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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM

~~FORM~~ 10-Q

☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~March~~June 3130, 2021

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from

~~For~~CERBERUS ~~the~~TELECOM ~~transition~~ACQUISITION ~~period~~CORPORATION ~~from to~~

~~CERBERUS TELECOM~~(Exact ~~ACQUISITION~~name ~~CORPORATION~~of registrant as specified in its charter)

(Exact name of registrant as specified in its charter)


Cayman Islands	001-39647	98-1556740
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)

Cayman Islands	001-39647	98-1556740
875 Third AvenueNew York, New York	10022
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification Number)
(Address of principal executive offices)	(Zip Code)

875 Third AvenueNew York, New York		10022
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 891-2100

~~Registrant’s~~Not ~~telephone~~Applicable ~~number, including area code: (212) 891-2100~~

~~Not~~(Former ~~Applicable~~name or former address, if changed since last report)

~~(Former~~Securities ~~name~~registered orpursuant ~~former~~to ~~address,~~Section 12(b) ifof ~~changed~~the ~~since~~Act: ~~last report)~~

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class:	Trading Symbol:	Name of Each Exchange on Which Registered:
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one third of one redeemable warrant	CTAC.U	The New York Stock Exchange
Class A Ordinary Shares included as part of the units	CTAC	The New York Stock Exchange
Warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50	CTAC WS	The New York Stock Exchange

Title of Each Class:	Trading Symbol:	Name of Each Exchange on Which Registered:
Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one third of one redeemable warrant	CTAC.U	The New York Stock Exchange
Class A Ordinary Shares included as part of the units	CTAC	The New York Stock Exchange
Warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50	CTAC WS	The New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation

(§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a

~~Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S~~non-~~T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐~~ accelerated

filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 ~~of the Exchange Act.~~

of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule

~~Indicate by check mark whether the registrant is a shell company (as defined in Rule~~ 12b-2 ~~of the Exchange Act). Yes ☒ No ☐~~

of the Exchange Act). Yes ☒ No ☐

As of ~~May~~August 2012, 2021, ~~26,735,238 Class A ordinary shares, par value $0.0001 per share, and 6,479,225 Class B ordinary shares, par value $0.0001 per share, were issued and outstanding, respectively.~~

26,890,700 Class A ordinary shares, par value $0.0001 per share, and 6,479,225 Class B ordinary shares, par value $0.0001 per share, were issued and outstanding, respectively.

~~Table~~CERBERUS ofTELECOM ~~Contents~~ACQUISITION CORPORATION

Form

~~CERBERUS TELECOM ACQUISITION CORPORATION~~ 10-Q

~~Form~~For ~~10-Q~~the Quarter Ended June 30, 2021

~~For~~Table ~~the~~of ~~Quarter~~Contents ~~Ended March 31, 2021~~

Table of Contents


		Page
PART I. FINANCIAL INFORMATION

Item 1.	Condensed Financial Statements		1

	Condensed Balance Sheet as of June 30, 2021 (unaudited) and December 31, 2020		1

	Condensed Statements of Operations for the three and six months ended June 30, 2021 (unaudited)		2

	Condensed Statements of Changes in Shareholders’ Equity for the three and six months ended June 30, 2021 (unaudited)		3

	Condensed Statement of Cash Flows for the six months ended June 30, 2021 (unaudited)		4

	Notes to Condensed Financial Statements		5

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		18

Item 3.	Quantitative and Qualitative Disclosures About Market Risk		21

Item 4.	Controls and Procedures		21

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings		22

Item 1A.	Risk Factors		22

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities		23

Item 3.	Defaults Upon Senior Securities		23

Item 4.	Mine Safety Disclosures		23

Item 5.	Other Information		23

Item 6.	Exhibits		24

		Page
PART I. FINANCIAL INFORMATION
Item 1.	Condensed Financial Statements		1
	Condensed Balance Sheet as of March 31, 2021 (unaudited) and December 31, 2020		1
	Condensed Statement of Operations for the period from January 1, 2021 through March 31, 2021 (unaudited)		2
	Condensed Statement of Changes in Shareholder’s Equity for the period from January 1, 2021 through March 31, 2021 (unaudited)		3
	Condensed Statement of Cash Flows for the period from January 1, 2020 through March 31, 2021 (unaudited)		4
	Notes to Unaudited Condensed Financial Statements		5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		16
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		19
Item 4.	Controls and Procedures		19
PART II. OTHER INFORMATION
Item 1.	Legal Proceedings		19
Item 1A.	Risk Factors		19
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds from Registered Securities		20
Item 3.	Defaults Upon Senior Securities		20
Item 4.	Mine Safety Disclosures		20
Item 5.	Other Information		20
Item 6.	Exhibits		21

PART I. FINANCIAL INFORMATION

~~Table~~Item of1. ~~Contents~~Condensed Financial Statements

~~PART~~CERBERUS I.TELECOM ~~FINANCIAL~~ACQUISITION ~~INFORMATION~~CORPORATION

~~Item~~CONDENSED 1.BALANCE ~~Condensed~~SHEETS ~~Financial Statements~~

CERBERUS TELECOM ACQUISITION CORPORATION


	June 30, 2021			December 31, 2020
	(unaudited)
Assets:
Current assets:
Cash	$	690,065		$	1,936,020
Prepaid expenses		523,795			725,671

