Restatement Of Previously Issued Financial Statements | Note 2—Restatement of Previously Issued Financial Statements In April 2021, the Company concluded that, because of a misapplication of the accounting guidance related to its Private Placement warrants the Company issued in August 2020, the Company’s previously issued financial statements for the period from May 19, 2020 (inception) through December 31, 2020 and for the quarter ended September 30, 2020 (collectively, 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 on August 7, 2020 and August 13, 2020, the Company’s warrants were accounted for as equity within the Company’s previously reported balance sheets, and after discussion and evaluation, management concluded that warrants that were issued to the Company’s sponsor in a private placement that closed concurrently with the closing of the IPO (the “Private Placement 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 815-40, 815-40). 815-40 Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued Financial Statements for the Affected Periods should be restated because of a misapplication in the guidance around accounting for the Private Placement Warrants should no longer be relied upon. Impact of the Restatement The impact of the restatement on the balance sheet, statement of operations and statements of cash flows for the Affected Periods is presented below. As of December 31, 2020 As Previously Reported Restatement As Restated Balance Sheet Total assets $ 484,520,512 $ — $ 484,520,512 Liabilities and stockholders’ equity Total current liabilities $ 211,262 $ — $ 211,262 Deferred underwriting commissions 16,905,000 — 16,905,000 Warrant liabilities — 13,292,400 13,292,400 Total liabilities 17,116,262 13,292,400 30,408,662 Class A common stock, $0.0001 par value; shares subject to possible redemption 462,404,240 (13,292,400 ) 449,111,840 Stockholders’ equity Preferred stock- $0.0001 par value — — — Class A common stock - $0.0001 par value 206 133 339 Class B common stock - $0.0001 par value 1,208 — 1,208 Additional paid-in-capital 5,135,568 4,673,211 9,808,779 Accumulated deficit (136,972 ) (4,673,344 ) (4,810,316 ) Total stockholders’ equity 5,000,010 — 5,000,010 Total liabilities and stockholders’ equity $ 484,520,512 $ — $ 484,520,512 For the Period from May 19, 2020 As Previously Restatement As Restated Statement of Operations Loss from operations $ (342,013 ) $ — $ (342,013 ) Change in fair value of warrant liabilities — (4,664,000 ) (4,664,000 ) Offering costs associated with private placement warrants — (9,344 ) (9,344 ) Net gain from investments held in Trust Account 227,051 — 227,051 Loss before income tax expense (114,962 ) (4,673,344 ) (4,788,306 ) Income tax expense 22,010 — 22,010 Net loss $ (136,972 ) $ (4,673,344 ) $ (4,810,316 ) Weighted average Class A common stock outstanding, basic and diluted 48,042,857 — 48,042,857 Basic and diluted net income per Class A common stock $ — $ — $ 0.00 Weighted average Class B common stock outstanding, basic and diluted 11,509,432 — 11,509,432 Basic and diluted net loss per Class B common stock $ (0.02 ) $ — $ (0.43 ) For the Period from May 19, 2020 (inception) to December 31, 2020 As Previously Restatement As Restated Statement of Cash Flows Net cash used in operating activities (599,792 ) — (599,792 ) Net cash used in investing activities (483,000,000 ) (483,000,000 ) Net cash provided by financing activities 484,520,841 484,520,841 Net change in cash $ 921,049 $ — $ 921,049 In addition, the impact to the balance sheet dated August 7, 2020, filed on Form 8-K As of August 7, 2020 As Previously Reported Restatement As Restated Balance Sheet Total assets $ 422,012,234 $ — $ 422,012,234 Liabilities and stockholders’ equity Total current liabilities $ 592,438 $ — $ 592,438 Deferred underwriting commissions 14,700,000 — 14,700,000 W’arrant liabilities — 7,696,000 7,696,000 Total liabilities 15,292,438 7,696,000 22,988,438 Class A common stock, $0.0001 par value; shares subject to possible redemption 401,719,790 (7,696,000 ) 394,023,790 Stockholders’ equity Preferred stock- $0.0001 par value — — — Class A common stock - $0.0001 par value 183 77 260 Class B common stock - $0.0001 par value 1,208 — 1,208 Additional paid-in-capital 5,050,490 8,257 5,058,747 Accumulated deficit (51,875 ) (8,334 ) (60,209 ) Total stockholders’ equity 5,000,006 — 5,000,006 Total liabilities and stockholders’ equity $ 422,012,234 $ — $ 422,012,234 |