We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Austerlitz Acquisition Corporation I | NYSE:AUS | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 9.98 | 0 | 01:00:00 |
☒ |
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
|
Cayman Islands
|
98-1583472
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification Number)
|
|
1701 Village Center Circle,
Las Vegas, Nevada
|
89134
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Title of Each Class
|
Trading
Symbols
|
Name of Each Exchange on
Which Registered
|
||
Units, each consisting of one Class A Ordinary
|
AUS.U
|
New York Stock Exchange
|
||
Share and
one-fourth
of one Warrant
|
||||
Class A Ordinary Shares, par value $0.0001 per
|
AUS
|
New York Stock Exchange
|
||
share
|
||||
Warrants, each whole Warrant exercisable for
|
AUS WS
|
New York Stock Exchange
|
||
one Class A Ordinary Share at an exercise price
|
||||
of $11.50 per share
|
Large Accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated
filer
|
☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
|
|
June 30, 2021
|
|
|
December
31,
2020
|
|
||
|
|
(Unaudited)
|
|
|||||
ASSETS
|
|
|
||||||
Cash
|
$ | 379,503 | $ | — | ||||
Prepaid expenses
|
363,153 | — | ||||||
Other current assets
|
15,524 | — | ||||||
|
|
|
|
|||||
Total current assets
|
758,180 | — | ||||||
Deferred offering costs associated with proposed public offering
|
— | 181,669 | ||||||
Investments held in trust account
|
690,000,000 | — | ||||||
Other assets
|
238,785 | — | ||||||
|
|
|
|
|||||
Total assets
|
$ | 690,996,965 | $ | 181,669 | ||||
|
|
|
|
|||||
LIABILITIES AND SHAREHOLDERS’ EQUITY
(
D
E
FICIT)
|
||||||||
Current liabilities:
|
||||||||
Accounts payable
|
$ | 23,842 | $ | — | ||||
Accrued offering costs
|
|
|
442,516
|
|
|
|
161,669
|
|
Accrued expenses
|
27,500 | — | ||||||
Backstop placement fee payable to related party
|
|
|
3,450,000
|
|
|
|
—
|
|
Due to related party
|
14,300 | 25,000 | ||||||
|
|
|
|
|||||
Total current liabilities
|
3,958,158 | 186,669 | ||||||
Deferred underwriting fees payable
|
24,150,000 | — | ||||||
Backstop liability
|
3,038,757 | — | ||||||
W
arrant liability
|
49,223,833 | — | ||||||
|
|
|
|
|||||
Total liabilities
|
80,370,748 | 186,669 | ||||||
|
|
|
|
|||||
Commitments and Contingencies
|
||||||||
Class A Ordinary shares subject to possible redemption, 60,562,621
and
s
hares at redemption value of $10.00
per
share
as of June 30, 2021 and December 31, 2020
,
respectively
|
605,626,210 | — | ||||||
Shareholders’
Equity:
|
||||||||
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
|
— | — | ||||||
Class A ordinary shares, $0.0001 par value; 800,000,000 shares authorized; 8,437,379
and
-0-
issued and
shares
outstanding (excluding 60,562,621 shares subject to possible redemption)
as of June 30, 2021 and December 31,
2020
,
respectively
|
844 | — | ||||||
Class B ordinary shares, $0.0001 par value; 80,000,000 shares authorized; 14,785,715 and one share issued and
outstanding
,
respectively
|
1,479 | — | ||||||
Class C ordinary shares, $0.0001 par value; 80,000,000 shares authorized; 14,785,715 and
-0-
outstanding as of June 30,
2021
and December 31, 2020
,
respectively
|
1,479 | — | ||||||
Additional
paid-in
capital
|
18,636,440 | — | ||||||
Accumulated deficit
|
(13,640,235 | ) | (5,000 | ) | ||||
|
|
|
|
|||||
Total shareholders’ equity
(d
e
ficit)
|
5,000,007 | (5,000 | ) | |||||
|
|
|
|
|||||
Total Liabilities and Shareholders’ Equity
|
$
|
