QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) |
(Zip Code) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ||||
Emerging growth company |
Page No. |
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1 |
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Item 1. |
1 |
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1 |
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2 |
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3 |
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4 |
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5 |
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Item 2. |
1 7 |
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Item 3. |
19 |
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Item 4. |
19 |
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2 0 |
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Item 1. |
2 0 |
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Item 1A. |
2 0 |
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Item 2. |
2 0 |
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Item 3. |
2 1 |
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Item 4. |
2 1 |
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Item 5. |
2 1 |
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Item 6. |
2 1 |
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ASSETS |
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Cash |
$ | |||
Due from related party |
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Prepaid expenses |
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Total current assets |
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Other asset |
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Cash held in trust account |
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Total assets |
$ |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current liabilities: |
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Accounts payable |
$ | |||
Franchise tax payable |
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Accrued expenses |
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Accrued offering costs |
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Total current liabilities |
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Deferred underwriting fee payable |
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Total liabilities |
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Commitments and Contingencies (Note 6) |
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Class A Common stock subject to possible redemption, |
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Stockholders’ Equity: |
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Preferred stock, $ |
$ |
— | ||
Class A common stock, $ |
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Class B common stock, $ |
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Class K common stock, $ |
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Additional paid-in capital |
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Accumulated Deficit |
( |
) | ||
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Total stockholders’ equity |
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Total Liabilities and Stockholders’ Equity |
$ |
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From January 15, 2021 (inception) through March 31, 2021 |
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Formation costs |
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General and administrative |
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Franchise tax expense |
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Net loss |
$ |
( |
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Weighted average shares outstanding of Class A common stock subject to possible redemption, basic and diluted |
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Basic and diluted net income per share, Class A common stock subject to possible redemption |
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$ |
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Weighted average Class A and B shares outstanding, non-redeemable common stock, basic and diluted(1) |
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Basic and diluted net loss per share, non-redeemable common stock |
$ |
( |
) | |
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(1) |
Class K shares are not included in the calculation of diluted loss per share as their conversion into Class A shares is contingent upon the occurrence of future events as described in Note 2. |
Common Stock |
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Class A Shares |
Class B Shares |
Class K Shares |
Additional Paid-In Capital |
Accumulated Deficit |
Total Shareholder’s Equity |
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Shares |
Amount |
Shares |
Amount |
Shares |
Amount |
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Balance, January 15, 2021 (inception) |
$ |
$ |
$ |
$ |
$ |
$ |
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Issuance of Founder Shares to Sponsor (1) |
— | — | — | |||||||||||||||||||||||||||||||||
Sale of Public Shares |
— | — | — | — | — | |||||||||||||||||||||||||||||||
Underwriting discounts |
— | — | — | — | — | — | ( |
) | — | ( |
) | |||||||||||||||||||||||||
Deferred underwriting fee payable |
— | — | — | — | — | — | ( |
) | — | ( |
) | |||||||||||||||||||||||||
Offering costs |
— | — | — | — | — | — | ( |
) | — | ( |
) | |||||||||||||||||||||||||
Sale of Private Placement Shares |
— | — | — | — | — | — | — | |||||||||||||||||||||||||||||
Common stock subject to possible redemption |
( |
) | ( |
) | — | — | — | — | ( |
) | — | ( |
) | |||||||||||||||||||||||
Net loss |
— | — | — | — | — | — | — | ( |
) | ( |
) | |||||||||||||||||||||||||
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Balance, March 31, 2021 (unaudited) |
$ |
$ |
$ |
$ |
$ |
( |
) |
$ |
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(1) |
Includes an aggregate of 5,000,000 shares of Class K common stock held by the Sponsor that are subject to forfeiture to the extent that the Company does not complete an initial business combination or achieve certain market price criteria for Class A shares. |
For the period from January 15, 2021 (inception) through March 31, 2021 |
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Cash Flows from Operating Activities |
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Net Loss |
$ | ( |
) | |
Changes in operating assets and liabilities |
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Prepaid expenses |
( |
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Accounts payable |
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Accrued expenses |
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Franchise tax payable |
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Net cash used by operating activities |
( |
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Cash Flows from Investing Activities |
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Transfer of cash received into Trust Account |
( |
) | ||
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Net cash used in investing activities |
( |
) | ||
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Cash Flows from Financing Activities |
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Proceeds from issuance of Class B and Class K common stock to Sponsor |
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Proceeds from sale of Public Shares, net of deferred underwriting discounts paid |
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Proceeds from Private Placement Shares |
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Proceeds from promissory note - related party |
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Repayment of promissory note - related party |
( |
) | ||
Payment of related party costs |
( |
) | ||
Payments of other offering costs |
( |
) | ||
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Net cash provided by financing activities |
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Net increase in cash |
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Cash - beginning of period |
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Cash - end of period |
$ | |||
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Supplemental disclosure of noncash investing and financing activities: |
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Initial classification of Class A common stock subject to possible redemption |
$ | |||
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Change in value of Class A common stock subject to possible redemption |
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$ |
( |
) |
Deferred offering costs included in accrued offering costs |
$ | |||
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Deferred offering costs included in accounts payable |
$ | |||
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Deferred underwriting fees payable |
$ | |||
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• | Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. |
• | Level 2: Observable inputs other than Level 1 inputs. Example of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. |
• | Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. |
Item 3. |
Quantitative and Qualitative Disclosures About Market Risk |
Item 4. |
Controls and Procedures |
Item 1. |
Legal Proceedings. |
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds. |
Item 3. |
Defaults Upon Senior Securities. |
Item 4. |
Mine Safety Disclosures. |
Item 5. |
Other Information. |
Item 6. |
Exhibits |
* | Filed herewith. |
** | Furnished. |
(1) | Previously filed as an exhibit to our Current Report on Form 8-K filed on March 9, 2021 and incorporated by reference herein. |
KHOSLA VENTURES ACQUISITION CO. | ||||||
Date: M ay 25, 2 021 |
By: | /s/ Peter Buckland | ||||
Name: | Peter Buckland | |||||
Title: | Chief Financial Officer |