Comparison of Restated Financial Statements to Financial Statements As Previously Reported (Tables)
|
6 Months Ended |
Jun. 30, 2020 |
Accounting Changes and Error Corrections [Abstract] |
|
Schedule of Condensed Consolidated Balance Sheet |
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
|
June 30, 2020 |
|
|
|
As Originally Reported |
|
|
Adjustments |
|
|
As Restated |
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash |
|
$ |
257,601 |
|
|
$ |
- |
|
|
$ |
257,601 |
|
Restricted cash |
|
|
787,865 |
|
|
|
- |
|
|
|
787,865 |
|
Prepaid income taxes |
|
|
21,806 |
|
|
|
- |
|
|
|
21,806 |
|
Prepaid expenses |
|
|
118,645 |
|
|
|
- |
|
|
|
118,645 |
|
Total current assets |
|
|
1,185,917 |
|
|
|
- |
|
|
|
1,185,917 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other assets |
|
|
163,797 |
|
|
|
- |
|
|
|
163,797 |
|
Marketable securities held in Trust Account |
|
|
11,276,350 |
|
|
|
- |
|
|
|
11,276,350 |
|
Total Assets |
|
$ |
12,626,064 |
|
|
$ |
- |
|
|
$ |
12,626,064 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses |
|
$ |
339,497 |
|
|
$ |
655,555 |
|
|
$ |
995,052 |
|
Accrued issuable equity |
|
|
- |
|
|
|
96,011 |
|
|
|
96,011 |
|
March promissory note – related party |
|
|
337,301 |
|
|
|
- |
|
|
|
337,301 |
|
Due to related party |
|
|
795,003 |
|
|
|
- |
|
|
|
795,003 |
|
Advances due - 180 |
|
|
1,379,815 |
|
|
|
- |
|
|
|
1,379,815 |
|
Convertible promissory notes, net of debt discount |
|
|
431,745 |
|
|
|
(107,481 |
) |
|
|
324,264 |
|
Derivative liability |
|
|
214,188 |
|
|
|
- |
|
|
|
214,188 |
|
Total liabilities |
|
|
3,497,549 |
|
|
|
644,085 |
|
|
|
4,141,634 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock subject to possible redemption |
|
|
4,128,507 |
|
|
|
(644,085 |
) |
|
|
3,484,422 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
Preferred stock |
|
|
- |
|
|
|
- |
|
|
|
- |
|
Common stock |
|
|
508 |
|
|
|
6 |
|
|
|
514 |
|
Additional paid-in capital |
|
|
6,458,398 |
|
|
|
3,124,994 |
|
|
|
9,583,392 |
|
(Accumulated deficit)/Retained earnings |
|
|
(1,458,898 |
) |
|
|
(3,125,000 |
) |
|
|
(4,583,898 |
) |
Total Stockholders' Equity |
|
|
5,000,008 |
|
|
|
- |
|
|
|
5,000,008 |
|
Total Liabilities and Stockholders' Equity |
|
$ |
12,626,064 |
|
|
$ |
- |
|
|
$ |
12,626,064 |
|
|
Schedule of Condensed Consolidated Statement of Operations |
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
For the Three Months Ended June 30, 2020 |
|
|
For the Six Months Ended June 30, 2020 |
|
|
|
As Originally Reported |
|
|
Adjustments |
|
|
As Restated |
|
|
As Originally Reported |
|
|
Adjustments |
|
|
As Restated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative expenses |
|
$ |
388,039 |
|
|
$ |
3,125,000 |
|
|
$ |
3,513,039 |
|
|
$ |
635,631 |
|
|
$ |
3,125,000 |
|
|
$ |
3,760,631 |
|
Loss from operations |
|
|
388,039 |
|
|
|
3,125,000 |
|
|
|
3,513,039 |
|
|
|
635,631 |
|
|
|
3,125,000 |
|
|
|
3,760,631 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other (expense) income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(270,257 |
) |
|
|
- |
|
|
|
(270,257 |
) |
|
|
(270,257 |
) |
|
|
- |
|
|
|
(270,257 |
) |
Loss on issuance of convertible promissory note |
|
|
(1,657,522 |
) |
|
|
- |
|
|
|
(1,657,522 |
) |
|
|
(1,657,522 |
) |
|
|
- |
|
|
|
(1,657,522 |
) |
Interest income |
|
|
2,950 |
|
|
|
- |
|
|
|
2,950 |
|
|
|
38,438 |
|
|
|
- |
|
|
|
38,438 |
|
Other (expense) income, net |
|
|
(1,924,829 |
) |
|
|
- |
|
|
|
(1,924,829 |
) |
|
|
(1,889,341 |
) |
|
|
- |
|
|
|
(1,889,341 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Loss) income before income taxes |
|
|
(2,312,868 |
) |
|
|
(3,125,000 |
) |
|
|
(5,437,868 |
) |
|
|
(2,524,972 |
) |
|
|
(3,125,000 |
) |
|
|
(5,649,972 |
) |
BBenefit (provision) from income taxes |
|
|
1,480 |
|
|
|
- |
|
|
|
1,480 |
|
|
|
(3,827 |
) |
|
|
- |
|
|
|
(3,827 |
) |
Net (loss) income |
|
$ |
(2,311,388 |
) |
|
$ |
(3,125,000 |
) |
|
$ |
(5,436,388 |
) |
|
$ |
(2,528,799 |
) |
|
$ |
(3,125,000 |
) |
|
$ |
(5,653,799 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
4,479,278 |
|
|
|
- |
|
|
|
4,479,278 |
|
|
|
4,468,714 |
|
|
|
- |
|
|
|
4,468,714 |
|
Diluted |
|
|
4,479,278 |
|
|
