NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
NOTE
1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Lead
Edge Growth Opportunities, Ltd (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company
on December 16, 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 geographic region 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 June 30, 2022, the Company had not commenced any operations. All activity for the period from December 16, 2020 (inception) through
June 30, 2022 relates to the Company’s formation, the initial public offering (“Initial Public Offering”), which is
described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company
will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company generates
non-operating income in the form of interest income from the investments held in the Trust Account (as defined below).
The
registration statement for the Company’s Initial Public Offering was declared effective on March 22, 2021. On March 25, 2021, the
Company consummated the Initial Public Offering of 30,000,000 units (the “Units” and, with respect to the Class A ordinary
shares included in the Units being offered, the “Public Shares”), generating gross proceeds of $300,000,000, which is described
in Note 3. On April 13, 2021, in connection with the underwriters fully exercising the over-allotment option, an additional 4,500,000
Units were sold at $10.00 per Unit, generating gross proceeds of $45,000,000.
Simultaneously
with the closing of the Initial Public Offering, the Company consummated the sale of 5,666,667 warrants (the “Private Placement
Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to Lead Edge SPAC Management, LLC (the “Sponsor”),
generating gross proceeds of $8,500,000, which is described in Note 4. On April 13, 2021, in connection with the underwriters’
fully exercising the over-allotment option, an additional 600,000 Private Placement Warrants were sold to the Sponsor.
Transaction
costs amounted to $19,602,647, consisting of $6,900,000 of underwriting fees, $12,075,000 of deferred underwriting fees and $627,647
of other offering costs.
Following
the closing of the Initial Public Offering on March 25, 2021 and the exercise of the over-allotment on April 13, 2021, an amount of $345,000,000
($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement
Warrants was placed in a trust account (the “Trust Account”) located in the United States and invested only 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, which invest only in direct U.S. government treasury obligations, meeting certain conditions of Rule 2a-7 of the Investment Company
Act, as determined by the Company, until the earlier of (i) the completion of a Business Combination; (ii) the redemption of any Public
Shares properly tendered in connection with a shareholder vote to amend the Company’s Amended and Restated Certificate of Incorporation
(A) 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 24 months
from the closing of the Initial Public Offering or (B) with respect to any other provision relating to shareholders’ rights or
pre-initial business combination activity; and (iii) the distribution of the Trust Account, as described below.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
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 Warrants, 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 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 will provide 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 shareholder 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 described in the prospectus. 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).
There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants.
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 its 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 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 15% 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 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.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
The
Company will have until March 25, 2023 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 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. There will be no redemption rights or liquidating distributions with
respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the
Combination Period.
The
Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder 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 Unit ($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.
Liquidity
and Going Concern
As
of June 30, 2022, the Company had $182,460 in its operating bank accounts and working capital surplus of $449,282. 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, provide the Company Working Capital Loans up to $1,500,000 (see Note 5). As of
June 30, 2022 and December 31, 2021, there were no amounts outstanding under any Working Capital Loan.
Based
on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs
through the earlier of the consummation of a Business Combination or March 25, 2023, the expected liquidation date of the Company if
it does not complete a Business Combination. Over this time period, the Company will be using these funds for paying existing accounts
payable, identifying and evaluating prospective initial Business Combination candidates, 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.
The
Company intends to complete a Business Combination by March 25, 2023. However, in the absence of a completed Business Combination, the
Company may require additional capital. If the Company is unable to raise additional capital, it may be required to take additional measures
to conserve liquidity, which could include, but not necessarily be limited to, suspending the pursuit of a Business Combination. The
Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all.
In
connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board
Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue
as a Going Concern,” the Company has until March 25, 2023, to consummate a Business Combination. It is uncertain that the Company
will be able to consummate a Business Combination by this time. If a Business Combination is not consummated by this date, there will
be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should
a Business Combination not occur, and potential subsequent dissolution raises substantial doubt about the Company’s ability to
continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required
to liquidate after March 25, 2023.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(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 (“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 Annual Report on Form 10-K
as filed with the SEC on March 23, 2022. The interim results for the three and six months ended June 30, 2022 are not necessarily indicative
of the results to be expected for the year ending December 31, 2022 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 auditor 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 the 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 revenues and 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. One of the more significant accounting estimates
included in these financial statements is the determination of the fair value of the warrant liabilities and forward purchase agreements.
Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ
significantly from those estimates.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
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 June 30, 2022 and December 31, 2021.
Offering
Costs
Offering
costs consisted of legal, accounting and other expenses incurred through the Initial Public Offering that were directly related to the
Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based
on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as
incurred in the condensed statements of operations. Offering costs associated with the Class A ordinary shares issued were initially
charged to temporary equity upon the completion of the Initial Public Offering.
Class A
Ordinary Shares Subject to Possible Redemption
The
Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards
Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to
mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares
(including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon
the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times,
ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption
rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly,
shares of Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’
deficit section of the Company’s condensed balance sheets. Changes in redemption value are recognized immediately as they occur,
and the Company adjusts the carrying value of the Class A ordinary shares subject to possible redemption to equal the redemption value
at the end of each reporting period. This method would view the end of the reporting period as if it were also the redemption date for
the security.
The
Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares
to equal the redemption value at the end of each reporting period.
At
June 30, 2022 and December 31, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following
table:
Gross proceeds | |
$ | 345,000,000 | |
Less: | |
| | |
Proceeds allocated to Public Warrants | |
| (11,557,500 | ) |
Class A ordinary shares issuance costs | |
| (19,014,001 | ) |
Plus: | |
| | |
Accretion of carrying value to redemption amount | |
| 30,571,501 | |
Class A ordinary shares subject to possible redemption, December 31, 2021 | |
| 345,000,000 | |
Plus: | |
| | |
Accretion of carrying value to redemption amount | |
| 356,590 | |
Class A ordinary shares subject to possible redemption, June 30, 2022 | |
$ | 345,356,590 | |
Warrant
and Forward Purchase Agreement (“FPA”) Assets and Liabilities
The
Company accounts for the warrants and FPA in accordance with the guidance contained in ASC 815-40, under which the warrants and FPA do
not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the warrants and
FPA as assets or liabilities at their fair value and adjust the warrants and FPA to fair value at each reporting period. These liabilities
are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the condensed
statements of operations. The Private Placement Warrants and the Public Warrants for periods where no observable traded price was available
are valued using a binomial lattice model, and the FPA liability is valued based on the value of the ordinary shares and warrants as
compared to the purchase price adjusted for the probability of a Business Combination.
Income
Taxes
The
Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which 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 June 30, 2022 and December 31, 2021,
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.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
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 periods presented.
Net
Income (Loss) per Ordinary Share
The
Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. The Company has
two classes of ordinary shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income and losses
are shared pro rata between the two classes of ordinary shares. Net income (loss) per ordinary share is computed by dividing net income
(loss) by the weighted average number of ordinary share outstanding for the period. Accretion associated with the redeemable Class A
ordinary shares is excluded from earnings per share as the redemption value approximates fair value.
The
calculation of diluted income (loss) per ordinary share does not consider the effect of the warrants issued in connection with the (i)
Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future
events. The warrants are exercisable to purchase 14,891,667 Class A ordinary shares in the aggregate. For the three and six months ended
June 30, 2022 and 2021, the Company did not have any dilutive securities or 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 net income (loss) per ordinary share
is the same as basic net income (loss) per ordinary share for the periods presented.
The
following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts):
| |
Three Months Ended June 30, | | |
Six Months Ended June 30, | |
| |
2022 | | |
2021 | | |
2022 | | |
2021 | |
| |
Class A | | |
Class B | | |
Class A | | |
Class B | | |
Class A | | |
Class B | | |
Class A | | |
Class B | |
Basic and diluted net income (loss) per ordinary share | |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| |
Numerator: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Allocation of net income (loss) | |
$ | 1,546,978 | | |
$ | 386,745 | | |
$ | (2,800,873 | ) | |
| (700,218 | ) | |
$ | 5,059,456 | | |
$ | 1,264,864 | | |
$ | (2,774,812 | ) | |
$ | (1,236,157 | ) |
Denominator: | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Basic and diluted weighted average shares outstanding | |
| 34,500,000 | | |
| 8,625,000 | | |
| 33,900,000 | | |
| 8,475,000 | | |
| 34,500,000 | | |
| 8,625,000 | | |
| 18,116,667 | | |
| 8,070,833 | |
Basic and diluted net income (loss) per ordinary share | |
$ | 0.04 | | |
$ | 0.04 | | |
$ | (0.08 | ) | |
| (0.08 | ) | |
$ | 0.15 | | |
$ | 0.15 | | |
$ | (0.15 | ) | |
$ | (0.15 | ) |
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 Deposit Insurance Corporation coverage limit 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 account.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
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 sheets, primarily due to their
short-term nature, other than warrant liabilities and FPA liability (see Note 9).