690,996,965
|
|
$
|
181,669
|
|
||
|
|
|
|
For the
Three Months
Ended
2021
|
For the
Six Months
Ended June 30,
2021
|
|||||||
Formation and operating costs
|
$ | 704,359 | $ | 752,399 | ||||
|
|
|
|
|||||
Loss from operations
|
(704,359 | ) | (752,399 | ) | ||||
Other expense
:
|
|
|
|
|
|
|
|
|
Loss on change in fair value of warrant liabilit
y
|
|
|
(690,000
|
)
|
|
|
(4,788,833
|
)
|
Loss on change in fair value of backstop liabilit
y
|
(3,038,757 | ) | (3,038,757 | ) | ||||
O
ffering cost
s
allocated
to warrant liabilit
y
|
—
|
(1,605,246 | ) | |||||
Backstop placement fee expense
|
|
|
(3,450,000
|
)
|
|
|
(3,450,000
|
)
|
Net Loss
|
$
|
(7,883,116
|
)
|
$
|
(13,635,235
|
)
|
||
Weighted average shares outstanding of Class A redeemable ordinary shares
|
|
69,000,000
|
|
|
69,000,000
|
|
||
|
|
|
|
|||||
Basic and diluted net income per ordinary share, Class A
|
$
|
0.00
|
|
$
|
0.00
|
|
||
Weighted average Class B and Class C
non-redeemable
ordinary shares outstanding, basic and diluted
|
|
29,571,430
|
|
|
29,571,430
|
|
||
|
|
|
|
|||||
Basic and diluted net loss per ordinary share, Class B and Class C
|
$
|
(0.27
|
)
|
$
|
(0.46
|
)
|
||
|
|
|
|
Cash Flows from Operating Activities:
|
||||
Net loss
|
$ | (13,635,235 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||
Loss on change in fair value of warrant liability
|
4,788,833 | |||
Loss on change in fair value of
ba
ckstop liability
|
3,038,757 | |||
Offering cost allocated to warrant liabilit
y
|
1,605,246 | |||
Backstop placement fee payable to related party
|
|
|
3,450,000
|
|
Changes in operating assets and liabilities:
|
||||
Prepaid expenses
|
(363,153 | ) | ||
Other assets
|
(254,309 | ) | ||
Accounts payable
|
23,843 | |||
Accrued expenses
|
27,500 | |||
Due to related part
y
|
|
|
14,300
|
|
|
|
|||
Net cash used in operating activities
|
(1,304,218 | ) | ||
|
|
|||
Cash Flows from Investing Activities:
|
||||
Investment of cash into Trust Account
|
(690,000,000 | ) | ||
|
|
|||
Net cash used in investing activities
|
(690,000,000 | ) | ||
|
|
|||
Cash Flows from Financing Activities:
|
||||
Repayment of promissory note - related party
|
(191,827 | ) | ||
Proceeds from sale of Units, net of deferred underwriting fees paid
|
676,200,000 | |||
Proceeds from Private Placement Warrants
|
15,800,000 | |||
Offering costs paid
|
(124,452 | ) | ||
Net cash provided by financing activities
|
691,683,721 | |||
|
|
|||
Net increase in cash
|
379,503 | |||
Cash - beginning of period
|
— | |||
Cash - end of period
|
$ | 379,503 | ||
|
|
|
|
|
Supplemental disclosure of noncash investing and financing activities:
|
||||
Initial classification of Class A ordinary shares subject to possible redemption
|
$ | 614,644,014 | ||
|
|
|||
Change in value of Class A ordinary shares subject to possible redemption
|
$ | (9,017,804 |
)
|
|
|
|
|||
Initial classification of warrant liability
|
$ | 47,489,666 | ||
|
|
|||
Issuance of Class B and Class C ordinary shares to Sponsor as settlement of due to related part
y
|
$ | 25,000 | ||
|
|
|
|
|
Deferred offering costs included in accrued expenses
|
$ | 442,516 | ||
|
|
|||
Deferred offering costs paid through promissory note - related party
|
$ | 186,827 | ||
|
|
|||
Deferred underwriting fees payable
|
$ | 24,150,000 | ||
|
|
• |
Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets;
|
• |
Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and
|
• |
Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.