Total current assets		1,213,860			2,661,691
Investments held in Trust Account		259,186,362			259,173,294

Total Assets	$	260,400,222		$	261,834,985

Liabilities and Shareholders’ Equity:
Current liabilities:
Accounts payable		157,088			67,232
Due to related party		771,968			167,405
Accrued expenses		4,646,702			724,099

Total current liabilities		5,575,758			958,736
Deferred underwriting commissions		9,070,915			9,070,915
Warrant liability		14,704,375			12,030,850

Total liabilities		29,351,048			22,060,501

Commitments and Contingencies
Class A ordinary shares, $0.0001 par value; 22,604,917 and 23,477,448 shares subject to possible redemption at $10.00 per share as of June 30, 2021 and December 31, 2020, respectively		226,049,170			234,774,480
Shareholders’ Equity:
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding as of June 30, 2021 and December 31, 2020		—			—
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 4,130,321 and 3,257,790 shares issued and outstanding (excluding 22,604,917 and 23,477,448 shares subject to possible redemption) as of June 30, 2021 and December 31, 2020, respectively		414			326
Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 6,479,225 shares issued and outstanding as of June 30, 2021 and December 31, 2020		648			648
Additional paid-in capital		18,618,247			9,893,025
Accumulated deficit		(13,619,305	)		(4,893,995	)

Total S hareholders’ equity		5,000,004			5,000,004

Total Liabilities and Shareholders’ Equity	$	260,400,222		$	261,834,985

~~CONDENSED~~The ~~BALANCE~~accompanying ~~SHEET~~notes are an integral part of these condensed financial statements.

	March 31, 2021 (unaudited)			December 31, 2020
Assets:
Current assets:
Cash	$	1,735,635		$	1,936,020
Prepaid expenses		626,145			725,671
Total current assets		2,361,780			2,661,691
Investments held in Trust Account		259,179,864			259,173,294
Total Assets	$	261,541,644		$	261,834,985
Liabilities and Shareholders’ Equity:
Current liabilities:
Accounts payable		145,607			67,232
Due to related party		602,467			167,405
Accrued expenses		2,646,702			724,099
Total current liabilities		3,392,776			958,736
Deferred underwriting commissions		9,070,915			9,070,915
Warrant liability		9,357,330			12,030,850
Total liabilities		21,823,021			22,060,501
Commitments and Contingencies
Class A ordinary shares, $0.0001 par value; 23,471,862 and 23,477,448 shares subject to possible redemption at $10.00 per share as of March 31, 2021 and December 31, 2020, respectively		234,718,620			234,774,480
Shareholders’ Equity:
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding as of March 31, 2021 and December 31, 2020		—			—
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 3,263,376 and 3,257,790 shares issued and outstanding (excluding 23,471,862 and 23,477,448 shares subject to possible redemption) as of March 31, 2021 and December 31, 2020, respectively		327			326
Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 6,479,225 shares issued and outstanding as of March 31, 2021 and December 31, 2020		648			648
Additional paid — in capital		9,948,884			9,893,025
Accumulated deficit		(4,949,856	)		(4,893,995	)
Total shareholders’ equity		5,000,003			5,000,004
Total Liabilities and Shareholders’ Equity	$	261,541,644		$	261,834,985

~~The~~CERBERUS ~~accompanying~~TELECOM ~~notes~~ACQUISITION ~~are~~CORPORATION ~~an integral part of these unaudited condensed financial statements.~~

UNAUDITED CONDENSED STATEMENT

1 S

OF OPERATIONS

~~Table~~FOR ofTHE ~~Contents~~THREE & SIX MONTHS ENDED JUNE 30, 2021

CERBERUS TELECOM ACQUISITION CORPORATION


	Three Months Ended June 30, 2021			Six Months Ended June 30, 2021
General and administrative expenses	$	3,176,951		$	5,477,840
General and administrative expenses – related party		151,951			587,013

Loss from operations		(3,328,902	)		(6,064,853	)
Other (expense) income:
Change in fair value of warrants		(5,347,045	)		(2,673,525	)
Interest income from investments held in Trust Account		6,498			13,068

Net income (loss)	$	(8,669,449	)	$	(8,725,310	)

Basic and diluted weighted average shares outstanding of Class A ordinary shares		26,735,238			26,735,238
Basic and diluted net income per ordinary share, Class A ordinary shares	$	—		$	—
Basic and diluted weighted average shares outstanding of Class B ordinary shares		6,479,225			6,479,225
Basic and diluted net loss per ordinary share, Class B ordinary shares	$	(1.34	)	$	(1.35	)

The accompanying notes are an integral part of these

condensed financial statements.

