Full Press Release Details
VICKERS VANTAGE CORP. I
INDEX TO FINANCIAL STATEMENT
| Page | ||
| Audited Financial Statements of Vickers Vantage Corp. I: | ||
| Report of Independent Registered Public Accounting Firm | F-2 | |
| Balance Sheet as of January 11, 2021 | F-3 | |
| Notes to Financial Statement | F-4 |
Report of Independent
Registered Public Accounting Firm
To the Shareholders and the Board of Directors
Vickers Vantage Corp. I
Opinion on the Financial Statement
We have audited the accompanying balance sheet
of Vickers Vantage Corp. I (the "Company") as of January 11, 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 January 11, 2021, in conformity with accounting principles generally accepted in the United States
This 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.
We 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.
Our 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.
/s/ WithumSmith+Brown, PC
We have served as the Company's auditor since
VICKERS VANTAGE CORP. I
| ASSETS | ||||
| Current assets | ||||
| Cash | $ | 559,637 | ||
| Prepaid expenses | 404,400 | |||
| Total Current Assets | 964,037 | |||
| Cash held in Trust Account | 139,380,000 | |||
| Total Assets | $ | 140,344,037 | ||
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
| Current liabilities: | ||||
| Advance from related parties | $ | 30,000 | ||
| Promissory note - related party | 125,000 | |||
| Total Current Liabilities | 155,000 | |||
| Deferred underwriting fee payable | 5,190,000 | |||
| Total Liabilities | 5,345,000 | |||
| Commitments and Contingencies | ||||
| Ordinary shares subject to possible redemption, 12,871,191 shares at redemption value | 129,999,029 | |||
| Shareholders' Equity: | ||||
| Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding | ||||
| Ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 4,378,809 issued and outstanding (excluding 12,871,191 shares subject to possible redemption) | 438 | |||
| Additional paid-in capital | 5,006,060 | |||
| Accumulated deficit | (6,490 | ) | ||
| Total Shareholders' Equity | 5,000,008 | |||
| Total Liabilities and Shareholders' Equity | $ | 140,344,037 |
The accompanying notes are an integral
part of the financial statement.
VICKERS VANTAGE CORP. I
NOTE 1 - DESCRIPTION OF ORGANIZATION
AND BUSINESS OPERATIONS
Vickers Vantage Corp.
I (the "Company") is a blank check company incorporated as a Cayman Islands exempted company on February 21, 2020.
The Company was formed 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").
limited to a particular industry or sector 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
2021, the Company had not commenced any operations. All activity for the period from February 21, 2020 (inception) through January
11, 2021 relates to the Company's formation and the proposed initial public offering ("Initial Public Offering"),
which is described below. The Company will not generate any operating revenues until after the completion of a Business Combination,
at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the
Initial Public Offering. The Company has selected December 31 as its fiscal year end.
The registration statement
for the Company's Initial Public Offering was declared effective on January 6, 2021. On January 11, 2021 the Company consummated
the Initial Public Offering of 13,800,000 Units (the "Units" and, with respect to the ordinary shares included in the
Units sold, the "Public Shares"), which includes the full exercise by the underwriter of its over-allotment option
in the amount of 1,800,000 Units, at $10.00 per Unit, generating gross proceeds of $138,000,000 which is described in Note 3.
the closing of the Initial Public Offering, the Company consummated the sale of 6,840,000 warrants (the "Private Placement
Warrants") at a price of $0.75 per Private Placement Warrant in a private placement to Vickers Venture Fund VI Pte Ltd and
Vickers Venture Fund VI (Plan) Pte Ltd, (the "Sponsor"), generating gross proceeds of $5,130,000, which is described
amounted to $8,149,473, consisting of $2,400,000 in cash underwriting fees, $5,190,000 in deferred underwriting fees, and $559,473
of other offering costs. In addition, as of January 11, 2021, cash of $559,637 was held outside of the Trust Account (as defined
below) and is available for the payment of offering costs and for working capital purposes.
Following the closing
of the Initial Public Offering on January 11, 2021, an amount of $139,380,000 ($10.10 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"), and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of 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 investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 of the Investment Company Act, as
determined by the Company, until the earliest of: (i) the completion of a Business Combination and (ii) the distribution of the
funds in the Trust Account to the Company's shareholders, as described below.
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
(as defined below) (less any deferred underwriting commissions and taxes payable on the interest 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 of 1940, as amended
(the "Investment Company Act"). There is no assurance that the Company will be able to successfully effect a Business
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 general 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 anticipated to be $10.10 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).
VICKERS VANTAGE CORP. I
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 Company's Sponsors have 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