10-Q☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934☒ March 31,September 30, 2021☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934☐ Epiphany Technology Acquisition Corp.(Exact name of registrant as specified in its charter) 533 Airport BlvdSuite 400Burlingame, CA 94010(Address of Principal Executive Offices, including zip code)(619) 736-6855(Registrant’s telephone number, including area code)N/A(Former name, former address and former fiscal year, if changed since last report)
Redeemable Warrant
Class A Common Stock for $11.50 per share (§a non-acceleratedanon-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large, accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule☐ Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer☒ Smaller reporting company☐ non-accelerated filer ☒ Smaller reporting company ☒ Emerging growth company ☒ July 19,November
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ITEM 1. | CONDENSED FINANCIAL STATEMENTS |
PART 1 - FINANCIAL INFORMATION
March 31, | December 31, | |||||||
2021 | 2020 | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
Current Assets | ||||||||
Cash | $ | 857,219 | $ | 10,027 | ||||
Prepaid expenses and other current assets | 559,220 | — | ||||||
Total Current Assets | 1,416,439 | 10,027 | ||||||
Deferred offering costs | — | 159,973 | ||||||
Investments held in Trust Account | 402,537,938 | — | ||||||
TOTAL ASSETS | $ | 403,954,377 | $ | 170,000 | ||||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current Liabilities: | ||||||||
Accrued expenses | $ | 90,169 | $ | 1,465 | ||||
Accrued offering costs | — | 5,000 | ||||||
Advance from related parties | 1,000 | — | ||||||
Promissory note – related party | — | 140,000 | ||||||
Total Current Liabilities | 91,169 | 146,465 | ||||||
Warrant liabilities | 11,359,834 | — | ||||||
Deferred underwriting commissions | 15,137,500 | — | ||||||
TOTAL LIABILITIES | 26,588,503 | 146,465 | ||||||
Commitments and contingencies | ||||||||
Class A, common stock subject to possible redemption, 37,236,587 shares at $10.00 per share as of March 31, 2021 | 372,365,870 | — | ||||||
Stockholders’ Equity | ||||||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | — | — | ||||||
Class A common stock, $0.0001 par value; 200,000,000 shares authorized 3,813,413 and 0 shares issued and outstanding (excluding 37,236,587 and 0 shares subject to possible redemption) at March 31, 2021 and December 31, 2020, respectively | 381 | — | ||||||
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 10,062,500 shares issued and outstanding | 1,006 | 1,006 | ||||||
Additional paid-in capital | — | 23,994 | ||||||
Retained earnings/(Accumulated deficit) | 4,998,617 | (1,465 | ) | |||||
Total Stockholders’ Equity | 5,000,004 | 23,535 | ||||||
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ | 403,954,377 | $ | 170,000 |
September 30, | December 31, | |||||||
2021 | 2020 | |||||||
(Unaudited) | ||||||||
ASSETS | ||||||||
Current Assets | ||||||||
Cash | $ | 545,080 | $ | 10,027 | ||||
Prepaid expenses | 428,189 | — | ||||||
Total Current Assets | 973,269 | 10,027 | ||||||
Deferred offering costs | — | 184,973 | ||||||
Investments held in Trust Accoun t | 402,582,054 | — | ||||||
TOTAL ASSETS | $ | 403,555,323 | $ | 195,000 | ||||
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | ||||||||
Current Liabilities: | ||||||||
Accounts payable and accrued expenses | $ | 194,209 | $ | 1,465 | ||||
Accrued offering costs | — | 30,000 | ||||||
Advance from related parties | 1,000 | — | ||||||
Promissory note – related party | — | 140,000 | ||||||
