(Mark One)
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
June 30, 2021
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 001-39749
incorporation or organization)Cayman IslandsN/A(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)
511 6th Ave #7342 New York, New York | 10011 | |
(Address | (Zip Code) |
code(code) and former fiscal year, if changed since last report) ordinary share,Ordinary Share, $0.0001 par value, and warrantsWarrants, each whole warrant exercisable for one Class A ordinary shareOrdinary Share at an exercise price of $11.50
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Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
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Item 2. | ||||||
Item 3. | ||||||
Item 4. | ||||||
Item | 26 | |||||
Item 1A. | 26 | |||||
Item 2. | ||||||
Item 3. | ||||||
Item 4. | ||||||
Item 5. | ||||||
Item 6. |
AS OF DECEMBER 31, 2020
Assets | ||||
Current assets: | ||||
Cash | $ | 1,756,985 | ||
Prepaid expenses | 857,475 | |||
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Total current assets | 2,614,460 | |||
Investments held in Trust Account | 599,976,631 | |||
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Total Assets | $ | 602,591,091 | ||
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Liabilities and Shareholders’ Equity | ||||
Current liabilities: | ||||
Accrued expenses | $ | 510,000 | ||
Accounts payable | 125,666 | |||
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Total current liabilities | 635,666 | |||
Deferred legal fees | 400,000 | |||
Deferred underwriting commissions | 15,437,500 | |||
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Total liabilities | 16,473,166 | |||
Commitments and Contingencies | ||||
Class A ordinary shares; 58,111,792 shares subject to possible redemption at $10.00 per share | 581,117,920 | |||
Shareholders’ Equity | ||||
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding | — | |||
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 1,888,208 shares issued and outstanding (excluding 58,111,792 shares subject to possible redemption) | 189 | |||
Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 9,750,000 shares issued and outstanding | 975 | |||
Additional paid-in capital | 5,684,511 | |||
Accumulated deficit | (685,670 | ) | ||
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Total shareholders’ equity | 5,000,005 | |||
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Total Liabilities and Shareholders’ Equity | $ | 602,591,091 | ||
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Assets | ||||
Current assets: | ||||
Cash | $ | 887,052 | ||
Prepaid expenses | 717,898 | |||
Total current assets | 1,604,950 | |||
Investments held in Trust Account | 600,201,707 | |||
Total Assets | $ | 601,806,657 | ||
Liabilities and Shareholders’ Equity | ||||
Current liabilities: | ||||
Accrued expenses | $ | 3,561,000 | ||
Accounts payable | 20,644 | |||
Total current liabilities | 3,581,644 | |||
Deferred legal fees | 400,000 | |||
Deferred underwriting commissions | 15,437,500 | |||
Derivative warrant liabilities | 38,340,000 | |||
Total liabilities | 57,759,144 | |||
Commitments and Contingencies | 0 | |||
Class A ordinary shares; 53,904,751 shares subject to possible redemption at $10.00 per share | 539,047,510 | |||
Shareholders’ Equity | ||||
Preference shares, $0.0001 par value; 5,000,000 shares authorized; NaN issued and outstanding | 0— | |||
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 6,095,249 shares issued and outstanding (excluding 53,904,751 shares subject to possible redemption) | 609 | |||
Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 9,750,000 shares issued and outstanding | 975 | |||
Additional paid-in capital | 0 | |||
Retained earnings | 4,998,419 | |||
Total shareholders’ equity | 5,000,003 | |||
Total Liabilities and Shareholders’ Equity | $ | 601,806,657 | ||
FOR THE PERIOD FROM OCTOBER 19, 2020 (INCEPTION) THROUGH DECEMBER 31, 2020
General and administrative expenses | $ | 662,301 | ||
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Total operating expenses | (662,301 | ) | ||
Gain (loss) on investments held in Trust Account | (23,369 | ) | ||
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Net loss | $ | (685,670 | ) | |
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Weighted average shares outstanding of Class A ordinary shares | 57,200,000 | |||
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Basic and diluted net loss per share, Class A | $ | (0.00 | ) | |
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Weighted average shares outstanding of Class B ordinary shares | 9,750,000 | |||
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Basic and diluted net loss per share, Class B | $ | (0.07 | ) | |
