Tio Tech A

04/26/2021 | Press release | Distributed by Public on 04/26/2021 13:12

Current Report (SEC Filing - 8-K)

EX-99.1

Exhibit 99.1

TIO TECH A

BALANCE SHEET

APRIL 12, 2021

April 12, 2021 Pro Forma
Adjustments
As Adjusted
(unaudited) (unaudited)

Assets:

Cash

$ 3,086,900 $ (900,000 )(b) $ 2,186,900

Prepaid expenses

474,334 - 474,334

Total current assets

3,561,234 (900,000 ) 2,661,234

Cash held in trust account

300,000,000 45,000,000 (a) 345,000,000

Total Assets

$ 303,561,234 $ 44,100,000 $ 347,661,234

Liabilities and Shareholders' Equity

Accrued offering costs and expenses

863,157 - 863,157

Due to related party

99,890 - 99,890

Total Current Liabilities

963,047 - 963,047

Warrant Liability

21,986,605 - 21,986,605

Deferred underwriters' discount

7,875,000 1,575,000 (c) 9,450,000
30,824,652 1,575,000 32,399,652

Commitments

Class A ordinary shares subject to possible redemption, 26,773,658 and 31,026,158 shares at redemption value, respectively

267,736,580 42,525,000 (d) 310,261,580

Shareholders' Equity:

Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding

- - -

Class A ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 3,226,342 and 3,473,842 shares issued and outstanding (excluding 26,773,658 and 31,026,158 shares subject to possible redemption, respectively)

323 450 (a) 347
(426 )(d)

Class B ordinary shares, $0.0001 par value; 20,000,000 shares authorized; 8,625,000 and 8,625,000 shares issued and outstanding, respectively

863 863

Additional paid-in capital

5,017,286 44,999,550 (a) 5,017,262
(900,000 )(b)
(1,575,000 )(c)
(42,524,574 )(d)

Accumulated deficit

(18,470 ) - (18,470 )

Total Shareholders' Equity

5,000,002 - 5,000,002

Total Liabilities and Shareholders' Equity

$ 303,561,234 $ 44,100,000 $ 347,661,234

The accompany notes are an integral part of the financial statement.

NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION

The accompanying unaudited pro forma balance sheet presents the balance sheet of Tio Tech A (the 'Company') as of April 12, 2021, adjusted for the closing of the underwriters' over-allotment option and related transactions which occurred on April 16, 2021, as described below.

On April 12, 2021, the Company consummated its initial public offering (the 'IPO') of 30,000,000 units (the 'Units'). Each Unit consists of one Class A ordinary share, $0.0001 par value per share and one-third of one redeemable warrant to purchase one Class A ordinary share. Each whole warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $300,000,000. The Company granted the underwriter in the IPO (the 'Underwriter') a 45-day option to purchase up to 4,500,000 additional Units to cover over-allotments, if any. On April 15, 2021, the Underwriters fully exercised the over-allotment option and purchased an additional 4,500,000 Over-Allotment Units, which purchase settled on April 16, 2021, generating an aggregate of gross proceeds of $45,000,000 and incurring $900,000 in cash underwriting fees.

Upon closing of the IPO and the sale of the Over-Allotment Units, a total of $345,000,000 ($10.00 per Unit) was placed in a U.S.-based trust account, with Continental Stock Transfer & Trust Company acting as trustee.

Pro forma adjustments to reflect the exercise of the Underwriters' over-allotment option described above are as follows:

Pro Forma Entries Debit Credit

(a)

Cash held in trust account

$ 45,000,000

Class A ordinary shares

$ 450

Additional paid-in capital

$ 44,999,550

To record sale of 4,500,000 Overallotment Units at $10.00 per Unit

(b)

Additional paid-in capital

$ 900,000

Cash

$ 900,000

To record payment of cash underwriting fee

(c)

Additional paid-in capital

$ 1,575,000

Deferred underwriters' discount

$ 1,575,000

To record additional Deferred underwriters' fee arising from the sale of Overallotment Units

(d)

Class A ordinary shares

$ 426

Additional paid-in capital

$ 42,524,574

Class A ordinary shares subject to possible redemption

$ 42,525,000

To record Class A ordinary shares out of permanent equity into mezzanine redeemable shares