As
Previously
Reported

Adjustment to convert AirJoule JV from consolidation to equity method

Adjustment for expensing of transaction costs

As Restated

Condensed Consolidated Balance Sheet as of March 31, 2024 (unaudited)

Cash

$

37,429,270

$

(10,011,901

)

$

-

$

27,417,369

Total current assets

37,915,608

(10,011,901

)

-

27,903,707

Property and equipment, net

4,137

(1,390

)

-

2,747

In process research and development

365,300,000

(365,300,000

)

-

Goodwill

247,233,000

(247,233,000

)

-

Investment in AirJoule, LLC

-

343,473,618

-

343,473,618

Total assets

650,622,862

(279,072,673

)

-

371,550,189

Accounts Payable

431,774

(774

)

-

431,000

Other accrued expenses

6,781,239

(65,280

)

-

6,715,959

Total current liabilities

11,753,101

(66,054

)

-

11,687,047

Deferred tax liabilities

-

85,725,163

-

85,725,163

Total liabilities

87,796,959

85,659,109

-

173,456,068

Additional paid-in capital

-

39,701,547

Retained earnings (Accumulated deficit)

(43,686,098

)

247,774,836

(39,701,547

)

164,387,191

Total Montana Technologies Corporation stockholders’ equity (deficit)

(49,680,715

)

49,680,715

-

Non-controlling interest

612,506,618

(612,506,618

)

-

Total stockholders’ equity (deficit)

562,825,903

(364,731,782

)

-

198,094,121

Total liabilities and stockholders’ equity (deficit)

650,622,862

(279,072,673

)

-

371,550,189

Condensed consolidated statement of changes in stockholders’ equity (deficit) for the three months ended March 31, 2024 (unaudited)

Formation of AirJoule, LLC

$

612,533,000

$

(612,533,000

)

$

-

Reverse capitalization, net of transaction costs –

Additional paid-in capital

(60,729,824

)

-

39,701,547

(21,028,277

)

Retained earnings (accumulated deficit)

(14,991,556

)

-

14,991,556

-

Total stockholders’ equity (deficit)

(75,720,580

)

-

54,693,103

(21,027,477

)

Net income (loss)

(11,526,441

)

247,801,218

(54,693,103

)

181,555,292

Condensed Consolidated Statement of Operations for the three months ended March 31, 2024 (unaudited)

General and administrative

$

827,576

$

(14,337

)

$

-

$

813,239

Research and development

896,613

(50,456

)

-

846,157

Transaction costs incurred in connection from business combination

-

54,693,103

Depreciation and amortization

1,145

(60

)

-

1,085

Loss from operations

(1,763,059

)

64,853

(54,693,103

)

(56,391,309

)

Interest income

38,236

(12,090

)

-

26,146

Gain on contribution to AirJoule, LLC

-

333,500,000

-

333,500,000

Equity loss from investment in AirJoule, LLC

-

(26,382

)

-

(26,382

)

Total other income (expense), net

(9,789,764

)

333,461,528

-

323,671,764

Income (loss) before income taxes

(11,552,823

)

333,526,381

(54,693,103

)

267,280,455

Income tax expense

-

(85,725,163

)

-

(85,725,163

)

Net income (loss)

(11,552,823

)

247,801,218

(54,693,103

)

181,555,292

Net loss attributable to non-controlling interest

(26,382

)

26,382

-

Net loss attributable to common stockholders of the Company

(11,526,441

)

11,526,441

-

Basic net income (loss) per share, Class A

$

(0.28

)

$

5.91

$

(1.30

)

$

4.33

Basic Weighted average Class A common stock outstanding, Class A

36,916,955

238,371

-

37,155,326

Diluted weighted average shares outstanding, Class A

-

38,631,753

-

38,631,753

Diluted net income per share, Class A

$

(0.28

)

$

5.72

$

(1.26

)

$

4.18

Basic net income (loss) per share, Class B

$

(0.28

)

$

5.91

$

(1.30

)

$

4.33

Diluted net income (loss) per share, Class B

$

(0.28

)

$

5.72

$

(1.26

)

$

4.18

Condensed Consolidated Statement of Cash Flows for the three months ended March 31, 2024 (unaudited)

Cash Flows from Operating Activities:

Net income (loss)

$

(11,552,823

)

$

247,801,218

(54,693,103

)

$

181,555,292

Adjustments to reconcile net income (loss) to net cash used in operating activities:

Depreciation and amortization

1,145

(60

)

-

1,085

Deferred tax expense

-

85,725,163

-

85,725,163

Gain on contribution to AirJoule, LLC

-

(333,500,000

)

-

(333,500,000

)

Equity loss from investment in AirJoule, LLC

-

26,382

-

26,382

Non-cash transaction costs in connection with business combination

-

53,721,000

Changes in operating assets and liabilities:

Accounts payable

(2,674,319

)

(774

)

-

(2,675,093

)

Accrued expenses, accrued transaction costs and other liabilities

(1,057,718

)

(65,280

)

-

(1,122,998

)

Net cash used in operating activities

(5,439,983

)

(13,351

)

(972,103

)

(6,425,437

)

Cash Flows from Investing Activities:

Purchases of fixed assets

(1,450

)

1,450

-

Investment in AirJoule, LLC

-

(10,000,000

)

-

(10,000,000

)

Net cash used in investing activities

(1,450

)

(9,998,550

)

-

(10,000,000

)

Cash Flow from Financing Activities:

Transaction costs - recapitalization

(972,103

)

-

972,103

-

Net cash provided by financing activities

42,494,907

-

972,103

43,467,010

Net increase (decrease) in cash

37,053,474

(10,011,901

)

-

27,041,573

Cash, end of the period

37,429,270

(10,011,901

)

-

27,417,369

Non-cash investing and financing activities:

Initial recognition of earnout shares liability

53,721,000

-

(53,721,000

)

-

Acquisition of business from GE Vernova in exchange for issuing non-controlling interest

612,533,000

(612,533,000

)

-

Contribution to AirJoule, LLC of license to technology

-

333,500,000

-

333,500,000