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For the Three Months Ended June 30, 2021 | For the Period From October 19, 2020 (Inception) Through June 30, 2021 | |||||||
General and administrative expenses | $ | 3,133,232 | $ | 4,617,788 | ||||
Loss on operations | (3,133,232 | ) | (4,617,788 | ) | ||||
Other income (expense) | ||||||||
Change in fair value of derivative warrant liabilities | (8,640,000 | ) | 15,660,000 | |||||
Loss on sale of Private Placement Warrants | 0 | (3,500,000 | ) | |||||
Offering costs - derivative warrant liabilities | — | (1,684,760 | ) | |||||
Income from investments held in Trust Account | 15,755 | 201,707 | ||||||
Net income (loss) | $ | (11,757,477 | ) | $ | 6,059,159 | |||
Weighted average shares outstanding of Class A ordinary shares | 60,000,000 | 59,660,194 | ||||||
Basic and diluted net income per ordinary share, Class A | $ | 0.00 | $ | 0.00 | ||||
Weighted average shares outstanding of Class B ordinary shares | 9,750,000 | 9,750,000 | ||||||
B asic and diluted net (loss) income per ordinary share, Clas s B | $ | (1.21 | ) | $ | 0.60 | |||
Ordinary Shares | Additional | Total | ||||||||||||||||||||||||||
Class A | Class B | Paid-in | Accumulated | Shareholders’ | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Deficit | Equity | ||||||||||||||||||||||
Balance - October 19, 2020 (inception) | — | $ | — | — | $ | — | $ | — | $ | — | $ | — | ||||||||||||||||
Issuance of Class B ordinary shares to Sponsor | — | — | 9,750,000 | 975 | 24,025 | — | 25,000 | |||||||||||||||||||||
Sale of units in initial public offering, gross | 60,000,000 | 6,000 | — | — | 599,994,000 | — | 600,000,000 | |||||||||||||||||||||
Offering costs, net of reimbursement from underwriters | — | — | — | — | (23,721,405 | ) | — | (23,721,405 | ) | |||||||||||||||||||
Sale of private placement warrants to Sponsor | — | — | — | — | 10,500,000 | — | 10,500,000 | |||||||||||||||||||||
Shares subject to possible redemption | (58,111,792 | ) | (5,811 | ) | — | — | (581,112,109 | ) | — | (581,117,920 | ) | |||||||||||||||||
Net loss | — | — | — | — | — | (685,670 | ) | (685,670 | ) | |||||||||||||||||||
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Balance - December 31, 2020 | 1,888,208 | $ | 189 | 9,750,000 | $ | 975 | $ | 5,684,511 | $ | (685,670 | ) | $ | 5,000,005 | |||||||||||||||
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JUNE 30, 2021
Retained | ||||||||||||||||||||||||||||
Ordinary Shares | Additional | Earnings | Total | |||||||||||||||||||||||||
Class A | Class B | Paid-in | (Accumulated | Shareholders’ | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Earnings) | Equity | ||||||||||||||||||||||
Balance - October 19, 2020 (inception) | 0 | $ | 0 | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||
Issuance of Class B ordinary shares to Sponsor | — | — | 9,750,000 | 975 | 24,025 | — | 25,000 | |||||||||||||||||||||
Sale of units in initial public offering, less fair value of derivative warrant liabilities | 60,000,000 | 6,000 | — | — | 559,994,000 | — | 560,000,000 | |||||||||||||||||||||
Offering costs, net of reimbursement from underwriters | — | — | — | — | (22,036,645 | ) | — | (22,036,645 | ) | |||||||||||||||||||
Shares subject to possible redemption | (52,711,792 | ) | (5,271 | ) | — | — | (527,112,649 | ) | — | (527,117,920 | ) | |||||||||||||||||
Net loss | — | — | — | — | — | (5,870,430 | ) | (5,870,430 | ) | |||||||||||||||||||
Balance - December 31, 2020 (unaudited) | 7,288,208 | 729 | 9,750,000 | 975 | 10,868,731 | (5,870,430 | ) | 5,000,005 | ||||||||||||||||||||
Shares subject to possible redemption | (2,368,706 | ) | (237 | ) | — | — | (10,868,731 | ) | (12,818,093 | ) | (23,687,061 | ) | ||||||||||||||||
Net income | — | — | — | — | — | 23,687,066 | 23,687,066 | |||||||||||||||||||||
Balance - March 31, 2021 (unaudited) | 4,919,502 | 492 | 9,750,000 | 975 | — | 4,998,543 | 5,000,010 | |||||||||||||||||||||
Shares subject to possible redemption | 1,175,747 | 117 | — | — | — | 11,757,353 | 11,757,470 | |||||||||||||||||||||
Net loss | — | — | — | — | — | (11,757,477 | ) | (11,757,477 | ) | |||||||||||||||||||
Balance - June 30, 2021 (unaudited) | 6,095,249 | $ | 609 | 9,750,000 | $ | 975 | $ | — | $ | 4,998,419 | $ | 5,000,003 | ||||||||||||||||
Cash Flows from Operating Activities: | ||||
Net loss | $ | (685,670 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
General and administrative expenses paid by Sponsor under note payable | 31,015 | |||
(Gain) loss on investments held in Trust Account | 23,369 | |||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (857,475 | ) | ||
Accrued expenses | 435,000 | |||
Accounts payable | 125,666 | |||
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Net cash used in operating activities | (928,095 | ) | ||
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Cash Flows from Investing Activities: | ||||