~~UNAUDITED~~2 ~~CONDENSED STATEMENT OF OPERATIONS~~

~~FOR~~CERBERUS ~~THE~~TELECOM ~~THREE~~ACQUISITION ~~MONTHS~~CORPORATION ~~ENDED MARCH 31, 2021~~

General and administrative expenses	$	2,300,889
General and administrative expenses – related party		435,062
Loss from operations		(2,735,951	)
Other (expense) income:
Change in fair value of warrants		2,673,520
Interest income on investments held in Trust Account		6,570
Net income (loss)	$	(55,861	)
Basic and diluted weighted average shares outstanding of Class A ordinary shares		26,735,238
Basic and diluted net income per ordinary share, Class A ordinary shares	$	—
Basic and diluted weighted average shares outstanding of Class B ordinary shares		6,479,225
Basic and diluted net loss per ordinary share, Class B ordinary shares	$	(0.01	)

UNAUDITED CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

~~The~~FOR ~~accompanying~~THE ~~notes~~THREE & ~~are~~SIX anMONTHS ~~integral~~ENDED ~~part~~JUNE 30, of2021 ~~these unaudited condensed financial statements.~~


	Ordinary Shares								Additional Paid-in Capital		Accumulated Deficit			Total Shareholder’s Equity
	Class A				Class B
	Shares		Amount		Shares		Amount
Balance – January 1, 2021		3,257,790	$	326		6,479,225	$	648	$	9,893,025	$	(4,893,995	)	$	5,000,004
Change in Class A ordinary shares subject to redemption		5,586		1		—		—		55,859		—			55,860
Net loss		—		—		—		—		—		(55,861	)		(55,861	)

Balance - March 31, 2021 (unaudited)		3,263,376	$	327		6,479,225	$	648	$	9,948,884	$	(4,949,856	)	$	5,000,003

Change in Class A ordinary shares subject to redemption		866,945		87		—		—		8,669,363		—			8,639,450
Net loss		—		—		—		—		—		(8,669,449	)		(8,669,449	)

Balance – June 30, 2021 (unaudited)		4,130,321	$	414		6,479,225	$	648	$	18,618,247	$	(13,619,305	)	$	5,000,004

~~Table~~The accompanying notes are an integral part of ~~Contents~~these condensed financial statements.

~~CERBERUS~~3 ~~TELECOM ACQUISITION CORPORATION~~

~~UNAUDITED~~CERBERUS ~~CONDENSED~~TELECOM ~~STATEMENT~~ACQUISITION OFCORPORATION ~~CHANGES IN SHAREHOLDER’S EQUITY~~

~~FOR~~UNAUDITED ~~THE~~CONDENSED ~~THREE~~STATEMENT ~~MONTHS~~OF ~~ENDED~~CASH ~~MARCH~~FLOWS ~~31, 2021~~

	Ordinary Shares													TotalShareholder’sEquity
	Class A				Class B				Additional Paid-in		Accumulated
	Shares		Amount		Shares		Amount		Capital		Deficit
Balance – January 1, 2021		3,257,790	$	326		6,479,225	$	648	$	9,893,025	$	(4,893,995	)	$	5,000,004
Class A ordinary shares subject to redemption		5,586		1		—		—		55,859		—			(55,860	)
Net loss		—		—		—		—		—		(55,861	)		(55,861	)
Balance - March 31, 2021 (unaudited)		3,263,376	$	327		6,479,225	$	648	$	9,948,884	$	(4,949,856	)	$	5,000,003

FOR THE SIX MONTHS ENDED JUNE 30, 2021

The accompanying notes are an integral part of these unaudited condensed financial statements.


Cash Flows from Operating Activities:
Net loss	$	(8,725,310	)
Adjustments to reconcile net loss to net cash used in operating activities:
Increase in fair value of warrant liability		2,673,525
Interest income from investments held in Trust Account		(13,068	)
Changes in operating assets and liabilities:
Prepaid expenses		201,874
Accounts payable		89,857
Due to related party		604,563
Accrued expenses		3,922,604

Net cash used in operating activities		(1,245,955	)

Net change in cash		(1,245,955	)
Cash – beginning of the period		1,936,020

Cash – end of the period	$	690,065

Supplemental disclosure of non-cash investing and financing activities
Change in value of Class A ordinary shares subject to possible redemption	$	(8,725,310	)

The accompanying notes are an integral part of these

condensed financial statements.

~~Table~~CERBERUS ofTELECOM ~~Contents~~ACQUISITION CORPORATION

~~CERBERUS~~NOTES ~~TELECOM~~TO ~~ACQUISITION~~CONDENSED ~~CORPORATION~~FINANCIAL STATEMENTS

Note 1 — Description of Organization and Proposed Business

Combination

~~UNAUDITED~~Organization ~~CONDENSED~~and ~~STATEMENT~~General ~~OF CASH FLOWS~~

~~FOR~~Cerberus ~~THE~~Telecom ~~THREE~~Acquisition ~~MONTHS~~Corp. ~~ENDED~~(the ~~MARCH~~“Company”) 31is a blank check company incorporated in the Cayman Islands on September 8, ~~2021~~2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.

Cash Flows from Operating Activities:
Net loss	$	(55,861	)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of warrant liability		(2,673,520	)
Interest income on investments held in Trust Account		(6,570	)
Changes in operating assets and liabilities:
Prepaid expenses		99,526
Accounts payable		78,375
Due to related party		435,062
Accrued expenses		1,922,603
Net cash used in operating activities		(200,385	)
Net change in cash		(200,385	)
Cash – beginning of the period		1,936,020
Cash – ending of the period	$	1,735,635

At June 30, 2021, the Company had not yet commenced operations. All activity for the period from September 8, 2020 (inception) through December 31, 2020 relates to the Company’s formation and its preparation for the initial public offering (“Initial Public Offering”), which is described below, and since the offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenue until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of income earned on investments held in the Trust Account (as defined below). Comparative results for the three and six months ended June 30, 2020 are not presented as the company was incepted on September 8, 2020.

