Annual report pursuant to Section 13 and 15(d)

Restatement of Previously Issued Financial Statements

v3.21.4
Restatement of Previously Issued Financial Statements
4 Months Ended
Dec. 31, 2020
Restatement Of Previously Issued Financial Statements [Abstract]  
Restatement of Previously Issued Financial Statements
NOTE 2 —RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
The Company has followed ASC 480 in accounting for its Class A ordinary shares subject to redemption. This included recording the Public Shares in permanent equity on its balance sheet. However, the Company maintained shareholders’ equity of at least $5,000,001 as the Company will not redeem Public Shares that would cause the Company’s net tangible assets to be less than $5,000,001 following such redemptions.
In September 2021, the Company’s management
re-evaluated
and ultimately concluded that the classification of $5,000,001 in permanent equity was not appropriate and that the Class A ordinary shares should be reclassified as temporary equity. In connection with the preparation of the financial statements as of and for the three and nine months ended September 30, 2021 that were included in the Company’s Q3 Form
10-Q,
the Company concluded that it would change its accounting and reflect the full amount of all redeemable Class A ordinary shares in temporary equity. This was a change from the Company’s previous accounting practice whereby it maintained shareholders’ equity of at least $5,000,001 as the Company will not redeem Class A ordinary shares that would cause the Company’s net tangible assets to be less than $5,000,001 following such redemptions. In connection with the change in presentation for the Class A ordinary shares subject to possible redemption, the Company also revised its earnings per share to allocate net income (loss) evenly to all Class A ordinary shares and Class B ordinary shares.
On December 14, 2021, the Company’s management and the Audit Committee concluded that the Company’s previously issued financial statements for the Affected Periods, in each case,
 
should be restated to classify all of the Class A ordinary shares as temporary equity and should no longer be relied upon. As a result, the Company is restating its financial statements for the Affected Periods herein for the
Post-IPO
Balance Sheet and the Company’s audited financial statements included in the First Amended Filing and for the unaudited condensed financial statements for the periods ended March 31, 2021, June 30, 2021 and September 30, 2021, which will be amended in separate Form
10-Q/A
filings. See Note 1 regarding the ability of the Company to continue as a going concern as a result of the restatements.
Impact of the Restatement
The impact of the restatement on the balance sheet, statement of operations and statement of cash flows for the Affected Periods is presented below.
 
 
  
As of October 23, 2020
 
Balance Sheet
  
As Reported
 
  
Restatement

Adjustment
 
  
As Restated
 
Class A ordinary shares subject to possible redemption
  
$
294,579,620
 
  
$
69,365,380
 
  
$
363,945,000
 
Shareholders’ equity (deficit)
  
     
  
     
  
     
Class A ordinary shares, $0.0001 par value
  
 
1,736
 
  
 
(1,736
  
 
—  
 
Additional
paid-in
capital
  
 
5,662,890
 
  
 
(5,662,890
  
 
—  
 
Accumulated deficit
  
 
(665,558
  
 
(63,700,754
  
 
(64,366,312
 
 
  
As of December 31, 2020
 
Balance Sheet
  
As Reported As Previously

Restated in the First

Amended Filing
 
  
Restatement

Adjustment
 
  
As Restated
 
Class A ordinary shares subject to possible redemption
  
$
323,187,630
 
  
$
40,757,370
 
  
$
363,945,000
 
Shareholders’ Equity (Deficit)
  
     
  
     
  
     
Class A ordinary shares, $0.0001 par value
  
 
408
 
  
 
(408
  
 
—  
 
Additional
paid-in
capital
  
 
14,641,247
 
  
 
(14,641,247
  
 
—  
 
Accumulated deficit
  
 
(9,642,556
  
 
(26,115,715
  
 
(35,758,271
 
 
  
For the Period from September 2, 2020 (inception) through

December 31, 2020
 
Statement of Operations
  
As Reported As Previously

Restated in the First

Amended Filing
 
  
Restatement

Adjustment
 
  
As Restated
 
Weighted average shares outstanding of Class A ordinary shares
  
 
34,280,343
 
  
 
(11,584,190
  
 
22,696,153
 
Basic and diluted net income per ordinary share, Class A
  
$
—  
 
  
$
(0.30
  
$
(0.30
Weighted average shares outstanding of Class B ordinary shares
  
 
8,684,834
 
  
 
338,596
 
  
 
9,023,430
 
Basic and diluted net loss per ordinary share, Class B
  
$
(1.11
  
$
0.81
 
  
$
(0.30
 
 
  
For the Period from September 2, 2020 (inception) through December 31, 2020
 
Statement of Cash Flows
  
As Reported As Previously

Restated in the First

Amended Filing
 
  
Restatement

Adjustment
 
  
As Restated
 
Initial value of Class A ordinary shares subject to possible redemption
  
$
332,161,540
 
  
$
(332,161,540
  
$
 —