AUSTIN, Texas, May 28, 2021 /PRNewswire/ -- HumanCo
Acquisition Corp. (Nasdaq: HMCO) (the "Company") announced today
that it has determined to restate its 2020 financial statements
(the "Non-Reliance Period") in light of the U.S. Securities and
Exchange Commission's (the "SEC") recently issued "Staff Statement
on Accounting and Reporting Considerations for Warrants Issued by
Special Purpose Acquisition Companies ("SPACs")" (the "Staff
Statement"). This Staff Statement issued on April 12, 2021 informed market participants that
warrants issued by SPACs and former SPACs may need to be
reclassified as liabilities with non-cash fair value adjustments
recorded in earnings at each reporting period. The Company had
previously classified its issued warrants as equity. The Company
currently expects that the reclassification of the warrants will
have no impact on its historical liquidity, cash flows or
revenues.
The Company is working diligently with its auditors in order to
finalize and to file a second amendment to its Annual Report on
Form 10-K/A for the year ended December 31,
2020 (the "Form 10-K/A") reflecting the reclassification of
the warrants for the Non-Reliance Period as soon as practicable.
The adjustments to the financial statement items for the
Non-Reliance Period will be set forth through disclosures in the
financial statements included in the Form 10-K/A.
Given the time and focus dedicated to the restatement process
and the completion and filing of the Company's Form 10-K/A, the
Company requires additional time to complete its customary
quarterly review and reporting process and the filing of its Form
10-Q for the first quarter ended March 31,
2021 (the "Form 10-Q") and was unable to file the Form 10-Q
by the May 17, 2021 deadline. As a
result, the Company received a notice on May
28, 2021 from the Nasdaq Capital Market ("Nasdaq")
indicating that the Company is not in compliance with the Nasdaq's
continued listing requirements because it had not filed its Form
10-Q for the period ended March 31,
2021 with the SEC. The Form 10-Q will be filed as soon as is
practicable after the filing of the Form 10-K/A.
About HumanCo Acquisition Corp.
HumanCo Acquisition Corp. is a blank check company incorporated
as a Delaware corporation for the
purpose of effecting a merger, capital stock exchange, asset
acquisition, stock purchase, reorganization or similar business
combination with one or more businesses. While the Company may
pursue an acquisition opportunity in any business, industry, sector
or geographical location, it intends to focus on the industries
that complement the management team's background, and to capitalize
on their demonstrated ability to identify and acquire businesses
focusing on Health and Wellness ("H&W") and related industries
in the United States.
Forward-Looking Statements
This press release may include "forward-looking statements"
within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. All statements other than statements of
historical fact included in this press release are forward-looking
statements. When used in this press release, words such as
"anticipate," "believe," "estimate," "expect," "intend" and similar
expressions, as they relate to us or our management team, identify
forward-looking statements. Such forward-looking statements are
based on the beliefs of management, as well as assumptions made by,
and information currently available to, the
Company's management. Actual results could differ materially
from those contemplated by the forward-looking statements as a
result of certain factors detailed in the Company's filings with
the SEC. All subsequent written or oral forward-looking statements
attributable to us or persons acting on our behalf are qualified in
their entirety by this paragraph. Forward-looking statements are
subject to numerous conditions, many of which are beyond the
control of the Company, including those set forth in the Risk
Factors section of the Company's registration statement and
prospectus relating to the Company's initial public offering filed
with the SEC. The Company undertakes no obligation to update these
statements for revisions or changes after the date of this release,
except as required by law.
Contact
HumanCo Acquisition Corp.
(512) 535-0440
amy@humanco.com
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SOURCE HumanCo Acquisition Corp.