The Company’s sponsor is Cerberus Telecom Acquisition Holdings, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on October 21, 2020. On October 26, 2020, the Company consummated its Initial Public Offering of 25,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), generating gross proceeds of $250.0 million, and incurring offering costs of approximately $14.5 million, inclusive of approximately $8.8 million in deferred underwriting commissions (Note 5). On November 10, 2020, the underwriters partially exercised the

~~The accompanying notes are an integral part of these unaudited condensed financial statements.~~ over-allotment

option and purchased an additional 916,900 Units (the

4 “Over-Allotment

Units”), generating gross proceeds of approximately $9.2 million (the

~~Table of Contents~~“Over-Allotment”),

and incurred additional offering costs of approximately $0.5 million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees).

~~CERBERUS~~Simultaneously ~~TELECOM~~with ~~ACQUISITION~~the ~~CORPORATION~~closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 800,000 Units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $8.0 million (Note 4). On November 10, 2020, simultaneously with the sale of the Over- Allotment Units, the Company consummated a private sale of an additional 18,338 Private Placement Units to Cerberus Telcom Acquisition Holdings, LLC, a Delaware limited liability company (the “Sponsor”), generating gross proceeds of $183,380 (See Note 4).

Upon the closing of the Initial Public Offering, the Over-Allotment, and the Private Placement, $259.2 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (“Trust Account”), located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and were subsequently invested only in U.S. government securities within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”) with a maturity of 185 days or less or in money market funds investing solely in United States Treasuries and meeting certain conditions under Rule

~~NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS~~ 2a-7

under the Investment Company Act, until the earlier of: (i) the completion of a Business Combination or (ii) the distribution of the Trust Account as described below.

~~Note~~The 1Company’s —management ~~Description~~has broad discretion with respect to the specific application of ~~Organization~~the net proceeds of the Initial Public Offering and ~~Proposed~~the sale of Private Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (as defined below) (excluding the amount of deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time of the signing of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act.

~~Organization~~The ~~and~~Company ~~General~~will provide the holders of its Public Shares (the “Public Shareholders”), with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares have been classified as temporary equity upon the completion of the Proposed Public Offering in accordance

~~Cerberus~~5 Telecom Acquisition Corp. (the “Company”) is a blank check company incorporated in the Cayman Islands on September 8, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities.

with the ASC Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to the amended and restated memorandum and articles of association which the Company will be adopted upon the consummation of the Proposed Public Offering (the “Amended and Restated Memorandum and Articles of Association”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor and each member of its management team have agreed to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Proposed Public Offering in favor of a Business Combination. Subsequent to the consummation of the Proposed Public Offering, the Company will adopt an insider trading policy which will require insiders to: (i) refrain from purchasing shares during certain blackout periods and when they are in possession of any material

At March 31, 2021, the Company had not yet commenced operations. All activity for the period from September 8, 2020 (inception) through December 31, 2020 relates to the Company’s formation and its preparation for the initial public offering (“Initial Public Offering”), which is described below, and since the offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenue until after the completion of its initial Business Combination, at the earliest. The Company will generate non-~~operating income in the form of income earned on investments held in the Trust Account (as defined below).~~ public

information and (ii) to clear all trades with the Company’s legal counsel prior to execution. In addition, the Sponsor and each member of our management team have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination.

~~The~~Notwithstanding ~~Company’s~~the ~~sponsor is Cerberus Telecom Acquisition Holdings~~foregoing, ~~LLC,~~the aAmended ~~Delaware~~and ~~limited~~Restated ~~liability~~Memorandum ~~company~~and ~~(the~~Articles ~~“Sponsor”).~~of ~~The~~Association ~~registration~~provides ~~statement~~that ~~for~~a ~~the Company’s Initial~~ Public ~~Offering~~Shareholder, ~~was~~together ~~declared~~with ~~effective~~any onaffiliate ~~October~~of ~~21,~~such ~~2020.~~shareholder Onor ~~October~~any ~~26,~~other ~~2020,~~person ~~the~~with ~~Company consummated~~whom ~~its~~such ~~Initial~~shareholder ~~Public~~is ~~Offering~~acting ofin ~~25,000,000~~concert ~~units~~or ~~(the~~as a “~~Units~~group” ~~and,~~(as ~~with~~defined ~~respect~~under toSection 13 of the ~~Class~~Securities AExchange ~~ordinary~~Act ~~shares~~of ~~included~~1934, inas ~~the~~amended ~~Units sold,~~ (the “~~Public~~Exchange ~~Shares~~Act”), ~~generating~~will ~~gross~~be ~~proceeds~~restricted offrom ~~$250.0~~redeeming ~~million,~~its ~~and incurring~~shares ~~offering~~with ~~costs~~respect ofto ~~approximately~~more ~~$14.5~~than ~~million,~~an ~~inclusive~~aggregate of ~~approximately~~15% ~~$8.8~~or ~~million~~more inof ~~deferred~~the ~~underwriting~~Class A ~~commissions~~ordinary ~~(Note~~shares ~~5).~~sold Onin ~~November 10, 2020,~~ the ~~underwriters~~Proposed ~~partially~~Public ~~exercised the over-allotment option and purchased an additional 916~~Offering,~~900~~ ~~Units~~without (the ~~“Over-Allotment~~prior ~~Units”),~~consent ~~generating gross proceeds~~ of ~~approximately $9.2 million (~~the ~~“Over-Allotment”), and incurred additional offering costs of approximately $0~~Company.~~5 million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees~~).

