BALANCE SHEET

AUGUST 9, 2021

August 9, 2021 Pro Forma
Adjustments
As Adjusted
(unaudited) (unaudited)

Assets:

Cash

$ 2,023,122 $ - $ 2,023,122

Prepaid expenses

424,615 - 424,615

Total Current Assets

2,447,737 - 2,447,737

Prepaid expenses, non-current portion

196,721 - 196,721

Cash held in trust account

102,000,000 4,924,800 (a ) 107,023,296
98,496 (c )

Total Assets

$ 104,644,458 $ 5,023,296 $ 109,667,754

Liabilities and Stockholders' Equity

Accrued offering costs and expenses

731,900 - 731,900

Promissory note - related party

240,000 - 240,000

Due to related party

333 - 333

Total Current Liabilities

972,233 - 972,233

Deferred underwriters' discount

3,500,000 172,368 (b ) 3,672,368

Total Liabilities

4,472,233 172,368 4,644,601

Commitments

Common stock subject to redemption, 9,330,610 and 9,806,191 shares, respectively, at redemption value of $10.20

95,172,224 4,850,928 (d ) 100,023,152

Stockholders' Equity:

Preference stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding

- - -

Class A Common stock, $0.0001 par value; 200,000,000 shares authorized; 869,390 and 886,289 shares issued and outstanding (excluding 9,330,610 and 9,806,191 shares subject to possible redemption, respectively)

87 49 (a ) 88
(48 ) (d )

Class B Common stock, $0.0001 par value; 20,000,000 shares authorized; 2,875,000 shares issues and outstanding

288 - 288

Additional paid-in capital

5,057,411 4,924,751 (a ) 5,057,410
(172,368 ) (b )
98,496 (c )
(4,850,880 ) (d )

Accumulated deficit

(57,785 ) - (57,785 )

Total Stockholders' Equity

5,000,001 - 5,000,001

Total Liabilities and Stockholders' Equity

$ 104,644,458 $ 5,023,296 $ 109,667,754

The accompany notes are an integral part of the financial statement.

NOTE 1 - CLOSING OF OVER-ALLOTMENT OPTION

The accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of Gladstone Acquisition Corp. (the 'Company') as of August 9, 2021, adjusted for the closing of the underwriters' over-allotment option and related transactions which occurred on August 18, 2021.

The Company consummated its initial public offering (the 'IPO') of 10,000,000 units (the 'Units') on August 9, 2021. Each Unit consists of one share of Common stock and one-half of one redeemable warrant. Each whole warrant entitles the holder to purchase one share of Common stock at a price of $11.50 per share, subject to adjustment.

The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $100,000,000. The Company granted the underwriters in the IPO (the 'Underwriters') a 45-day option to purchase up to 1,500,000 additional Units to cover over-allotments, if any. On August 18, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 492,480 Over-Allotment Units, generating an aggregate of gross proceeds of $4,924,800.

Simultaneously with the exercise of the Underwriters' over-allotment option, the Sponsor of the Company purchased an additional 98,496 Private Placement Warrants, generating aggregate gross proceeds of $98,496.

Upon closing of the IPO and the sale of the Over-Allotment Units, a total of $107,023,296 ($10.20 per Unit) was placed in a U.S.-based trust account, with Continental Stock Transfer & Trust Company acting as trustee.

Pro forma adjustments to reflect the exercise of the Underwriters' over-allotment option described above are as follows:

Pro Forma Entries Debit Credit

(a)

Cash held in trust account

$ 4,924,800

Common stock

$ 49

Additional paid-in capital

$ 4,924,751

To record proceeds from sale of over-allotment units

(b)

Additional paid-in capital

$ 172,368

Deferred underwriters' fee payable

$ 172,368

To record additional deferred underwriters' fee arising from the sale of the over-allotment units

(c)

Cash held in trust account

$ 98,496

Additional paid-in capital

$ 98,496

To record proceeds from sale of additional private placement warrants

(d)

Additional paid-in capital

$ 4,850,880

Common stock

$ 48

Common stock subject to redemption

$ 4,850,928

To record additional shares subject to redemption arising from the over-allotment exercise

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Gladstone Acquisition Corp. published this content on 19 August 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 August 2021 20:33:05 UTC.