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 September 30, 2021

☐	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: 001-39523

NORTH MOUNTAIN MERGER CORP.

(Exact Name of Registrant as Specified in Its Charter)

Delaware		85-1960216
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

767 Fifth Avenue, 9th Floor

New York, NY 10153

(Address of principal executive offices)

(646) 446-2700

(Issuer’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, $0.0001 par value, and one half of one redeemable warrant	NMMCU	Nasdaq Capital Market
Shares of Class A common stock	NMMC	Nasdaq Capital Market
Redeemable warrants included as part of the units	NMMCW	Nasdaq Capital Market

Check whether the issuer (1) 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 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 November 22, 2021, there were 13,225,000 shares of Class A common stock, par value $0.0001 per share, and 3,306,250 shares of Class B common stock, par value $0.0001 per share, issued and outstanding.

NORTH MOUNTAIN MERGER CORP.

FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2021

TABLE OF CONTENTS

			Page
Part I. Financial Information
	Item 1. Financial Statements (unaudited)
		Condensed Balance Sheets as of September 30, 2021 and December 31, 2020	1
		Condensed Statements of Operations for the three and nine months ended September 30, 2021 and for the period from July 14, 2020 (inception) through September 30, 2020	2
		Condensed Statements of Changes in Stockholders’ Equity for the three and nine months ended September 30, 2021 and for the period from July 14, 2020 (inception) through September 30, 2020	3
		Condensed Statements of Cash Flows for the nine months ended September 30, 2021 and for the period from July 14, 2020 (inception) through September 30, 2020	4
		Notes to Condensed Financial Statements	5
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
	Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk		18
	Item 4. Controls and Procedures		18
Part II. Other Information
	Item 1. Legal Proceedings		19
	Item 1A. Risk Factors		20
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		20
	Item 3. Defaults Upon Senior Securities		20
	Item 4. Mine Safety Disclosures		20
	Item 5. Other Information		20
	Item 6. Exhibits		21
Part III. Signatures			22

Table of Contents

PART I - FINANCIAL INFORMATION

NORTH MOUNTAIN MERGER CORP.

CONDENSED BALANCE SHEETS

	September 30, 2021			December 31, 2020
	(Unaudited)			(Restated – See Note 2)
ASSETS
Current Assets
Cash	$	576,437		$	971,469
Prepaid expenses		179,500			328,114
Total Current Assets		755,937			1,299,583

Marketable securities held in Trust Account		132,259,019			132,253,093
TOTAL ASSETS	$	133,014,956		$	133,552,676

LIABILITIES AND STOCKHOLDERS’ DEFICIT
Accrued expenses		272,834			124,265
Total Current Liabilities		272,834			124,265

Deferred underwriting fee payable		4,628,750			4,628,750
Warrant liabilities – Private Warrants		3,740,000			5,673,000
Warrant liabilities – Public Warrants		5,885,125			8,927,000
Total Liabilities		14,526,709			19,353,015

Commitments and Contingencies (Note 7)

Class A common stock subject to possible redemption, 13,225,000 shares at redemption value as of September 30, 2021 and December 31, 2020		132,250,000			132,250,000

Stockholders’ Deficit
Preferred Stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding		—			—
Class A common stock, $0.0001 par value; 200,000,000 shares authorized; 0 issued and outstanding (excluding 13,225,000 shares subject to possible redemption) as of September 30, 2021 and December 31, 2020		—			—
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 3,306,250 shares issued and outstanding as of September 30, 2021 and December 31, 2020		331			331
Additional paid-in capital		—			—
Accumulated deficit		(13,762,084	)		(18,050,670	)
Total Stockholders’ Deficit		(13,761,753	)		(18,050,339	)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	133,014,956		$	133,552,676

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

Table of Contents

NORTH MOUNTAIN MERGER CORP.

CONDENSED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended September 30,			For the Period from July 14, 2020 (Inception) through September 30,			Nine Months Ended September 30,			For the Period from July 14, 2020 (Inception) through September 30,
	2021			2020 (Restated – See Note 2)			2021			2020 (Restated – See Note 2)

Operating costs	$	203,208		$	18,185		$	692,215		$	18,185
Loss from operations		(203,208	)		(18,185	)		(692,215	)		(18,185	)

Other income (loss):
Transaction costs allocated to warrants		—			(355,812	)		—			(355,812	)
Interest earned on marketable securities held in Trust Account		1,997			443			5,926			443
Change in fair value of warrant liability		4,401,125			(41,000	)		4,974,875			(41,000	)
Total other income (loss), net		4,403,122			(396,369	)		4,980,801			(396,369	)

Net income (loss)	$	4,199,914		$	(414,554	)	$	4,288,586		$	(414,554	)

Basic and diluted weighted average shares outstanding, Class A common stock		13,225,000			1,356,410			13,225,000			1,356,410
Basic and diluted net income (loss) per share, Class A common stock	$	0.25		$	(0.10	)	$	0.26		$	(0.10	)

Basic and diluted weighted average shares outstanding, Class B common stock		3,306,250			2,919,231			3,306,250			2,919,231
Basic and diluted net income (loss) per share, Class B common stock	$	0.25		$	(0.10	)	$	0.26		$	(0.10	)

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

Table of Contents

NORTH MOUNTAIN MERGER CORP.

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2021 (UNAUDITED)

	Class A Common Stock				Class B Common Stock				Additional Paid-in		Accumulated			Total Stockholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance – January 1, 2021 (Restated – See Note 2)		—	$	—		3,306,250	$	331	$	—	$	(18,050,670	)	$	(18,050,339	)

Net income		—		—		—		—		—		2,458,268			2,458,268

Balance – March 31, 2021 (Restated – See Note 2)		—	$	—		3,306,250	$	331	$	—	$	(15,592,402	)	$	(15,592,071	)

Net loss		—		—		—		—		—		(2,369,596	)		(2,369,596	)

Balance – June 30, 2021 (Restated – See Note 2)		—	$	—		3,306,250	$	331	$	—	$	(17,961,998	)	$	(17,961,667	)

Net income		—		—		—		—		—		4,199,914			4,199,914

Balance – September 30, 2021 (Restated – See Note 2)		—	$	—		3,306,250	$	331	$	—	$	(13,762,084	)	$	(13,761,753	)

FOR THE PERIOD FROM JULY 14, 2020 (INCEPTION) THROUGH SEPTEMBER 30, 2020

(RESTATED)

Class A

Common Stock

Class B

Common Stock

Additional

Paid-in

SEC Form 10-Q filed by North Mountain Merger Corp.