Business Context and Reporting Period
This Form 8-K is filed by Worldwide Webb Acquisition Corp. (not Aeries Technology, Inc.) on August 22, 2022, reporting an event dated August 19, 2022. The registrant is a Cayman Islands-based emerging growth company with securities trading on The Nasdaq Stock Market under symbols WWACU, WWAC, and WWACW.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, margin, debt, or liquidity figures. The document focuses exclusively on a material accounting error regarding the misreporting of an accrual.
Material Changes and Restatement
- Restatement Trigger: The Company identified a misreporting of an accrual during the preparation of unaudited condensed financial statements for the quarter ended June 30, 2022.
- Affected Periods: The error impacts the audited Annual Report on Form 10-K for the year ended December 31, 2021, and the unaudited Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.
- Action Required: The Company will refile the aforementioned 10-K and 10-Q reports to include restated financial statements. Investors should no longer rely on the previously issued financial statements or the audit report of Marcum LLP included in the 2021 10-K.
Management Commentary, Risks, and Controls
- Internal Control Weakness: Management concluded that disclosure controls and procedures were not effective as of June 30, 2022.
- Root Cause: A material weakness exists in internal control over financial reporting specifically related to the process of reporting accruals.
- Management Response: The CEO and CFO conducted an evaluation of controls, and the Audit Committee has discussed the matter with the independent accountants.
Investor Verification Checklist
- Verify the upcoming refiled Form 10-K (for year ended Dec 31, 2021) and Form 10-Q (for quarter ended Mar 31, 2022) for corrected accrual figures.
- Confirm the specific dollar amount of the misreported accrual once the restated filings are released.
- Monitor future filings for updates on the remediation plan for the material weakness in internal controls over financial reporting.
- Note that the audit opinion from Marcum LLP for the 2021 period is no longer valid.