Restatement of Previously Issued Financial Statements

6 Months Ended

Dec. 31, 2020

Restatement of Previously Issued Financial Statements

NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Statement”). Specifically, the SEC Statement focused on certain settlement terms and provisions related to certain tender offers following a business combination, which terms are similar to those contained in the warrant agreement, dated as of

November 10

, 2020, between the Company and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (the “Warrant Agreement”). As a result of the SEC Statement, the Company reevaluated the accounting treatment of (i) the 8,478,333 redeemable warrants (the “Public Warrants”) that were included in the units issued by the Company in its initial public offering (the “IPO”) and (ii) the 4,558,000 redeemable warrants that were issued to the Company’s sponsor in a private placement that closed concurrently with the closing of the IPO (the “Private Placement Warrants” and, together with the Public Warrants, the “Warrants”, which are discussed in Note 4, Note 5, Note

and Note

). The Company previously accounted for the Warrants as components of equity.

In further consideration of the guidance in Accounting Standards Codification (“ASC”)

815-40,

Derivatives and Hedging — Contracts in Entity’s Own Equity, the Company concluded that a provision in the Warrant Agreement related to certain tender or exchange offers precludes the Warrants from being accounted for as components of equity. As the Warrants meet the definition of a derivative as contemplated in ASC 815, the Warrants should be recorded as derivative liabilities on the Consolidated Balance Sheet and measured at fair value at inception (on the date of the IPO) and at each reporting date in accordance with ASC 820, Fair Value Measurement, with changes in fair value recognized in the Consolidated Statement of Operations in the period of change.

The Company’s management and the audit committee of the Company’s Board of Directors concluded that it is appropriate to restate the Company’s previously issued unaudited financial statements as of December 31, 2020, for the three months ended December 31, 2020 and for the period from July 8, 2020 (inception) through December 31, 2020, as previously reported in its Form

10-Q.

The restated classification and reported values of the Warrants as accounted for under ASC

815-40

are included in the financial statements herein.

The following table summarizes the effect of the restatement on each financial statement line item as of the dates, and for the period, indicated:


	As Previously Reported			Adjustment			As Restated
Consolidated Balance Sheet as of December 31, 2020
Warrant liabilities	$	—		$	47,516,962		$	47,516,962
Total liabilities		9,269,025			47,516,962			56,785,987
Class A ordinary shares subject to possible redemption		241,263,980			(47,516,958	)		193,747,022
Class A ordinary shares		131			476			607
Additional paid-in capital		5,509,476			34,117,986			39,627,462
Accumulated deficit		(510,233	)		(34,118,466	)		(34,628,699	)
Total stockholders’ equity	$	5,000,010		$	(4	)	$	5,000,006
Consolidated Statement of Operations for the Three Months Ended December 31, 2020
Formation and operating costs	$	529,054		$	511,177		$	1,040,231
Change in fair value of warrant liabilities		—			(33,607,289	)		(33,607,289	)
Other income (expense), net		19,267			(33,607,289	)		(33,588,022	)
Net loss		(509,787	)		(34,118,466	)		(34,628,253	)
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption		24,126,398			(4,751,696	)		19,374,702
Basic and diluted weighted average shares outstanding, Non-redeemable ordinary shares		6,948,070			723,136			7,671,206
Basic and diluted net loss per share, Non-redeemable ordinary shares	$	(0.07	)	$	(4.44	)	$	(4.51	)
Consolidated Statement of Operations for the Period From July 8, 2020 (Inception) through December 31, 2020
Formation and operating costs	$	529,500		$	511,177		$	1,040,677
Change in fair value of warrant liabilities		—			(33,607,289	)		(33,607,289	)
Other income (expense), net		19,267			(33,607,289	)		(33,588,022	)
Net loss		(510,233	)		(34,118,466	)		(34,628,699	)
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption		24,126,398			(4,751,696	)		19,374,702
Basic and diluted weighted average shares outstanding, Non-redeemable ordinary shares		6,614,900			378,003			6,992,903
Basic and diluted net loss per share, Non-redeemable ordinary shares	$	(0.08	)	$	(4.87	)	$	(4.95	)
Condensed Consolidated Statement of Changes in Stockholders’ Equity for the Three Months Ended December 31, 2020 and for the Period from July 8, 2020 (Inception) Through December 31, 2020
Issuance of Class A ordinary shares, net of underwriting discounts and offering costs		239,912,223			(8,475,856	)		231,436,367
Proceeds in excess of fair value upon the sale of Private Warrants		6,837,000			(4,922,640	)		1,914,360
Consolidated Statement of Cash Flows for the Period From July 8, 2020 (Inception) through December 31, 2020
Cash Flows from Operating Activities:
Net loss	$	(510,233	)	$	(34,118,466	)	$	(34,628,699	)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of warrant liabilities		—			33,607,289			33,607,289
Non-Cash Investing and Financing Activities:
Initial measurement of warrants issued in connection with the Initial Public Offering accounted for as liabilities	$	—		$	13,909,673		$	13,909,673