Papaya Growth Opportunity Corp. I filed SEC Form 8-K: Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review, Financial Statements and Exhibits
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Item 4.02. Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.
(a) In connection with the preparation of Papaya Growth Opportunity Corp. I’s (the “Company”) financial statements as of March 31, 2024, the Company’s management, in consultation with its advisors, re-evaluated the Company’s calculation of, and accounting treatment for, Deferred Tax Asset (“DTA”). After further review of the Company’s methodology as of December 31, 2023, it was determined that an adjustment was required to the Company’s financial statements as of and for the year ended December 31, 2023. This has resulted in a restatement of the affected financial statements.
On May 24, 2024, the audit committee of the board of directors of the Company (the “Audit Committee”), based on the recommendation of and after consultation with management, concluded that the Company’s audited financial statements as of and for the year ended December 31, 2023 (the “Audited Affected Financials”), as reported in the Company’s Annual Report on Form 10-K filed with the SEC on April 1, 2024 (the “Form 10-K”), should no longer be relied upon due to the restatement described above. The Company intends to reflect the restatement of the Audited Affected Financials in an amendment to its Annual Report on Form 10-K for the year ended December 31, 2023 (the “Amended Form 10-K”). Similarly, any related press releases or other communications describing relevant portions of the Audited Affected Financials, should no longer be relied upon.
The Company does not expect the changes described above to have any impact on its cash position or the balance held in the trust account.
The Company’s management has concluded that in light of the restatement described above, a material weakness exists in the Company’s internal control over financial reporting and that the Company’s disclosure controls and procedures were not effective. The Company’s remediation plan with respect to such material weakness will be described in more detail in the Amended Form 10-K.
The Audit Committee and management have discussed the matters disclosed pursuant to this Item 4.02(a) with the Company’s independent accountant.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: May 24, 2024 | PAPAYA GROWTH OPPORTUNITY CORP. I | |
| By: | /s/ Clay Whitehead | |
| Name: Clay Whitehead | ||
| Title: Chief Executive Officer | ||