false 0001832351 0001832351 2022-03-24 2022-03-24 0001832351 fsrd:CommonStockParValue0.0001PerShare2Member 2022-03-24 2022-03-24 0001832351 fsrd:WarrantsEachWholeWarrantExercisableForOneShareOfCommonStockAtAnExercisePriceOf11.50PerShare1Member 2022-03-24 2022-03-24

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 24, 2022

 

 

Fast Radius, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-40032   85-3692788

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

113 N. May Street

Chicago, Illinois

  60607
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (888) 787-1629

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, par value $0.0001 per share   FSRD   The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share   FSRDW   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Introductory Note

On February 4, 2022, Fast Radius Inc., a Delaware corporation (formerly named ECP Environmental Growth Opportunities Corp. (“ENNV”)) (the “Company”), consummated a business combination (the “Business Combination”) contemplated by that certain Agreement and Plan of Merger, dated as of July 18, 2021, as amended on December 26, 2021 and as further amended on January 31, 2022 (as amended, the “Merger Agreement”), by and among the Company, ENNV Merger Sub, Inc., a Delaware corporation, and Fast Radius Operations, Inc., a Delaware corporation (formerly named Fast Radius, Inc.) (“Fast Radius Operations”).

Item 2.02 Results of Operations and Financial Condition.

On March 30, 2022, the Company issued a press release announcing the financial results of Fast Radius Operations for the quarter and fiscal year ended December 31, 2021. A copy of the Company’s press release is attached as Exhibit 99.1 to this Current Report on Form 8-K (the “Current Report”) and is incorporated herein by reference.

The information contained in this Item 2.02, including Exhibit 99.1 attached hereto, shall not be deemed “filed” with the Securities and Exchange Commission (the “Commission”) nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.

Item 4.01 Changes in Registrant’s Certifying Accountant.

On March 28, 2022, the Audit Committee of the Board of Directors of the Company (the “Board”) approved the dismissal of Marcum LLP (“Marcum”), the independent registered public accounting firm prior to the Business Combination, effective as of the filing of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Marcum was informed that it would be dismissed as the Company’s independent registered public accounting firm on March 29, 2022.

The audit report of Marcum on the Company’s financial statements as of December 31, 2020, and for the period from October 29, 2020 (inception) through December 31, 2020, did not contain an adverse opinion or a disclaimer of opinion, and was not qualified or modified as to uncertainties, audit scope or accounting principles, except for an explanatory paragraph regarding ENNV’s ability to continue as a going concern.

During the period from October 29, 2020 (inception) through December 31, 2020, and the subsequent interim period through March 29, 2022, there were no (1) disagreements with Marcum on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Marcum, would have caused Marcum to make a reference in connection with their opinion to the subject matter of the disagreement or (2) reportable events as defined in Item 304(a)(1)(v) of Regulation S-K other than the material weaknesses in ENNV’s internal controls identified by management related to the accounting for certain complex instruments, which resulted in the restatement of ENNV’s balance sheet as of February 11, 2021 and its interim financial statements for the quarters ended March 31, 2021 and June 30, 2021.

The Company provided Marcum with a copy of the foregoing disclosures prior to the filing of this Current Report and requested that Marcum furnish a letter addressed to the Commission, a copy of which is attached hereto as Exhibit 16.1, stating whether it agrees with such disclosures, and, if not, stating the respects in which it does not agree.