The Company’s Sponsor, officers and directors (the “Initial Shareholders”) have agreed not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (a) that would modify the substance or timing of the Company’s obligation to redeem 100% of its Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering, or October 26, 2022 (the “Combination Period”) or (b) with respect to any other provision relating to shareholders’ rights or

Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 800,000 Units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $8.0 million (Note 4). If the overpre-allotment option is exercised, the Sponsor will purchase an additional amount of up to 75,000 Private Placement Units at a price of $10.00 per Private Placement Unit. On November 10, 2020, simultaneously with the sale of the Over-Allotment Units, the Company consummated a private sale of an additional 18,338 Private Placement Units to Cerberus Telcom Acquisition Holdings, LLC, a Delaware limited liability company (the “Sponsor”), generating gross proceeds of $183,380 (See Note 4). initial

Business Combination activity, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment.

~~Upon~~The ~~the~~Sponsor, ~~closing~~executive ofofficers ~~the~~and ~~Initial~~directors ~~Public~~have ~~Offering,~~agreed ~~the~~not ~~Over-Allotment,~~to ~~and~~propose ~~the~~an ~~Private~~amendment ~~Placement,~~to ~~$259.2~~the ~~million~~Amended ~~($10.00~~and ~~per~~Restated ~~Unit)~~Memorandum ofand ~~the~~Articles ~~net proceeds~~ of ~~the~~Association ~~Initial~~(a) that ~~Public~~would ~~Offering~~modify ~~and~~the ~~certain~~substance or timing of the ~~proceeds~~Company’s ofobligation ~~the~~provide ~~Private~~holders ~~Placement~~of ~~were~~our ~~placed~~Class A inordinary ashares ~~trust~~the ~~account~~right ~~(“Trust~~to ~~Account”),~~have ~~located~~their inshares ~~the~~redeemed ~~United~~in ~~States~~connection with ~~Continental~~our ~~Stock~~initial ~~Transfer~~Business &Combination ~~Trust~~or ~~Company~~to ~~acting~~redeem ~~as trustee,~~100% ~~and~~of ~~were~~our ~~subsequently~~public ~~invested~~shares ~~only~~if inthe ~~U.S.~~Company ~~government~~does ~~securities~~not ~~within~~complete ~~the~~its ~~meaning~~initial ofBusiness ~~Section~~Combination ~~2(a)(16)~~within of24 ~~the~~months ~~Investment~~from ~~Company~~the ~~Act~~closing of ~~1940,~~the asProposed ~~amended~~Public Offering (the “~~Investment~~Combination ~~Company Act~~Period”) ~~with a maturity of 185 days~~ or ~~less~~(b) with orrespect ~~in money~~to ~~market~~any ~~funds~~other ~~investing~~provision ~~solely~~relating inrights ~~United~~of ~~States~~holders ~~Treasuries~~of ~~and~~Class A ~~meeting~~ordinary ~~certain~~shares, ~~conditions~~unless ~~under Rule 2a-7 under~~ the ~~Investment~~ Company ~~Act,~~provides ~~until~~ the ~~earlier~~Public ~~of:~~Shareholders ~~(i)~~with the ~~completion~~opportunity ofto aredeem ~~Business~~their ~~Combination~~Class A orordinary ~~(ii)~~shares ~~the~~in ~~distribution~~conjunction ofwith ~~the~~any ~~Trust Account~~such ~~as described below~~amendment.

~~The~~If the Company’s ~~management~~is ~~has~~unable ~~broad~~to ~~discretion~~complete ~~with~~a ~~respect~~Business toCombination within the ~~specific~~Combination ~~application~~Period, of the ~~net~~Company ~~proceeds~~will of(i) cease ~~the Initial~~all ~~Public~~operations ~~Offering~~except ~~and~~for the ~~sale~~purpose of ~~Private~~winding ~~Placement~~up; ~~Units,~~(ii) as ~~although~~promptly ~~substantially~~as ~~all~~reasonably ofpossible but not more than ten business days thereafter, redeem the ~~net~~Public ~~proceeds~~Shares, ~~are~~at ~~intended~~a per-share price, payable in cash, equal to bethe ~~applied~~aggregate ~~generally~~amount ~~toward~~then ~~consummating~~on adeposit ~~Business~~in ~~Combination.~~the ~~There~~Trust isAccount, noincluding ~~assurance~~interest ~~that~~earned on the ~~Company~~funds ~~will~~held bein ~~able~~the ~~to complete~~Trust aAccount ~~Business~~and ~~Combination~~not ~~successfully.~~previously ~~The~~released to the Company ~~must~~to ~~complete~~pay ~~one~~its ortax ~~more~~obligations, ~~initial~~if ~~Business~~any ~~Combinations~~(less ~~having~~up anto ~~aggregate~~$100,000 ~~fair~~of ~~market~~interest ~~value~~to ofpay atdissolution ~~least~~expenses) ~~80%~~divided by the number of the ~~net~~then-outstanding ~~assets~~Public ~~held~~Shares, inwhich ~~the~~redemption ~~Trust~~will ~~Account~~completely (extinguish Public Shareholders’ rights as ~~defined~~shareholders ~~below~~(including the right to receive further liquidation distributions, if any); and (~~excluding~~iii) as promptly as reasonably possible following such redemption, subject to the ~~amount~~ approval of ~~deferred~~the ~~underwriting~~remaining ~~commissions~~shareholders and ~~taxes~~the ~~payable~~board onof ~~the~~directors, ~~interest~~liquidate ~~earned~~and ondissolve, subject in the ~~Trust~~case ~~Account~~of clauses (ii) and at(iii), to the ~~time~~Company’s obligations under Cayman Islands law to provide for claims of creditors and the ~~signing~~requirements of ~~the~~other ~~agreement~~applicable law. There will be no redemption rights or liquidating distributions with respect to ~~enter~~our ~~into~~warrants, ~~the~~which will expire worthless if we fail to consummate an initial Business Combination. ~~However,~~within 24 months from the ~~Company~~closing ~~will~~of ~~only~~our ~~complete~~Initial aPublic ~~Business Combination~~Offering. Our Amended and Restated Memorandum and Articles of Association provides that, if ~~the~~we ~~post-transaction~~wind ~~company~~up ~~owns~~for orany ~~acquires~~other ~~50%~~reason orprior ~~more~~to the consummation of ~~the~~our ~~outstanding~~initial ~~voting~~Business ~~securities~~Combination, ofwe will follow the ~~target~~foregoing orprocedures ~~otherwise~~with ~~acquires~~respect ato ~~controlling~~the ~~interest~~liquidation inof the ~~target~~trust ~~sufficient~~account ~~for~~as itpromptly ~~not~~as toreasonably bepossible ~~required~~but tonot ~~register~~more asthan anten ~~investment company~~business ~~under~~days ~~the~~thereafter, ~~Investment~~subject ~~Company~~to ~~Act~~applicable Cayman Islands law.