Fair
Value Measurements
Fair
value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction
between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs
used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets
or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:
|
● |
Level
1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; |
|
● |
Level
2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted
prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active;
and |
|
● |
Level
3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions,
such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. |
In
some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In
those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input
that is significant to the fair value measurement.
Derivative
Financial Instruments
The
Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded
derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted
for as assets or liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued
at each reporting date, with changes in the fair value reported in the condensed statements of operations. The classification of derivative
instruments, including whether such instruments should be recorded as assets or liabilities or as equity, is evaluated at the end of
each reporting period. Derivative liabilities are classified in the condensed balance sheets as current or non-current based on whether
or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.
Recent
Accounting Standards
In
August 2020, FASB issued ASU 2020-06, “Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and
Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2020-06”), to simplify accounting for
certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion
features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts
in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments
that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including
the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2023 and should be
applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company is currently
assessing the impact, if any, that ASU 2020-06 would have on its financial position, results of operations or cash flows.
Management
does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material
effect on the Company’s unaudited condensed financial statements.
NOTE
3. INITIAL PUBLIC OFFERING
Pursuant
to the Initial Public Offering, the Company sold 30,000,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one
Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles
the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 8). On April 13, 2021,
in connection with the underwriters fully exercising the over-allotment option, an additional 4,500,000 Units were sold at $10.00 per
Unit, generating gross proceeds of $45,000,000.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
NOTE
4. PRIVATE PLACEMENT
Simultaneously
with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 5,666,667 Private Placement Warrants at a price
of $1.50 per Private Placement Warrant, for an aggregate purchase price of $8,500,000, in a private placement. On April 13, 2021, in
connection with the underwriters fully exercising the over-allotment option, an additional 600,000 Private Placement Warrants were sold
to the Sponsor. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share,
subject to adjustment (see Note 8). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the
Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period,
the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the
requirements of applicable law) and the Private Placement Warrants will expire worthless.
NOTE
5. RELATED PARTY TRANSACTIONS
Founder
Shares
In
December 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 8,625,000
Class B ordinary shares (the “Founder Shares”). The Founder Shares include an aggregate of up to 1,125,000 shares that
were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised, so that the number
of Founder Shares will equal, on an as-converted basis, approximately 20% of the Company’s issued and outstanding ordinary shares
after the Initial Public Offering. The underwriters fully exercised the over-allotment option on April 13, 2021; thus, these 1,125,000
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 until the earlier 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 capitalizations, 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 November 18, 2020, the Company entered into an agreement to pay the Sponsor up to $10,000 per month for office space, utilities, secretarial
and administrative support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these
monthly fees. For the three and six months ended June 30, 2022 and 2021, the Company incurred no fees for these services.
Promissory
Note — Related Party
On
December 16, 2020, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which
the Company could borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest bearing and payable on
the earlier of June 30, 2021 and the completion of the Initial Public Offering. The outstanding balance under the Promissory Note of
$182,390 was repaid at the closing of the Initial Public Offering on March 25, 2021. As of the Initial Public Offering date, March 25,
2021, the Company no longer has the ability to utilize the Promissory Note.
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”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the
proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside
the Trust Account. 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. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements
exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without
interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into up to an additional
1,000,000 Private Placement Warrants of the post-Business Combination entity at a price of $1.50 per warrant. The warrants would be identical
to the Private Placement Warrants. As of June 30, 2022 and December 31, 2021, there were no amounts outstanding under the Working Capital
Loans.
