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Adit EdTech(ADEX) - 2023 Q1 - Quarterly Report
ADEXAdit EdTech(ADEX)2023-05-14 16:00

Financial Performance - As of March 31, 2023, the company reported a net loss of approximately 0.9million,withoperatingcostsofapproximately0.9 million, with operating costs of approximately 0.9 million and interest earned of approximately 0.2million[146].−Thecompanyhasnotgeneratedanyoperatingrevenuesasitisstillintheprocessofsearchingforabusinesscombinationcandidate[146].−AsofMarch31,2023,thecompanyhasapproximately0.2 million[146]. - The company has not generated any operating revenues as it is still in the process of searching for a business combination candidate[146]. - As of March 31, 2023, the company has approximately 0.2 million in the operating bank account and 0.7millionduefromarelatedparty,whichisinsufficienttooperateforthenext12monthswithoutabusinesscombination[160].−Ifabusinesscombinationisnotcompletedbytheextensiondate,thecompanywillceaseoperations,redeemallPublicShares,andliquidate,raisingsubstantialdoubtaboutitsabilitytocontinueasagoingconcern[161].CapitalStructure−ThecompanycompleteditsIPOonJanuary14,2021,raisinggrossproceedsof0.7 million due from a related party, which is insufficient to operate for the next 12 months without a business combination[160]. - If a business combination is not completed by the extension date, the company will cease operations, redeem all Public Shares, and liquidate, raising substantial doubt about its ability to continue as a going concern[161]. Capital Structure - The company completed its IPO on January 14, 2021, raising gross proceeds of 240 million from the sale of 24 million units at 10.00perunit[142].−Atotalof25,132,578shareswereredeemedforapproximately10.00 per unit[142]. - A total of 25,132,578 shares were redeemed for approximately 253.6 million, equating to about 10.09pershare[145].−Followingredemptions,thecompanyhas2,467,422IPOSharesoutstandingafter25,132,578shareswereredeemedforapproximately10.09 per share[145]. - Following redemptions, the company has 2,467,422 IPO Shares outstanding after 25,132,578 shares were redeemed for approximately 253.6 million[174]. - The company issued a working capital note allowing borrowing up to 1million,with1 million, with 502,683 borrowed as of March 31, 2023[151]. - The company entered into a credit agreement providing for a restructured senior secured term loan of approximately 57.4million[152].−Thecompanyhasadeferredunderwritingcommissionof57.4 million[152]. - The company has a deferred underwriting commission of 6.76 million payable upon the closing of its initial business combination[153]. - A share purchase agreement allows the company to issue and sell up to 200millionofitscommonstockfollowingamerger,subjecttocertainconditions[164].BusinessCombinationandExtensions−ThecompanyhasuntilJune14,2023,tocompleteabusinesscombination,withthepossibilityofsixone−monthextensions[144].−OnDecember23,2022,stockholdersapprovedanamendmentallowinguptosixone−monthextensionsforcompletingabusinesscombination[173].FinancialPositionandRisks−Thecompanyhadaworkingcapitaldeficitofapproximately200 million of its common stock following a merger, subject to certain conditions[164]. Business Combination and Extensions - The company has until June 14, 2023, to complete a business combination, with the possibility of six one-month extensions[144]. - On December 23, 2022, stockholders approved an amendment allowing up to six one-month extensions for completing a business combination[173]. Financial Position and Risks - The company had a working capital deficit of approximately 5.6 million as of March 31, 2023, excluding approximately $0.8 million in federal income tax payable[149]. - The company has no off-balance sheet arrangements or long-term debt as of March 31, 2023[162][166]. - As of March 31, 2023, the company was not subject to any market or interest rate risk, with net proceeds from the IPO held solely in cash[179]. Accounting and Financial Reporting - The company is assessing the impact of ASU No. 2020-06 on its financial position, results of operations, or cash flows[177]. - Management believes that no recently issued accounting standards will materially affect the consolidated financial statements[178]. - The company does not use derivative instruments to hedge exposures and evaluates financial instruments to determine their classification[175].