Quarterly report pursuant to Section 13 or 15(d)

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

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RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
9 Months Ended
Sep. 30, 2021
Revision Of Previously Issued Financial Statements [Abstract]  
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
In connection with the preparation of the Company’s unaudited interim condensed financial statements as of September 30, 2021, management determined it should restate its previously reported unaudited interim condensed financial statements. The Company had previously determined the Class A Ordinary Shares subject to possible redemption to be equal to the redemption value of $10.00 per Class A Ordinary Shares while also taking into consideration a redemption cannot result in net tangible assets being less than $5,000,001. Management has also determined that the Class A Ordinary Shares issued in connection with the Initial Public Offering can be redeemed or become redeemable subject to the occurrence of future events considered outside the Company’s control. Therefore, management has concluded that the redemption value should include all the Class A Ordinary Shares subject to possible redemption, resulting in the Class A Ordinary Shares subject to possible redemption being equal to their redemption value. In connection with the change in presentation for the Class A Ordinary Shares subject to possible redemption, the Company also restated its earnings per share calculation to allocate net income (loss) pro rata to Class A and Class B Ordinary Shares. The presentation contemplates a Business Combination as the most likely outcome, in which case, both the Class A Ordinary Shares and the Class B Ordinary Shares share pro rata in the income (loss) of the Company.

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 changes and has determined that the related impact was material to the previously filed financial statements that contained the error, reported in the Company's Form 10-Qs for the quarterly periods ended March 31, 2021 and June 30, 2021 as well as the audited balance sheet as of March 8, 2021 reported in the Current Report on Form 8-K filed on March 12, 2021 (collectively, the "Prior Affected Periods"). Therefore, the Company, in consultation with its Audit Committee, concluded that the Prior Affected Periods should be restated to present all Class A Ordinary Shares subject to possible redemption in temporary equity and to recognize accretion from the initial book value to redemption value at the time of its Initial Public Offering as well as to restate net income (loss) per share. As such, the Company is reporting these restatements to the Prior Affected Periods in this Amended Quarterly Report.

There has been no change in the Company’s total assets, liabilities, or operating results.

The impact of the restatement on the Company’s previously issued financial statements is reflected in the following tables.
The following table presents the effect of the financial statement adjustments related to the restatement discussed above of the Company's previously reported audited balance sheet as of March 8, 2021:

Balance Sheet as of March 8, 2021 (audited) As Previously Reported Adjustment As Revised
Class A Ordinary Shares subject to possible redemption $ 137,972,820  $ 17,277,180  $ 155,250,000 
Class A Ordinary Shares 173  (173) — 
Additional paid-in capital 5,213,379  (5,213,379) — 
Accumulated deficit (213,935) (12,063,628) (12,277,563)
Total shareholders' equity (deficit) 5,000,005  (17,277,180) (12,277,175)

The following table presents the effect of the financial statement adjustments related to the restatement discussed above of the Company's previously reported unaudited balance sheet as of March 31, 2021:

Balance Sheet as of March 31, 2021 (unaudited) As Previously Reported Adjustment As Revised
Class A Ordinary Shares subject to possible redemption $ 137,841,810  $ 17,408,190  $ 155,250,000 
Class A Ordinary Shares 174  (174) — 
Additional paid-in capital 5,344,386  (5,344,386) — 
Accumulated deficit (344,946) (12,063,630) (12,408,576)
Total shareholders' equity (deficit) 5,000,002  (17,408,190) (12,408,188)

The following table presents the effect of the financial statement adjustments related to the restatement discussed above of the Company's previously reported unaudited statement of cash flows for the period January 11, 2021 (inception) through March 31, 2021:

Period from January 11, 2021 (inception) through March 31, 2021 (unaudited) As Previously Reported Adjustment As Revised
Non-cash investing and financing activities
Initial classification of Class A Ordinary Shares subject to possible redemption $ 137,972,820  $ (137,972,820) $ — 
Change in value of Class A Ordinary Shares subject to possible redemption (131,010) 131,010  — 

The following table presents the effect of the financial statement adjustments related to the restatement discussed above of the Company's previously reported unaudited balance sheet as of June 30, 2021:

Balance Sheet as of June 30, 2021 (unaudited) As Previously Reported Adjustment As Revised
Class A Ordinary Shares subject to possible redemption $ 134,801,360  $ 20,448,640  $ 155,250,000 
Class A Ordinary Shares 204  (204) — 
Additional paid-in capital 8,384,806  (8,384,806) — 
Accumulated deficit (3,385,389) (12,063,630) (15,449,019)
Total shareholders' equity (deficit) 5,000,009  (20,448,640) (15,448,631)

The following table presents the effect of the financial statement adjustments related to the restatement discussed above of the Company's previously reported unaudited statement of cash flows for the period January 11, 2021 (inception) through June 30, 2021:
Period from January 11, 2021 (inception) through June 30, 2021 (unaudited) As Previously Reported Adjustment As Revised
Non-cash investing and financing activities
Initial classification of Class A Ordinary Shares subject to possible redemption $ 137,972,820  $ (137,972,820) $ — 
Change in value of Class A Ordinary Shares subject to possible redemption (3,171,460) 3,171,460  — 

The impact to the reported amounts of weighted average shares outstanding and the basic and diluted net income (loss) per share is presented in the following tables for the quarterly periods ended March 31, 2021 and June 30, 2021:

Net Income (Loss) Per Share
Period from January 11, 2021 (inception) through March 31, 2021 (unaudited) As Previously Reported Adjustment As Revised
Weighted average shares outstanding - Class A Ordinary Shares 15,525,000  (10,867,500) 4,657,500 
Basic and diluted net income (loss) per share - Class A Ordinary Shares $ —  $ (0.04) $ (0.04)
Weighted average shares outstanding - Class B Ordinary Shares 3,537,000  (10,125) 3,526,875 
Basic and diluted net income (loss) per share - Class B Ordinary Shares $ (0.10) $ 0.06  $ (0.04)

Net Income (Loss) Per Share
Three Months Ended June 30, 2021 (unaudited) As Previously Reported Adjustment As Revised
Weighted average shares outstanding - Class A Ordinary Shares 15,525,000  —  15,525,000 
Basic and diluted net income (loss) per share - Class A Ordinary Shares $ —  $ (0.16) $ (0.16)
Weighted average shares outstanding - Class B Ordinary Shares 3,881,250  —  3,881,250 
Basic and diluted net income (loss) per share - Class B Ordinary Shares $ (0.78) $ 0.62  $ (0.16)

Net Income (Loss) Per Share
Period from January 11, 2021 (inception) through June 30, 2021 (unaudited) As Previously Reported Adjustment As Revised
Weighted average shares outstanding - Class A Ordinary Shares 15,525,000  (5,084,211) 10,440,789 
Basic and diluted net income (loss) per share - Class A Ordinary Shares $ —  $ (0.24) $ (0.24)
Weighted average shares outstanding - Class B Ordinary Shares 3,723,615  (8,154) 3,715,461 
Basic and diluted net income (loss) per share - Class B Ordinary Shares $ (0.91) $ 0.67  $ (0.24)