Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review.

(a) On April 12, 2021, the Acting Director of the Division of Corporation Finance and Acting Chief Accountant of the Securities and Exchange Commission (the "SEC") together issued a statement regarding the accounting and reporting considerations for warrants issued by special purpose acquisition companies entitled "Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies" (the "SEC Statement"). Specifically, the SEC Statement focused on certain settlement terms and provisions related to certain tender offers following a business combination, which terms are similar to those contained in the warrant agreement governing Gores Technology Partners II, Inc.'s (the "Company") warrants. In connection with the SEC Statement, the Company revisited its accounting for its warrants, and determined that they should be treated as derivative liabilities pursuant to ASC 815-40 rather than as components of equity.

On June 4, 2021, the Board of Directors (the "Board") of the Company, based on the recommendation of the Audit Committee of the Board (the "Audit Committee") and after consultation with management and our independent public accountants, KPMG LLP (the "Independent Public Accountants"), concluded that the Company's audited balance sheet as of March 16, 2021, as reported in the Company's Current Report on Form 8-K filed on March 22, 2021 should no longer be relied upon due to the reassessed accounting treatment and changes required to reclassify the Company's warrants as liabilities to align with the guidance issued by the SEC in the SEC Statement. The change in accounting treatment involves only non-cash adjustments and will have no impact on the Company's current or previously reported liquidity, cash flows or revenues. The Company plans to reflect this change in accounting treatment in its Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 to be filed with SEC.

The Audit Committee and the Company's management have discussed the matters disclosed pursuant to this Item 4.02(a) with the Independent Public Accountants.

Cautionary Statements Regarding Forward-Looking Statements

This Current Report on Form 8-K includes "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Certain of these forward-looking statements can be identified by the use of words such as "believes," "expects," "intends," "plans," "estimates," "assumes," "may," "should," "will," "seeks," or other similar expressions. These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially from the expected results, including those under "Risk Factors" in the Final Prospectus on Form 424B4, dated March 11, 2021, and filed with the SEC on March 15, 2021, and in subsequent reports filed with the SEC. Most of these factors are outside the Company's control and are difficult to predict. The Company cautions readers not to place undue reliance upon any forward-looking statements, which speak only as of the date made. The Company does not undertake or accept any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements to reflect any change in its expectations or any change in events, conditions or circumstances on which any such statement is based.





                                       2

--------------------------------------------------------------------------------

© Edgar Online, source Glimpses