On March 28, 2022, the Audit Committee of the Board approved the appointment of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm to audit the Company’s consolidated financial statements for the year ending December 31, 2022. Deloitte served as the independent registered public accounting firm of Fast Radius Operations prior to the Business Combination. During the two most recent fiscal


years, ended December 31, 2021 and December 31, 2020, and the subsequent interim periods through March 28, 2022, neither the Company nor anyone on the Company’s behalf consulted with Deloitte regarding (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company’s financial statements, and no written report or oral advice was provided to the Company by Deloitte that Deloitte concluded was an important factor considered by the Company in reaching a decision as to any accounting, auditing, or financial reporting issues, or (ii) any matter that was either the subject of a disagreement, as that term is described in Item 304(a)(1)(iv) of Regulation S-K, or a reportable event, as that term is defined in Item 304(a)(1)(v) of Regulation S-K.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 24, 2022, the Board approved the 2021 annual incentive bonus awards for the Company’s named executive officers. As described in the Company’s final proxy statement/prospectus (the “Final Proxy Statement/Prospectus”) filed with the Commission on January 13, 2022 under Rule 424(b)(3), the annual incentive bonus awards are based on the named executive officer meeting certain annual benchmarks determined by the Board in its sole and absolute discretion. As of the date of the Final Proxy Statement/Prospectus, such amounts had not yet been determined.

The Board has determined that the 2021 annual incentive bonus awards were earned at seventy percent (70%) of the 2021 target bonus amounts for the Company’s named executive officers (“Target Bonuses”) and approved 40% of the Target Bonuses being awarded in a cash payment and 30% of the Target Bonuses being awarded in the form of fully-vested restricted stock units (the “Executive RSUs”). The Executive RSUS will be automatically granted to the named executive officers on the date that the Company’s initial Registration Statement on Form S-8 is filed with the Commission, subject to the continued services of the named executive officer with the Company through such date. The actual values of the 2021 annual incentive bonus awards earned by our named executive officers were $192,500 for Messrs. Rassey and McCusker and $105,000 for Mr. Nanry. Each award of Executive RSUs will be granted pursuant to the Company’s form of Notice of Grant of Restricted Stock Unit and Restricted Stock Unit Award Agreement.

In accordance with Item 5.02(f) of Form 8-K, the Company is providing a revised Summary Compensation Table, which includes the actual value of the 2021 annual incentive bonus awards earned by each of our named executive officers under “Non-Equity Incentive Compensation” and revised total compensation figures for 2021:

2021 Summary Compensation Table(1)

 

Name and principal position

   Year      Salary ($)      Non-Equity
Incentive
Compensation ($)(2)
     Equity
Awards ($)(3)
     All other
compensation ($)(4)
     Total ($)  

Lou Rassey

Chief Executive Officer

     2021      $ 441,800      $ 192,500      $ 9,875,006      $ 16,800      $ 10,526,106  

Patrick McCusker

Chief Operating Officer

     2021      $ 391,800      $ 192,500      $ 2,993,775      $ 16,800      $ 3,594,875  

John Nanry

Chief Manufacturing Officer

     2021      $ 254,266      $ 105,000      $ 1,959,910      $ 12,600      $ 2,331,776  

 

(1)

Compensation amounts shown in the Summary Compensation Table for 2021 above reflect amounts paid to our named executive officers for 2021 and do not necessarily reflect amounts that are expected to be paid in 2022 and beyond.

(2)

Bonus amounts payable to the named executive officers for fiscal year 2021 were earned at 70% of the Target Bonuses, with 40% of the Target Bonuses being awarded in a cash payment and 30% of the Target Bonuses being awarded in the form of fully-vested restricted stock units to be automatically granted to the named executive officers on the date that the Company’s initial Registration Statement on Form S-8 is filed with the Commission, subject to the continued services of the named executive officer with the Company through such date.

(3)

Represents the grant date fair value under FASB ASC Topic 718 of equity awards granted during 2021.

(4)

Represents a subsidy for the employee portion of insurance premiums for health and welfare benefits. Our named executive officers also receive the $600 monthly subsidy received by all employees.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
Number
  

Description

16.1    Letter to the Securities and Exchange Commission from Marcum LLP, dated March 30, 2022
99.1    Press Release dated March 30, 2022
104    Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    FAST RADIUS, INC.
Dated: March 30, 2022    
    By:  

/s/ Lou Rassey

      Lou Rassey
      Chief Executive Officer

Exhibit 16.1

March 30, 2022

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

Commissioners:

We have read the statements made by Fast Radius, Inc. (formerly ECP Environmental Growth Opportunities Corp.) under Item 4.01 of its Form 8-K dated March 30, 2022. We agree with the statements concerning our Firm in such Form 8-K; we are not in a position to agree or disagree with other statements contained therein.

