Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity
Securities and Use of Proceeds from Registered Securities
Use of Proceeds
On
March 2, 2021, we consummated the Initial Public Offering of 34,500,000 units (the “Units” and, with respect to the Class
A ordinary shares included in the Units being offered, the “Public Shares”), at $10.00 per Unit, generating gross proceeds
of approximately $345.0 million.
In
connection with the Initial Public Offering, we incurred offering costs of approximately $19.18 million, inclusive of approximately $12.08
million in deferred underwriting commissions. Other incurred offering costs consisted principally of preparation fees related to the Initial
Public Offering. After deducting the underwriting discounts and commissions (excluding the deferred portion, which amount will be payable
upon consummation of the Initial Business Combination, if consummated) and the Initial Public Offering expenses, $345.0 million of the
net proceeds from our Initial Public Offering and certain of the proceeds from the private placement of the Private Placement Warrants
(or $10.00 per Unit sold in the Initial Public Offering) was placed in the Trust Account. The net proceeds of the Initial Public Offering
and certain proceeds from the sale of the Private Placement Warrants are held in the Trust Account and invested as described elsewhere
in this Quarterly Report on Form 10-Q.
There
has been no material change in the planned use of the proceeds from the Initial Public Offering and Private Placement as is described
in the Company’s final prospectus related to the Initial Public Offering.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety
Disclosures
Not applicable.
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