UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to To Commission File No. 001-39598 NextGen Acquisition Corporation (Exact name of registrant as specified in its charter) Cayman Islands 98-1550505 (State or othe ...

PART I. FINANCIAL INFORMATION This section presents the company's financial statements, management's analysis, market risk disclosures, and internal controls for its pre-IPO period [Item 1. Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) The financial statements for the pre-business combination period (July 29 - Sep 30, 2020) detail initial assets, net loss, and funding activities [Unaudited Condensed Balance Sheet](index=4&type=section&id=Unaudited%20Condensed%20Balance%20Sheet) This balance sheet provides a snapshot of the company's financial position as of September 30, 2020, detailing initial assets and liabilities Condensed Balance Sheet as of September 30, 2020 | Category | Amount ($) | | :--- | :--- | | **Assets** | | | Total Current Assets | 161,723 | | Deferred offering costs | 361,819 | | **Total Assets** | **523,542** | | **Liabilities & Equity** | | | Total Current Liabilities | 521,904 | | Total Shareholder's Equity | 1,638 | | **Total Liabilities and Shareholder's Equity** | **523,542** | [Unaudited Condensed Statement of Operations](index=5&type=section&id=Unaudited%20Condensed%20Statement%20of%20Operations) This statement outlines the company's financial performance from inception to September 30, 2020, reporting initial expenses and a net loss Statement of Operations (July 29, 2020 - September 30, 2020) | Item | Amount ($) | | :--- | :--- | | General and administrative expenses | 23,365 | | Loss from operations | (23,365) | | Interest income | 3 | | **Net loss** | **(23,362)** | | Basic and diluted net loss per share | (0.00) | [Unaudited Condensed Statement of Changes in Shareholder's Equity](index=6&type=section&id=Unaudited%20Condensed%20Statement%20of%20Changes%20in%20Shareholder's%20Equity) This statement details the changes in shareholder's equity from inception to September 30, 2020, driven by share issuance and net loss - From inception (July 29, 2020) to September 30, 2020, total shareholder's equity increased to **$1,638**. This was driven by the issuance of 10,062,500 Class B ordinary shares for **$25,000**, offset by a net loss of **$23,362**[16](index=16&type=chunk) [Unaudited Condensed Statement of Cash Flows](index=7&type=section&id=Unaudited%20Condensed%20Statement%20of%20Cash%20Flows) This statement summarizes the cash inflows and outflows from inception to September 30, 2020, highlighting financing activities for initial operations Statement of Cash Flows (July 29, 2020 - September 30, 2020) | Category | Amount ($) | | :--- | :--- | | Net cash used in operating activities | (4,997) | | Net cash provided by financing activities | 159,431 | | **Net increase in cash** | **154,434** | | **Cash - ending of the period** | **154,434** | - Financing activities primarily consisted of **$300,000** in proceeds from a note payable to a related party, which was used to cover deferred offering costs[19](index=19&type=chunk) [Notes to Unaudited Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) These notes provide essential context and details regarding the company's formation, IPO, and the trust account arrangements - The Company is a blank check company formed to effect a Business Combination and is an emerging growth company. All activity through September 30, 2020, relates to its formation and the preparation for its Initial Public Offering[22](index=22&type=chunk)[23](index=23&type=chunk) - The company's IPO was consummated on October 9, 2020, raising gross proceeds of **$350.0 million** from 35,000,000 units. An over-allotment option exercise in November added another **$25.0 million**[24](index=24&type=chunk) - Upon closing the IPO and over-allotment, **$375.0 million** of the net proceeds were placed in a trust account[26](index=26&type=chunk) - The company has 24 months from the IPO closing (until October 9, 2022) to complete a Business Combination, or it will be required to liquidate and return the funds held in the Trust Account to public shareholders[32](index=32&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=20&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section discusses the company's pre-IPO financial condition, operational results, and liquidity, emphasizing its blank check nature - The company is a blank check company formed on July 29, 2020, to effect a business combination[94](index=94&type=chunk) Initial Public Offering and Private Placement Proceeds | Offering | Units/Warrants | Gross Proceeds ($) | | :--- | :--- | :--- | | Initial Public Offering (Oct 9, 2020) | 35,000,000 Units | 350.0 million | | Over-Allotment (Nov 17, 2020) | 2,500,000 Units | 25.0 million | | Private Placement (Initial) | 6,000,000 Warrants | 9.0 million | | Private Placement (Over-Allotment) | 333,334 Warrants | 0.5 million | - A total of **$375.0 million** from the IPO and Private Placement proceeds were placed in a trust account[97](index=97&type=chunk) - For the period from inception through September 30, 2020, the company had a net loss of approximately **$23,000**, consisting mainly of general and administrative expenses[100](index=100&type=chunk) - As of September 30, 2020, the company had a working capital deficit of approximately **$360,000** and its liquidity needs were met by a **$25,000** payment from the Sponsor and a **$300,000** loan from the Sponsor[101](index=101&type=chunk)[102](index=102&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=22&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) As a smaller reporting company, the entity is exempt from providing detailed quantitative and qualitative disclosures about market risk - As a smaller reporting company, NextGen Acquisition Corporation is not required to provide quantitative and qualitative disclosures about market risk[110](index=110&type=chunk) [Controls and Procedures](index=22&type=section&id=Item%204.%20Controls%20and%20Procedures) Management assessed the effectiveness of disclosure controls and procedures as of September 30, 2020, reporting no material changes to internal controls - Based on an evaluation as of September 30, 2020, the chief executive officer and chief financial officer concluded that the company's disclosure controls and procedures were effective[111](index=111&type=chunk) - There were no changes to the company's internal control over financial reporting during the quarter ended September 30, 2020[113](index=113&type=chunk) PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, and other required disclosures for the reporting period [Item 1. Legal Proceedings](index=23&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings during the period - There are no legal proceedings involving the company[116](index=116&type=chunk) [Item 1A. Risk Factors](index=23&type=section&id=Item%201A.%20Risk%20Factors) No material changes have occurred to the risk factors previously disclosed in the company's IPO prospectus - No material changes have occurred to the risk factors disclosed in the IPO prospectus filed on October 7, 2020[117](index=117&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities](index=23&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds%20from%20Registered%20Securities) This section details unregistered equity sales, including Founder Shares and Private Placement Warrants, and the allocation of IPO proceeds to a trust account - On July 31, 2020, the Sponsor acquired **10,062,500 Class B ordinary shares (Founder Shares)** for **$25,000** in an unregistered sale[118](index=118&type=chunk) - The Sponsor purchased a total of **6,333,334 Private Placement Warrants** at **$1.50 per warrant** in unregistered sales, generating gross proceeds of **$9.5 million**[119](index=119&type=chunk) - Following the IPO and Over-Allotment, a total of **$375.0 million** of the net proceeds was placed in the Trust Account[122](index=122&type=chunk) [Item 3. Defaults Upon Senior Securities](index=24&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - There are no defaults upon senior securities[124](index=124&type=chunk) [Item 4. Mine Safety Disclosures](index=24&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) Mine safety disclosures are not applicable to the company's operations - Mine safety disclosures are not applicable[125](index=125&type=chunk) [Item 5. Other Information](index=24&type=section&id=Item%205.%20Other%20Information) There is no additional information to disclose for this period - There is no other information to disclose for this period[126](index=126&type=chunk) [Item 6. Exhibits](index=24&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the quarterly report, including key agreements and certifications - The report includes a list of filed exhibits, such as the Underwriting Agreement, Warrant Agreement, and various officer certifications[127](index=127&type=chunk)