Cash deposited in Trust Account | (600,000,000 | ) | ||
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Net cash used in investing activities | (600,000,000 | ) | ||
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Cash Flows from Financing Activities: | ||||
Repayment of note payable to related party | (195,396 | ) | ||
Proceeds received from initial public offering, gross | 600,000,000 | |||
Proceeds received from private placement | 10,500,000 | |||
Offering costs paid | (11,219,524 | ) | ||
Reimbursement from underwriters | 3,600,000 | |||
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Net cash provided by financing activities | 602,685,080 | |||
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Net change in cash | 1,756,985 | |||
Cash - beginning of the period | — | |||
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Cash - end of the period | $ | 1,756,985 | ||
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Supplemental disclosure of noncash financing activities: | ||||
Offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares | $ | 25,000 | ||
Offering costs included in accrued expenses | $ | 75,000 | ||
Offering costs funded with note payable - related party | $ | 164,381 | ||
Deferred legal fees | $ | 400,000 | ||
Deferred underwriting commissions | $ | 15,437,500 | ||
Initial value of Class A ordinary shares subject to possible redemption | $ | 531,739,700 | ||
Change in value of Class A ordinary shares subject to possible redemption | $ | 49,378,220 |
JUNE 30, 2021
Cash Flows from Operating Activities: | ||||
Net income | $ | 6,059,159 | ||
Adjustments to reconcile net income to net cash used in operating activities: | ||||
General and administrative expenses paid by Sponsor under promissory note | 31,015 | |||
Change in fair value of derivative warrant liabilities | (15,660,000 | ) | ||
Offering costs - derivative warrant liabilities | 1,684,760 | |||
Income from investments held in Trust Account | (201,707 | ) | ||
Loss on sale of Private Placement Warrants | 3,500,000 | |||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (717,898 | ) | ||
Accrued expenses | 3,486,000 | |||
Accounts payabl e | 20,644 | |||
Net cash used in operating activities | (1,798,027 | ) | ||
Cash Flows from Investing Activities: | ||||
Cash deposited in Trust Account | (600,000,000 | ) | ||
Net cash used in investing activities | (600,000,000 | ) | ||
Cash Flows from Financing Activities: | ||||
Repayment of note payable to related party | (195,396 | ) | ||
Proceeds received from initial public offering | 600,000,000 | |||
Proceeds received from private placement | 10,500,000 | |||
Offering costs paid | (11,219,525 | ) | ||
Reimbursement from underwriters | 3,600,000 | |||
Net cash provided by financing activities | 602,685,079 | |||
Net change in cash | 887,052 | |||
Cash - beginning of the period | 0 | |||
Cash - end of the period | $ | 887,052 | ||
Supplemental disclosure of noncash financing activities: | ||||
Offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares | $ | 25,000 | ||
Offering costs included in accrued expenses | $ | 75,000 | ||
Offering costs funded with note payable - related party | $ | 164,381 | ||
Deferred legal fees | $ | 400,000 | ||
Deferred underwriting commissions | $ | 15,437,500 | ||
Initial value of Class A ordinary shares subject to possible redemption | $ | 481,073,030 | ||
Change in value of Class A ordinary shares subject to possible redemption | $ | 57,974,480 |
(excluding (excluding the amount of any deferred underwriting discount held in the Trust Account and taxes payable on the income earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or
intent, agreement in principle or definitive agreement for the initial Business Combination within 24 months from the closing of the Initial Public Offering but has not completed the initial Business Combination within such 24 month
2021.
Going Concern
On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because
One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
June 30, 2021.
the unaudited condensed balance sheet.
As of December 31, 2020
Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as
Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company had not considered the effect of the warrants sold in the Initial Public Offering (including the consummation of the full over-allotment option) and Private Placement to purchase an aggregate of 22,125,000 ordinary shares in the calculation of diluted income per share, because their inclusion would be anti-dilutive under the treasury stock method.
periods. Class B ordinary shares include the Founder Shares as these ordinary shares do not have any redemption features and do not participate in the income earned on the Trust Account. Accretion associated with the redeemable of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value.
For the Three Months Ended June 30, 2021 | For the Period From October 19, 2020 (Inception) Through June 30, 2021 | |||||||
Class A ordinary shares | ||||||||
Numerator: Income allocable to Class A ordinary shares | ||||||||
Income from investments held in Trust Account | $ | 15,755 | $ | 201,707 | ||||
Less: Company’s portion available to be withdrawn to pay taxes | 0 | 0 | ||||||
Net income attributable to Class A ordinary shares | $ | 15,755 | $ | 201,707 | ||||
Denominator: Weighted average Class A ordinary shares | ||||||||
Basic and diluted weighted average shares outstanding, Class A ordinary shares | 60,000,000 | 59,660,194 | ||||||
Basic and diluted net income per share, Class A ordinary shares | $ | 0.00 | $ | 0.00 | ||||
Class B ordinary shares | ||||||||
Numerator: Net income (loss) minus net income allocable to Class A ordinary shares | ||||||||
Net income (loss) | $ | (11,757,477 | ) | $ | 6,059,159 | |||
Less: Net income allocable to Class A ordinary shares | 15,755 | 201,707 | ||||||
Net income (loss) attributable | $ | (11,773,232 | ) | $ | 5,857,452 | |||
Denominator: weighted average Class B ordinary shares | ||||||||
Basic and diluted weighted average shares outstanding, Class B ordinary shares | 9,750,000 | 9,750,000 | ||||||
Basic and diluted net income (loss) per share, Class B ordinary shares | $ | (1.21 | ) | $ | 0.60 | |||
RecentPronouncementsManagementPronouncement
In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans will be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon completion of a Business Combination into warrants at a price of $1.50 per warrant. Such warrants would be identical to the Private Placement Warrants. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Additionally, the Sponsor and the Anchor Investor have agreed to provide to the Company an aggregate of $1,000,000 of proceeds from the purchase of additional private placement warrants, at $1.50 per warrant, split between themDecember 31, 2020,June 30, 2021, the Company had no0 borrowings under the Working Capital Loans.
RegistrationContingencie
Preference Shares — The Company is authorized to issue 5,000,000 preference shares with a par value of $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At December 31, 2020, there were no preference shares issued or outstanding.
Class A Ordinary Shares— The Company is authorized to issue 500,000,000 Class A ordinary shares, with a par value of $0.0001 per share. Holders of Class A ordinary shares are entitled to one vote for each share. At December 31, 2020, there were 60,000,000 Class A ordinary shares issued and outstanding, including 58,111,792 Class A ordinary shares subject to possible redemption.
Class B Ordinary Shares — The Company is authorized to issue 50,000,000 Class B ordinary shares, with a par value of $0.0001 per share. Holders of the Class B ordinary shares are entitled to one vote for each share. As of December 31, 2020, there were 9,750,000 Class B ordinary shares issued and outstanding.
Only holders of the Class B ordinary shares will have the right to vote on the election of directors prior to the Business Combination. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination or earlier at the option of the holders thereof on a share-for-share basis.
Warrants —
December 31, 2020 | ||||||||||||
Description | Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Other Unobservable Inputs (Level 3) | |||||||||
Investments held in Trust Account | ||||||||||||
U.S. Treasury Securities | $ | 599,976,631 | $ | — | $ | — | ||||||
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Total | $ | 599,976,631 | $ | — | $ | — | ||||||
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Description | Quoted Prices in Active Markets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Other Unobservable Inputs (Level 3) | |||||||||
Assets: | ||||||||||||
Investments held in Trust Account - money market fund | $ | 600,201,707 | $ | 0 | $ | 0 | ||||||
Liabilities: | ||||||||||||
Derivative warrant liabilities - Public warrants | $ | 28,400,000 | $ | 0 | $ | 0 | ||||||
Derivative warrant liabilities - Private warrants | $ | 0 | $ | 0 | $ | 9,940,000 |
March 31, 2021 | June 30, 2021 | |||||||
Volatility | 18 | % | 21 | % | ||||
Stock price | $ | 10.00 | $ | 10.00 | ||||
Expected life of the options to convert | 5 | 5 | ||||||
Risk-free rate | 1.0 | % | 0.9 | % | ||||
Dividend yield | 0.0 | % | 0.0 | % |
Derivative warrant liabilities at October 19 , 2020 (inception) | $ | 0 | ||
Issuance of Public and Private Warrants | 54,000,000 | |||
Change in fair value of derivative warrant liabilities | 0 | |||
Derivative warrant liabilities at December 31, 2020 | 54,000,000 | |||
Transfer of Public Warrants to Level 1 | (40,000,000 | ) | ||
Change in fair value of derivative warrant liabilities | (6,300,000 | ) | ||
Derivative warrant liabilities at March 31, 2021 | 7,700,000 | |||
Change in fair value of derivative warrant liabilities | 2,240,000 | |||
Derivative warrant liabilities at June 30, 2021 | $ | 9,940,000 | ||
The Company
Contents
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations. |
report. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.
Results
Our entire activitythis Quarterly Report on Form
ForSponsor and the period from October 19, 2020 (inception) through December 31, 2020, we had a lossother parties named therein; the Side Letters; the Target Voting Agreement, dated as of approximately $686,000, which consistedJuly 8, 2021, by and among FPAC, Block.one, Bullish Global and Pubco; the Sponsor Voting Agreement, dated as of approximately $662,000July 8, 2021, by and among FPAC, the Sponsor, Bullish Global and Pubco; the
Indemnification Agreement, dated as of July 8, 2021, by and between Block.one and Pubco; and the Sponsor Release, dated as of July 8, 2021, by and between the Sponsor and FPAC.
Going Concern
Our Sponsor and the Anchor Investor have also agreed to provide to us an aggregate of $1,000,000 of proceeds from the purchase of additional private placement warrants, at $1.50 per warrant, split between them
Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. We have not considered the effect of the warrants sold in the Initial Public Offering (including the consummation of the full over-allotment option) and Private Placement to purchase an aggregate of 22,125,000 ordinary shares in the calculation of diluted income per share, because their inclusion would be anti-dilutive under the treasury stock method.
Our unaudited
Recentperiods. Class B ordinary shares include the Founder Shares as these ordinary shares do not have any redemption features and do not participate in the income earned on the Trust Account. Accretion associated with the redeemable of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value.
OurPronouncement
and Contractual Obligations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 3. | Quantitative and Qualitative Disclosures About Market Risk |
Item 4. Controls As of June 30, 2021, we were not subject to any market or interest rate risk. The net proceeds of the Initial Public Offering, including amounts in the Trust Account, will be invested in U.S. government securities with a maturity of 185 days or less or in money market funds that meet certain conditions under Rule
we do not expect to engage in any hedging activities with respect to the market risk to which we are exposed.
Item 4. | Controls and Procedures |
not effective as of June 30, 2021, due solely to the material weakness in our internal control over financial reporting described below in “Changes in Internal Control over Financial Reporting” and also in our Quarterly Report on Form
Item 1. | Legal Proceedings |
Item 1A. | Risk |
On October 21,the SEC Staff Statement on April 12, 2021, our management and our audit committee concluded that, in light of the SEC Staff Statement, it was appropriate to restate our previously issued unaudited interim period ended December 31, 2020 (the “Affected Period”).
On December 7, 2020, we consummatedconnection with our Initial Public Offering in December 2020. As a result of 55,000,000 Units at $10.00 per Unit, generating gross proceedsthis material weakness, our management has concluded that our internal control over financial reporting was not effective as of $550.0 million. Our underwriters were grantedDecember 31, 2020. This material weakness resulted in a 45-day option frommaterial misstatement of our derivative warrant liabilities, change in fair value of derivative warrant liabilities, Class A ordinary shares subject to possible redemption, accumulated deficit and related financial disclosures for the dateAffected Period. For a discussion of management’s consideration of the material weakness identified related to our accounting for a significant and unusual transaction related to the warrants we issued in connection with the December 2020 initial public offering, see “Note 2—Restatement of Previously Issued Financial Statements” to the accompanying financial statements, as well as “Part I, Item 4. Controls and Procedures” included in this Quarterly Report.
Simultaneously with the closing
Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds. |
Item 3. | Defaults upon Senior Securities |
Item 4. | Mine Safety Disclosures. |
Item 5. | Other Information. |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |
104 | Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101). |
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These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as |
SIGNATURES
Dated: August 2, 2021 | Far Peak Acquisition Corporation | |||||
By: | /s/ Thomas W. Farley | |||||
Name: | Thomas W. Farley | |||||
Title: | Chief Executive Officer | |||||
By: | /s/ David W. Bonanno | |||||
Name: | David W. Bonanno | |||||
Title: | Chief Financial Officer |