RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS | NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS In connection with the preparation of the Company’s financial statements as of September 30, 2021, management identified errors made in its historical financial statements where, at the closing of the Company’s Initial Public Offering, the Company improperly valued its Class A ordinary shares subject to possible redemption. The Company previously determined the Class A ordinary shares subject to possible redemption to be equal to the redemption value of $10.00 per share of Class A ordinary share while also taking into consideration a redemption cannot result in net tangible assets being less than $5,000,001. Management determined that the Class A ordinary shares issued during the Initial Public Offering can be redeemed or become redeemable subject to the occurrence of future events considered outside of the Company’s control. Therefore, management concluded that the redemption value should include all shares of Class A ordinary shares subject to possible redemption, resulting in the Class A ordinary shares subject to possible redemption being equal to their redemption value. As a result, management has noted a reclassification error related to temporary equity and permanent equity. This resulted in an restatement adjustment to the initial carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in capital (to the extent available), accumulated deficit and Class A ordinary shares. In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also revised its income (loss) per ordinary share calculation to allocate net income (loss) evenly to Class A and Class B ordinary share. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of shares share pro rata in the income (loss) of the Company. The impact of the restatement on the Company’s financial statements is reflected in the following table. Balance Sheet as of March 4, 2021 (unaudited) As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 213,007,657 $ 26,992,343 $ 240,000,000 Class A ordinary shares $ 270 $ (270 ) $ — Additional paid-in capital $ 5,554,634 $ (5,554,634 ) $ — Accumulated deficit $ (555,589 ) $ (21,437,439 ) $ (21,993,028 ) Total Shareholders’ Equity (Deficit) $ 5,000,005 $ (26,992,343 ) $ (21,992,338 ) Balance Sheet as of March 31, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 247,501,577 $ 26,628,930 $ 274,130,507 Class A ordinary shares $ 266 $ (266 ) $ — Additional paid-in capital $ 3,968,748 $ (3,968,748 ) $ — Accumulated deficit $ 1,030,304 $ (22,659,916 ) $ (21,629,612 ) Total Shareholders’ Equity (Deficit) $ 5,000,003 $ (26,628,930 ) $ (21,628,927 ) Balance Sheet as of June 30, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 245,926,983 $ 28,201,863 $ 274,128,846 Class A ordinary shares $ 282 $ (282 ) $ — Additional paid-in capital $ 5,543,326 $ (5,543,326 ) $ — Accumulated deficit $ (544,291 ) $ (22,658,255 ) $ (23,202,546 ) Total Shareholders’ Equity (Deficit) $ 5,000,002 $ (28,201,863 ) $ (23,201,861 ) Statement of Cash Flows for the Three Months Ended March 31, 2021 (unaudited) Initial classification of Class A ordinary shares subject to possible redemption $ 247,501,577 $ 26,600,003 $ 274,101,580 Change in value of Class A ordinary shares subject to possible redemption - 28,927 28,927 Statement of Cash Flows for the Three Months Ended June 30, 2021 (unaudited) Initial classification of Class A ordinary shares subject to possible redemption $ 247,501,577 $ 26,600,003 $ 274,101,580 Change in value of Class A ordinary shares subject to possible redemption 11,303 15,963 27,266 Condensed Statement of Changes in Stockholders’ Equity (Deficit) March 31, 2021 As Adjusted As Sales of 27,410,158 Units, net of underwriting discounts 249,600,709 (249,600,709 ) — Cash paid in excess of fair value for Private Placement Warrants 1,845,567 (1,845,567 ) — Initial value of ordinary shares subject to possible redemption at IPO date (247,501,577 ) 247,501,577 — Change in value of ordinary shares subject to redemption 11,303 (11,303 ) — Accretion for Class A ordinary shares to redemption amount — (24,529,798 ) (24,529,798 ) Total stockholders’ equity (deficit) 5,000,003 (26,628,930 ) (21,628,927 ) Condensed Statement of Changes in Stockholders’ Equity (Deficit) June 30, 2021 As Adjusted As Change in value of ordinary shares subject to redemption (1,574,594 ) 1,574,594 — Total stockholders’ equity (deficit) 5,000,002 (28,201,863 ) (23,201,861 ) In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also restated its income (loss) per ordinary share calculated to allocate net income (loss) evenly to Class A and Class B ordinary shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of ordinary shares share pro rata in the income (loss) of the Company. There is no impact to the reported amounts for total assets, total liabilities, cash flows, or net income (loss). The impact of this restatement on the Company’s financial statements is reflected in the following table: As Previously Reported As Restated As Previously Reported As Restated As Previously Reported As Restated For the Three Months Ended For the Three Months Ended For the Three Months Ended For the Three Months Ended For the Six Months Ended For the Six Months Ended March 31, 2021 March 31, 2021 June 30, 2021 June 30, 2021 June 30, 2021 June 30, 2021 Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption 24,591,568 27,410,158 24,747,546 27,410,158 24,711,856 27,410,158 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — $ 0.03 $ — $ (0.05 ) $ — $ (0.02 ) Basic and diluted weighted average shares outstanding, Class B ordinary shares subject to possible redemption 7,101,339 6,270,000 9,515,151 6,900,000 8,314,913 6,585,740 Basic and diluted net loss per ordinary share, Class B ordinary shares $ 0.14 $ 0.03 $ (0.17 ) $ (0.05 ) $ (0.07 ) $ (0.02 ) |