The Sponsor and each member of its management team have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or members of the Company’s management team acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 5)

~~Table~~6 ~~of Contents~~

held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such

~~CERBERUS TELECOM ACQUISITION CORPORATION~~ third-party

claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s Independent Registered Accounting Firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Proposed Business

Combination

~~NOTES~~On TOMarch ~~UNAUDITED~~12, ~~CONDENSED~~2021, ~~FINANCIAL~~the ~~STATEMENTS~~Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, King Pubco, Inc. (“Pubco”), a Delaware corporation and wholly owned subsidiary of Cerberus Telecom Acquisition Holdings, LLC (the “Sponsor”), an affiliate of the Company, King Corp Merger Sub, Inc. (“Corp Merger Sub”), a Delaware corporation and direct, wholly owned subsidiary of the Sponsor, King LLC Merger Sub, LLC (“LLC Merger Sub”), a Delaware limited liability company and direct, wholly owned subsidiary of Pubco, and Maple Holdings Inc. (“KORE”), a Delaware corporation.

~~The~~Pursuant ~~Company~~to ~~will provide~~ the ~~holders~~Merger ~~of its Public Shares (the “Public Shareholders”)~~Agreement, ~~with~~ the ~~opportunity~~ toparties ~~redeem~~thereto ~~all~~will orenter into a ~~portion~~business ofcombination ~~their~~transaction ~~Public~~(the ~~Shares~~“Business ~~upon~~Combination”) ~~the~~pursuant ~~completion~~to ofwhich, aamong ~~Business~~other ~~Combination~~things, ~~either~~ (i) on inthe ~~connection~~day ~~with~~immediately aprior ~~shareholder meeting called~~ to ~~approve~~ the ~~Business~~Closing ~~Combination~~Date or (~~ii)~~as bydefined ~~means~~in ofthe aMerger ~~tender~~Agreement), ~~offer. The decision as to whether~~ the Company will ~~seek~~merge ~~shareholder~~with ~~approval~~and ofinto aLLC ~~Business~~Merger ~~Combination~~Sub, ~~or conduct~~ a ~~tender~~subsidiary ~~offer~~of ~~will~~Pubco ~~be made by~~ (the ~~Company~~“Pubco Merger”), ~~solely~~with inLLC ~~its~~Merger ~~discretion.~~Sub ~~The~~being ~~Public~~the ~~Shareholders~~surviving ~~will~~entity beof ~~entitled~~the toPubco ~~redeem~~Merger ~~their~~and ~~Public~~Pubco ~~Shares~~as ~~for~~parent ~~a pro rata portion~~ of the ~~amount~~surviving ~~then~~entity, ~~in the Trust Account~~ (~~initially anticipated to be $10.00 per Public Share~~ii). on ~~The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by~~ the ~~deferred underwriting~~Closing ~~commissions~~Date ~~the~~and ~~Company~~immediately ~~will~~prior ~~pay~~ to the ~~underwriters~~First Merger (as ~~discussed~~defined ~~in Note 5~~below)., ~~These~~Sponsor ~~Public~~will ~~Shares~~contribute ~~have~~100% ~~been~~of ~~classified~~its ~~as temporary~~ equity ~~upon~~interests ~~the~~in ~~completion~~Corp ofMerger ~~the~~Sub ~~Proposed~~to ~~Public~~Pubco ~~Offering in accordance with~~ (the ~~ASC Topic 480~~ “~~Distinguishing~~Corp ~~Liabilities~~Merger ~~from~~Sub ~~Equity.~~Contribution” ~~In such case~~), ~~the~~as ~~Company will proceed with~~ a ~~Business~~result ~~Combination if the Company has net tangible assets~~ of atwhich ~~least~~Corp ~~$5,000,001~~Merger ~~upon~~Sub ~~such~~will ~~consummation~~become of a ~~Business~~wholly ~~Combination~~owned ~~and~~subsidiary ~~a majority~~ of ~~the~~ ~~shares~~Pubco, ~~voted~~(iii) following ~~are voted in favor of~~ the ~~Business~~Corp ~~Combination.~~Merger IfSub ~~a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons~~Contribution, ~~the~~Corp ~~Company~~Merger Sub will, ~~pursuant~~merge towith ~~the amended~~ and ~~restated~~into ~~memorandum~~KORE ~~and articles of association which the Company will be adopted upon the consummation of the Proposed Public Offering~~ (the “~~Amended~~First ~~and Restated Memorandum and Articles of Association~~Merger”), ~~conduct~~with ~~the~~KORE ~~redemptions pursuant~~being to the ~~tender~~surviving ~~offer~~corporation ~~rules~~ of the ~~U.S.