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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Worldwide Webb Acquisition Corporation | NASDAQ:WWACU | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 3.1501 | 2.47 | 3.25 | 0 | 01:00:00 |
☒ |
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
|
Cayman Islands
|
98-1587626
|
|
(State or other jurisdiction of
incorporation or organization) |
(I.R.S. Employer
Identification No.) |
770 E Technology Way
F13-16
OREM, UT
|
84097
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on
which registered |
||
Units, each consisting of one Class A ordinary share and
one-half
of one redeemable warrant
|
WWACU
|
The Nasdaq Stock Market
|
||
Class A ordinary shares, par value $0.0001 per share
|
WWAC
|
The Nasdaq Stock Market
|
||
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
|
WWACW
|
The Nasdaq Stock Market
|
Large accelerated filer | ☐ | Accelerated filer | ☐ | |||
Non-accelerated filer | ☒ | Smaller reporting company | ☒ | |||
Emerging growth company | ☒ |
(1) |
This number includes an aggregate of up to 750,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 4
). On November 15, 2021, the underwriters fully exercised their over-allotment option; thus, these shares are no longer subject to forfeiture.
|
(2) |
On September 17, 2021, our sponsor effected a surrender of 2,875,000 Class B ordinary shares to the company for no consideration, resulting in a decrease in the number of Class B ordinary shares outstanding from 8,625,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the reduction of founder shares (see Note 4).
|
|
|
For the three months
ended
September 30, 2021
|
|
|
For the period from
March 5, 2021 (inception) through September 30, 2021 |
|
||
Formation costs
|
|
$
|
375
|
|
|
$
|
31,476
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
$
|
(375
|
)
|
|
$
|
(31,476
|
)
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, basic and diluted
(1)(2)
|
|
|
5,000,000
|
|
|
|
5,000,000
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted net loss per share
|
|
$
|
(0.00
|
)
|
|
$
|
(0.01
|
)
|
|
|
|
|
|
|
|
|
(1) |
This number excludes an aggregate of up to 750,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 4
). On November 15, 2021, the underwriters fully exercised their over-allotment option; thus, these shares are no longer subject to forfeiture.
|
(2) |
On September 17, 2021, our sponsor effected a surrender of 2,875,000 Class B ordinary shares to the company for no consideration, resulting in a decrease in the number of Class B ordinary shares outstanding from 8,625,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the reduction of founder shares (see Note 4).
|
|
|
Ordinary Shares
|
|
|
Additional
|
|
|
|
|
|
Total
|
|
||||||||
|
|
Class B
|
|
|
Paid-In
|
|
|
Accumulated
|
|
|
Shareholder’s
|
|
||||||||
|
|
Shares
|
|
|
Amount
|
|
|
Capital
|
|
|
Deficit
|
|
|
Deficit
|
|
|||||
Balance as of March 5, 2021 (inception)
|
— | $ | — | $ | — | $ | — | $ | — | |||||||||||
Issuance of ordinary shares to Sponsor
(1)(2)
|
5,750,000 | 575 | 24,425 | — | 25,000 | |||||||||||||||
Net loss
|
— | — | — | (31,101 | ) | (31,101 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance as of June 30, 2021
|
|
5,750,000
|
|
|
575
|
|
|
24,425
|
|
|
(31,101
|
)
|
(6,101
|
)
|
||||||
Net loss
|
— | — | — | (375 | ) | (375 | ) | |||||||||||||
|
|
|
|
|
|
|
|
|
|
|||||||||||
Balance as of September 30, 2021
|
|
5,750,000
|
|
$
|
575
|
|
$
|
24,425
|
|
$
|
(31,476
|
)
|
$
|
(6,476
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
(1) |
This number includes an aggregate of up to 750,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters (see Note 4
). On November 15, 2021, the underwriters fully exercised their over-allotment option; thus, these shares are no longer subject to forfeiture.
|
(2) |
On September 17, 2021, our sponsor effected a surrender of 2,875,000 Class B ordinary shares to the company for no consideration, resulting in a decrease in the number of Class B ordinary shares outstanding from 8,625,000 to 5,750,000. All shares and associated amounts have been retroactively restated to reflect the reduction of founder shares (see Note 4).
|
For the period from
March 5, 2021
(inception) through
September 30, 2021
|
||||
Cash Flows from Operating Activities:
|
||||
Net loss
|
$ | (31,476 | ) | |
Adjustments to reconcile net loss to net cash used in operating activities:
|
||||
Formation costs funded by note payable through Sponsor
|
9,091 | |||
Formation costs paid in exchange for issuance of ordinary shares
|
20,421 | |||
Changes in operating assets and liabilities:
|
||||
Accounts payable
|
376 | |||
Accrued offering and formation costs
|
1,500 | |||
|
|
|||
Net cash used in operating activities
|
(88 | ) | ||
|
|
|||
Cash Flows from Financing Activities:
|
||||
Proceeds from promissory note payable - related party
|
65,000 | |||
Repayment of promissory note payable - related party
|
(5,000 | ) | ||
Offering costs paid
|
(59,647 | ) | ||
|
|
|||
Net cash provided by financing activities
|
353 | |||
|
|
|||
Net increase in cash
|
265 | |||
Cash - beginning of period
|
— | |||
|
|
|||
Cash - end of period
|
$ | 265 | ||
|
|
|||
Supplemental disclosure of noncash investing and financing activities:
|
||||
Deferred offering costs included in accounts payable
|
$ | 14,579 | ||
|
|
|||
Deferred offering costs included in accrued offering and formation costs
|
$ | 530,100 | ||
|
|
|||
Deferred offering costs paid through promissory note - related party
|
$ | 105,514 | ||
|
|
|||
Issuance of Founder Shares in exchange for payment of deferred offering costs
|
$ | 25,000 | ||
|
|
Level 1: | Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. | |
Level 2: | Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. | |
Level 3: | Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. |
• |
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; and
|
• |
if, and only if the last reported sale price of 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 (the “Reference Value”) equals or exceeds $18.00 per share (as adjusted).
|
• |
in whole and not in part;
|
• |
at a price of $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 after receiving notice of redemption but prior to redemption and receive that number of Class A ordinary shares to be determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A ordinary shares;
|
• |
if, and only if the Reference Value equals or exceeds $10.00 per share (as adjusted); and
|
• |
if, and only if the Reference Value is less than $18.00 per share (as adjusted), the private placement warrants must also be concurrently called for redemption on the same terms as the outstanding public warrants. The “fair market value” of Class A ordinary shares shall mean the volume-weighted average price of Class A ordinary shares for the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 shares of our Class A ordinary shares per warrant (subject to adjustment).
|
No.
|
Description of Exhibit
|
|
31.1 | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |
32.1 | Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |
101.INS | Inline XBRL Instance Document | |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | |
101.SCH | Inline XBRL Taxonomy Extension Schema Document | |
101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | |
101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document | |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
WORLDWIDE WEBB ACQUISITION CORP.
|
||||||
Date: December 6, 2021 |
/s/ Daniel S. Webb
|
|||||
Name: | Daniel S. Webb | |||||
Title: | Chief Executive Officer and Chief Financial Officer |
1 Year Worldwide Webb Acquisition Chart |
1 Month Worldwide Webb Acquisition Chart |
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