|
For the Three
Months Ended June 30, 2021 |
For the Six
Months
Ended
June 30, 2021
|
|||||||
Redeemable Class A Ordinary Shares
|
||||||||
Numerator: Earnings allocable to Redeemable Class A Ordinary Shares
|
||||||||
Gain on marketable securities (net), dividends and interest, held in Trust
Account |
$ | — | $ | — | ||||
|
|
|
|
|||||
Net Earnings allocable to Redeemable Class A Ordinary Shares
|
$ | — | $ | — | ||||
Denominator: Weighted Average Share Outstanding, Redeemable Class A
Ordinary Shares
|
||||||||
Basic and diluted weighted average shares outstanding, Redeemable Class A
|
69,000,000 | 69,000,000 | ||||||
Basic and diluted net earnings per share, Redeemable Class A
|
$ | 0.00 | $ | 0.00 | ||||
|
|
|
|
|||||
Non-Redeemable
Class B
and Class
Ordinary Shares
C
|
||||||||
Numerator: Net Loss minus Redeemable Net Earnings
|
||||||||
Net loss
|
$ | (7,883,116 | ) | $ | (13,635,235 | ) | ||
Less: Net Earnings allocable to Redeemable Class A Ordinary Shares
|
— | — | ||||||
|
|
|
|
|||||
Net Loss attributable to
Non-Redeemable
Class B and Class C Ordinary Shares
|
$ | (7,883,116 | ) | $ | (13,635,235 | ) | ||
Denominator: Weighted Average
Non-Redeemable
Class B and Class C
Ordinary Shares |
||||||||
Basic and diluted weighted average shares outstanding,
Non-Redeemable
Class B and Class C |
29,571,430 | 29,571,430 | ||||||
Basic and diluted net loss per share,
Non-Redeemable
Class B and Class C
|
$ | (0.27 | ) | $ | (0.46 | ) | ||
|
|
|
|
• |
in whole and not in part;
|
• |
at a price of $0.01 per warrant;
|
• |
upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and
|
• |
if, and only if, the last reported sale price of the Class A ordinary shares for any 20 trading days within a
30-trading
day period ending three business days before sending the notice of redemption to the warrant holders (the “Reference Value”) equals or exceeds $18.00 per share (as adjusted for share
sub-divisions,
share capitalizations, reorganizations, recapitalizations and the like).
|
• |
in whole and not in part;
|
• |
at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares of Class A ordinary shares to be determined by reference to an agreed table based on the redemption date and the “fair market value” of shares of Class A ordinary shares;
|
• |
if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted for share
sub-divisions,
share dividends, reorganizations, recapitalizations and the like); and
|
• |
if the Reference Value is less than $18.00 per share (as adjusted for share
sub-divisions,
share dividends, reorganization, recapitalizations and the like) the private placement warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above.
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Total
|
|
|||
Warrant liabilities:
|
|
|
|
|||||||||
Public Warrants
|
|
$
|
29,842,500
|
|
|
$
|
—
|
|
|
$
|
29,842,500
|
|
Backstop Agreement
|
|
|
—
|
|
|
|
3,038,757
|
|
|
|
3,038,757
|
|
Private Placement Warrants
|
|
|
—
|
|
|
|
19,381,333
|
|
|
|
19,381,333
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total warrant and backstop liabilities
|
|
$
|
29,842,500
|
|
|
$
|
19,381,333
|
|
|
$
|
52,262,590
|
|
|
|
Public
Warrant Liability |
|
|
Private Placement
Warrant Liability |
|
||
Fair value, March 2, 2021
|
|
|
28,635,000
|
|
|
$
|
18,854,666
|
|
Loss on change in fair value (1)
|
|
|
517,500
|
|
|
|
526,667
|
|
|
|
|
|
|
|
|
|
|
Fair value, March 31, 2021
|
|
|
29,152,500
|
|
|
$
|
19,381,333
|
|
Transfer to level 1
|
|
|
(29,152,500
|
)
|
|
|
—
|
|
Transfer to level 2
|
|
|
—
|
|
|
|
(19,381,333
|
)
|
|
|
|
|
|
|
|
|
|
Fair value, June 30, 2021
|
|
|
—
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Included in Loss on change in fair value of warrant liability
o
n the unaudited condensed
consolidated
statement of operations
|
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 1A.
|
RISK FACTORS.
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
|
ITEM 6.
|
EXHIBITS.
|
* |
Filed herewith.
|
** |
Furnished.
|
(1) |
Previously filed as an exhibit to our Current Report on Form
8-K
filed on March 3, 2021 and incorporated by reference herein.
|
(2) |
Previously filed as an exhibit to our Current Report on Form
8-K
filed on May 10, 2021 and incorporated by reference herein
|
AUSTERLITZ ACQUISITION CORPORATION I
|
||||||
Date: August 16, 2021 |
/s/ David W. Ducommun
|
|||||
Name: Title: |
David W. Ducommun
President
(
Principal Executive Officer
|
|||||
Date: August 16, 2021 |
/s/ Bryan Coy
|
|||||
Name: Title: |
Bryan Coy
Chief Financial Officer
(Principal Financial and Accounting Officer)
|
1 Year Austerlitz Acquisition C... Chart |
1 Month Austerlitz Acquisition C... Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions