Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing.
As previously disclosed in the Form 12b-25 filed on May 18, 2021 by Golden
Falcon Acquisition Corp. (the "Company"), on April 12, 2021, the staff of the
Securities and Exchange Commission (the "SEC") issued a public statement (the
"Statement") entitled "Staff Statement on Accounting and Reporting
Considerations for Warrants Issued by Special Purpose Acquisition Companies
("SPACs"), which clarified guidance for all SPAC-related companies regarding the
accounting and reporting for their warrants. As a result of the Statement, which
had immediate applicability, a significant number of SPACs, including the
Company, re-evaluated the accounting treatment for their warrants with their
professional advisors, including auditors and other advisors responsible for
assisting SPACs in the preparation of financial statements. This, in turn,
resulted in the Company's delay in preparing and finalizing its financial
statements as of and for the quarter ended March 31, 2021 and filing its
Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 (the "Form
10-Q") with the SEC by the prescribed deadline.
On May 25, 2021, the Company received a notice (the "Notice") from the staff of
NYSE Regulation of the New York Stock Exchange (the "NYSE") indicating that the
Company was subject to the procedures set forth in Section 802.01E of the NYSE
Listed Company Manual due to a delay in filing its Form 10-Q with the SEC.
Since receiving the Notice, the Company has filed its Form 10-Q with the SEC on
May 27, 2021 and is in compliance with NYSE's continued listing requirements.
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