NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
Note
1 — Description of Organization and Business Operations
Helix
Acquisition Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on August
13, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase,
reorganization or similar business combination with one or more businesses or entities (a “Business Combination”).
The
Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is
an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage
and emerging growth companies.
As
of September 30, 2020, the Company had not commenced any operations. All activity for the period from August 13, 2020 (inception)
through September 30, 2020 relates to the Company’s formation and the initial public offering (“Initial Public Offering”),
which is described below. The Company will not generate any operating revenues until after the completion of a Business Combination,
at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from
the Initial Public Offering.
The
registration statement for the Company’s Initial Public Offering was declared effective on October 19, 2020. On October
22, 2020 the Company consummated the Initial Public Offering of 11,500,000 Class A ordinary shares (the “Public Shares”)
at $10.00 per Public Share, which included the full exercise by the underwriters of their over-allotment option in the amount
of 1,500,000 Public Shares, at $10.00 per Public Share, generating gross proceeds of $115,000,000, which is described in Note
3.
Simultaneously
with the closing of the Initial Public Offering, the Company consummated the sale of 430,000 private placement shares (the “Private
Placement Shares”) at a price of $10.00 per Private Placement Share in a private placement to Helix Holdings, LLC (the “Sponsor”),
generating gross proceeds of $4,300,000, which is described in Note 4.
Transaction
costs amounted to $6,750,447, consisting of $2,300,000 of underwriting fees, $4,025,000 of deferred underwriting fees and $425,447
of other offering costs. In addition, at October 22, 2020, cash of $1,646,100 was held outside of the Trust Account (as defined
below) and is available for the payment of offering costs and for working capital purposes.
Following
the closing of the Initial Public Offering on October 22, 2020, $115,000,000 ($10.00 per Public Share) from the net proceeds of
the sale of the Public Shares in the Initial Public Offering and the sale of the Private Placement Shares was placed in a trust
account (the “Trust Account”) and will be invested in U.S. government securities, within the meaning set forth in
Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity
of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund investing solely
in U.S. Treasuries and meeting certain conditions under Rule 2a-7 of the Investment Company Act, as determined by the Company,
until the earliest of: (i) the completion of a Business Combination and (ii) the distribution of the funds in the Trust
Account to the Company’s shareholders, as described below.
The
Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public
Offering and the sale of the Private Placement Shares, although substantially all of the net proceeds are intended to be applied
generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must
be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust
Account (excluding the amount of any deferred underwriting commissions and taxes payable on the income earned on the Trust Account).
The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of
the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business
sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance
that the Company will be able to successfully effect a Business Combination.
The Company provided
the holders of the public shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their
public shares upon the completion of the Business Combination, either (i) in connection with a general meeting called to approve
the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder
approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public
Shareholders will be entitled to redeem their Public Shares, equal to the aggregate amount then on deposit in the Trust Account,
calculated as of two business days prior to the consummation of the Business Combination (initially $10.00 per Public Share),
including interest (which interest shall be net of taxes payable), divided by the number of then issued and outstanding Public
Shares, subject to certain limitations as. The per-share amount to be distributed to the Public Shareholders who properly redeem
their shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed
in Note 6).
HELIX
ACQUISITION CORP.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
The
Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the
Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination,
which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company.
If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other legal reasons,
the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant
to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing
substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination.
If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote the Founder
Shares (as defined in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of approving
a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if
they do vote, irrespective of whether they vote for or against a proposed Business Combination.
Notwithstanding
the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions
pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person
with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect
to more than an aggregate of 20% of the Public Shares without the Company’s prior written consent.
The
Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares, Private Placement Shares and Public
Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the
Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s
obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Public
Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with
respect to any other provision relating to shareholders’ rights or pre-initial business combination activity, unless the
Company provides the Public Shareholders with the opportunity to redeem their Public Shares upon approval of any such amendment
at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest
earned on the Trust Account and not previously released to pay taxes, divided by the number of then issued and outstanding Public
Shares.
The
Company will have until 24 months from the closing of the Initial Public Offering to consummate a Business Combination (the “Combination
Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company will
(i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more
than ten business days thereafter, redeem 100% of the Public Shares, at a per-share price, payable in cash, equal to the aggregate
amount then on deposit in the Trust Account, including interest earned and not previously released to the Company to pay its taxes,
if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public
Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right
to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption,
subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve,
subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements
of other applicable law.
The
Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares
and Private Placement Shares it will receive if the Company fails to complete a Business Combination within the Combination Period.
However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating
distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The
underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account
in the event the Company does not complete a Business Combination within the Combination Period, and in such event, such amounts
will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares.
In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution
will be less than the Initial Public Offering price per Share ($10.00).