Advance
from Related Party
During the period ended June 30, 2022, the Sponsor paid operating expenses on behalf of the Company. These amounts
are reflected on the condensed balance sheet as advance from related party. The advances are non-interest bearing and are payable on demand.
At June, 2022 the Company had advances owed to the Sponsor in the amount of $20,698. At December 31, 2021, there were no advances owed
to the Sponsor.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
NOTE
6. COMMITMENTS AND CONTINGENCIES
Risks
and Uncertainties
Management
continues to evaluate the impact of the COVID-19 pandemic 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 condensed financial statements do not include any
adjustments that might result from the outcome of this uncertainty.
In
February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action,
various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further,
the impact of this action and related sanctions on the world economy is not determinable as of the date of these financial statements.
The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of
the date of these condensed financial statements.
Registration
and Shareholders Rights
Pursuant
to a registration rights agreement entered into on March 22, 2021, the holders of the Founder Shares, Private Placement Warrants and
any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise
of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) are entitled to registration
rights pursuant to a registration and shareholder rights agreement to be signed prior to or on the effective date of the Initial Public
Offering. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers
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. However, the registration and shareholder rights agreement provides that
the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable
lockup period, which occurs (i) in the case of the Founder Shares, and (ii) in the case of the Private Placement Warrants and
the respective Class A ordinary shares underlying such warrants, 30 days after the completion 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
The
Company granted the underwriters a 45-day option to purchase up to 4,500,000 additional Units to cover over-allotments at the Initial
Public Offering price, less the underwriting discounts and commissions. The underwriters fully exercised the over-allotment option on
April 13, 2021.
The
underwriters are entitled to a deferred fee of $0.35 per Unit, or $12,075,000 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.
Forward
Purchase Agreement
In
connection with the consummation of the Initial Public Offering, the Company entered into a forward purchase agreement with Lead Edge
Capital V, LP, a Delaware limited partnership (“LEC V”), which provides for the purchase of up to $50,000,000 of units, with
each unit consisting of one Class A ordinary share and one-fourth of one warrant to purchase one Class A ordinary share at
$11.50 per share, subject to adjustment, for a purchase price of $10.00 per unit, in a private placement to occur concurrently with the
closing of the Business Combination. The obligations under the forward purchase agreement do not depend on whether any Class A ordinary
shares are redeemed by the public shareholders. The forward purchase securities will be issued only in connection with the closing of
the Business Combination. The proceeds from the sale of forward purchase securities may be used as part of the consideration to the sellers
in the Company’s initial business combination, expenses in connection with the Business Combination or for working capital in the
post-transaction company.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
NOTE
7. SHAREHOLDERS’ DEFICIT
Preference
Shares — The Company is authorized to issue 1,000,000 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.
As of June 30, 2022 and December 31, 2021, there were no preference shares issued and outstanding.
Class A
Ordinary Shares — The Company is authorized to issue 350,000,000 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 June 30, 2022 and December 31, 2021, there
were 34,500,000 shares of Class A ordinary shares issued and outstanding, which are presented as temporary equity.
Class B
Ordinary Shares — The Company is authorized to issue 35,000,000 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. As of June 30, 2022 and December 31,
2021, there were 8,625,000 Class B ordinary shares issued and outstanding, of which an aggregate of up to 1,125,000 shares were
subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was exercised, so that the number
of Class B ordinary shares would equal 20% of the Company’s issued and outstanding ordinary shares after the Initial Public
Offering. The underwriters fully exercised the over-allotment option on April 13, 2021; thus, these 1,125,000 Founder Shares are no longer
subject to forfeiture.
Holders
of the Class B ordinary shares are the only shareholders of the company that will have the right to vote on the appointment of directors
prior to the Business Combination. 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.
The
Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination or earlier
at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all
Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares
issued and outstanding upon completion of Propose Public Offering, plus (ii) 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 Class A ordinary shares or equity-linked
securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in
a Business Combination and any Private Placement Warrants issued to the Sponsor, its affiliates or any member of the Company’s
management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A
ordinary shares at a rate of less than one-to-one.