Total Current Liabilities | 195,209 | 171,465 | ||||||
Warrant liabilities | 12,044,001 | — | ||||||
Deferred underwriting commissions | 15,137,500 | — | ||||||
TOTAL LIABILITIES | 27,376,710 | 171,465 | ||||||
Commitments and contingencies | ||||||||
Class A, common stock subject to possible redemption, 40,250,000 and 0 shares at redemption value as of September 30, 2021 and December 31,2020, respectively | 402,500,000 | — | ||||||
Stockholders’ (Deficit) Equity | ||||||||
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; NaN issued and outstanding | 0— | — | ||||||
Class A common stock, $0.0001 par value; 200,000,000 shares authorized , 800,000 and 0 shares issued and outstanding (excluding 40,250,000 and no shares subject to possible redemption) at September 30, 2021 and December 31, 2020, respectively | 80 | — | ||||||
Class B common stock, $0.0001 par value; 20,000,000 shares authorized; 10,062,500 shares issued and outstanding | 1,006 | 1,006 | ||||||
Additional paid-in capital | 0 | 23,994 | ||||||
Accumulated deficit | (26,322,473 | ) | (1,465 | ) | ||||
Total Stockholders’ (Deficit) Equity | (26,321,387 | ) | 23,535 | |||||
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY | $ | 403,555,323 | $ | 195,000 | ||||
THREE MONTHS ENDED MARCH 31, 2021
(UNAUDITED)
Formation and operational costs | $ | 237,683 | ||
Loss from operations | (237,683 | ) | ||
Other income (expense): | ||||
Interest earned on marketable securities held in Trust Account | 37,938 | |||
Change in fair value of warrant liabilities | 8,218,000 | |||
Transaction costs allocable to warrant liabilities | (1,029,081 | ) | ||
Other income, net | 7,226,857 | |||
Net income | $ | 6,989,174 | ||
Weighted average shares outstanding of Class A redeemable common stock | 40,250,000 | |||
Basic and diluted income per share, Class A redeemable common stock | $ | 0.00 | ||
Weighted average shares outstanding of Class A and Class B non-redeemable common stock - Basic | 10,557,361 | |||
Basic net income per share, Class A and Class B non-redeemable common stock | $ | 0.66 | ||
Weighted average shares outstanding of Class A and Class B non-redeemable common stock - Diluted | 10,746,944 | |||
Diluted net income per share, Class A and Class B non-redeemable common stock | $ | 0.65 |
For The Three Months Ended September 30, | For The Nine Months Ended September 30, | |||||||
2021 | 2021 | |||||||
Formation and operational costs | $ | 268,927 | $ | 784,893 | ||||
Loss from operations | (268,927 | ) | (784,893 | ) | ||||
Other Income (loss): | ||||||||
Interest earned on investments held in Trust Account | 26,161 | 82,054 | ||||||
Change in fair value of warrant liabilities | 3,149,833 | 7,533,833 | ||||||
Transaction cost related to warrant liability | — | (1,029,081 | ) | |||||
Other income (loss), net | 3,175,994 | 6,586,806 | ||||||
Net income | $ | 2,907,067 | $ | 5,801,913 | ||||
Weighted average shares outstanding of Class A common stoc k | 41,050,000 | 39,245,604 | ||||||
Basic and diluted net income per share, Class A common stock | $ | 0.06 | $ | 0.12 | ||||
Weighted average shares outstanding of Class B common stock | 10,062,500 | 10,004,808 | ||||||
Basic and diluted net income per share, Class B common stock | $ | 0.06 | $ | 0.12 | ||||
(UNAUDITED)
Class A Common Stock | Class B Common Stock | Additional Paid-in | Retained Earnings / (Accumulated | Total Stockholders’ | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | Capital | Deficit) | Equity | ||||||||||||||||||||||
