Revision of Prior Period Financial Statements

6 Months Ended

Jun. 30, 2021

Revision Of Prior Period Financial Statements [Abstract]

Revision of Prior Period Financial Statements

Note 2 – Revision of Prior Period Financial Statements 

As a result of recent guidance to Special Purpose Acquisition Companies by the SEC regarding redeemable equity instruments, the Company revisited its application of ASC 480-10-S99 on the Company’s financial statements. The Company had previously classified a portion of its Public Subunits (and the underlying shares of common stock) in permanent equity. Subsequent to the re-evaluation, the Company’s management concluded that all of its Public Subunits should be classified as temporary equity. The identified errors impacted the Company’s Current Report on Form 8-K filed on December 30, 2020 containing the IPO balance sheet as of December 23, 2020, Annual Report on Form 10-K filed on March 31, 2021 containing financial statements as of December 31, 2020 and Quarterly Report on Form 10-Q filed on May 24, 2021 containing financial statements as of March 31, 2021. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the errors and has determined that the related impacts were not material to the aforementioned Form 8-K, Form 10-K and Form 10-Q reports, but that correcting the cumulative impact of such errors would be significant to the Company’s statement of operations for the three months ended June 30, 2021. Accordingly, the Company has corrected such immaterial errors by adjusting its prior financial statements and classified all Public Subunits as temporary equity. The Company will also correct previously reported financial information for such immaterial errors in future filings, as applicable. The following summarizes the effect of the revision on each financial statement line item.

Impact of the Revision

The impact of the revision on the audited balance sheet as of December 23, 2020, audited financial statements as of and for the year ended December 31, 2020, and unaudited interim condensed financial statements as of and for the three months ended March 31, 2021 are presented below.

	As Previously Reported			Adjustments			As Restated
Balance Sheet at December 23, 2020
Common stock subject to possible redemption	$	135,094,307		$	4,285,693		$	139,380,000
Common stock		479			(42	)		437
Additional paid-in capital		5,007,859			(4,860,327	)		147,532
Balance Sheet at December 31, 2020
Common stock subject to possible redemption	$	134,983,359		$	4,399,888		$	139,383,247
Common stock		480			(43	)		437
Additional paid-in capital		5,118,821			(4,974,521	)		144,300
Accumulated deficit	$	(119,298	)	$	(6,184	)	$	(125,482	)
Statement of Operations for the year ended December 31, 2020
Basic and diluted weighted average shares outstanding, common stock subject to redemption		-			339,344			339,344
Basic and diluted weighted average shares outstanding, common stock not subject to redemption		-			3,429,593			3,429,593
Basic and diluted weighted average shares outstanding, common stock		4,198,081			(429,144	)		3,768,937
Statement of Cash Flows for the year ended December 31, 2020
Supplemental disclosure of cash flow information
Initial value of common stock subject to possible redemption	$	135,094,307		$	(11,621,066	)	$	123,473,241
Change in value of common stock subject to possible redemption		(110,948	)		110,948			-
Reclassification of offering costs related to public shares		-			(2,946,021	)		(2,946,021	)
Subsequent measurement of common stock subject to redemption		-			18,852,780			18,852,780
Subsequent measurement of common stock subject to redemption  (interest earned on trust account)	$	-		$	3,247		$	3,247
Balance Sheet at March 31, 2021
Common stock subject to possible redemption	$	134,522,628		$	4,884,666		$	139,407,294
Common stock		485			(48	)		437
Additional paid-in capital		5,004,871			(4,884,618	)		120,253
Accumulated deficit	$	(5,345	)	$	0		$	(5,345	)
Statement of Operations for the three months ended March 31, 2021
Basic and diluted weighted average shares outstanding, common stock subject to redemption		-			13,800,000			13,800,000
Basic and diluted weighted average shares outstanding, common stock not subject to redemption		-			4,369,000			4,369,000
Basic and diluted weighted average shares outstanding, common stock		18,169,000			0			18,169,000
Statement of Cash Flows for the three months ended March 31, 2021
Supplemental disclosure of cash flow information
Change in value of common stock subject to possible redemption	$	120,140		$	(120,140	)	$	-
Subsequent measurement of common stock subject to redemption (interest earned on trust account)	$	-		$	24,047		$	24,047