UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(MARK ONE)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended June 30, 2022

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 001-39642

KINS TECHNOLOGY GROUP INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

85-2104918

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

Four Palo Alto Square, Suite 200

3000 El Camino Real

Palo Alto, CA 94306

(Address of principal executive offices)

(650) 575-4456

(Registrant’s telephone number)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant	KINZU	The Nasdaq Stock Market LLC
Class A common stock, par value $0.0001 per share	KINZ	The Nasdaq Stock Market LLC
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50	KINZW	The Nasdaq Stock Market LLC

Check whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

As of August 10, 2022, there were 938,090 shares of Class A common stock, $0.0001 par value and 6,900,000 shares of Class B common stock, $0.0001 par value, issued and outstanding.

Table of Contents

KINS TECHNOLOGY GROUP INC.

FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2022

TABLE OF CONTENTS


		Page
Part I. Financial Information
Item 1. Financial Statements
Condensed Balance Sheets as of June 30, 2022 (unaudited) and December 31, 2021		1
Condensed Statements of Operations for the Three and Six Months Ended June 30, 2022 and 2021 (unaudited)		2
Condensed Statements of Changes in Stockholders’ Deficit for the Three and Six Months Ended June 30, 2022 and 2021 (unaudited)		3
Condensed Statements of Cash Flows for the Six Months Ended June 30, 2022 and 2021 (unaudited)		4
Notes to Condensed Financial Statements (unaudited)		5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		20
Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk		24
Item 4. Controls and Procedures		24
Part II. Other Information
Item 1. Legal Proceedings		25
Item 1A. Risk Factors		25
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		27
Item 3. Defaults Upon Senior Securities		28
Item 4. Mine Safety Disclosures		28
Item 5. Other Information		28
Item 6. Exhibits		29
Part III. Signatures		30

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Interim Financial Statements.

KINS TECHNOLOGY GROUP INC.

CONDENSED BALANCE SHEETS


	June 30, 2022		December 31, 2021
	(Unaudited)
ASSETS
Current assets
Cash	$	189,147	$	406,126
Prepaid expenses		29,750		126,667
Total current assets		218,897		532,793

Cash and investments held in trust account		9,528,176		278,836,080
TOTAL ASSETS	$	9,747,073	$	279,368,873

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accrued expenses	$	997,826	$	767,253
Income taxes payable		22,866		—
Total current liabilities		1,020,692		767,253

Derivative liabilities		2,648,800		11,275,369
Deferred underwriting fee payable		—		9,660,000
TOTAL LIABILITIES		3,669,492		21,702,622

Commitments and Contingencies

Class A common stock subject to possible redemption 938,090 and 27,600,000 shares at $10.10 per share redemption value as of June 30, 2022 and December 31, 2021, respectively		9,474,709		278,760,000

Stockholders’ Deficit
Preferred stock, $0.0001 par value; 2,000,000 shares authorized; none issued or outstanding		—		—
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 6,900,000 shares issued and outstanding at June 30, 2022 and December 31, 2021		690		690
Additional paid-in capital		—		—
Accumulated deficit		(3,397,818)		(21,094,439)
Total Stockholders’ Deficit		(3,397,128)		(21,093,749)
TOTAL LIABILITIES, CLASS A COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION AND STOCKHOLDERS’ DEFICIT	$	9,747,073	$	279,368,873

The accompanying notes are an integral part of the unaudited condensed financial statements.

Table of Contents

KINS TECHNOLOGY GROUP INC.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)


	Three Months Ended				Six Months Ended
	June 30,				June 30,
	2022		2021		2022		2021
Operating and formation costs	$	301,733	$	327,104	$	624,985	$	724,309
Loss from operations		(301,733)		(327,104)		(624,985)		(724,309)

Other income (expense):
Interest earned on cash and investments held in trust account		277,558		(4,575,200)		300,882		1,685,600
Interest income - bank		8		20		16		44
Gain on waiver of deferred underwriting fee		9,660,000		—		9,660,000		—
Change in fair value of derivative liabilities		458,480		8,022		8,626,569		54,134
Total other income (expense), net		10,396,046		(4,567,158)		18,587,467		1,739,778

Income before provision for income taxes		10,094,313		(4,894,262)		17,962,482		1,015,469
Provision for income taxes		(22,866)		—		(22,866)		—
Net income (loss)	$	10,071,447	$	(4,894,262)	$	17,939,616	$	1,015,469

Weighted average shares outstanding, Class A common stock		14,481,736		27,600,000		21,004,630		27,600,000

Basic and diluted net income (loss) per share, Class A common stock	$	0.47	$	(0.14)	$	0.64	$	0.03

Weighted average shares outstanding, Class B common stock		6,900,000		6,900,000		6,900,000		6,900,000

Basic and diluted net income (loss) per share, Class B common stock	$	0.47	$	(0.14)	$	0.64	$	0.03

The accompanying notes are an integral part of the unaudited condensed financial statements.

Table of Contents

KINS TECHNOLOGY GROUP INC.

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIT

(UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2022


	Class A			Class B			Additional				Total
	Common Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares	Amount		Shares	Amount		Capital		Deficit		Deficit
Balance — December 31, 2021	—	$	—	6,900,000	$	690	$	—	$	(21,094,439)	$	(21,093,749)

Net income	—		—	—		—		—		7,868,169		7,868,169

Balance — March 31, 2022 (unaudited)	—	$	—	6,900,000	$	690	$	—	$	(13,226,270)	$	(13,225,580)

Change in value of common stock subject to redemption	—		—	—		—		—		(242,995)		(242,995)

Net income	—		—	—		—		—		10,071,447		10,071,447

Balance — June 30, 2022 (unaudited)	—	$	—	6,900,000	$	690	$	—	$	(3,397,818)	$	(3,397,128)

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2021


	Class A			Class B			Additional				Total
	Common Stock			Common Stock			Paid-in		Accumulated		Stockholders’
	Shares		Amount	Shares		Amount	Capital		Deficit			Deficit
Balance — December 31, 2020	—	$	—	6,900,000	$	690	$	—	$	(30,302,323)	$	(30,301,633)

Net income	—		—	—		—		—		5,909,731		5,909,731

Balance — March 31, 2021 (unaudited)	—	$	—	6,900,000	$	690	$	—	$	(24,392,592)	$	(24,391,902)

SEC Form 10-Q filed by KINS Technology Group Inc.