v3.21.1

Restatement of previously issued financial statements | 6 Months Ended
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Dec. 31, 2020
Restatement of Previously Issued Financial Statements [Abstract] |
Restatement of previously issued financial statements | Note 2 —Restatement of previously issued financial statements In May 2021, the Audit Committee of the Company, in consultation with management, concluded that, because of a misapplication of the accounting guidance related to its public and private placement warrants to purchase Class A ordinary shares that the Company issued in September 2020 (the “Warrants”), the Company’s previously issued financial statements for the Affected Periods should no longer be relied upon. As such, the Company is restating its financial statements for the Affected Periods included in this Annual Report. 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 issuance in September 2020, the Company’s warrants were 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 remeasurement. Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statements of operations did not include the subsequent non-cash changes in estimated fair value of the Warrants, based on our application of 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 in September 2020, 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’s statement of operations each reporting period. Impact of the Restatement The impact of the restatement on the balance sheets, statements of operations and statements of cash flows for the Affected Periods is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities.
|  | As of December 31, 2020 |
|  | As Previously Reported |  |  | Restatement Adjustment |  |  | As Restated |
Balance Sheet |  |  |  |  |  |  |  |  |  |  |  |
Total assets |  | $ | 415,340,439 |  |  | $ | — |  |  | $ | 415,340,439 |
Liabilities and stockholders’ equity |  |  |  |  |  |  |  |  |  |  |  |
Total current liabilities |  | $ | 291,203 |  |  | $ | — |  |  | $ | 291,203 |
Derivative warrant liabilities |  |  | — |  |  |  | 10,929,780 |  |  |  | 10,929,780 |
Total liabilities |  |  | 291,203 |  |  |  | 10,929,780 |  |  |  | 11,220,983 |
Class A common stock, $0.0001 par value; shares subject to possible redemption |  |  | 410,049,230 |  |  |  | (10,929,780 | ) |  |  | 399,119,450 |
Stockholders’ equity |  |  |  |  |  |  |  |  |  |  |  |
Preferred stock-$0.0001 par value |  |  | — |  |  |  | — |  |  |  | — |
Class A common stock - $0.0001 par value |  |  | 101 |  |  |  | 109 |  |  |  | 210 |
Class B common stock - $0.0001 par value |  |  | 30 |  |  |  | — |  |  |  | 30 |
Class F common stock - $0.0001 par value |  |  | 83 |  |  |  | — |  |  |  | 83 |
Additional paid-in-capital |  |  | 5,345,362 |  |  |  | (2,653,929 | ) |  |  | 2,691,433 |
Retained earnings (accumulated deficit) |  |  | (345,570 | ) |  |  | 2,653,820 |  |  |  | 2,308,250 |
Total stockholders’ equity |  |  | 5,000,006 |  |  |  | — |  |  |  | 5,000,006 |
Total liabilities and stockholders’ equity |  | $ | 415,340,439 |  |  | $ | — |  |  | $ | 415,340,439 |
|  | Period From June 22, 2020 (Inception) Through December 31, 2020 |
|  | As Previously Reported |  |  | Restatement Adjustment |  |  | As Restated |
Statement of Operations |  |  |  |  |  |  |  |  |  |  |  |
Loss from operations |  | $ | (357,141 | ) |  | $ | — |  |  | $ | (357,141 | )
Other (expense) income: |  |  |  |  |  |  |  |  |  |  |  |
Change in fair value of derivative warrant liabilities |  |  | — |  |  |  | 2,835,950 |  |  |  | 2,835,950 |
Financing costs - derivative warrant liabiltiies |  |  | — |  |  |  | (182,130 | ) |  |  | (182,130 | )
Interest earned on investments held in Trust Account |  |  | 11,571 |  |  |  | — |  |  |  | 11,571 |
Total other (expense) income |  |  | 11,571 |  |  |  | 2,653,820 |  |  |  | 2,665,391 |
Net income (loss) |  | $ | (345,570 | ) |  | $ | 2,653,820 |  |  | $ | 2,308,250 |
Basic and Diluted weighted-average Class A common stock outstanding |  |  | 41,400,000 |  |  |  |  |  |  |  | 41,400,000 |
Basic and Diluted net income per Class A common shares |  | $ | — |  |  |  |  |  |  | $ | — |
Basic and Diluted weighted-average Class B & Class F common stock outstanding |  |  | 2,580,933 |  |  |  |  |  |  |  | 2,580,933 |
Basic and Diluted net income (loss) per Class B share & Class F share |  | $ | (0.13 | ) |  |  |  |  |  | $ | 0.89 |
|  | Period From June 22, 2020 (Inception) Through December 31, 2020 |
|  | As Previously Reported |  |  | Restatement Adjustment |  |  | As Restated |
Statement of Cash Flows |  |  |  |  |  |  |  |  |  |  |  |
Net income (loss) |  | $ | (345,570 | ) |  | $ | 2,653,820 |  |  | $ | 2,308,250 |
Change in fair value of derivative warrant liabilities |  |  | — |  |  |  | (2,835,950 | ) |  |  | (2,835,950 | )
Offering costs associated with derivative warrant liabilities |  |  | — |  |  |  | 182,130 |  |  |  | 182,130 |
Initial value of Class A common stock subject to possible redemption |  |  | 410,347,250 |  |  |  | (13,765,730 | ) |  |  | 396,581,520 |
Change in initial value of Class A common stock subject to possible redemption |  |  | (298,020 | ) |  |  | 2,835,950 |  |  |  | 2,537,930 |
In addition, the impact to the balance sheet dated September 18, 2020, filed on Form 8-K on September 24, 2020 related to the impact of accounting for the public and private warrants as liabilities at fair value resulted in an $13.8 million increase to the derivative warrant liabilities line item at September 18, 2020, a corresponding decrease to the Class A common stock subject to possible redemption mezzanine equity line item, and an increase in accumulated deficit of approximately $182,000 for offering costs associated with the derivative warrant liabilities with a corresponding increase to additional paid-in capital. There is no change to total shareholders’ equity at the reported balance sheet date.

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