Restatement of Previously Reported Financial Statements | Note 2—Restatement of Previously Reported Financial Statements The Company concluded it should restate its previously issued financial statements to classify all Class A ordinary shares subject to redemption in temporary equity. In accordance with ASC 480-10-S99, 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 corrections and has determined that the related impact was material to the previously filed financial statements that contained the error, reported in the Company’s Form 8-K “Post-IPO 10-Qs Post-IPO Post-IPO The change in the carrying value of the redeemable Class A ordinary shares in the Post-IPO Post-IPO As of March 2, 2021 As Previously Adjustment As Restated Balance Sheet Total assets $ 277,526,800 $ — $ 277,526,800 Liabilities and shareholders’ equity (deficit) Total current liabilities $ 710,251 $ — $ 710,251 Deferred underwriting commissions 9,625,000 — 9,625,000 Warrant liabilities 9,153,333 — 9,153,333 Total liabilities 19,488,584 — 19,488,584 Class A ordinary shares subject to possible redemption 253,038,210 21,961,790 275,000,000 Shareholders’ equity (deficit) Preference shares — — — Class A ordinary shares 220 (220 ) — Class B ordinary shares 690 — 690 Additional paid-in-capital 5,327,593 (5,327,593 ) — Accumulated deficit (328,497 ) (16,633,977 ) (16,962,474 ) Total shareholders’ equity (deficit) 5,000,006 (21,961,790 ) (16,961,784 ) Total liabilities, Class A ordinary shares subject to possible redemption and shareholders’ equity (deficit) $ 277,526,800 $ — $ 277,526,800 The impact of the restatement on the financial statements for the Affected Quarterly Periods is presented below. The change in the carrying value of the redeemable Class A ordinary shares at March 31, 2021 resulted in a reclassification of approximately 2.1 million Class A ordinary shares from permanent equity to temporary equity. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported unaudited balance sheet as of March 31, 2021: As of March 31, 2021 As Previously Adjustment As Restated Unaudited Condensed Balance Sheet Total assets $ 276,867,209 $ — $ 276,867,209 Total liabilities 17,502,404 — 17,502,404 Class A ordinary shares subject to possible redemption 254,364,800 20,635,200 275,000,000 Shareholders’ equity (deficit) Preference shares — — — Class A ordinary shares 206 (206 ) — Class B ordinary shares 690 — 690 Additional paid-in-capital 4,001,017 (4,001,017 ) — Retained earnings (accumulated deficit) 998,092 (16,633,977 ) (15,635,885 ) Total shareholders’ equity (deficit) 5,000,005 (20,635,200 ) (15,635,195 ) Total liabilities, Class A ordinary shares subject to possible redemption and shareholders’ equity (deficit) $ 276,867,209 $ — $ 276,867,209 The Company’s unaudited statement of shareholders’ equity has been restated to reflect the changes to the impacted shareholders’ equity accounts described above. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported unaudited statement of cash flows for the period from January 8, 2021 (inception) through March 31, 2021: For the Period from January 8, 2021 (Inception) As Previously Adjustment As Restated Unaudited Condensed Statement of Cash Flows - Supplemental disclosure of noncash activities: Initial value of Class A ordinary shares subject to possible redemption $ 253,038,210 $ (253,038,210 ) $ — Change in fair value of Class A ordinary shares subject to possible redemption $ 1,326,590 $ (1,326,590 ) $ — Accretion of Class A ordinary shares subject to redemption amount $ — $ 20,124,954 $ 20,124,954 The change in the carrying value of the redeemable Class A ordinary shares at June 30, 2021 resulted in a reclassification of approximately 2.6 million Class A ordinary shares from permanent equity to temporary equity. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported unaudited balance sheet as of June 30, 2021: As of June 30, 2021 As Previously Adjustment As Restated Unaudited Condensed Balance Sheet Total assets $ 276,386,096 $ — $ 276,386,096 Total liabilities 22,325,494 — 22,325,494 Class A ordinary shares subject to possible redemption 249,060,600 25,939,400 275,000,000 Shareholders’ equity (deficit) Preference shares — — — Class A ordinary shares 259 (259 ) — Class B ordinary shares 688 — 688 Additional paid-in-capital 9,305,166 (9,305,166 ) — Accumulated deficit (4,306,111 ) (16,633,975 ) (20,940,086 ) Total shareholders’ equity (deficit) 5,000,002 (25,939,400 ) (20,939,398 ) Total liabilities, Class A ordinary shares subject to possible redemption and shareholders’ equity (deficit) $ 276,386,096 $ — $ 276,386,096 The Company’s unaudited statement of shareholders’ equity has been restated to reflect the changes to the impacted shareholders’ equity accounts described above. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported unaudited statement of cash flows for the period from January 8, 2021 (inception) through June 30, 2021: For the Period from January 8, 2021 (Inception) As Previously Adjustment As Restated Unaudited Condensed Statement of Cash Flows - Supplemental disclosure of noncash activities: Initial value of Class A ordinary shares subject to possible redemption $ 253,038,210 $ (253,038,210 ) $ — Change in fair value of Class A ordinary shares subject to possible redemption $ (3,977,610 ) $ 3,977,610 $ — Accretion of Class A ordinary shares subject to redemption amount $ — $ 20,124,954 $ 20,124,954 In connection with the change in presentation for the Class A ordinary shares subject to possible redemption, the Company has restated its earnings per share calculation to allocate income and losses shares pro rata between the two classes of shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of shares participate pro rata in the income and losses of the Company. The impact to the reported amounts of weighted average shares outstanding and basic and diluted earnings per share is presented below for the Affected Quarterly Periods: For the Period from January 8, 2021 (Inception) As Previously Adjustment As Restated Unaudited Condensed Statement of Operations Net income $ 998,092 $ — $ 998,092 Weighted average shares outstanding of Class A ordinary shares, basic and diluted 27,500,000 (16,198,630 ) 11,301,370 Basic and diluted net income per share, Class A ordinary shares $ — $ 0.06 $ 0.06 Weighted average shares outstanding of Class B ordinary shares, basic and diluted 6,316,265 43,324 6,359,589 Basic and diluted net income per share, Class B ordinary shares $ 0.16 $ (0.10 ) $ 0.06 For the Three Months Ended June 30, 2021 As Previously Adjustment As Restated Unaudited Condensed Statement of Operations Net loss $ (5,304,203 ) $ — $ (5,304,203 ) Weighted average shares outstanding of Class A ordinary shares, basic and diluted 27,500,000 — 27,500,000 Basic and diluted net income (loss) per share, Class A ordinary shares $ — $ (0.15 ) $ (0.15 ) Weighted average shares outstanding of Class B ordinary shares, basic and diluted 6,875,000 — 6,875,000 Basic and diluted net income (loss) per share, Class B ordinary shares $ (0.77 ) $ 0.62 $ (0.15 ) For the Period from January 8, 2021 (Inception) As Previously Adjustment As Restated Unaudited Condensed Statement of Operations Net loss $ (4,306,111 ) $ — $ (4,306,111 ) Weighted average shares outstanding of Class A ordinary shares, basic and diluted 27,500,000 (7,210,366 ) 20,289,634 Basic and diluted net income (loss) per share, Class A ordinary shares $ — $ (0.16 ) $ (0.16 ) Weighted average shares outstanding of Class B ordinary shares, basic and diluted 6,608,477 37,102 6,645,579 Basic and diluted net income (loss) per share, Class B ordinary shares $ (0.65 ) $ 0.49 $ (0.16 ) |