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 | ☐ | |||
☒ | Smaller reporting company | |||||
Emerging growth company |
ASSETS |
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Cash and cash equivalent |
$ | |||
Prepaid expenses |
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Total current assets |
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Cash held in trust account |
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Other assets |
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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 offering and formation costs |
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Advances from related party |
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Total current liabilities |
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Deferred underwriting fees 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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Stockholder Equity: |
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Preferred stock, $ |
$ |
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Class A common share, $ |
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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 29, 2021 (INCEPTION) THROUGH MARCH 31, 2021 |
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Formation costs |
$ | |||
General and administrative expenses |
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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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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 common stock, 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 3 . |
Class A Common Stock |
Class B Common Stock |
Class K Common Stock |
Additional Paid-In Capital |
Accumulated Deficit |
Total Stockholders’ Equity |
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Shares |
Amount |
Shares |
Amount |
Shares |
Amount |
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Balance, January 29, 2021 (inception) |
$ | $ | $ | $ | $ | $ | ||||||||||||||||||||||||||||||
Issuance of Class B Common Stock to Sponsor |
— | — | — | — | — | |||||||||||||||||||||||||||||||
Issuance of Class K Common Stock 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 |
$ |
$ |
$ |
$ |
$ |
( |
) |
$ |
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(1) | Includes an aggregate of |
FOR THE PERIOD FROM JANUARY 29, 2021 (INCEPTION) THROUGH MARCH 31, 2021 |
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Cash Flows from Operating Activities |
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Net Loss |
$ | ( |
) | |
Adjustments to reconcile net loss to net cash used in operating activities |
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Amortization of prepaid expenses |
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Changes in operating assets and liabilities |
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Prepaid expenses |
( |
) | ||
Other assets |
( |
) | ||
Accounts payable |
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Franchise tax payable |
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Net cash used in operating activities |
( |
) | ||
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Cash Flows from Investing Activities: |
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Investment of cash 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 sale of Public Shares, net of underwriting discounts paid |
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Proceeds from Private Placement shares |
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Sponsor contribution for class B and K common stock |
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Due to related party |
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Payment of 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 initial classifications of Class A common stock subject to possible redemption |
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$ |
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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 offering costs paid through promissory note - related party |
$ |
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Deferred underwriting fees payable |
$ |
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As Previously Reported |
Adjustments |
As Revised and Restated |
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Balance sheet as of March 31, 2021 |
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Advances from related party |
$ |
$ |
$ |
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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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Class A common stock subject to possible redemption |
( |
) |
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Class A common share |
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Additional paid-in capital |
( |
) | ||||||||||
Total stockholders’ equity |
( |
) | ||||||||||
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Condensed statement of operations from January 29, 2021 (inception) through March 31, 2021 |
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Weighted average shares outstanding of Class A common stock subject to possible redemption, basic and diluted |
$ |
$ |
$ |
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Weighted average Class A and B shares outstanding, non-redeemable common stock, basic and diluted |
( |
) | ||||||||||
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Statement of changes in stockholders’ equity for the period from January 29, 2021 (inception) through March 31, 2021 |
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Sale of Public Shares – Additional Paid-In Capital |
$ |
$ |
( |
) |
$ |
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Sale of Public Shares – Total Stockholders’ Equity |
( |
) |
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Underwriting discounts – Additional Paid-In Capital |
( |
) |
( |
) |
( |
) | ||||||
Underwriting discounts – Total Stockholders’ Equity |
( |
) |
( |
) |
( |
) | ||||||
Deferred underwriting fee payable – Additional Paid-In Capital |
( |
) |
( |
) | ||||||||
Deferred underwriting fee payable – Total Stockholders’ Equity |
( |
) |
( |
) | ||||||||
Sale of private placement shares – Class A Common Stock – Shares |
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Sale of private placement shares – Class A Common Stock – Amount |
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Sale of private placement shares – Additional Paid-In Capital |
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Sale of private placement shares – Total Stockholders’ Equity |
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Common stock subject to possible redemption – Class A Common Stock – Shares |
( |
) |
( |
) | ||||||||
Common stock subject to possible redemption – Class A Common Stock – Amount |
( |
) |
( |
) | ||||||||
Common stock subject to possible redemption – Additional Paid-In Capital |
( |
) |
( |
) | ||||||||
Common stock subject to possible redemption – Total Stockholders’ Equity |
( |
) |
( |
) | ||||||||
Balance – Class A Common Stock – Shares |
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Balance – Class A Common Stock – Amount |
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Balance – Additional Paid-In Capital |
( |
) | ||||||||||
Balance – Total Stockholders’ Equity |
( |
) | ||||||||||
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Condensed statement of cash flows for the period from January 29, 2021 (inception) through March 31, 2021 |
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Proceeds from sale of public shares net of underwriting discounts paid |
( |
) |
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Proceeds from private placement shares |
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Initial classification of Class A common stock subject to redemption |
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Change in classification of Class A common stock subject to possible redemption |
( |
) |
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Deferred underwriting fees payable |
Three Months Ended March 31, 2021 |
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Redeemable Class A Common Stock |
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Numerator: Earnings allocable to Redeemable Class A common stock |
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Interest income earned on Trust Account |
$ |
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Less: Applicable franchise and income taxes |
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Net loss attributable to Redeemable Class A common stock |
$ |
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Denominator: Weighted Average Stock Outstanding, Redeemable Class A |
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Basic and diluted weighted average shares outstanding, Redeemable Class A |
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Basic and diluted net loss per share, Redeemable Class A |
$ |
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Non-Redeemable Class A and Class B Common Stock |
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Numerator: Net loss minus net loss allocable to Redeemable Class A common stock |
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Net loss |
$ |
( |
) | |
Less: Net loss allocable to Redeemable Class A common stock - |
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Net loss attributable to Non-Redeemable Class A and Class B common stock shareholders |
$ |
( |
) | |
Denominator: Weighted Average Stock Outstanding, Non-Redeemable Class A and Class B |
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Basic and diluted weighted average shares outstanding, Non-Redeemable Class A and Class B |
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Basic and diluted net loss per share, Non-Redeemable Class A and Class B |
$ |
( |
) | |
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ITEM 2. |
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
* | Filed herewith. |
** | Furnished. |
KHOSLA VENTURES ACQUISITION CO. II | ||||||
Date: July 19, 2021 | By: | /s/ Peter Buckland | ||||
Name: | Peter Buckland | |||||
Title: | Chief Financial Officer |