WORLD QUANTUM GROWTH ACQUISITION CORP.
PRO FORMA BALANCE SHEET
AUGUST 27, 2021
| August 13, 2021 |
| Pro Forma Adjustments |
| As Adjusted | |||
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| (unaudited) |
| (unaudited) | ||
Assets |
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Cash | $ | 2,342,874 |
| $ | - |
| $ | 2,342,874 |
Prepaid expenses |
| 745,881 |
|
| - |
|
| 745,881 |
Total current assets |
| 3,088,755 |
|
| - |
|
| 3,088,755 |
Cash held in Trust Account |
| 202,000,000 |
|
| 3,950,000 | (a) |
| 205,989,500 |
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| 118,500 | (b) |
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| (79,000) | (c) |
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Total assets | $ | 205,088,755 |
| $ | 3,989,500 |
| $ | 209,078,255 |
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Liabilities and Shareholders’ Equity |
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Accrued offering costs and expenses | $ | 1,572,530 |
| $ | - |
| $ | 1,572,530 |
Due to Related Party | $ | 2,404 |
| $ | - |
| $ | 2,404 |
Total current liabilities |
| 1,574,934 |
|
| - |
|
| 1,574,934 |
Deferred underwriting fee |
| 7,000,000 |
|
| 138,250 | (e) |
| 7,138,250 |
Warrant Liability |
| 28,675,000 |
|
| 424,625 | (f) |
| 29,164,800 |
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|
| 65,175 | (h) |
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Total liabilities |
| 37,249,934 |
|
| 628,050 |
|
| 37,877,984 |
Commitments and Contingencies |
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Class A ordinary shares subject to possible redemption, 16,122,655 and 16,455,472 shares at redemption value, respectively |
| 162,838,816 |
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| 3,361,452 | (d) |
| 166,200,268 |
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Shareholders’ equity: |
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Preference shares, $0.0001 par value, 5,000,000 shares authorized, no shares issued and outstanding |
| - |
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| - |
|
| - |
Class A ordinary shares, $0.0001 par value, 500,000,000 shares authorized, 3,877,345 and 3,939,528 shares issued and outstanding (excluding 16,122,655 and 16,455,472 shares subject to possible redemption, respectively) |
| 388 |
|
| 40 | (a) |
| 394 |
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| (34) | (d) |
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Class B ordinary shares, $0.0001 par value, 50,000,000 shares authorized, 5,750,000 shares issued and outstanding |
| 575 |
|
| - |
|
| 575 |
Additional paid-in capital |
| 10,686,154 |
|
| 3,949,960 | (a) |
| 10,767,834 |
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| 118,500 | (b) |
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| (79,000) | (c) |
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| (138,250) | (e) |
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| (424,625) | (f) |
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| 16,513 | (g) |
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| (3,361,418) | (d) |
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Accumulated deficit |
| (5,687,112) |
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| (16,513) | (g) |
| (5,768,800) |
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| (65,175) | (h) |
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Total shareholders’ equity |
| 5,000,005 |
|
| (2) |
|
| 5,000,003 |
Total Liabilities and Shareholders’ Equity | $ | 205,088,755 |
| $ | 3,989,500 |
| $ | 209,078,255 |
The accompany notes are an integral part of the financial statement.
NOTE 1 – CLOSING OF OVER-ALLOTMENT OPTION AND ADDITIONAL PRIVATE PLACEMENT
The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of World Quantum Growth Acquisition Corp. (the “Company”) as of August 13, 2021, adjusted for the closing of the underwriter’s over-allotment option and related transactions which occurred on August 27, 2021 as described below.
The Company consummated its initial public offering (the “IPO”) of 20,000,000 units (the “Units”) on August 13, 2021. Each Unit consists of one Class A ordinary share, $0.0001 par value per share and one-half of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $200,000,000. The Company granted the underwriter in the IPO (the “Underwriter”) a 45-day option to purchase up to an aggregate of 3,000,000 additional Units to cover over-allotments, if any. On August 25, 2021, the Underwriter partially exercised the over-allotment option to purchase an additional 395,000 Units (the “Over-Allotment Units”). On August 27, 2021, the Company completed the sale of the Over-Allotment Units to Underwriter (the “Over-Allotment”), generating an aggregate of gross proceeds of $3,950,000, and incurred $79,000 in cash underwriting fees.
Simultaneously with the closing of the Over-Allotment, the Company consummated the private sale (the “Private Placement”) of an aggregate of 118,500 private warrants (the “Private Placement Warrants”) at a purchase price of $1.00 per Private Placement Warrant to World Quantum Growth Acquisition LLC (the “Sponsor”), generating gross proceeds of $118,500.
Upon closing of the IPO, the Private Placement, and the sale of the Over-Allotment Units, a total of $205,989,500 ($10.10 per Unit) was placed in a trust account, with Continental Stock Transfer & Trust Company acting as trustee.
In addition, the Sponsor agreed to forfeit up to 750,000 Class B ordinary shares, par value $0.0001, to the extent that the over-allotment option is not exercised in full by the underwriter. On August 25, 2021, the Underwriter partially exercised the over-allotment option to purchase the Over-Allotment Units and on August 27, 2021, the Company completed the sale of the Over-Allotment Units to Underwriter; thus, 651,250 Class B ordinary shares remain subject to forfeiture.
Pro forma adjustments to reflect the exercise of the Underwriter’s over-allotment option and the sale of the Private Warrants described above are as follows:
| Pro Forma Entries |
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| Debit |
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| Credit |
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(a) | Cash held in trust account |
| $ | 3,950,000 |
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| Class A ordinary shares |
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| $ | 40 |
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| Additional paid-in capital |
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| $ | 3,949,960 |
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| To record sale of 395,000 Overallotment Units at $10.00 per Unit |
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(b) | Cash held in trust account |
| $ | 118,500 |
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| Additional paid-in capital |
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| $ | 118,500 |
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| To record sale of 118,500 Private Placement Warrants at $1.00 per Private Placement Warrant |
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(c) | Additional paid-in capital |
| $ | 79,000 |
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| Cash held in trust account |
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| $ | 79,000 |
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| To record payment of cash underwriting fee |
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(d) | Class A ordinary shares |
| $ | 34 |
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| Additional paid-in capital |
| $ | 3,361,418 |
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| Class A ordinary shares subject to possible redemption |
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| $ | 3,361,452 |
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| To record Class A ordinary shares out of permanent equity into mezzanine redeemable shares |
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Additional paid-in capital $ $ | 138,250 |
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| Deferred underwriters’ discount |
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| $ | 138,250 |
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| To record additional Deferred underwriters’ fee arising from the sale of Overallotment Units |
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(f) | Additional paid-in capital $ $ | 424,625 |
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| Warrant liability |
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| $ | 424,625 |
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| To record change in fair value of warrant liability |
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(g) | Accumulated deficit $ | 16,513 |
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| Additional paid-in capital $ |
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| $ | 16,513 |
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| To record change in deferred offering costs allocated to warrant liability |
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(h) | Excess fair value of Private Warrants $ $ | 65,175 |
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| Warrant liability |
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| $ | 65,175 |
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| To record excess fair value of Private Warrants |
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