United States Securities and Exchange Commission Form

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ 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 001-38785 Andina Acquisition Corp. III (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Calle 113 # 7-45 Torre B Oficina 1012 Bogotá, Colombia N/A (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (646)-565-3861 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 ordinary share, one right, and one redeemable warrant ANDAU The NASDAQ Stock Market LLC Ordinary Shares, par value $0.0001 per share ANDA The NASDAQ Stock Market LLC Rights, each to receive one-tenth (1/10) of one ordinary share ANDAR The NASDAQ Stock Market LLC Redeemable warrants, exercisable for ordinary shares at a price of $11.50 per share ANDAW The NASDAQ Stock Market LLC Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐N o ☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 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 and post 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 definition 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐ 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 June 30,2020, the last day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the ordinary shares outstanding, other than shares held by persons who may be deemed affiliates of the registrant, computed by reference to the closing price for the ordinary shares on June 30, 2020, as reported on the NASDAQ Capital Market, was $142,562,700. As of February 18, 2021, there were 4,417,096 ordinary shares, par value $0.0001 per share, of the registrant issued and outstanding. TABLE OF CONTENTS PART I Item 1. Business. 5 Item 1A. Risk Factors. 12 Item 1B. Unresolved Staff Comments. 24 Item 2. Properties. 24 Item 3. Legal Proceedings. 24 Item 4. Mine Safety Disclosures. 24 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. 25 Item 6. Selected Financial Data. 25 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. 25 Item 7A. Quantitative and Qualitative Disclosures About Market Risk. 28 Item 8. Financial Statements and Supplementary Data. 28 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosures. 28 Item 9A. Controls and Procedures. 29 Item 9B. Other Information. 29 PART III Item 10. Directors, Executive Officers and Corporate Governance. 29 Item 11. Executive Compensation. 33 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. 33 Item 13. Certain Relationships and Related Transactions, and Director Independence. 35 Item 14. Principal Accounting Fees and Services. 36 PART IV Item 15. Exhibits, Financial Statement Schedules. 36 Item 16. Form 10-K Summary. 36 2 Unless otherwise stated in this Annual Report on Form 10-K, references to: ● “we,” “us” or “our company” refers to Andina Acquisition Corp. III; ● “amended and restated memorandum and articles of association” are to our memorandum and articles of association; ● “Companies Law” are to the Companies Law (2020 Revision) of the Cayman Islands as the same may be amended from time to time; ● “initial shareholders” refers to all of our shareholders immediately prior to our initial public offering, including our officers and directors and the underwriters in our initial public offering to the extent they hold such shares; ● “insider shares” refers to the ordinary shares held by our initial shareholders prior to our initial public offering; ● “management” or our “management team” are to our officers and directors; ● “private units” refer to the units issued to our initial shareholders in a private placement simultaneously with the closing of our initial public offering and “private shares,” “private rights” and “private warrants” refer to the shares, rights and warrants included within the private units, respectively; ● the term “public shareholders” means the holders of the ordinary shares which were being sold as part of t initial public offering, or “public shares,” whether they are purchased in the public offering or in the aftermarket, including any of our initial shareholders to the extent that they purchase such public shares (except that our initial shareholders will not have conversion or tender rights with respect to any public shares they own). 3 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS The statements contained in this Annual Report on Form 10-K that are not purely historical are forward-looking statements. Our forward-looking statements include, but are not limited to, statements regarding our or our management’s expectations, hopes, beliefs, intentions or strategies regarding the future. In addition, any statements that refer to projections, forecasts or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking statements. The words “anticipates,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predicts,” “project,” “should,” “would” and similar expressions may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. Forward-looking statements in this Annual Report may include, for example, statements about our: ● ability to identify or complete an initial business combination with Stryve Foods, LLC or any other initial business combination; ● limited operating history; ● potential ability to obtain additional financing to complete a business combination; ● pool of prospective target businesses; ● the ability of our officers and directors to generate potential investment opportunities; ● potential change in control if we acquire one or more target businesses for shares; ● our public securities’ liquidity and trading; ● regulatory or operational risks associated with acquiring a target business; ● use of proceeds not held in the trust account or available to us from interest income on the trust account balance; or ● delisting of our securities from Nasdaq or the ability to have our securities listed on Nasdaq following our initial business combination. The forward-looking statements contained in this Annual Report are based on our current expectations and beliefs concerning future developments and their potential effects on us. There can be no assurance that future developments affecting us will be those that we have anticipated. These forward-looking statements involve several risks, uncertainties (some of which are beyond our control) or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, those factors described under the heading “Risk Factors.” Should one or more of these risks or uncertainties materialize, or should any of our assumptions prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. We undertake

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