Very truly yours,

/s/ Marcum LLP

Marcum LLP

Philadelphia, PA

Exhibit 99.1

 

LOGO

Fast Radius Reports Fourth Quarter and Full Year 2021 Results

Chicago, IL – March 30, 2022 Fast Radius, Inc. (“Fast Radius”) (Nasdaq: FSRD), a cloud manufacturing and digital supply chain company, reported financial results for the fourth quarter and full year ended December 31, 2021 for Fast Radius Operations, Inc. achieved prior to the completion of the business combination with ECP Environmental Growth Opportunities Corp. (“ECP”) in February 2022.

Fourth Quarter 2021 Financial Summary

 

 

Revenue increased 52% to $6.4 million in 2021 compared to $4.2 million in 2020.

 

 

Net loss was $22.9 million in 2021, or $5.33 per diluted share, compared to a net loss of $5.0 million, or $1.39 per diluted share, in 2020.

 

 

Adjusted EBITDA loss was $17.5 million in 2021 compared to a loss of $4.5 million in 2020.

 

 

Total Bookings were $7 million, an increase of 80% compared to 2020

Full Year 2021 Financial Summary

 

 

Revenue increased 43% to $20.0 million in 2021 compared to $14.0 million in 2020.

 

 

Net loss was $67.9 million in 2021, or $16.40 per diluted share, compared to a net loss of $21.7 million, or $7.34 per diluted share, in 2020.

 

 

Adjusted EBITDA loss was $53.3 million in 2021 compared to a loss of $19.4 million in 2020.

 

 

Total Bookings were $41 million, an increase of 199% compared to 2020.

 

 

Cash and cash equivalents were $8.7 million as of December 31, 2021. Fast Radius received net cash proceeds, after payment of transaction and related expenses, of approximately $73 million as a result of its business combination with ECP in February 2022.

Management Commentary

“In our first report as a public company, we are pleased to announce our fourth quarter and full year 2021 results, highlighted by 43% year-over-year revenue growth and nearly 200% Total Bookings growth in 2021. This was attributable to increased sales to new customers as well as our successful execution of cross-selling and expansion strategies with our existing customers,” said Lou Rassey, Co-founder and CEO of Fast Radius. “The growth demonstrates our strong product offerings and customer demand for new digital manufacturing and supply chain solutions. In 2022, we plan to continue expanding and enhancing the software and solutions on our Cloud Manufacturing Platform, making Fast Radius uniquely positioned to help even more customers design, make, and move parts more effectively and sustainably.”

Subsequent Events

Following the fourth quarter of 2021, Fast Radius received net cash proceeds, after payment of transaction and other expenses, of approximately $73 million as a result of its business combination with ECP Environmental Growth Opportunities Corp. (“ECP”) in February 2022. The results presented in this press release do not give effect to the business combination that was completed in 2022.

Fast Radius plans to seek additional financing in 2022 to extinguish existing debt, pay off deferred transaction expenses, and support its growth objectives. “While we did not raise the capital we expected from the transaction, we are confident in our ability to execute and drive growth, and are focused on further capitalizing the business,” commented Prithvi Gandhi, CFO of Fast Radius.


LOGO

 

2022 Outlook

For the full year 2022, Fast Radius expects revenue to be within the range of $27 million to $32 million. Adjusted EBITDA loss is expected to be within the range of $72 million to $65 million.

Restatement of Previously Issued Financial Statements

In the process of preparing fourth quarter 2021 financial statements, management discovered misstatements related to the overstatement of revenue and overstatement and understatement of certain expenses related to the nine-month period ended September 30, 2021. Accordingly, Fast Radius has restated its results for the nine-month period ended September 30, 2021. Additional information and a summary of the effect of the restatement on the previously issued financial statements is included in Fast Radius’ Current Report on Form 8-K/A filed today with the Securities and Exchange Commission (the “SEC”).