~~First ~~Securities~~Merger; and ~~Exchange Commission~~ (~~“SEC”~~iv) immediately ~~and~~following ~~file tender offer documents with~~ the ~~SEC~~First ~~prior~~Merger toand ~~completing~~as apart ~~Business Combination. If, however, shareholder approval~~ of the ~~transactions~~same ~~is required~~overall bytransaction ~~law,~~as or the ~~Company~~First ~~decides to obtain shareholder approval for business or legal reasons~~Merger, ~~the~~KORE ~~Company~~ will ~~offer~~merge ~~to redeem shares in conjunction~~ with aand ~~proxy~~into ~~solicitation~~LLC ~~pursuant~~Merger toSub (the ~~proxy~~“Second ~~rules~~Merger” and, ~~not~~together ~~pursuant~~with to the ~~tender~~First ~~offer rules. Additionally~~Merger, ~~each~~being ~~Public~~collectively ~~Shareholder~~referred ~~may elect~~ to ~~redeem~~as ~~their~~the ~~Public~~“Mergers” ~~Shares~~and, ~~irrespective~~together ofwith ~~whether~~the ~~they~~other ~~vote~~transactions ~~for~~contemplated orby ~~against~~ the ~~proposed~~Merger ~~transaction. If the Company seeks shareholder approval in connection with a Business Combination~~Agreement, the ~~Sponsor~~ ~~and~~“Transactions” ~~each member of its management team have agreed to vote their Founder Shares (as defined below in Note 4)~~ and ~~any Public Shares purchased during or after~~ the ~~Proposed~~closing ~~Public Offering in favor~~ of ~~a Business Combination. Subsequent to~~ the ~~consummation~~ ~~of the Proposed Public Offering~~Transactions, the ~~Company will adopt an insider trading policy which will require insiders to: (i~~“Closing”), ~~refrain~~with ~~from~~LLC ~~purchasing~~Merger ~~shares~~Sub ~~during~~being ~~certain~~the ~~blackout~~surviving ~~periods~~entity ~~and when they are in possession~~ of ~~any~~the ~~material non-public~~Second ~~information~~Merger and ~~(ii)~~Pubco tobeing ~~clear all trades with~~ the ~~Company’s~~sole ~~legal counsel prior to execution. In addition, the Sponsor and each~~ member of ~~our~~LLC ~~management~~Merger ~~team have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination~~Sub.

Consummation of the transactions contemplated by the Merger Agreement are subject to customary conditions of the respective parties, including the receipt of the required approval by the shareholders of the Company and the satisfaction or waiver of certain other conditions stated in the

Notwithstanding the foregoing, the Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Proposed Public Offering, without the prior consent of the Company.) 8-K

filed on March 12, 2020.

~~The~~On ~~Company’s~~March ~~Sponsor~~12, ~~officers~~2021, ~~and~~concurrently ~~directors~~with (the ~~“Initial~~execution ~~Shareholders”)~~of ~~have~~the ~~agreed~~Merger ~~not~~Agreement, ~~to propose~~the anCompany ~~amendment~~entered tointo ~~the~~subscription ~~Amended~~agreements ~~and~~(the ~~Restated~~“Subscription ~~Memorandum~~Agreements”) ~~and~~with ~~Articles~~certain ofinvestors ~~Association~~ (a)collectively, ~~that~~the ~~would~~“PIPE ~~modify~~Investors”), ~~the~~pursuant ~~substance~~to, orand ~~timing~~on of the ~~Company’s~~terms ~~obligation~~and subject to ~~redeem~~the ~~100%~~conditions of ~~its~~which, ~~Public Shares if~~ the ~~Company~~PIPE ~~does~~Investors ~~not~~have ~~complete~~collectively asubscribed ~~Business Combination~~for ~~within~~22,500,000 24shares ~~months~~of ~~from~~Pubco ~~the~~Common ~~closing~~Stock offor ~~the~~an ~~Initial~~aggregate ~~Public~~purchase ~~Offering,~~price orequal ~~October~~to 26$225,000,000 ~~2022~~ (the “~~Combination~~PIPE ~~Period~~Investment”). orThe ~~(b)~~PIPE ~~with~~Investment ~~respect~~will tobe ~~any~~consummated ~~other~~substantially ~~provision~~concurrently ~~relating to shareholders’ rights or pre-initial Business Combination activity, unless the Company provides the Public Shareholders~~ with the ~~opportunity to redeem their Class A ordinary shares in conjunction with any such amendment~~Closing.

