Concrete Pumping Holdings, Inc. quarterly report, Q2 FY2017

Filing summary

Entity and period: The supplied filing is Industrea Acquisition Corp.’s unaudited Form 10-Q, covering April 7, 2017 (inception) through June 30, 2017. It is not a quarterly report for Concrete Pumping Holdings, Inc.; the filing describes Industrea as a blank-check company formed to pursue a business combination.

Financial position and results

MetricReported
RevenueNone; the company had not commenced operations.
Net loss$874 for the inception-to-June 30 period; basic and diluted loss per share was reported as $(0.00).
Cash and total assets$20,000 cash; $336,258 total assets, including $316,258 deferred offering costs.
Current liabilities$312,132, including a $139,108 non-interest-bearing related-party note.
Stockholders’ equity$24,126.
Cash flowNo net cash used in operating activities; financing provided $20,000 net cash.

The filing reports a working-capital deficiency of approximately $292,000 at June 30. There was no operating margin or revenue trend to assess, and no comparable prior-year period is presented.

Material developments and outlook

  • After quarter-end, on August 1, 2017, Industrea completed an IPO of 23 million units at $10 each, raising $230 million gross, and a private placement of warrants raising $11.1 million gross. Approximately $234.6 million was placed in trust; the filing reports approximately $1.3 million held outside the trust after closing. The IPO and these balances are subsequent events, not June 30 results.
  • The Sponsor’s approximately $139,000 note was repaid on August 1. The underwriters exercised the over-allotment option in full, so 750,000 Founder Shares were not forfeited.
  • Management expected sufficient cash to meet needs through the earlier of a business combination or June 30, 2018, but noted that higher-than-expected diligence costs or lower trust-account interest could leave insufficient operating funds. Additional financing might be needed.
  • Industrea had 24 months from the IPO closing to complete a business combination or redeem public shares and liquidate. There is no assurance it would complete a transaction. Public shareholders have redemption rights, subject to stated restrictions.
  • Management said it intended to focus its search on industrial-sector manufacturing and service businesses. The filing provides no financial forecast or specific transaction guidance.

Risks, contingencies, and other items

Potential risks include failure to complete a business combination within the deadline, insufficient funds for operating and transaction costs, and the possibility of needing additional debt or equity financing. The Sponsor agreed to cover certain third-party claims that reduce trust funds, subject to exclusions and limits described in the filing. Management reported effective disclosure controls and no material change in internal control over financial reporting. The filing reported no legal proceedings, off-balance-sheet arrangements, or material changes to previously disclosed risk factors.

Investor facts to verify

  • Confirm the intended issuer: the filing is for Industrea Acquisition Corp., not Concrete Pumping Holdings, Inc.
  • Verify the relevant reporting period and whether a separate Concrete Pumping Holdings filing is intended.
  • Check subsequent filings for any business combination, trust-account changes, redemptions, or updated liquidity information.
  • Review actual post-IPO spending, related-party payments, and any working-capital loans or additional financing.