Business context and reporting period
This is Reinvent Technology Partners’ 2020 Form 10-K, not an operating-company 10-K for Joby Aviation. The registrant was a Cayman Islands SPAC formed in July 2020; its activity through December 31, 2020 consisted of formation, its September IPO and searching for a business combination. The filing reports results from inception on July 3 through year-end, not a standalone fourth quarter, and provides no prior-year comparable results.
On February 23, 2021, after the reporting period, Reinvent signed a merger agreement with Joby Aero, Inc. The proposed transaction values Joby’s equity at $5.0 billion, with an additional 7.5 million shares to be issued in connection with conversion of the Uber note. Investors also subscribed for 83.5 million PIPE shares for $835 million. Closing is conditional; this 10-K does not include Joby’s operating or financial results or the proposed transaction’s full risks.
Financial results and liquidity
| Metric | Period or date | Reported amount |
|---|---|---|
| Operating revenue | Inception through Dec. 31, 2020 | None |
| General and administrative expenses | Inception through Dec. 31, 2020 | $1.105 million |
| Trust investment gain | Inception through Dec. 31, 2020 | $171,366 |
| Net loss | Inception through Dec. 31, 2020 | $933,235 |
| Operating cash flow | Inception through Dec. 31, 2020 | $(1.165) million |
| Cash and investments in trust | Dec. 31, 2020 | $690.171 million |
| Cash outside trust | Dec. 31, 2020 | $1.695 million |
| Working capital | Dec. 31, 2020 | Approximately $1.8 million |
| Total liabilities | Dec. 31, 2020 | $24.811 million, including $24.150 million deferred underwriting commissions |
| Debt | Dec. 31, 2020 | No long-term debt; pre-IPO sponsor note was repaid and no working-capital loans were outstanding |
Cash flows also included $690 million placed into the trust account and $692.860 million of net financing cash flow. The filing reports no operating margin or revenue growth because the SPAC had no operating revenue; comparable-period changes cannot be assessed.
Outlook, commentary and key risks
- Management expected available working capital and potential sponsor-affiliate borrowing capacity to cover needs through the earlier of a business combination or one year from filing. Such affiliate loans are not committed.
- The SPAC had to complete a business combination within the applicable 24- or 27-month period, depending on whether an agreement was signed by month 24; otherwise, it would liquidate and redeem public shares from the trust, subject to claims and other terms. Public warrants could expire worthless.
- Key SPAC risks include shareholder redemptions reducing cash available at closing, inability to secure additional financing, competing bids for targets, third-party claims against trust assets, and conflicts arising from management’s other SPAC and business affiliations.
- The filing identifies COVID-19 uncertainty as a potential impediment to deal execution and financing. Its specific impact was not readily determinable, and the financial statements include no related adjustments.
- Reinvent paid $468,750 under a related-party support-services agreement during the reporting period; the agreement provides for $1.875 million per year plus reimbursable expenses until a combination or liquidation.
- No Joby-specific guidance or operating outlook is provided. The proposed transaction, PIPE funding and valuation remain subject to closing conditions and shareholder approval.
Important facts for investors to verify
- Confirm the filing entity and scope: these are Reinvent Technology Partners’ SPAC financials, not Joby’s operating results.
- Review the merger agreement and subsequent transaction disclosures for final terms, closing conditions, dilution, redemptions and PIPE funding.
- Assess trust funds available at closing after any shareholder redemptions, transaction expenses and creditor claims.
- Review related-party fees, sponsor incentives, founder-share conversion and vesting provisions, and potential conflicts of interest.
- Check the applicable business-combination deadline and the consequences for public shares and warrants if the transaction does not close.