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 Number) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
one-fourth of a redeemable warrant to acquire one Class A ordinary share |
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ||||
Emerging growth company |
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June 30, 2021 |
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(unaudited) |
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Assets: |
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Cash |
$ | |||
Prepaid expenses |
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Total current assets |
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Deferred offering costs |
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Cash held in Trust Account |
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Total assets |
$ | |||
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Liabilities and Shareholder’s Equity |
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Accrued offering costs and expenses |
$ | |||
Promissory Note - Related Party |
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Private placement proceeds received in advance |
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Total current liabilities |
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Commitments and Contingencies |
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Shareholder’s Equity: |
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Preference shares, $ |
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Class A ordinary shares, $ |
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Class B ordinary shares, $ (1) |
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Additional paid-in capital |
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Accumulated deficit |
( |
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Total shareholder’s equity |
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Total Liabilities and Shareholder’s Equity |
$ | |||
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(1) | Includes up to |
For the three months ended June 30, 2021 |
For the period from February 1, 2021 (inception) through June 30, 2021 |
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Formation cost |
$ | — | $ | |||||
Income (loss) from Operations |
— | ( |
) | |||||
Other income: |
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Interest earned on cash held in bank |
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Total other income |
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Net income (loss) |
$ | $ | ( |
) | ||||
Basic and diluted weighted average shares outstanding (1) |
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Basic and diluted net income per ordinary share |
$ | $ | ||||||
(1) | Excludes up to |
Class A Ordinary shares |
Class B Ordinary shares |
Additional Paid-in |
Accumulated |
Total Shareholder’s |
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Shares |
Amount |
Shares (1) |
Amount |
Capital |
Deficit |
Equity |
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Balance as of February 1, 2021 (inception) |
$ | $ | $ | $ | $ | |||||||||||||||||||||||
Issuance of Class B ordinary shares to Sponsor |
— | — | — | |||||||||||||||||||||||||
Net loss |
— | — | — | — | — | ( |
) | ( |
) | |||||||||||||||||||
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Balance as of March 31, 2021 (unaudited) |
$ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||||
Net income |
— | — | — | — | — | |||||||||||||||||||||||
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Balance as of June 30, 2021 (unaudited) |
$ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||||
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(1) | Includes up to |
Cash flows from operating activities: |
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Net loss |
$ | ( |
) | |
Adjustments to reconcile net loss to net cash provided by operating activities: |
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Formation cost paid by Sponsor |
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Changes in operating assets and liabilities: |
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Prepaid expenses |
( |
) | ||
Accrued expenses |
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Net cash provided by operating activities |
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Cash Flows from Investing Activities: |
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Investment of cash in Trust Account |
( |
) | ||
Net cash used in investing activities |
( |
) | ||
Cash Flows from Financing Activities: |
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Proceeds from sale of private placement warrants received in advance |
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Net cash provided by financing activities |
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Net change in cash |
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Cash, beginning of period |
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Cash, end of the period |
$ | |||
Supplemental disclosure of cash flow information: |
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Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares |
$ | |||
Deferred offering costs paid by promissory note – related party |
$ | |||
Accrued offering costs |
$ | |||
Level 1 | Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. | |
Level 2 | Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. | |
Level 3 | Valuations based on inputs that are unobservable and significant to the overall fair value measurement. |
• | in whole and not in part; |
• | at a price of $ |
• | upon not less than (the “30-day redemption period”) to each warrant holder; and |
• | if, and only if, the closing price of the Class A ordinary shares equals or exceeds $ share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any within a ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. |
• | in whole and not in part; |
• | at $ |
• | if, and only if, the closing price of our Class A ordinary shares equals or exceeds $ |
Exhibit Number |
Description | |
101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document |
* | Filed herewith. |
** | These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. |
By: | /s/ Steven Barg | |||
Name: | Steven Barg | |||
Title: | Chief Financial Officer |