Item 2. Managements Discussion and Analysis of Financial Condition
and Results of Operations
References in this report (the Quarterly Report) to we, us or the Company
refer to Jack Creek Investment Corp. References to our management or our management team refer to our officers and directors, and references to the Sponsor refer to JCIC Sponsor LLC. The following discussion and
analysis of the Companys financial condition and results of operations should be read in conjunction with the financial statements and the notes thereto contained elsewhere in this Quarterly Report. Certain information contained in the
discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.
Special Note Regarding
Forward-Looking Statements
This Quarterly Report includes forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Exchange Act that are not historical facts and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than
statements of historical fact included in this Form 10-Q including, without limitation, statements in this Managements Discussion and Analysis of Financial Condition and Results of Operations
regarding the completion of the Proposed Business Combination (as defined below), the Companys financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such
as expect, believe, anticipate, intend, estimate, seek and variations and similar words and expressions are intended to identify such forward-looking statements. Such
forward-looking statements relate to future events or future performance, but reflect managements current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ
materially from the events, performance and results discussed in the forward-looking statements, including that the conditions of the Proposed Business Combination are not satisfied. For information identifying important factors that could cause
actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors section of the Companys final prospectus for its Initial Public Offering filed with the U.S. Securities and Exchange
Commission (the SEC). The Companys securities filings can be accessed on the EDGAR section of the SECs website at www.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or
obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.
Overview
Jack Creek Investment Corp. (the Company) is a blank check company incorporated as a Cayman Islands exempted company on August 18, 2020. The
Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a Business Combination). We intend
to effectuate our Business Combination using cash derived from the proceeds of the Initial Public Offering and the sale of 9,400,000 Private Placement Warrants, our shares, debt or a combination of cash, shares and debt.
We expect to continue to incur significant costs in the pursuit of our acquisition plans. We cannot assure you that our plans to complete a Business
Combination will be successful.
Results of Operations
We have neither engaged in any operations nor generated any revenues to date. Our only activities from August 18, 2020 (inception) through March 31,
2021 were organizational activities, those necessary to prepare for the Initial Public Offering, described below, and identifying a target company for a Business Combination. We do not expect to generate any operating revenues until after the
completion of our Business Combination. We generate non-operating income in the form of interest income on marketable securities held in the Trust Account. We incur expenses as a result of being a public
company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
For the three months ended
March 31, 2021, we had a net income of $16,917,895, which consists of the change in fair value of warrants of $22,683,500 and interest income on marketable securities held in the Trust Account of $29,941 offset by a $3,948,000 charge related to
the incremental value of the private placement warrants and operating costs of $1,847,546. The operating costs included $1,360,701 of offering costs related to the warrant liabilities.
Liquidity and Capital Resources
On January 26,
2021, we consummated the Initial Public Offering of 34,500,000 Units which includes the full exercise by the underwriter of its over-allotment option in the amount of 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $345,000,000
which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 9,400,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant in a private placement to the Sponsor,
generating gross proceeds of $9,400,000, which is described in Note 5.
For the three months ended March 31, 2021, cash used in operating activities
was $1,419,325. Net income of $16,917,895 was affected by interest earned on marketable securities held in the Trust Account of $29,941, the change in the fair value of the warrant liability of $22,683,500, a charge related to the incremental value
of the private placement warrants of $3,948,000 and transaction costs associated with the warrants issued at the Initial Public Offering of $1,360,701. Changes in the operating assets and liabilities used $932,480 of cash for operating activities.
As of March 31, 2021, we had marketable securities held in the Trust Account of $345,029,941 (including approximately $30,000 of interest income and
unrealized gains) consisting of U.S. Treasury Bills with a maturity of 185 days or less. We may withdraw interest from the Trust Account to pay taxes, if any. We intend to use substantially all of the funds held in the Trust Account, including any
amounts representing interest earned on the Trust Account (less income taxes payable), to complete our Business Combination. To the extent that our capital stock or debt is used, in whole or in part, as consideration to complete our Business
Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
16