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Revision to Prior Period Financial Statements
3 Months Ended
Mar. 31, 2021
New Accounting Pronouncements And Changes In Accounting Principles [Abstract]  
Revision to Prior Period Financial Statements

NOTE 9. REVISION TO PRIOR PERIOD FINANCIAL STATEMENTS

 

During the course of preparing the quarterly report on Form 10-Q for the three-month period ended March 31, 2021, the Company identified a misstatement in its misapplication of accounting guidance related to the Company’s warrants in the Company’s previously issued audited balance sheet dated March 4, 2021, filed on Form 8-K on March 10, 2021 (the “Post-IPO Balance Sheet”).

 

On April 12, 2021, the staff of the Securities and Exchange Commission (the “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since their issuance on March 4, 2021, the Company’s warrants have been accounted for as equity within the Company’s previously reported balance sheets. After discussion and evaluation, including with the Company’s independent registered public accounting firm and the Company’s audit committee, management concluded that the warrants should be presented as liabilities with subsequent fair value re-measurement.

 

The Warrants were reflected as a component of equity in the Post-IPO Balance Sheet as opposed to liabilities on the balance sheet, based on the Company’s application of FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC 815-40"). The views expressed in the SEC Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement and the Company’s application of ASC 815-40 to the warrant agreement. The Company reassessed its accounting for Warrants issued on March 4, 2021, in light of the SEC Staff’s published views. Based on this reassessment, management determined that the Warrants should be classified as liabilities measured at fair value upon issuance, with subsequent changes in fair value reported in the Company Statement of Operations each reporting period.

 

The Company concluded that the misstatement was not material to the Post-IPO Balance Sheet and the misstatement had no material impact to any prior interim period. The effect of the revisions to the Post-IPO Balance Sheet is as follows:

 

 

 

As of March 4, 2021

 

 

 

As Previously

Reported

 

 

Revision

Adjustments

 

 

As Revised

 

Balance Sheet

 

 

 

 

 

 

 

 

 

 

 

 

Total assets

 

$

346,880,911

 

 

$

-

 

 

$

346,880,911

 

Liabilities  and shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

Total current liabilities

 

$

489,940

 

 

$

-

 

 

$

489,940

 

Deferred underwriting commissions

 

 

12,075,000

 

 

 

-

 

 

 

12,075,000

 

Derivative warrant liabilities

 

 

-

 

 

 

13,205,750

 

 

 

13,205,750

 

Total liabilities

 

 

12,564,940

 

 

 

13,205,750

 

 

 

25,770,690

 

Class A ordinary shares, $0.0001 par value; shares subject to possible redemption

 

 

329,315,970

 

 

 

(13,205,750

)

 

 

316,110,220

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

 

Prefered shares- $0.0001 par value

 

 

-

 

 

 

-

 

 

 

-

 

Class A ordinary shares - $0.0001 par value

 

 

157

 

 

 

132

 

 

 

289

 

Class B ordinary shares - $0.0001 par value

 

 

863

 

 

 

-

 

 

 

863

 

Additional paid-in-capital

 

 

5,040,797

 

 

 

502,318

 

 

 

5,543,115

 

Accumulated deficit

 

 

(41,816

)

 

 

(502,450

)

 

 

(544,266

)

Total shareholders’ equity

 

 

5,000,001

 

 

 

-

 

 

 

5,000,001

 

Total liabilities and shareholders’ equity

 

$

346,880,911

 

 

$

-

 

 

$

346,880,911