NOTE
8. WARRANT LIABILITIES
As
of June 30, 2022 and December 31, 2021, there were 8,625,000 Public Warrants outstanding. Public Warrants may only be exercised for a
whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable
on the later of (a) 30 days after the completion of a Business Combination and (b) one year from the closing of the Initial
Public Offering. The Public Warrants will expire five years from the completion of a Business Combination or earlier upon redemption
or liquidation.
The
Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation
to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares
underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations
with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will
not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon
such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the
registered holder of the warrants.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
The
Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination,
it will use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class
A ordinary shares issuable upon exercise of the warrants. The Company will use its best efforts to cause the same to become effective
and to maintain the effectiveness of such registration statement and a current prospectus relating thereto until the expiration of the
warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the Class A ordinary shares
issuable upon exercise of the warrants is not effective by the sixtieth (60th) business day after the closing of a Business Combination,
warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have
failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section
3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Class A ordinary shares are at the time of any
exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security”
under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants
to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so
elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not
so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is
not available.
Redemption
of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the warrants become exercisable, the
Company may redeem the outstanding warrants (except as described with respect to the Private Placement Warrants):
|
● |
in
whole and not in part; |
| ● | at a price of $0.01 per warrant; |
|
● |
upon
a minimum of 30 days’ prior written notice of redemption to each warrant holder; and |
| ● | if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders. |
If
and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register
or qualify the underlying securities for sale under all applicable state securities laws.
Redemption
of warrants when the price per Class A ordinary share equals or exceeds $10.00. Once the warrants become
exercisable, the Company may redeem the outstanding warrants:
|
● |
in
whole and not in part; |
|
● |
at
$0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption; provided that holders will be able to
exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined based on the redemption
date and the fair market value of the Class A ordinary shares; |
|
● |
if,
and only if, the closing price of the Class A ordinary shares equal or exceeds $10.00 per public share (as adjusted) for any
20 trading days within the 30-trading day period ending three trading days before the Company send the notice of redemption of the
warrant holders; and |
| ● | if the closing price of the Class A ordinary shares for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants. |
If
the Company calls the Public Warrants for redemption, as described above, its management will have the option to require any holder that
wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise
price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including
in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except
as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally,
in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a Business Combination
within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive
any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held
outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless.
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
In
addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes
in connection with the closing of the Business Combination at an issue price or effective issue price of less than $9.20 per ordinary
share (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any
such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates,
as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances
represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Business Combination on
the date of the consummation of the Company’s initial business combination (net of redemptions), and (z) the volume weighted
average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day
prior to the day on which the Company consummates the Business Combination (such price, the “Market Value”) is below $9.20
per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market
Value and the Newly Issued Price, the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to
180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted
(to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.
At
June 30, 2022 and December 31, 2021, there were 6,266,667 Private Placement Warrants outstanding. The Private Placement Warrants are
identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants
and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable
or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the
Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable, except as described above, so long as they
are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the
initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by
such holders on the same basis as the Public Warrants.
NOTE
9. FAIR VALUE MEASUREMENTS
The
Company classifies its U.S. Treasury and equivalent securities as held-to-maturity in accordance with ASC Topic 320,
“Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the
ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying
condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts.
At
June 30, 2022, assets held in the Trust Account were comprised of $257 in cash and $345,356,333 in U.S. Treasury Bills. During the three
and six months ended June 30, 2022, the Company did not withdraw interest income from the Trust Account.
At
December 31, 2021, assets held in the Trust Account were comprised of $284 in cash and $345,065,443 in U.S. Treasury Bills. During the
year ended December 31, 2021, the Company did not withdraw interest income from the Trust Account.
