As a result of the restatement described in Note 2 of the notes to the financial statements of our Form
10-K/A,
we classify the warrants issued in connection with our Initial Public Offering as liabilities at their fair value and adjust the warrant instrument to fair value at each reporting period. This liability is subject to
re-measurement
at each balance sheet date until exercised, and any change in fair value is recognized in our statement of operations.
For the three months ended June 30, 2021, we had a net loss of $25,490,838, which consisted of operating costs of $1,809,124, and a
non-cash
change in fair value of warrant liability of $23,690,000, offset by interest income from operating bank account of $2 and interest income on marketable securities held in the Trust Account of $8,284.
For the six months ended June 30, 2021, we had a net loss of $27,389,498, which consisted of operating costs of $6,079,798, and a
non-cash
change in fair value of warrant liability of $21,390,000, offset by interest income from operating bank account of $24 and interest income on marketable securities held in the Trust Account of $80,276.
Liquidity and Capital Resources
Until the consummation of the Initial Public Offering, the Company’s only source of liquidity was an initial purchase of Class B ordinary shares by our Sponsor and loans from our Sponsor.
On September 28, 2020, we consummated the Initial Public Offering of 30,000,000 Units, at $10.00 per Unit, generating gross proceeds of $300,000,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of an aggregate of 8,000,000 Private Placement Warrants to our Sponsor at a price of $1.00 per warrant, generating gross proceeds of $8,000,000.
Following the Initial Public Offering and the sale of the Private Placement Warrants, a total of $300,000,000 was placed in the Trust Account, and we had $1,468,625 of cash held outside of the Trust Account, after payment of costs related to the Initial Public Offering, and available for working capital purposes. We incurred $17,066,575 in transaction costs, including $6,000,000 of underwriting fees, $10,500,000 of deferred underwriting fees and $566,575 of other offering costs in connection with the Initial Public Offering and the sale of the Private Placement Warrants.
For the six months ended June 30, 2021, cash used in operating activities was $971,044. Net loss of $27,389,498 was affected by
non-cash
charges including the change in fair value of warrant liability of $21,390,000 and interest earned on marketable securities held in the Trust Account of $80,276. Changes in operating assets and liabilities provided $5,108,730 of cash for operating activities.
At June 30, 2021, we had investments held in the Trust Account of $300,154,668. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less taxes payable (if applicable) and deferred underwriting commissions) to complete our Business Combination. To the extent that our shares or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the post-Business Combination entity, make other acquisitions and pursue our growth strategies.
At June 30, 2021, we had cash of $563 held outside of the Trust Account. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, properties or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a Business Combination.
In order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete a Business Combination, we may repay such loaned amounts out of the proceeds of the Trust Account released to us. In the event that a Business Combination does not close, we may use a portion of the working capital held outside the Trust Account to repay such loaned amounts, but no proceeds from our Trust Account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into warrants, at a price of $1.00 per warrant, at the option of the lender. The warrants would be identical to the Private Placement Warrants.