Velo3D(VLD) - 2021 Q1 - Quarterly Report

Financial Performance - For the three months ended March 31, 2021, the company reported a net income of $16,083,886, which included general and administrative expenses of $1,441,314 and a decrease in the fair value of warrant liabilities of $17,520,500 [125]. - The company incurred $19,126,250 in transaction costs related to the initial public offering, including $6,900,000 in underwriting fees [127]. - The company expects to incur increased expenses due to being a public company, including legal, financial reporting, accounting, and auditing compliance costs [124]. Initial Public Offering - The company completed its initial public offering on December 7, 2020, raising gross proceeds of $345,000,000 from the sale of 34,500,000 Units at $10.00 per Unit [127]. - The underwriter received a cash underwriting discount of 2.00% of the gross proceeds from the Initial Public Offering, totaling $6,900,000, after a reimbursement of $450,000 for expenses [143]. - A deferred fee of $0.35 per unit, amounting to $12,075,000 in total, will be payable to the underwriter only upon the completion of a business combination [143][153]. Trust Account and Cash Management - As of March 31, 2021, the company had investments held in the Trust Account amounting to $345,004,700 [129]. - The company had cash of $1,265,715 held outside of the Trust Account as of March 31, 2021, intended for identifying and evaluating target businesses [131]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination, with any remaining proceeds used for working capital [130]. - The company may need to obtain additional financing to complete its initial business combination if the transaction requires more cash than available in the Trust Account [135]. Liabilities and Financial Obligations - The company agreed to pay a monthly administrative services fee of $10,000 to an affiliate of the Sponsor, totaling $30,000 for the three months ended March 31, 2021 [141]. - The company had borrowed $267,768 under a Promissory Note from the Sponsor, which was fully repaid upon the closing of the initial public offering [139]. - As of March 31, 2021, there were no off-balance sheet arrangements or long-term liabilities, except for a monthly fee of $10,000 for office space and administrative support [144][152]. Warrant and Equity Information - The company issued 8,625,000 public warrants and 4,450,000 private placement warrants, all classified as derivative liabilities [147]. - The fair value of the private placement warrants was based on Level 3 inputs, while public warrants utilized Level 1 inputs as they were actively traded [147]. - Ordinary shares subject to possible redemption are classified as temporary equity due to certain redemption rights outside the company's control [148]. Accounting Standards and Risk Exposure - The company adopted Accounting Standard Update No. 2020-06 on January 1, 2021, which simplifies accounting for convertible instruments without impacting financial position [150]. - As of March 31, 2021, the company was not exposed to market or interest rate risk, with net proceeds invested in U.S. government obligations or money market funds [159].