Conference Call

Fast Radius management will host a conference call for investors, followed by a question-and-answer session as follows:

Conference Call Details:

Date: Wednesday, March 30, 2022

Time: 9:00 a.m. ET / 8:00 a.m. CT

Webcast Event: Link

Toll-Free Dial-in Number: (888) 708-0727

International Dial-in Number: (629) 228-0944

Conference ID: 6390456

The conference call and a supplemental slide presentation to accompany management’s prepared remarks will be available via the webcast link and for download via the investor relations section of Fast Radius’ website at ir.fastradius.com.

For the conference call, please dial-in 5-10 minutes prior to the start time and an operator will register your name and organization, or you can register here. If you have any difficulty connecting with the conference call, please contact Gateway at (949) 574-3860.

About Fast Radius, Inc.

Fast Radius, Inc. is a leading cloud manufacturing and digital supply chain company. The Fast Radius Cloud Manufacturing Platform provides software applications and manufacturing solutions that help engineers design, make, and fulfill commercial-grade parts, when and where they are needed. This enables companies to manufacture and ship parts easily, flexibly, and sustainably. Founded in 2017, Fast Radius, Inc. is headquartered in Chicago with offices in Atlanta, Louisville, and Singapore and microfactories in Chicago and at the UPS Worldport facility in Louisville, KY. To learn more about Fast Radius and how its digital manufacturing capabilities are helping companies, please visit www.fastradius.com or connect with us on LinkedIn at www.linkedin.com/company/fast-radius/ or Twitter @fastradius.

Non-GAAP Financial Measures

This press release and the accompanying tables contain financial measures that are not calculated in accordance with U.S. GAAP. The non-GAAP financial measures include EBITDA (earnings before interest, taxes, depreciation and amortization) and adjusted EBITDA. Adjusted EBITDA excludes special items. Special items are excluded because they are highly variable or unusual, and of a size that may substantially affect Fast Radius’ reported operations for a period.


LOGO

 

For the quarter and twelve months ended December 31, 2021, special items include the change in fair value of warrant liabilities, the change in fair value of derivative liabilities and transaction costs. These items are excluded because they are highly variable or unusual and of a size that may substantially impact Fast Radius’ reported operations for a period. Additionally, stock-based compensation expense is excluded as a special item to facilitate an evaluation of current and past operating performance and is consistent with how management and Fast Radius’ board of directors assess performance.

Non-GAAP financial measures may enhance an understanding of Fast Radius’ operations and may facilitate an analysis of those operations, particularly in evaluating performance from one period to another. Management believes that non-GAAP financial measures, when used in conjunction with the results presented in accordance with U.S. GAAP and the reconciliations to corresponding U.S. GAAP financial measures, may enhance an investor’s overall understanding of Fast Radius’ past financial performance and prospects for the future. Accordingly, management uses these non-GAAP measures internally in financial planning. This information should be considered in addition to, and not as substitutes for, information prepared in accordance with U.S. GAAP.

Fast Radius is unable to present a quantitative reconciliation to the most directly comparable U.S. GAAP measure for the forward-looking non-GAAP financial measure used in this presentation without unreasonable effort as certain items that impact this measure, such as the potential impact of future business or asset acquisitions or dispositions, the changes in the fair value of financial instruments or other unusual or infrequently occurring items that may occur in 2022 have not yet occurred, are sometimes out of Fast Radius’ control and cannot be predicted.