|
- |
|
|
|
4,479,278 |
|
|
|
4,468,714 |
|
|
|
- |
|
|
|
4,468,714 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income per common share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
$ |
(0.52 |
) |
|
$ |
(0.69 |
) |
|
$ |
(1.21 |
) |
|
$ |
(0.57 |
) |
|
$ |
(0.70 |
) |
|
$ |
(1.27 |
) |
Diluted |
|
$ |
(0.52 |
) |
|
$ |
(0.69 |
) |
|
$ |
(1.21 |
) |
|
$ |
(0.57 |
) |
|
$ |
(0.70 |
) |
|
$ |
(1.27 |
) |
|
Schedule of Condensed Consolidated Statement of Cash Flows |
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
For the Six Months Ended June 30, 2020 |
|
|
|
As Originally Reported |
|
|
Adjustments |
|
|
As Restated |
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Operating Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net (loss) income |
|
$ |
(2,528,799 |
) |
|
$ |
(3,125,000 |
) |
|
$ |
(5,653,799 |
) |
Adjustments to reconcile net (loss) income to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Interest income earned on investments held in Trust Account |
|
|
(38,438 |
) |
|
|
- |
|
|
|
(38,438 |
) |
Stock-based compensation |
|
|
- |
|
|
|
2,625,000 |
|
|
|
2,625,000 |
|
Amortization of debt discount |
|
|
252,493 |
|
|
|
- |
|
|
|
252,493 |
|
Loss on issuance of convertible promissory notes |
|
|
1,657,522 |
|
|
|
- |
|
|
|
1,657,522 |
|
Changes in operating assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid income taxes |
|
|
3,827 |
|
|
|
- |
|
|
|
3,827 |
|
Prepaid expenses |
|
|
(66,855 |
) |
|
|
- |
|
|
|
(66,855 |
) |
Other asset |
|
|
(163,797 |
) |
|
|
- |
|
|
|
(163,797 |
) |
Accounts payable and accrued expenses |
|
|
71,074 |
|
|
|
500,000 |
|
|
|
571,074 |
|
Net cash and restricted cash used in operating activities |
|
|
(812,973 |
) |
|
|
- |
|
|
|
(812,973 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Cash withdrawn from Trust Account for redemptions |
|
|
728,884 |
|
|
|
- |
|
|
|
728,884 |
|
Investment of cash in Trust Account |
|
|
(89,142 |
) |
|
|
- |
|
|
|
(89,142 |
) |
Net cash and restricted cash provided by investing activities |
|
|
639,742 |
|
|
|
- |
|
|
|
639,742 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from promissory note – CannBioRx |
|
|
9,990 |
|
|
|
- |
|
|
|
9,990 |
|
Repayment of promissory note - CannBioRx |
|
|
(330,000 |
) |
|
|
- |
|
|
|
(330,000 |
) |
Proceeds from convertible promissory note – related party |
|
|
33,877 |
|
|
|
- |
|
|
|
33,877 |
|
Repayment of convertible promissory note – related party |
|
|
(62,922 |
) |
|
|
- |
|
|
|
(62,922 |
) |
Proceeds from convertible promissory notes |
|
|
1,750,000 |
|
|
|
- |
|
|
|
1,750,000 |
|
Redemptions of common stock |
|
|
(728,884 |
) |
|
|
- |
|
|
|
(728,884 |
) |
Net cash and restricted cash provided by (used in) financing activities |
|
|
672,061 |
|
|
|
- |
|
|
|
672,061 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Change in Cash and Restricted Cash |
|
|
498,830 |
|
|
|
- |
|
|
|
498,830 |
|
Cash and Restricted Cash – Beginning of period |
|
|
546,636 |
|
|
|
- |
|
|
|
546,636 |
|
Cash and Restricted Cash – Ending of period |
|
$ |
1,045,466 |
|
|
$ |
- |
|
|
$ |
1,045,466 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Supplementary cash flow information: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Change in value of common stock subject to possible redemption |
|
$ |
4,510,285 |
|
|
$ |
(644,085 |
) |
|
$ |
3,866,200 |
|
Waiver of deferred underwriting fee |
|
$ |
4,025,000 |
|
|
$ |
- |
|
|
$ |
4,025,000 |
|
Accrual of debt issuance costs |
|
$ |
- |
|
|
$ |
251,566 |
|
|
$ |
251,566 |
|
Initial classification of debt discount in connection with issuance of convertible promissory note |
|
$ |
3,208,527 |
|
|
$ |
107,481 |
|
|
$ |
3,316,008 |
|
Initial classification of derivative liability in connection with issuance of convertible promissory note |
|
$ |
214,188 |
|
|
$ |
- |
|
|
$ |
214,188 |
|
Original issue discount in connection with issuance of convertible promissory note |
|
$ |
194,445 |
|
|
$ |
- |
|
|
$ |
194,445 |
|
Initial classification of debt discount and issuance of commitment shares and leak-out shares in connection with convertible promissory note |
|
$ |
3,014,082 |
|
|
$ |
107,481 |
|
|
$ |
3,121,563 |
|
|