I ACQUISITION 2 CORP INDEX TO FINANCIAL STATEMENT Page Report of Independent Registered Public Accounting Firm F-2 Financial Statement: Balance Sheet as of

TO FINANCIAL STATEMENT

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

the Board of Directors and

of 8i Acquisition 2 Corp

on the Financial Statement

have audited the accompanying balance sheet of 8i Acquisition 2 Corp. (the "Company") as of November 24, 2021, and the related

notes (collectively referred to as the "financial statement"). In our opinion, the financial statement presents fairly, in

all material respects, the financial position of the Company as of November 24, 2021, in conformity with accounting principles generally

accepted in the United States of America.

financial statement is the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's

financial statement based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board

(United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal

securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain

reasonable assurance about whether the financial statement is free of material misstatement, whether due to error or fraud. The Company

is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit,

we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion

on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

audit included performing procedures to assess the risks of material misstatement of the financial statement, whether due to error or

fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding

the amounts and disclosures in the financial statement. Our audit also included evaluating the accounting principles used and significant

estimates made by management, as well as evaluating the overall presentation of the financial statement. We believe that our audit provides

a reasonable basis for our opinion.

TO THE FINANCIAL STATEMENT

1 - Organization and Business Operations

Acquisition 2 Corp (the "Company") is a newly incorporated company incorporated on January 21, 2021, under the laws of the

British Virgin Islands for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization,

reorganization or other similar business combination with one or more businesses or entities (a "Initial Business Combination").

The Company is an "emerging growth company", as defined in Section 2(a) of the Securities Act of 1933, as amended (the Securities

Act"), as modified by the Jumpstart Our Business Startups Act of 2012 (the "JOBS Act"). The Company's efforts

to identify a prospective target business will not be limited to a particular industry or geographic location (excluding China). The

Articles of Association prohibit the Company from undertaking the initial Business Combination with any entity that conducts a majority

of its business or is headquartered in China (including Hong Kong and Macau).

of November 24, 2021, the Company had not yet commenced any operations. All activity for the period from January 21, 2021 (inception)

through November 24, 2021 relates to the Company's formation and the initial public offering (the "IPO") described

below. The Company will not generate any operating revenues until after the completion of its Initial Business Combination, at the earliest.

The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived

Company has selected July 31 as its fiscal year end.

Company will have 12 months from the closing of the IPO (or up to 18 months, with extension of two times by an additional three months

each time) to consummate a Business Combination (the "Combination Period"). If the Company fails to consummate a Business

Combination within the Combination Period, it will trigger its automatic winding up, liquidation and subsequent dissolution pursuant

to the terms of the Company's amended and restated memorandum and articles of association. As a result, this has the same effect

as if the Company had formally gone through a voluntary liquidation procedure under the Companies Law. Accordingly, no vote would be

required from the Company's shareholders to commence such a voluntary winding up, liquidation and subsequent dissolution.

of March 18, 2021, the Company was sponsored by 8i Holdings Limited, a Limited Liability Exempted Company incorporated in the Cayman

Islands on November 24, 2017. On April 12, 2021, 8i Holdings Limited transferred their founder shares (as defined below) to 8i Holdings

2 Pte Ltd (the "Sponsor"), a Singapore Limited Liability Company incorporated on April 1, 2021.

the closing of the IPO and the private placement, $86,250,000 was placed in a trust account (the "Trust Account") with American

Stock Transfer & Trust Company, LLC acting as trustee.

funds held in the Trust Account will be invested only in United States government treasury bills, bonds or notes having a maturity of

180 days or less, or in money market funds meeting the applicable conditions under Rule 2a-7 promulgated under the Investment Company

Act of 1940 and that invest solely in United States government treasuries. Except with respect to interest earned on the funds held in

the Trust Account that may be released to the Company to pay its income or other tax obligations, the proceeds will not be released from

the Trust Account until the earlier of the completion of a Business Combination or the Company's liquidation.

and Capital Resources

registration statement for the Company's IPO (as described in Note 3) was declared effective on November 22, 2021. On November

24, 2021, the Company consummated the IPO of 8,625,000 units (including the exercise of the over-allotment option by the underwriters

in the IPO) at $10.00 per unit (the "Public Units'), generating gross proceeds of $86,250,000. Each Unit consists of one

ordinary share, one redeemable warrant to purchase one-half of one ordinary share (each a "Warrant", and, collectively, the

"Warrants"), and one right to receive one-tenth of an ordinary share upon the consummation of an Initial Business Combination.

with the IPO, the Company sold to its Sponsor 292,250 units at $10.00 per unit (the "Private Units") in a private placement

generating total gross proceeds of $2,922,500, which is described in Note 4.

costs amounted to $5,876,815 consisting of $1,725,000 of underwriting fees, $3,018,750 of deferred underwriting fees, $649,588 of other

offering costs and an excess of fair value of representative's purchase option of $483,477. Except for the $100 for the Unit Purchase

Option and $25,000 of subscription of ordinary shares (as defined in Note 7), the Company received net proceeds of $87,114,830 from the

IPO and the private placement.

of November 24, 2021, the Company had $864,830 of cash held outside its trust account for use as working capital.

January 21, 2021 and February 5, 2021, the Company issued an aggregate of 1,437,500 ordinary shares to 8i Holding Limited, which have

been subsequently sold to the Sponsor (which the Company refers to throughout this 8-K form as the "founder shares,") for

an aggregate purchase price of $25,000, or approximately $0.017 per share. On June 14, 2021, the Sponsor transferred 15,000 founder shares

in the aggregate to the directors for nominal consideration. On October 25, 2021, the Company issued an additional 718,750 ordinary shares

which were purchased by the Sponsor for $12,500, resulting in an aggregate of 2,156,250 ordinary shares outstanding.

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 one year from this filing. 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.

2 - Summary of Significant Accounting Policies

accompanying financial statement of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted

in the United States of America ("GAAP") and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission

Company is an emerging growth company as defined by Section 2(a) of 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 no

limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced

disclosures obligations regarding executive compensation in its periodic reports and proxy statements, and exceptions from the requirements

of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payment not previously

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 an 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 statement 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.

preparation of financial statement 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