The
following table presents information about the Company’s gross holding losses and fair value of held-to-maturity securities at
June 30, 2022 and December 31, 2021:
| |
Held-To-Maturity | |
Level | |
Amortized Cost | | |
Gross Holding Gain (Loss) | | |
Fair Value | |
June 30, 2022 | |
U.S. Treasury Bills (Matures on 09/22/2022) | |
1 | |
$ | 345,356,333 | | |
$ | 8,935 | | |
$ | 345,365,268 | |
| |
| |
| |
| | | |
| | | |
| | |
December 31, 2021 | |
U.S. Treasury Bills (Matures on 06/23/2022) | |
1 | |
$ | 345,065,443 | | |
$ | (91,133 | ) | |
$ | 344,974,310 | |
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
The
following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring
basis at June 30, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine
such fair value:
Description | |
Level | |
June 30, 2022 | | |
December 31, 2021 | |
Liabilities: | |
| |
| | |
| |
Derivative Liability – FPA | |
3 | |
$ | 221,000 | | |
$ | 46,000 | |
| |
| |
| | | |
| | |
Derivative Liability – Public Warrants | |
1 | |
$ | 1,725,000 | | |
$ | 5,606,250 | |
Derivative Liability – Private Placement Warrants | |
2 | |
$ | 1,253,333 | | |
$ | 4,073,334 | |
The
Warrants and FPA are accounted for as assets or liabilities in accordance with ASC 815-40 and are presented within Derivative liability-FPA
and warrant liabilities on the accompanying June 30, 2022 and December 31, 2021 condensed balance sheets. The warrant liabilities and
FPA are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value
in the accompanying unaudited condensed statements of operations.
The
Private Placement Warrants and the Public Warrants for periods where no observable traded price was available were valued using a binomial
lattice model, and the FPA liability is valued based on the value of the ordinary shares and warrants as compared to the purchase price
adjusted for the probability of a Business Combination. At December 31, 2021, the Private Placement Warrants transferred to Level 2 due
to the use of an observable market quote for a similar asset in an active market. At June 30, 2022 and December 31, 2021, the FPA liability
is classified as Level 3 due to use of unobservable inputs. At June 30, 2022 and December 31, 2021, the Public Warrants are valued using
their observable trading price. Changes in fair value measurements categorized within Level 3 of the fair value hierarchy are analyzed
each period based on changes in estimates or assumptions and recorded as appropriate.
The
following table presents the changes in the fair value of warrant liabilities classified as Level 3 of the fair value hierarchy for the three and six months ended June 30, 2021:
| |
Private Placement | | |
Public | | |
Warrant Liabilities | |
Fair value as of December 31, 2020 | |
$ | — | | |
$ | — | | |
$ | — | |
Initial measurement on March 25, 2021 | |
| 10,050,000 | | |
| 7,593,334 | | |
| 17,643,334 | |
Change in fair value | |
| — | | |
| — | | |
| — | |
Fair value as of March 31,2021 | |
| 10,050,000 | | |
$ | 7,593,334 | | |
$ | 17,643,334 | |
Initial Measurement of Over-Allotment | |
| 804,000 | | |
| 1,507,500 | | |
| 2,311,500 | |
Change in fair value | |
| (701,999 | ) | |
| 4,871,666 | | |
| 4,169,667 | |
Transfer to Level 1 | |
| — | | |
| (13,972,500 | ) | |
| (13,972,500 | ) |
Fair value as of June 30, 2021 | |
$ | 10,152,001 | | |
$ | — | | |
$ | 10,152,001 | |
LEAD
EDGE GROWTH OPPORTUNITIES, LTD
NOTES
TO CONDENSED FINANCIAL STATEMENTS
JUNE
30, 2022
(UNAUDITED)
Transfers
to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs.
There were no transfers during the period ended June 30, 2022.
The
following table presents the change in the fair value of FPA derivative liability for the three and six months ended June 30,
2022:
| |
FPA Derivative | |
Fair value as of December 31, 2021 | |
$ | 46,000 | |
Change in fair value | |
| 118,000 | |
Fair value as of March 31, 2022 | |
$ | 164,000 | |
Change in fair value | |
| 57,000 | |
Fair value as of June 30, 2022 | |
$ | 221,000 | |
The following table presents the changes in the fair value of FPA Derivative
liability for the three and six months ended June 30, 2021:
| |
FPA Derivative | |
Fair value as of January 1, 2021 | |
$ | — | |
Initial measurement on March 25, 2021 | |
| 286,000 | |
Change in fair value | |
| (45,000 | ) |
Fair Value as of March 31, 2021 | |
| 241,000 | |
Change in fair value | |
| 923,000 | |
Fair value as of June 30, 2021 | |
$ | 1,164,000 | |
NOTE
10. SUBSEQUENT EVENTS
The
Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed
financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required
adjustment or disclosure in the unaudited condensed financial statements.