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Adit EdTech(ADEX) - 2023 Q3 - Quarterly Report
ADEXAdit EdTech(ADEX)2023-11-12 16:00

IPO and Financing Activities - The company completed its IPO on January 14, 2021, selling 24,000,000 units at 10.00perunit,generatinggrossproceedsof10.00 per unit, generating gross proceeds of 240,000,000[130] - Simultaneously with the IPO, the company completed a private placement of 6,550,000 Private Placement Warrants at 1.00perwarrant,generating1.00 per warrant, generating 6,550,000[130] - The IPO underwriters exercised their over-allotment option, purchasing an additional 3,600,000 units at 10.00perunit,generating10.00 per unit, generating 36,000,000[131] - The company may issue and sell up to 200.0millionofitscommonstocktoGEMGlobalYieldLLCSCSfollowingthemerger,subjecttocertainconditions[153]FinancialPerformanceandLiquidity−Thecompanyhadanetlossof200.0 million of its common stock to GEM Global Yield LLC SCS following the merger, subject to certain conditions[153] Financial Performance and Liquidity - The company had a net loss of 0.2 million for the three months ended September 30, 2023, compared to a net income of 0.7millionforthesameperiodin2022[136]−FortheninemonthsendedSeptember30,2023,thecompanyreportedanetlossof0.7 million for the same period in 2022[136] - For the nine months ended September 30, 2023, the company reported a net loss of 1.9 million, compared to a net income of 4.6millionforthesameperiodin2022[137]−AsofSeptember30,2023,thecompanyhadapproximately4.6 million for the same period in 2022[137] - As of September 30, 2023, the company had approximately 0.2 million in its operating bank account[138] - As of September 30, 2023, the company had approximately 0.2millioninitsoperatingbankaccount,whichisinsufficienttosustainoperationsforthenext12monthswithoutabusinesscombination[150]DebtandBorrowings−Thecompanyborrowed0.2 million in its operating bank account, which is insufficient to sustain operations for the next 12 months without a business combination[150] Debt and Borrowings - The company borrowed 502,683 under the Working Capital Note as of September 30, 2023[139] - The company drew 150,000and150,000 and 200,000 from the GRIID Note on July 18, 2023, and August 8, 2023, respectively, for working capital purposes[147] - The GRIID Note allows borrowing up to 1.8million,withinterestattheApplicableFederalRate,andispayableuponliquidationormergerclosing[148]−Thecompanyhadnolong−termdebt,capitalleaseobligations,oroperatingleaseobligationsasofSeptember30,2023[155]ShareRedemptions−Holdersof25,132,578sharesofcommonstockredeemedtheirsharesforapproximately1.8 million, with interest at the Applicable Federal Rate, and is payable upon liquidation or merger closing[148] - The company had no long-term debt, capital lease obligations, or operating lease obligations as of September 30, 2023[155] Share Redemptions - Holders of 25,132,578 shares of common stock redeemed their shares for approximately 253.6 million on December 23, 2022[133] - Holders of 467,396 shares of common stock redeemed their shares for approximately 4.9milliononJuly11,2023[146]BusinessCombinationandLiquidation−ThecompanyhasuntilJanuary14,2024,tocompleteabusinesscombinationorfaceliquidation[132]−ThecompanyextendedthedeadlineforcompletinganinitialbusinesscombinationtoJanuary14,2024,withGRIIDInfrastructuredepositing4.9 million on July 11, 2023[146] Business Combination and Liquidation - The company has until January 14, 2024, to complete a business combination or face liquidation[132] - The company extended the deadline for completing an initial business combination to January 14, 2024, with GRIID Infrastructure depositing 240,000 into the Trust Account for the first four months of the extension[147] Accounting and Reporting - The company qualifies as an "emerging growth company" under the JOBS Act, allowing delayed adoption of new accounting standards and reduced reporting requirements[156][158] - The company classified Private Placement Warrants as liabilities at fair value, subject to re-measurement at each balance sheet date[166] - The company is assessing the impact of ASU 2020-06, which simplifies accounting for convertible instruments, effective for fiscal years beginning after December 15, 2023[167] Off-Balance Sheet Arrangements - As of September 30, 2023, the company had no off-balance sheet financing arrangements or obligations[152]