Balance – January 1, 2021 | — | $ | — | 10,062,500 | $ | 1,006 | $ | 23,994 | $ | (1,465 | ) | $ | 23,535 | |||||||||||||||
Sale of 40,250,000 Units, net of underwriting discounts, offering expenses and warrant liabilities | 40,250,000 | 4,025 | — | — | 362,741,140 | — | 362,745,165 | |||||||||||||||||||||
Proceeds received in excess of fair value of Private Units | 800,000 | 80 | — | — | 7,607,920 | — | 7,608,000 | |||||||||||||||||||||
Class A Common stock subject to possible redemption | (37,236,587 | ) | (3,724 | ) | — | — | (370,373,054 | ) | (1,989,092 | ) | (372,365,870 | ) | ||||||||||||||||
Net income | — | — | — | — | — | 6,989,174 | 6,989,174 | |||||||||||||||||||||
Balance – March 31, 2021 | 3,813,413 | $ | 381 | 10,062,500 | $ | 1,006 | $ | — | $ | 4,998,617 | $ | 5,000,004 |
Class A Common Stock | Class B Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total Stockholders’ Equity (Deficit) | ||||||||||||||||||||||||
Shares | Amount | Shares | Amount | |||||||||||||||||||||||||
Balance – January 1, 2021 | — | $ | — | 10,062,500 | $ | 1,006 | $ | 23,994 | $ | (1,465 | ) | $ | 23,535 | |||||||||||||||
Sale of 800,000 Private Placement Units, net of warrant liability | 800,000 | 80 | — | — | 7,607,920 | — | 7,608,000 | |||||||||||||||||||||
Accretion for Class A common stock to redemption amoun t | — | — | — | — | (7,631,914 | ) | (32,122,921 | ) | (39,754,835 | ) | ||||||||||||||||||
Net income | — | — | — | — | — | 6,989,174 | 6,989,174 | |||||||||||||||||||||
Balance – March 31, 2021 | 800,000 | $ | 80 | 10,062,500 | $ | 1,006 | $ | 0 | $ | (25,135,212 | ) | $ | (25,134,126 | ) | ||||||||||||||
Net loss | — | — | — | — | — | (4,094,328 | ) | (4,094,328 | ) | |||||||||||||||||||
Balance – June 30, 2021 | 800,000 | $ | 80 | 10,062,500 | $ | 1,006 | $ | 0 | $ | (29,229,540 | ) | $ | (29,228,454 | ) | ||||||||||||||
Net income | — | — | — | — | — | 2,907,067 | 2,907,067 | |||||||||||||||||||||
Balance – September 30, 2021 | 800,000 | $ | 80 | 10,062,500 | $ | 1,006 | $ | 0 | $ | (26,322,473 | ) | $ | (26,321,387 | ) | ||||||||||||||
THREE MONTHS ENDED MARCH 31, 2021
Cash Flows from Operating Activities: | ||||
Net income | $ | 6,989,174 | ||
Adjustments to reconcile net income to net cash used in operating activities: | ||||
Interest earned on marketable securities held in Trust Account | (37,938 | ) | ||
Transaction costs allocated to warrants | 1,029,081 | |||
Change in fair value of warrant liabilities | (8,218,000 | ) | ||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (559,220 | ) | ||
Accrued expenses | 88,704 | |||
Net cash used in operating activities | (708,199 | ) | ||
Cash Flows from Investing Activities: | ||||
Investment of cash into Trust Account | (402,500,000 | ) | ||
Net cash used in investing activities | (402,500,000 | ) | ||
Cash Flows from Financing Activities | ||||
Proceeds from sale of Units, net of underwriting discounts paid | 396,500,000 | |||
Proceeds from sale of Private Placement Units | 8,000,000 | |||
Advance from related party | 1,000 | |||
Repayment of promissory note – related party | (140,000 | ) | ||
Payment of offering costs | (305,609 | ) | ||
Net cash provided by financing activities | 404,055,391 | |||
Net Change in Cash | 847,192 | |||
Cash – Beginning of period | 10,027 | |||
Cash – End of period | $ | 857,219 | ||
Non-Cash investing and financing activities: | ||||
Initial classification of Class A common stock subject to possible redemption | $ | 364,347,610 | ||
Change in value of Class A common stock subject to possible redemption | $ | 8,018,260 | ||
Deferred underwriting fee payable | $ | 15,137,500 |
Nine months Ended September 30, | ||||
2021 | ||||
Cash Flows from Operating Activities: | ||||
Net income | $ | 5,801,913 | ||
Adjustments to reconcile net income to net cash used in operating activities: | ||||
Change in fair value of warrant liabilities | (7,533,833 | ) | ||
Interest earned on investments held in Trust Account | (82,054 | ) | ||
Transaction costs allocated to warrants | 1,029,081 | |||
Changes in operating assets and liabilities: | ||||
Prepaid expenses | (428,189 | ) | ||
Accounts payable and accrued expenses | 192,744 | |||
Net cash used in operating activities | (1,020,338 | ) | ||
Cash Flows from Investing Activities: | ||||
Investment of cash into trust Account | (402,500,000 | ) | ||
Net cash used in investing activities | (402,500,000 | ) | ||
Cash Flows from Financing Activities: | ||||
Proceeds from sale of Units, net of underwriting discounts paid | 396,500,000 | |||
Proceeds from sale of Private Placement Units | 8,000,000 | |||
Advance from related party | 1,000 | |||
Repayment of promissory note – related party | (140,000 | ) | ||
Payment of offering costs | (305,609 | ) | ||
Net cash provided by financing activities | 404,055,391 | |||
Net Change in Cash | 535,053 | |||
Cash – Beginning of period | 10,027 | |||
Cash – End of period | $ | 545,080 | ||
Non-Cash investing and financing activities: | ||||
Deferred underwriting fee payable | $ | 15,137,500 | ||
FOR THE THREE MONTHS ENDED MARCH 31,
If
Period
The Company previously accounted for its outstanding Public Warrants (as defined in Note 4) and Placement Warrants (as defined in Note 5) (collectively,STATEMENTS
On April 12,September 30, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Statement”). Specifically,Company concluded it should revise its financial statements to classify all Public Shares in temporary equity. In accordance with the SEC Statement focusedand its staff’s guidance on certain settlement terms and provisions related to certain tender offers following a business combination, which terms are similar to those contained in the warrant agreement.
EPIPHANY TECHNOLOGY ACQUISITION CORP.NOTES TO CONDENSED FINANCIAL STATEMENTSFOR THE THREE MONTHS ENDED MARCH 31, 2021
In further consideration of the SEC Statement, the Company’s management further evaluated the Warrants underredeemable equity instruments, Accounting Standards Codification (“ASC”) Subtopic 815-40, Contracts in Entity’s Own Equity. ASC 815-40 addresses equity versus liability treatment and classification480, paragraph 10-S99, redemption provisions not solely within the control of equity-linked financial instruments, including warrants, and states that a warrant maythe Company require common stock subject to redemption to be classified as a componentoutside of equity only if, among other things,permanent equity. The Company previously determined the warrant is indexedClass A common stock subject to possible redemption to be equal to the issuer’s common stock. Under ASC 815-40, a warrant is not indexed to the issuer’sredemption valu
results.
As | ||||||||||||
Previously | As | |||||||||||
Reported | Adjustments | Revised | ||||||||||
Balance sheet as of January 12, 2021 | ||||||||||||
Warrant Liabilities | $ | — | $ | 19,577,834 | $ | 19,577,834 | ||||||
Total Liabilities | 15,137,965 | 19,577,834 | 34,715,799 | |||||||||
Class A Common Stock Subject to Possible Redemption | 383,925,450 | (19,577,840 | ) | 364,347,610 | ||||||||
Class A Common Stock | 266 | 196 | 462 | |||||||||
Additional Paid-in Capital | 5,000,196 | 1,028,891 | 6,029,087 | |||||||||
Accumulated Deficit | (1,465 | ) | (1,029,081 | ) | (1,030,546 | ) |
Balance Sheet as of January 12, 2021 (audited) | As Previously Reported | Adjustment | As Revised | |||||||||
Class A common stock subject to possible redemption | $ | 364,347,610 | $ | 38,152,390 | $ | 402,500,000 | ||||||
Class A common stock | $ | 462 | $ | (382 | ) | $ | 80 | |||||
Additional paid-in capital | $ | 6,029,087 | $ | (6,029,087 | ) | $ | 0 | |||||
Retained Earnings (Accumulated deficit) | $ | (1,030,546 | ) | $ | (32,122,921 | ) | $ | (33,153,467 | ) | |||
Total Stockholders’ Equity (Deficit) | $ | 5,000,009 | $ | (38,152,390 | ) | $ | (33,152,381 | ) |
approved
7
sheets are reconciled in the followin
Gross proceeds | $ | 402,500,000 | ||
Less: | ||||
Proceeds allocated to Public Warrants | (19,185,834 | ) | ||
Class A common stock issuance costs | (20,569,001 | ) | ||
Plus: | ||||
Accretion of carrying value to redemption value | 39,754,835 | |||
Class A common stock subject to possible redemption | $ | 402,500,000 | ||
8
The Company’s condensed unaudited statement of operations includes a presentation of net income (loss) per share fordoes not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 13,683,334 shares Class A common stock in the aggregate. As of September 30, 2021, and 2020, the Company did 0t have any dilutive securities or other contracts that could, potentially, be exercised or converted into common shares subject to possible redemptionand then share in the earnings of the Company. As a manner similar to the two-class method ofresult, diluted net income (loss) per share. Net income per common share, basic and diluted, for Class A redeemable common stock is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of Class A redeemable common stock outstanding since original issuance. Net income (loss) per common share is the same as basic and diluted, for Class A and B non-redeemablenet loss per common stock is calculated by dividing the net loss, adjusted for income attributable to Class A redeemable common stock, net of applicable franchise and income taxes, by the weighted average number of Class A and B non-redeemable common stock outstanding for the period. Class A and B non-redeemable common stock includes the Founder Shares and Placement Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account.
Redeemable Class A Common Stock | Three Months Ended March 31, 2021 | |||
Numerator: Earnings allocable to Redeemable Class A Common Stock | ||||
Interest Income | $ | 37,938 | ||
Less: Income and Franchise Tax | (37,938 | ) | ||
Net Earnings | $ | — | ||
Denominator: Weighted Average Redeemable Class A Common Stock | ||||
Redeemable Class A Common Stock, Basic and Diluted | 40,250,000 | |||
Earnings/Basic and Diluted Redeemable Class A Common Stock | $ | 0.00 | ||
Non-Redeemable Class A and B Common Stock | ||||
Numerator: Net Loss minus Redeemable Net Earnings | ||||
Net Income | $ | 6,989,174 | ||
Redeemable Net Earnings | — | |||
Non-Redeemable Net Income | $ | 6,989,174 | ||
Denominator: Weighted Average Non-Redeemable Class A and B Common Stock | ||||
Non-Redeemable Class A and B Common Stock, Basic (1) | 10,557,361 | |||
Income/Basic Non-Redeemable Class A and B Common Stock | $ | 0.66 | ||
Non-Redeemable Class A and B Common Stock, Diluted (1) (2) | 10,746,944 | |||
Income/ Diluted Non-Redeemable Class A and B Common Stock | $ | 0.65 |
As of March 31, 2021, basic and diluted shares are the same as there are no non-redeemable securities that are dilutive to the stockholders.
