QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
(Address of Principal Executive Offices) |
(Zip Code) |
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer |
☒ | Smaller reporting company | ||||
Emerging growth company |
Assets |
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Current assets: |
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Cash |
$ | |||
Total current assets |
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Deferred offering costs |
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Total Assets |
$ |
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Liabilities and Shareholder’s Deficit |
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Current liabilities: |
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Accounts payable |
$ | |||
Accrued expenses |
||||
Note payable - related party |
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Total current liabilities |
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Commitments and Contingencies |
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C lass A ordinary shares subject to possible redemption, e |
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Shareholder’s Deficit |
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Preference shares, $ |
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Class B ordinary shares, $ (1)(2) |
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Additional paid-in capital |
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Accumulated deficit |
( |
) | ||
Total shareholder’s deficit |
( |
) | ||
Total Liabilities and Shareholder’s Deficit |
$ |
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(1) | This number includes up to |
(2) | On August 6, 2021, the Sponsor effected a surrender of ; and on August 12, 2021, the Company effected a share issue of resulting in an aggregate of |
For the three months ended June 30, 2021 |
For the period from March 19, 2021 (inception) through June 30, 2021 |
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General and administrative expenses |
$ | $ | ||||||
Loss from operations |
( |
) | ( |
) | ||||
Net loss |
$ |
( |
$ |
( |
||||
Weighted average shares outstanding, basic and diluted (1)(2) |
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Basic and diluted net loss per share |
$ | ( |
$ | ( |
||||
(1) | This number excludes up to |
(2) | On August 6, 2021, the Sponsor effected a surrender of ; and on August 12, 2021, the Company effected a share issue of resulting in an aggregate of |
Class B Ordinary Shares (1)(2) |
Additional Paid-in Capital |
Accumulated Deficit |
Total Shareholder’s Equity (Deficit) |
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Shares |
Amount |
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Balance—March 19, 2021 (inception) |
$ |
$ |
$ |
$ |
||||||||||||||||
Issuance of Class B ordinary shares to Sponsor |
— |
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Net loss |
— |
— |
— |
( |
) |
( |
) | |||||||||||||
Balance—March 31, 2021 (unaudited) |
( |
) |
||||||||||||||||||
Net loss |
— |
— |
— |
( |
) |
( |
) | |||||||||||||
Balance—June 30, 2021 (unaudited) |
$ |
$ |
$ |
( |
) |
$ |
( |
) | ||||||||||||
(1) | This number includes up to |
(2) | On August 6, 2021, the Sponsor effected a surrender of ; and on August 12, 2021, the Company effected a share issue of resulting in an aggregate of |
Cash Flows from Operating Activities: |
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Net loss |
$ | ( |
||
Adjustments to reconcile net loss to net cash used in operating activities: |
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General and administrative expenses paid by Sponsor in exchange for issuance of Class B ordinary shares |
||||
Changes in operating assets and liabilities: |
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Accounts payable |
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Accrued expenses |
||||
|
|
|||
Net cash used in operating activities |
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|
|
|||
Cash Flows from Financing Activities: |
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Proceeds received note payable from related party |
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Offering costs paid |
( |
) | ||
|
|
|||
Net cash provided by financing activities |
||||
|
|
|||
Net change in cash |
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Cash - beginning of the period |
||||
|
|
|||
Cash - end of the period |
$ |
|||
|
|
|||
Supplemental disclosure of non-cash operating activities: |
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Offering costs included in accounts payable |
$ | |||
|
|
|||
Offering costs included in accrued expenses |
$ | |
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|
|
• | 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 whole and not in part; |
• | at a price of $ |
• | upon a minimum of |
• | if, and only if, the last reported sale price of the Class A ordinary shares equals or exceeds $ sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any |
* | Filed herewith. |
** | These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. |
KENSINGTON CAPITAL ACQUISITION CORP. V | ||||||
Date: September 24, 2021 |
By: |
/s/ Justin Mirro | ||||
Name: |
Justin Mirro | |||||
Title: |
Chief Executive Officer | |||||
(Principal Executive Officer) |