NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

In accordance with the SEC staff guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. The Company had previously classified a portion of the Class A ordinary shares in permanent equity. Although the Company did not specify a maximum redemption threshold, its charter provides that currently, the Company will not redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. The Company restated its financial statements to classify all Class A ordinary shares as temporary equity at redemption value and any related impact, as the threshold in its charter would not change the nature of the underlying shares as redeemable and thus would be required to be disclosed outside of permanent equity.

The reclassification of amounts from permanent equity to temporary equity resulted in non-cash financial statement corrections and will have no impact on the Company’s current or previously reported cash position, operating expenses or total operating, investing or financing cash flows. In connection with the change in presentation for the Class A ordinary shares subject to possible redemption, the Company has restated its earnings per share calculation to allocate income and losses shared pro rata between Class A and Class B shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, Class A and Class B shares share pro rata in the income and losses of the Company.

The following tables summarize the effect of the restatement  on each financial statement line item as of the dates, and for the periods, indicated:

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⁽¹⁾ Prior to the change in presentation for the Class A ordinary shares subject to possible redemption, the Company applied to two class method of earnings per share, allocating net income between redeemable Class A ordinary shares and non-redeemable Class A and Class B ordinary shares. As such, a portion of the Class A ordinary shares were included in non-redeemable Class A and Class B ordinary shares. For purposes of comparability, the previously reported non-redeemable Class A and Class B ordinary shares are included within this line item.

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⁽¹⁾ Prior to the change in presentation for the Class A ordinary shares subject to possible redemption, the Company applied to two class method of earnings per share, allocating net income between redeemable Class A ordinary shares and non-redeemable Class A and Class B ordinary shares. As such, a portion of the Class A ordinary shares were included in non-redeemable Class A and Class B ordinary

shares. For purposes of comparability, the previously reported non-redeemable Class A and Class B ordinary shares are included within this line item.

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