Three Months Ended September 30, 2021 | Nine Months Ended September 30, 2021 | |||||||||||||||
Class A | Class B | Class A | Class B | |||||||||||||
Basic and diluted net income per common stock | ||||||||||||||||
Numerator: | ||||||||||||||||
Allocation of net income, as adjusted | $ | 2,334,754 | $ | 572,313 | $ | 4,623,684 | $ | 1,182,219 | ||||||||
Denominator: | ||||||||||||||||
Basic and diluted weighted average shares outstanding | 41,050,000 | 10,062,500 | 39,245,604 | 10,004,808 | ||||||||||||
Basic and diluted net income per common stock | $ | 0.06 | $ | 0.06 | $ | 0.12 | $ | 0.12 |
Financial
account
As of
11
ratio
Level 1: | Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | ||
Level 2: | Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. | ||
Level 3: | Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. |
Held-To-Maturity | Level | Amortized Cost | Gross Holding Gain | Fair Value | ||||||||||||||
March 31, 2021 | U.S. Treasury Securities (Matures on 04/15/2021) | 1 | $ | 201,283,447 | $ | 4,540 | $ | 201,287,987 |
Held-To-Maturity | Level | Amortized Cost | Gross Holding Gain (Loss) | Fair Value | ||||||||||||||
September 30, 2021 | U.S. Treasury Securities (Matures on 10/14/2021) | 1 | $ | 201,316,438 | $ | 1,549 | $ | 201,317,987 | ||||||||||
Description | Level | March 31, 2021 | ||||||
Assets: | ||||||||
Investments – U.S. Treasury Securities Money Market Fund | 1 | $ | 201,254,301 | |||||
Investments – U.S. Treasury Securities (Matured on 04/15/2021) | 1 | $ | 201,287,987 | |||||
Liabilities: | ||||||||
Warrant Liability – Public Warrants | 1 | $ | 11,135,834 | |||||
Warrant Liability – Placement Warrants | 3 | $ | 224,000 |
Description | Level | September 30, 2021 | ||||||
Assets: | ||||||||
Investments – Money market funds | 1 | $ | 201,264,393 | |||||
Liabilities: | ||||||||
Warrant Liability – Public Warrants | 1 | $ | 11,806,667 | |||||
Warrant Liability – Private Placement Warrants | 3 | $ | 237,334 |
Input: | January 12, 2021 (Initial Measurement) | March 31, 2021 | ||||||
Risk-free interest rate | 0.57 | % | 1.04 | % | ||||
Expected term (years) | 5.5 | 5.5 | ||||||
Expected volatility | 20.0 | % | 13.6 | % | ||||
Exercise price | $ | 11.50 | $ | 11.50 | ||||
Stock price | $ | 10.54 | $ | 9.79 |
Input: | September 30, 2021 | |||
Risk-free interest rate | .90 | % | ||
Expected term (years) | 5.5 | |||
Expected volatility | 16.1 | % | ||
Exercise price | $ | 11.50 | ||
Stock price | $ | 9.77 |
Private Placement | Public | Warrant Liabilities (Level 3) | ||||||||||
Fair value as of January 1, 2021 | ||||||||||||
Initial classification on January 12, 2021 (Initial Public Offering) | $ | 392,000 | $ | 19,185,834 | $ | 19,577,834 | ||||||
Transfers to Level 1 | — | (19,185,834 | ) | (19,185,834 | ) | |||||||
Change in fair value | (168,000 | ) | — | (168,000 | ) | |||||||
Fair value as of March 31, 2021 | $ | 224,000 | $ | — | $ | 224,000 |
Private Placement | Public | Warrant Liabilities (Level 3) | ||||||||||
Fair value as of January 1, 2021 | ||||||||||||
Initial classification on January 12, 2021 (Initial Public Offering) | $ | 392,000 | $ | 19,185,834 | $ | 19,577,834 | ||||||
Transfers to Level 1 | — | (14,892,500 | ) | (14,892,500 | ) | |||||||
Change in fair value | (154,666 | ) | (4,293,334 | ) | (4,448,000 | ) | ||||||
Fair value as of September 30, 2021 | $ | 237,334 | $ | — | $ | 237,334 | ||||||
16
19
We apply
redemption value approximates fair value.
Under
Changes in Internal Control Over Financial Reporting
During the quarter ended March 31, 2021, there has been no change in our internal control over financial reporting, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting, aswere implemented during the circumstances that led to the material weakness described above had not yet been identified. We are in the processquarter ended June 30, 2021.
Risks Relating to Revision of Our Prior Period Financial Statements
Our warrants are accounted for as liabilitiesSEC and the changes in value of our warrants could have a material effectquarterly report on our financial results.
On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of
As a result, included on our balance sheet asJuly 20, 2021.
* | Filed herewith. |
** | Furnished. |
Epiphany Technology Acquisition Corp. | ||||||
Date: | /s/ Peter Bell | |||||
Name: | Peter Bell | |||||
Title: | Chief Executive Officer and Chief Financial Officer (Principal Executive Officer and Principal Financial and Accounting Officer) |
23