IPO and Fundraising - The company completed its Initial Public Offering (IPO) on April 1, 2021, raising gross proceeds of $200.0 million from the sale of 20,000,000 Class A ordinary shares at $10.00 per share[89]. - An additional 1,437,500 Class A ordinary shares were sold through an over-allotment option, generating approximately $14.4 million in gross proceeds[89]. - The total net proceeds of $214.4 million from the IPO and private placements were placed in a trust account, which will invest in U.S. government securities until a business combination is completed[91]. - The underwriter received an underwriting discount of $0.20 per share, totaling $4.0 million, with an additional deferred commission of approximately $7.0 million contingent on the completion of a business combination[111]. Financial Position - As of March 31, 2021, the company reported a net loss of approximately $87,000, primarily due to general and administrative expenses[100]. - The company had approximately $2.0 million in cash and working capital of approximately $1.4 million as of March 31, 2021[95]. - The company has a working capital loan agreement with the Sponsor, allowing for up to $300,000 in funding for transaction costs related to a business combination[106]. - The company is required to complete a business combination with an aggregate fair market value of at least 80% of the assets held in the trust account[93]. - If a business combination is not completed within the specified period, the company will redeem public shares at a price equal to the amount in the trust account[94]. Administrative and Reporting Requirements - The company has agreed to pay the Sponsor $10,000 per month for administrative services starting from the listing date on the New York Stock Exchange[109]. - The company early adopted ASU No. 2020-06 on January 15, 2021, which simplifies accounting for convertible instruments and did not impact financial position, results of operations, or cash flows[117]. - As of March 31, 2021, the company reported no off-balance sheet arrangements[119]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[120]. - The company is evaluating the benefits of reduced reporting requirements under the JOBS Act, which may exempt it from certain disclosures for five years post-IPO[121]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[123].
two(TWOA) - 2021 Q1 - Quarterly Report