Prior to the Closing, subject to the approval of our shareholders, and in accordance with the DGCL, Cayman
Islands Companies Act (as revised) (the CICA) and our amended and restated memorandum and articles of association, we will effect a deregistration under the CICA and a domestication under Section 388 of the DGCL (by means of filing
a certificate of domestication with the Secretary of State of Delaware), pursuant to which our jurisdiction of incorporation will be changed from the Cayman Islands to the State of Delaware (the Domestication).
In connection with the Domestication, (i) each of our then issued and outstanding Class A ordinary shares, par value $0.0001 per share, will convert
automatically, on a one-for-one basis, into a share of common stock, par value $0.0001, of our company (after the Domestication) (the RTPZ Common Stock),
(ii) each of our then issued and outstanding Class B ordinary shares, par value $0.0001 per share, will convert automatically, on a one-for-one basis, into a share
of RTPZ Common Stock, (iii) each of our then issued and outstanding warrant will convert automatically into a warrant to acquire one share of RTPZ Common Stock (Domesticated RTPZ Warrant), and (iv) each of our then issued and
outstanding unit (the Cayman RTPZ Units) will convert automatically into a share of RTPZ Common Stock, on a one-for-one basis, and one-fifth of one Domesticated RTPZ Warrant.
On March 3, 2021, concurrently with the execution of the Merger Agreement,
we entered into subscription agreements with certain investors (collectively, the PIPE Investors), pursuant to, and on the terms and subject to the conditions of which, the PIPE Investors have collectively subscribed for 55 million
shares of RTPZ Common Stock for an aggregate purchase price equal to $550 million (the PIPE Investment).
The consummation of the proposed
Hippo Business Combination is subject to certain conditions as further described in the Merger Agreement.
For more information about the Merger Agreement
and the proposed Hippo Business Combination, see our Current Report on Form 8-K filed with the SEC on March 4, 2021 (Film No. 21712518) and the Hippo Disclosure Statement that we will file with the SEC. Unless
specifically stated, this Annual Report does not give effect to the proposed Hippo Business Combination and does not contain the risks associated with the proposed Hippo Business Combination. Such risks and effects relating to the proposed Hippo
Business Combination will be included in the Hippo Disclosure Statement.
Results of Operations
Our entire activity from inception through December 31, 2020 related to our formation, the preparation for the Initial Public Offering,
and since the closing of the Initial Public Offering, the search for a prospective initial Business Combination. We have neither engaged in any operations nor generated any revenues to date. We will not generate any operating revenues until
after completion of our initial Business Combination, at the earliest. We will generate non-operating income in the form of interest income on cash and cash equivalents. We expect to incur increased
expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.
For the period from October 2, 2020 (inception) through December 31, 2020, we had a net loss of approximately $232,000, which
consisted of approximately $250,000 in general and administrative costs partially offset by approximately $18,000 income on the investments held in the Trust Account.
Liquidity and Capital Resources
December 31, 2020, we had approximately $623,000 in our operating bank accounts, working capital of approximately $1.5 million, and approximately $18,000 in interest income available in the Trust Account to fund our working capital
requirements, subject to an annual limit of $165,000, and/or to pay our taxes, if any.
Our liquidity needs have been satisfied prior to
the completion of the Initial Public Offering through receipt of a $25,000 capital contribution from our Sponsor in exchange for the issuance of the Founder Shares to our Sponsor and the advancement of funds by our Sponsor to cover our
expenses in connection with the Initial Public Offering. In addition, our Sponsor advanced approximately $60,000 to us under a promissory note (the Note). The Company repaid the Note in full as of November 23, 2020. Subsequent
to the consummation of the Initial Public Offering and Private Placement, our liquidity needs have been satisfied from the proceeds from the consummation of the Initial Public Offering and Private Placement not held in the Trust Account. In
addition, in order to finance transaction costs in connection with a Business Combination, our Sponsor or an affiliate of our Sponsor, or our officers and directors may, but are not obligated to, provide us working capital loans (Working
Capital Loans). As of December 31, 2020, there were no amounts outstanding under any Working Capital Loan.