impacted for an extended period, our ability to complete our initial Business Combination may be materially adversely affected due to significant governmental measures being implemented to
contain the COVID-19 outbreak or treat its impact, including travel restrictions, the shutdown of businesses and quarantines, among others, which may limit our ability to have meetings with potential investors or affect the ability of a potential
target companys personnel, vendors and service providers to negotiate and consummate our initial Business Combination in a timely manner.
On July 2, 2021, we completed the Alight Business Combination. See Note 1 to our condensed consolidated financial statements included in Item
1 of Part I of this Quarterly Report for further discussion.
Results of Operations
We have neither engaged in any operations nor generated any revenues through June 30, 2021. Our only activities from inception to June 30, 2021
have been organizational activities, those necessary to prepare for our Initial Public Offering, identifying a target company and completing our initial Business Combination. We do not expect to generate any operating revenues until after completion
of our initial Business Combination. We generate non-operating income in the form of interest income on marketable securities held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting,
accounting and auditing compliance), as well as expenses as we prepare for closing of our Business Combination.
For the three months
ended June 30, 2021, we had net loss of $24,255,480, which consists of consists of non-cash loss of $25,034,667 and gain of $4,970,490 related to changes in the fair value of the Warrants and FPAs, respectively, formation and operating costs of
$4,175,988 and interest income on the investments held in the Trust Account of $24,979, offset by a provision for income taxes of $40,294.
For the six months ended June 30, 2021, we had net income of $53,826,180, which consists of consists of non-cash gains of $21,880,999 and
$39,276,288 related to changes in the fair value of the Warrants and FPAs, respectively, formation and operating costs of $7,433,772 and interest income on the investments held in the Trust Account of $161,030, offset by a provision for income taxes
of $58,365.
A majority of our formation and operating costs for the three and six months ended June 30, 2021 related to costs associated
with completion of the Business Combination.
For the three months ended June 30, 2020, we had a net loss of $31,016,213, which consists
of formation and operational costs of $109,445, interest earned on marketable securities held in Trust Account of $124,456, change in fair value of forward purchase liability of $18,909,921, change in fair value of warrant liability of $12,105,667,
and provision for income taxes of $15,636.
For the period from March 26, 2020 (inception) through June 30, 2020, we had a net loss of
$(31,017,171), which consists of formation and operating costs of $110,404, interest earned on marketable securities held in Trust Account of $124,456, change in fair value of forward purchase liability of $18,909,921, change in fair value of
warrant liability of $(12,105,666), and provision for income taxes of $15,636.
Liquidity and Capital Resources
As of June 30, 2021, we had cash of $14,551 outside of the Trust Account. We intend to use the funds held outside the Trust Account primarily
to continue business due diligence on prospective target businesses, and structure, negotiate and complete our initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with our initial
Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete our initial Business Combination, we would repay such loaned
amounts. As of June 30, 2021 the Sponsor had advanced $1,138,058 for working capital which was repaid upon closing of the Alight Business Combination.
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