In
order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to
the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services
rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into
a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per Public Share
and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account,
if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may
be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights
to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial
Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities
Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be
responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the
Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers
(other than the Company’s independent registered public accounting firm), prospective target businesses or other entities
with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind
in or to monies held in the Trust Account.
HELIX
ACQUISITION CORP.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
Note
2 — Summary of Significant Accounting Policies
Basis
of Presentation
The
accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted
in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions
to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information
or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted,
pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information
and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion
of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring
nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods
presented.
The
accompanying unaudited condensed financial statements should be read in conjunction with the Company’s prospectus for its
Initial Public Offering as filed with the SEC on October 21, 2020, as well as the Company’s Current Reports on Form 8-K,
as filed with the SEC on October 22, 2020 and October 28, 2020. The interim results for the period from August 13, 2020 (inception)
through September 30, 2020 are not necessarily indicative of the results to be expected for the period ending December 31, 2020
or for any future periods.
Emerging
Growth Company
The
Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart
Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting
requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to,
not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of
the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy
statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder
approval of any golden parachute payments not previously approved.
Further,
Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial
accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared
effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised
financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and
comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The
Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and
it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the
new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s
financial statements with another public company which is neither an emerging growth company nor an emerging growth company which
has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting
standards used.
Use
of Estimates
The preparation of
condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of expenses during the reporting period.
Making
estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect
of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered
in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual
results could differ significantly from those estimates.
Cash
and Cash Equivalents
The
Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.
The Company did not have any cash equivalents as of September 30, 2020.
Deferred
Offering Costs
Offering
costs consist of legal, accounting and other expenses incurred through the balance sheet date that are directly related to the
Initial Public Offering. Offering costs amounting to $6,750,447 were charged to shareholder’s equity upon the completion
of the Initial Public Offering (see Note 1). As of September 30, 2020, there were $163,513 of deferred offering costs recorded
in the accompanying condensed balance sheet.
HELIX
ACQUISITION CORP.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
Income
Taxes
The
Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which requires an asset and liability approach
to financial accounting and reporting for income taxes.
ASC
Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement
of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more
likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman
Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized
tax benefits as income tax expense. As of September 30, 2020, there were no unrecognized tax benefits and no amounts accrued for
interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments,
accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities
since inception.
The
Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently
not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s
tax provision was zero for the period presented. The Company’s management does not expect the total amount of unrecognized
tax benefits will materially change over the next twelve months.
Net
Loss Per Ordinary Share
Net loss per
ordinary share is computed by dividing net loss by the weighted average number of ordinary shares issued and outstanding
during the period. At September 30, 2020, the Company did not have any dilutive securities and other contracts that could,
potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result,
diluted loss per ordinary share is the same as basic loss per ordinary share for the period presented.
Concentration
of Credit Risk
Financial
instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution,
which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this
account and management believes the Company is not exposed to significant risks on such accounts.
Fair
Value of Financial Instruments
The
fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair
Value Measurement,” approximates the carrying amounts represented in the Company’s condensed balance sheet, primarily
due to their short-term nature.
Recent
Accounting Standards
Management
does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material
effect on the Company’s condensed financial statements.
Note
3 — Initial Public Offering
Pursuant
to the Initial Public Offering, the Company sold 11,500,000 Public Shares, which included the full exercise by the underwriters
of their over-allotment option in the amount of 1,500,000 Public Shares, at a purchase price of $10.00 per Public Share generating
gross proceeds of $115,000,000.
Note
4 — Private Placement
Simultaneously
with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 430,000 Private Placement Shares at a price
of $10.00 per Private Placement Share, for an aggregate purchase price of $4,300,000. A portion of the proceeds from the Private
Placement Shares were added to the proceeds from the Initial Public Offering held in the Trust Account.
HELIX
ACQUISITION CORP.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
Note
5 — Related Party Transactions
Founder
Shares
On
August 19, 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 3,593,750
Class B ordinary shares. On September 30, 2020, the Sponsor surrendered, for no consideration, 718,750 Class B ordinary shares,
resulting in the Sponsor holding 2,875,000 Class B ordinary shares (the “Founder Shares”). In September 2020, the
Sponsor transferred 30,000 Founder Shares to each of its independent directors. The Founder Shares included an aggregate of up
to 375,000 shares that were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option
was exercised, so that the number of Founder Shares would equal, on an as-converted basis, approximately 20% of the Company’s
issued and outstanding ordinary shares after the Initial Public Offering (assuming the Sponsor did not purchase any Public Shares
in the Initial Public Offering and excluding the Private Placement Shares). As a result of the underwriters’ election to
fully exercise their over-allotment option, 375,000 Founder Shares are no longer subject to forfeiture.
