Smartrent, Inc. current report, 13 August 2021

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Business Context and Reporting Period

Fifth Wall Acquisition Corp. I (FWAA) filed this Form 8-K on August 13, 2021 regarding its pending business combination with SmartRent.com, Inc. The filing is a transaction update rather than a periodic financial report and does not present current-period financial statements.

Key Financial Metrics

  • The filing does not provide clear values for revenue, profit, cash flow, margins, debt, liquidity, or other current financial metrics.
  • The filing references the expected cash balance of the combined company following the transaction, but provides no definitive amount in the filing text.
  • Projected, pro forma, annualized, and estimated figures referenced in transaction materials are described as illustrative and subject to significant uncertainty.

Material Changes and Transaction Update

  • FWAA notified Nasdaq of its intent to transfer the listing of its Class A common stock to the New York Stock Exchange in connection with the proposed SmartRent business combination.
  • FWAA issued a press release urging stockholders to vote “FOR” the business combination.
  • The SEC declared FWAA’s amended Form S-4 registration statement effective on August 6, 2021, and the definitive proxy statement/prospectus was filed and mailed to stockholders on that date.
  • The filing does not confirm that the business combination has closed.

Guidance, Outlook, Risks, and Unusual Items

Forward-looking statements address SmartRent’s expected product roadmap, global expansion, post-transaction management and board composition, use of capital, transaction timing, and expected cash balance. These statements are not guarantees of future performance.

  • Completion of the merger depends on required regulatory and stockholder approvals and other closing conditions.
  • Risks include shareholder redemptions, failure to complete the proposed private placement, inability to meet applicable exchange-listing standards, transaction costs, legal proceedings, changes in law, and failure to realize projected benefits.
  • SmartRent-specific risks include executing its strategy, attracting and retaining users, developing products, competing effectively, and managing growth and costs.
  • The filing cites COVID-19 and broader economic, business, and competitive conditions as additional risks.
  • Historical references to zero customer churn and projected revenue derived from “committed units” are expressly described as illustrative and not predictive.

Facts Investors Should Verify

  • Whether FWAA stockholders approved the business combination and whether all other closing conditions were satisfied.
  • The actual completion date, redemption level, financing proceeds, ownership structure, and cash balance of the combined company.
  • Whether the common stock transfer to the NYSE occurred and whether the combined company satisfies applicable listing standards.
  • The financial projections, assumptions, customer commitments, churn data, and risk factors in the definitive proxy statement/prospectus and subsequent filings.