Restatement of Previously Issued Financial Statements | Note 2 — Restatement of Previously Issued Financial Statements In certain of the Company’s previously issued financial statements, a portion of the Public Shares were classified as permanent equity to maintain shareholders’ equity greater than $5,000,000 on the basis that the Company will consummate its initial business combination only if the Company has net tangible assets of at least $5,000,001. Thus, the Company can only complete a merger and continue to exist as a public company if there is sufficient Public Shares that do not redeem at the merger and so the Company believed that it was appropriate to classify the portion of its Public Shares required to keep its shareholders’ equity above the $5,000,000 threshold as “shares not subject to redemption.” However, as a result of recent guidance to special purpose acquisition companies by the SEC regarding redeemable equity instruments, management revisited the Company’s application of ASC 480-10-99 re-evaluation, In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the changes and has determined that the related impacts are material to the Company’s previously presented financial statements. Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued financial statements impacted should be restated to report all Public Shares as temporary equity. As such the Company is restating those periods in this Quarterly Report. Impact of the Restatement The impacts to the balance sheet as of February 26, 2021, the balance sheet and statement of shareholders’ equity (deficit) as of March 31, 2021, the statement of operations for the three months ended March 31, 2021, the balance sheet and statement of shareholders’ equity (deficit) as of June 30, 2021 and the statement of operations for the three months and six months ended June 30, 2021 is presented below: As Reported Adjustment As Restated Balance Sheet as of February 26, 2021 (as restated in footnote 2 of the Company’s Quarterly Report on Form 10-Q Class A ordinary shares subject to possible redemption ($) $ 302,369,830 $ 42,630,170 $ 345,000,000 Shareholders’ equity (deficit) Class A ordinary shares, $0.0001 par value 426 (426 ) — Class B ordinary shares, $0.0001 par value 863 — 863 Additional paid-in 8,956,314 (8,956,314 ) — Retained Earnings (Accumulated Deficit) (3,957,602 ) (33,673,430 ) (37,631,032 ) Total shareholders’ equity (deficit) $ 5,000,001 $ (42,630,170 ) $ (37,630,169 ) Shares subject to possible redemption 30,236,983 4,263,017 34,500,000 Balance Sheet as of March 31, 2021 (included in the Company’s Quarterly Report on Form 10-Q Class A ordinary shares subject to possible redemption ($) $ 301,417,916 $ 43,589,237 $ 345,007,153 Shareholders’ equity (deficit) Class A ordinary shares, $0.0001 par value 436 (436 ) — Class B ordinary shares, $0.0001 par value 863 — 863 Additional paid-in 9,908,218 (9,908,218 ) — Retained Earnings (Accumulated Deficit) (4,909,508 ) (33,680,583 ) (38,590,091 ) Total shareholders’ equity (deficit) $ 5,000,009 $ (43,589,237 ) $ (38,589,228 ) Shares subject to possible redemption 30,141,792 4,358,208 34,500,000 As Reported Adjustment As Restated Statement of Changes in Shareholders’ Equity (Deficit) as of March 31, 2021 (included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 24, 2021) Class A ordinary shares outstanding 4,358,208 (4,358,208 ) — Class A ordinary shares $ 436 $ (436 ) $ — Additional Paid-In-Capital 9,908,218 (9,908,218 ) — Retained Earnings (Accumulated Deficit) (4,909,508 ) (33,680,583 ) (38,590,091 ) Total Shareholders’ Equity (Deficit) $ 5,000,009 $ (43,589,237 ) $ (38,589,228 ) Statement of Operations for the three months ended March 31, 2021 (included in the Company’s Quarterly Report on Form 10-Q Weighted average shares outstanding, Redeemable Class A ordinary shares 30,234,183 (17,584,183 ) 12,650,000 Basic and diluted net income per share, Redeemable Class A ordinary shares $ — $ (0.24 ) $ (0.24 ) Weighted average shares outstanding, Non-redeemable 9,536,531 (1,624,031 ) 7,912,500 Basic and diluted net income per shares, Non-redeemable $ (0.51 ) $ 0.27 $ (0.24 ) Balance Sheet as of June 30, 2021 (included in the Company’s Quarterly Report on Form 10-Q Class A ordinary shares subject to possible redemption ($) $ 310,663,596 $ 34,355,983 $ 345,019,579 Shareholders’ equity (deficit) Class A ordinary shares, $0.0001 par value 344 (344 ) — Class B ordinary shares, $0.0001 par value 863 — 863 Additional paid-in 662,630 (662,630 ) — Retained Earnings (Accumulated Deficit) 4,336,166 (33,693,009 ) (29,356,843 ) Total shareholders’ equity (deficit) $ 5,000,003 $ (34,355,983 ) $ (29,355,980 ) Shares subject to possible redemption 31,066,360 3,433,640 34,500,000 Statement of Changes in Shareholders’ Equity (Deficit) as of June 30, 2021 (included in the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 10, 2021) Class A ordinary shares outstanding 3,433,640 (3,433,640 ) — Class A ordinary shares $ 344 $ (344 ) $ — Additional Paid-In-Capital 662,630 (662,630 ) — Retained Earnings (Accumulated Deficit) 4,336,166 (33,693,009 ) (29,356,843 ) Total Shareholders’ Equity (Deficit) $ 5,000,003 $ (34,355,983 ) $ (29,355,980 ) As Reported Adjustment As Restated Statement of Operations for the three months ended June 30, 2021 (included in the Company’s Quarterly Report on Form 10-Q Weighted average shares outstanding, Redeemable Class A ordinary shares 30,151,952 4,348,048 34,500,000 Basic and diluted net income per share, Redeemable Class A ordinary shares $ — $ 0.21 $ 0.21 Weighted average shares outstanding, Non-redeemable 12,973,048 (4,348,048 ) 8,625,000 Basic and diluted net income per shares, Non-redeemable $ 0.71 $ (0.50 ) $ 0.21 Statement of Operations for the six months ended June 30, 2021 (included in the Company’s Quarterly Report on Form 10-Q Weighted average shares outstanding, Redeemable Class A ordinary shares 30,175,080 (6,539,721 ) 23,635,359 Basic and diluted net income per share, Redeemable Class A ordinary shares $ — $ 0.14 $ 0.14 Weighted average shares outstanding, Non-redeemable 11,263,757 (2,993,039 ) 8,270,718 Basic and diluted net income per shares, Non-redeemable $ 0.41 $ (0.27 ) $ 0.14 |