanding, basic and diluted (1) |
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Basic and diluted net loss per common share |
$ | ( |
$ | ( |
) | |||
(1) | Excludes an aggregate of part the underwriters (see Notes 5 and 7). |
(2) | Good Works II Acquisition Corp. was formed on July 27, 2020. As a result, a comparative consolidated statement of operations for the periods ending June 30, 2020 is not applicable. See accompanying notes to unaudited condensed consolidated financial statements. |
Additional Paid-in Capital |
Total Stockholders’ Equity |
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Common Stock |
Accumulated Deficit |
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Shares |
Amount |
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Balance — December 31, 2020 |
$ | $ | $ | ( |
) | $ | ||||||||||||||
Issuance of common stock to Management |
— | |||||||||||||||||||
Cancellation of common stock by Founder |
( |
) | ( |
) | ( |
) | — | ( |
) | |||||||||||
Issuance of common stock to Anchor Investors |
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Net loss |
— | — | — | ( |
) | ( |
) | |||||||||||||
Balance-March 31, 2021 |
( |
) | ||||||||||||||||||
Issuance of common stock to Directors |
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Cancellation of common stock by Founder |
( |
) |
( |
) |
( |
) |
( |
) | ||||||||||||
Issuance of common stock |
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Net Loss |
( |
) | ( |
) | ||||||||||||||||
Balance- |
$ | $ | $ | ( |
) | $ | ||||||||||||||
(1) | includes |
Six Months Ended June 30, 2021 |
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Cash Flows from Operating Activities: |
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Net loss |
$ | ( |
) | |
Changes in operating assets and liabilities: |
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Accrued expenses |
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Net cash provided by operating activities |
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Cash Flows from Financing Activities: |
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Payment of offering costs |
( |
) | ||
Proceeds from promissory note payable-related party |
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Proceeds from the issuance of common stock |
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Net cash used in financing activities |
( |
) | ||
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Net change in cash |
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Cash-beginning of period |
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Cash-end of period |
$ | |||
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(1) | Good Works II Acquisition Corp. was formed on July 27, 2020. As a result, a comparative consolidated statement of cash flows for the period ending June 30, 2020 is not applicable. See accompanying notes to unaudited condensed consolidated financial statements. |
• | 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 shares of common stock equals or exceeds $ |
• | if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying the warrants. |
ITEM 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
• |
staffing for financial, accounting and external reporting areas, including segregation of duties; |
• |
reconciliation of accounts; |
• |
proper recording of expenses and liabilities in the period to which they relate; |
• |
evidence of internal review and approval of accounting transactions; |
• |
documentation of processes, assumptions and conclusions underlying significant estimates; and documentation of accounting policies and procedures. |
* | Filed herewith. |
** | Management contract or compensatory plan, contract or arrangement. |
(1) | The certifications on Exhibit 32 hereto are deemed not “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liability of that Section. Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act. |
SIGNATURE |
TITLE |
DATE | ||
/s/ Douglas Wurth |
Chief Executive Officer | August 12, 2021 | ||
Douglas Wurth | (principal executive officer) | |||
/s/ Cary Grossman |
President and Chief Financial Officer | August 12, 2021 | ||
Cary Grossman | (principal financial and accounting officer) |