Total Bookings

Total Bookings is a metric Fast Radius uses to forecast long-term revenues and to measure the effectiveness of its sales and marketing initiatives. Total Bookings may be useful to an investor because it helps understand the potential growth trajectory of revenues. Total Bookings represents the anticipated contract value of goods and services to be delivered in the future under contracts (or purchase orders) which have been executed as well as contracts under negotiation that are priced, fully scoped, verbally awarded, and expected to be executed shortly. It is anticipated that the majority of goods or services included in Total Bookings for a given fiscal quarter will be earned as revenues within the quarter or subsequent four fiscal quarters, with the specific timing determined by the nature and scope of each individual contract (or purchase order). However, in some cases, larger than average, long-term purchase orders may have a delivery schedule that spans beyond four quarters. Executed purchase orders also may be terminated or delayed at any time by Fast Radius’ customers for reasons beyond its control. To the extent projects are canceled or delayed, the anticipated timing of Fast Radius’ revenues could be materially adversely affected.


LOGO

 

Cautionary Statement Regarding Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the federal securities laws. These forward-looking statements generally are identified by the words “believe,” “project,” “expect,” “anticipate,” “estimate,” “intend,” “strategy,” “future,” “scales,” “representative of,” “valuation,” “opportunity,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to: (i) the risk that Fast Radius is unable to obtain additional funding for its growth plans on terms that are acceptable to Fast Radius or at all; (ii) the outcome of any legal proceedings that may be instituted against Fast Radius following the consummation of the business combination (the “Transaction”), (iii) the ability to maintain the listing of Fast Radius’ securities on a national securities exchange, (iv) changes in the competitive industries in which Fast Radius operates, variations in operating performance across competitors, changes in laws and regulations affecting Fast Radius’ business and changes in the combined capital structure, (v) the ability to implement business plans, forecasts, and other expectations after the completion of the Transaction, and the ability to identify and realize additional opportunities, (vi) risks related to the uncertainty of Fast Radius’ projected financial information, (vii) risks related to Fast Radius’ potential inability to become profitable and generate cash, (viii) current and future conditions in the global economy, including as a result of the impact of the COVID-19 pandemic or the armed conflict between Russia and Ukraine, (ix) the risk that demand for Fast Radius’ cloud manufacturing technology does not grow as expected, (x) the ability of Fast Radius to retain existing customers and attract new customers, (xi) the potential inability of Fast Radius to manage growth effectively, (xii) the potential inability of Fast Radius to increase its cloud manufacturing capacity or to achieve efficiencies regarding its cloud manufacturing process or other costs, (xiii) the enforceability of Fast Radius’ intellectual property rights, including its copyrights, patents, trademarks and trade secrets, and the potential infringement on the intellectual property rights of others, (xiv) Fast Radius’ dependence on senior management and other key employees, (xv) the risk of downturns and a changing regulatory landscape in the highly competitive industry in which Fast Radius operates, and (xvi) costs related to the Transaction and the failure to realize anticipated benefits of the Transaction or to realize estimated pro forma results and underlying assumptions. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties more fully described in Item 8.01, of the Form 8-K/A filed by Fast Radius on March 30, 2022, the “Risk Factors” section of the registration statement on Form S-4 and the proxy statement/prospectus relating to the Transaction filed with the SEC on September 3, 2021, as amended, and other documents filed by Fast Radius from time to time with the SEC. These filings identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements, and Fast Radius assumes no obligation and does not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. Fast Radius does not give any assurance that it will achieve its expectations.

Contacts

Fast Radius Investor Relations

Cody Slach, Alex Thompson

(949) 574-3860

FastRadius@GatewayIR.com


LOGO

 

Fast Radius Public Relations

Morgan Scott

(312) 465-6345

PR@FastRadius.com


LOGO

 

Fast Radius, Inc.    

