For the nine months ended December 31, 2020, we had a net loss of approximately
$10,812,000, which consisted of approximately $12,000 of interest income on investments held in Trust Account, offset by approximately $969,000 in general and administrative costs, change in fair value of derivative warrant liability of $9,788,000
and approximately $67,000 in franchise tax expense.
The results of operations for the three months ended December 31, 2019 and for
the period from September 27, 2019 (inception) through December 31, 2019 were not presented because it had no activity.
Proposed Business
Combination
On November 30, 2020, we entered into an Agreement and Plan of Merger (the Merger Agreement) with PVMS
Merger Sub, Inc., a Delaware corporation and our wholly-owned direct subsidiary (Merger Sub), and View, Inc., a Delaware corporation (View). Pursuant to the Merger Agreement, subject to the terms and conditions set forth
therein, upon the closing of the transactions contemplated thereby (the Closing), Merger Sub will merge with and into View (the Merger), whereby the separate corporate existence of Merger Sub will cease and View will be the
surviving corporation of the Merger and become our wholly owned subsidiary. At the Closing, the Company will amend its charter to, among other matters, change its name to View, Inc. For more information about the business combination,
see the preliminary proxy statement/prospectus filed with the Securities and Exchange Commission (the SEC) on January 26, 2021 and the Form 8-K filed with the SEC on November 30, 2020.
In connection with the execution of the Merger Agreement, on November 30, 2020, the Company entered into Subscription Agreements
with certain investors (the PIPE Investors), including the Sponsor, pursuant to which, contemporaneously with the Closing, such PIPE Investors will purchase an aggregate of 30,000,000 shares of the Companys Class A common
stock (the PIPE Shares) at $10.00 per share for an aggregate purchase price of $300,000,000 (the PIPE Investments), with the Sponsors Subscription Agreement accounting for $50,000,000 of such aggregate PIPE Investments.
Liquidity and Capital Resources
As
of December 31, 2020, we had approximately $32,000 in our operating bank account, and working capital of approximately $19,000.
Our
liquidity needs to date have been satisfied through a contribution of $25,000 from our Sponsor in exchange for the issuance of the Founder Shares, the loan of approximately $185,000 from our Sponsor pursuant to a promissory note (the Pre-IPO Note), the proceeds from the consummation of the Private Placement not held in the Trust Account and the Sponsor Loan (as defined below). We fully repaid the
Pre-IPO Note as of August 31, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, our Sponsor has committed to loan to us up to $750,000 to fund our
expenses relating to investigating and selecting a target business and other working capital requirements after the Initial Public Offering and prior to our initial Business Combination (the Sponsor Loan). If the Sponsor Loan is
insufficient, our Sponsor or an affiliate of our Sponsor, or certain of our officers and directors may, but are not obligated to, provide us working capital loans. As of December 31, 2020, there was $160,000 outstanding under the Sponsor Loan.
Based on the foregoing, management believes that we will have sufficient working capital and borrowing capacity from our Sponsor to meet
our needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, we will be using these funds for paying existing accounts payable, identifying and evaluating prospective target
businesses, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.
We continue to evaluate the impact of the COVID-19 pandemic and our management has concluded that the
specific impact is not readily determinable as of the date of the accompanying financial statements. The financial statements accompanying this report do not include any adjustments that might result from the outcome of this uncertainty.
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