The
Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares or Private Placement
Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business
Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted
for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading
days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on
which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public
Shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property.
Administrative
Services Agreement
Commencing
on October 22, 2020, the Company entered into an agreement to pay the Sponsor up to $10,000 per month for office space, utilities,
administrative services and remote support services. Upon completion of a Business Combination or its liquidation, the Company
will cease paying these monthly fees.
Promissory
Note — Related Party
On August 19, 2020,
the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company
may borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest bearing and payable on the earlier
of (i) December 31, 2020 and (ii) the completion of the Initial Public Offering. As of September 30, 2020 and October
22, 2020, there was $53,063 and $58,063 outstanding under the Promissory Note, respectively, which is currently due on demand as
of October 22, 2020.
Related
Party Loans
In
order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain
of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working
Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion
of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted
upon completion of a Business Combination into shares at a price of $10.00 per share. Such shares would be identical to the Private
Placement Shares. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside
the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working
Capital Loans. As of September 30, 2020, the Company had no outstanding borrowings under the Working Capital Loans.
Note
6 — Commitments and Contingencies
Risks
and Uncertainties
Management
continues to evaluate the impact of the COVID-19 global pandemic on the industry and has concluded that while it is reasonably
possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or
search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The
financial statements do not include any adjustments that might result from the outcome of this uncertainty.
HELIX
ACQUISITION CORP.
NOTES
TO CONDENSED FINANCIAL STATEMENTS
SEPTEMBER
30, 2020
(Unaudited)
Registration
Rights
Pursuant
to a registration rights agreement entered into on October 19, 2020, the holders of the Founder Shares and Private Placement Shares
that may be issued upon conversion of Working Capital Loans will be entitled to registration rights require the Company to register
a sale of any of the Company’s securities held by them. The holders of these securities will be entitled to make up to three
demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back”
registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. The
registration rights agreement does not contain liquidating damages or other cash settlement provisions resulting from delays in
registering the Company’s securities. The Company will bear the expenses incurred in connection with the filing of any such
registration statements.
Underwriting
Agreement
In connection with
the closing of the Initial Public Offering and the option to purchase additional Units, the underwriters were paid a cash underwriting
discount of $0.20 per Unit, or $2,300,000 in the aggregate.
The
underwriters are entitled to a deferred fee of $0.35 per Share, or $4,025,000 in the aggregate. The deferred fee will become payable
to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination,
subject to the terms of the underwriting agreement.
Note
7 — Shareholder’s Equity
Preference
Shares — The Company is authorized to issue 5,000,000 preference shares with a par value of $0.0001 per share,
with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s
board of directors. At September 30, 2020, there were no preference shares issued or outstanding.
Class A
Ordinary Shares — The Company is authorized to issue 500,000,000 Class A ordinary shares, with a
par value of $0.0001 per share. Holders of Class A ordinary shares are entitled to one vote for each share. At September
30, 2020, there were no Class A ordinary shares issued or outstanding.
Class B
Ordinary Shares — The Company is authorized to issue 50,000,000 Class B ordinary shares, with a par
value of $0.0001 per share. Holders of the Class B ordinary shares are entitled to one vote for each share. At September
30, 2020, there were 2,875,000 Class B ordinary shares issued and outstanding.
Holders
of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted
to a vote of shareholders, except as required by law.
In
a vote to continue the Company in a jurisdiction outside the Cayman Islands (which required the approval of at least two-thirds
of the votes of all ordinary shares), holders of the Founder Shares will have ten votes for every Founder Share and holders of
the Class A ordinary shares will have one vote for every Class A ordinary share.
The
Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following
the consummation of a Business Combination on a one-for-one basis, subject to adjustment. In the case that additional Class A
ordinary shares or equity-linked securities, are issued or deemed issued in connection with a Business Combination, the number
of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, 20% of the total
number of Class A ordinary shares outstanding after such conversion (after giving effect to any redemptions of Class A
ordinary shares by Public Shareholders), including the total number of Class A ordinary shares issued, or deemed issued or
issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection
with or in relation to the consummation of a Business Combination, excluding any Class A ordinary shares or equity-linked
securities exercisable for or convertible into Class A ordinary shares issued, or to be issued, to any seller in a Business
Combination and any Private Placement Shares issued upon conversion of Working Capital Loans; provided that such conversion of
Founder Shares will never occur on a less than one-for-one basis.
Note
8 — Subsequent Events
The Company evaluated
subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were
issued, December 3, 2020. Other than as described in these financial statements, the Company did not identify any subsequent events
that would have required adjustment or disclosure in the financial statements.