GLOBAL CONSUMER ACQUISITION CORP Non-Reliance on Previous Financials, Audits or Interim Review (form 8-K/A)

GLOBAL CONSUMER ACQUISITION CORP Non-Reliance on Previous Financials, Audits or Interim Review (form 8-K/A)

November 24, 2021 0 By administrator

Item 4.02 Non-Reliance on Previously Issued Financial Statements or Related
Audit Report or Completed Interim Report.

In connection with the preparation of the Company’s financial statements as of
September 30, 2021, the Company’s management, on November 11, 2021, determined
that it should restate its previously reported financial statements. The Company
previously determined its shares of common stock subject to possible redemption
to be equal to the redemption value of $10.00 per share of common stock while
also taking into consideration its charter’s requirement that a redemption
cannot result in net tangible assets being less than $5,000,001. Upon review of
its financial statements for the period ended September 30, 2021, the Company
reevaluated the classification of its common stock and determined that the
shares of common stock issued during the Initial Public Offering and pursuant to
the exercise of the underwriters’ overallotment can be redeemed or become
redeemable subject to the occurrence of future events considered outside the
Company’s control under ASC 480-10-S99. Therefore, management concluded that the
carrying value should include all shares of common stock subject to possible
redemption, resulting in the shares of common stock subject to possible
redemption being classified as temporary equity in its entirety. As a result,
management has noted a reclassification adjustment related to temporary equity
and permanent equity. This resulted in an adjustment to the initial carrying
value of the shares of common stock subject to possible redemption with the
offset recorded to additional paid-in capital (to the extent available),
retained earnings (accumulated deficit) and shares of common stock. Therefore,
the June 30, 2021 quarterly financial statements included in the Company’s Form
10-Qs, as filed with the SEC on August 23, 2021, and the Company’s balance sheet
included on the Company’s Form 8-K, as filed with the SEC on June 28, 2021, are
impacted and cannot be relied upon.

In connection with the change in presentation for the shares of common stock
subject to redemption, the Company also restated its earnings per share
calculation to allocate net income (loss) proportionally evenly to shares of
common stock subject to redemption and those that are not subject to redemption.
This presentation contemplates a Business Combination as the most likely
outcome. There has been no change in the Company’s total assets, liabilities or
operating results.

Based upon their evaluation, our Chief Executive Officer and Chief Financial
Officer concluded that our disclosure controls and procedures were not effective
as of September 30, 2021, due to the previous material weakness in our internal
control over financial reporting described in Item 4 and due to the restatement
of our June 30, 2021 financial statements and the Company’s balance sheet
included on the Company’s Form 8-K, as filed with the SEC on June 22, 2021 (the
“restatements”)…

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