Consolidated Balance Sheets    

(Unaudited)    

(in thousands)    

 

     December 31,
2021
    December 31,
2020
 

Cash and cash equivalents

   $ 8,702     $ 18,494  

Accounts receivable

     7,015       5,047  

Inventories

     449       274  

Prepaid production costs

     986       284  

Prepaid expenses and other current assets

     4,423       623  
  

 

 

   

 

 

 

Total current assets

     21,575       24,722  

Property and equipment, net

     9,528       2,664  

Other non-current assets

     535       337  
  

 

 

   

 

 

 

Total assets

   $ 31,638     $ 27,723  
  

 

 

   

 

 

 

Accounts payable

   $ 3,987     $ 1,529  

Accrued compensation

     3,097       1,351  

Accrued and other liabilities

     11,610       167  

Advances from customers

     258       25  

Accrued liabilities - related parties

     2,513       1,313  

Deferred revenue

     —         5  

Warrant liability

     2,969       199  

Current portion of long-term debt

     13,265       414  
  

 

 

   

 

 

 

Total current liabilities

     37,699       5,003  

Other long-term liabilities

     396       —    

Term loans, net of current portion

     16,776       315  

Related party convertible notes and derivatives

     16,857       —    
  

 

 

   

 

 

 

Total liabilities

     71,728       5,318  

Temporary equity

     74,290       74,290  

Common stock

     —         —    

Treasury stock

     (221     (221

Additional paid-in capital

     9,113       3,724  

Accumulated deficit

     (123,272     (55,388
  

 

 

   

 

 

 

Total stockholders deficit

     (114,380     (51,885
  

 

 

   

 

 

 

Total liabilities, temporary equity and stockholders’ deficit

   $ 31,638     $ 27,723  
  

 

 

   

 

 

 


LOGO

 

Fast Radius, Inc.

Consolidated Statements of Net Loss

(Unaudited)

(in thousands, except share data)

 

     For The Three Months
Ended December 31,
    For The Twelve Months
Ended December 31,
 
     2021     2020     2021     2020  

Revenues

   $ 6,433     $ 4,239     $ 20,012     $ 13,966  

Cost of revenues

     6,223       3,507       20,300       12,039  
  

 

 

   

 

 

   

 

 

   

 

 

 

Gross profit

     210       732       (288     1,927  

Operating expenses

        

Sales and marketing

     7,386       2,156       22,721       8,328  

General and administrative

     10,473       2,776       32,974       12,044  

Research and development

     1,888       729       5,036       2,959  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating expenses

     19,747       5,661       60,731       23,331  
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss from operations

     (19,537     (4,929     (61,019     (21,404

Change in fair value of warrants

     (255     (59     (1,781     (80

Change in fair value of derivative liabilities

     (19     —         (208     —    

Interest and other income

     1       —         1       121  

Interest expense

     (3,090     (23     (4,877     (308
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before income taxes

     (22,900     (5,011     (67,884     (21,671

Income tax expense

     —         —         —         —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

   $ (22,900   $ (5,011   $ (67,884   $ (21,671
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss per share

        

Basic and Diluted

   $ (5.33   $ (1.39   $ (16.40   $ (7.34

Weighted average shares outstanding

        

Basic and Diluted

     4,295,408       3,592,973       4,139,275       2,950,555  


LOGO

 

Fast Radius, Inc.    

Reconciliation of U.S. GAAP to Non-GAAP Measures    

(Unaudited)    

(in thousands)    

 

     For The Three Months
Ended December 31,
    For The Twelve Months
Ended December 31,
 
              
     2021     2020     2021     2020  

Net loss

   $ (22,900   $ (5,011   $ (67,884   $ (21,671

Interest expense

     3,090       23       4,877       308  

Income tax expense (benefit)

     —         —         —         —    

Depreciation and amortization

     624       192       1,653       842  
  

 

 

   

 

 

   

 

 

   

 

 

 

EBITDA

     (19,186     (4,796     (61,354     (20,521
  

 

 

   

 

 

   

 

 

   

 

 

 

Stock compensation expense

     155       235       855       992  

Change in fair value of warrant liability

     255       59       1,781       80  

Change in fair value of derivative liability

     19       —         208       —    

Transaction costs

     1,280       —         5,194       —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ (17,477   $ (4,502   $ (53,316   $ (19,449