The ~~Sponsor,~~Subscription ~~executive~~Agreements ~~officers~~for ~~and~~the ~~directors~~PIPE ~~have~~Investors ~~agreed~~provide ~~not~~for tocertain ~~propose~~registration anrights. ~~amendment~~In toparticular, the ~~Amended~~Company ~~and~~is ~~Restated~~required ~~Memorandum~~to, ~~and~~as ~~Articles~~soon ofas ~~Association~~practicable ~~(a) that~~but ~~would~~no ~~modify~~later than 15 calendar days following the ~~substance~~Closing, submit to or ~~timing~~file ofwith the ~~Company’s~~SEC ~~obligation~~a ~~provide~~registration ~~holders~~statement ofregistering ~~our~~the ~~Class~~resale Aof ~~ordinary~~such shares. Additionally, the ~~right~~Company tois ~~have~~required ~~their~~to ~~shares~~use ~~redeemed~~its incommercially ~~connection~~reasonable ~~with~~efforts ~~our~~to ~~initial~~have ~~Business~~the ~~Combination~~registration orstatement todeclared ~~redeem~~effective ~~100%~~as ofsoon ~~our~~as ~~public shares~~practicable ifafter the ~~Company~~filing ~~does~~thereof. ~~not~~Upon ~~complete~~the ~~its~~reasonable ~~initial~~request ~~Business~~of ~~Combination~~a ~~within~~PIPE 24Investor, ~~months~~the ~~from~~Company ~~the~~must ~~closing~~use ofcommercially ~~the~~reasonable ~~Proposed~~efforts ~~Public~~to ~~Offering~~keep (the ~~“Combination~~registration ~~Period”)~~statement orcontinuously ~~(b)~~effective with respect to ~~any~~such ~~other~~PIPE ~~provision~~Investor ~~relating~~until ~~rights~~the earliest of: ~~holders~~(a) the ~~of Class~~date Asuch ~~ordinary~~PIPE Investor no longer holds any registrable shares, ~~unless~~ (b) the ~~Company~~date ~~provides~~all ~~the~~registrable ~~Public~~shares ~~Shareholders~~held ~~with~~by ~~the~~such ~~opportunity~~PIPE toInvestor ~~redeem~~may ~~their~~be ~~Class~~sold Awithout ~~ordinary~~restriction ~~shares~~under inRule ~~conjunction~~144 ~~with~~and ~~any~~(c) two ~~such~~years ~~amendment~~from the date of effectiveness of the registration statement.

IfThe ~~the~~Subscription ~~Company~~Agreements iswill ~~unable~~terminate towith ~~complete~~no afurther ~~Business~~force ~~Combination~~and ~~within~~effect ~~the~~upon ~~Combination Period,~~ the ~~Company~~earliest ~~will~~to ~~(i)~~occur ~~cease all operations except for the purpose~~ of ~~winding~~: ~~up;~~ (iii) three ~~as promptly as reasonably possible but not more than ten~~ business days ~~thereafter,~~after ~~redeem~~ the ~~Public~~termination ~~Shares,~~of ~~at a per-share price, payable in cash, equal to~~ the ~~aggregate~~Merger ~~amount~~Agreement ~~then on deposit~~ in ~~the~~accordance ~~Trust~~with ~~Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay~~ its ~~tax obligations~~terms, ~~if any~~ (~~less up to $100,000 of interest to pay dissolution expenses~~ii) the ~~divided~~mutual bywritten ~~the~~agreement ~~number~~ of the ~~then-outstanding~~parties ~~Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right~~ to ~~receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following~~ such ~~redemption, subject~~Subscription ~~to the approval of the remaining shareholders and the board of directors~~Agreement, ~~liquidate~~or ~~and dissolve, subject in the case of clauses~~ (~~ii) and (~~iii)~~, to~~ the ~~Company’s~~failure ~~obligations under Cayman Islands law~~ to ~~provide~~close ~~for~~by ~~claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to our warrants~~December 12, ~~which will expire worthless if we fail to consummate an initial Business Combination within 24 months from the closing of our Initial Public Offering~~2021. Our Amended and Restated Memorandum and Articles of Association provides that, if we wind up for any other reason prior to the consummation of our initial Business Combination, we will follow the foregoing procedures with respect to the liquidation of the trust account as promptly as reasonably possible but not more than ten business days thereafter, subject to applicable Cayman Islands law.

~~Table~~Liquidity ofand ~~Contents~~Capital Resources

As of June 30, 2021, the Company had approximately $0.7 million in its operating bank accounts and working capital deficit of approximately $4.4

~~CERBERUS~~million ~~TELECOM~~primarily ~~ACQUISITION~~due ~~CORPORATION~~to current liabilities of $5.6 million. The Company’s current liabilities consist of $5.4 million in transaction related expenses to be settled with proceeds of the Business Combination which is expected to close during the third quarter of 2021.

~~NOTES~~Prior TOto ~~UNAUDITED~~the ~~CONDENSED~~completion ~~FINANCIAL~~of ~~STATEMENTS~~the Initial Public Offering, the Company’s liquidity needs had been satisfied through the payment of $25,000 from the Sponsor to cover certain offering costs of the Company in exchange for the issuance of the Founder Shares, and a loan of approximately $128,000 pursuant to the Note issued to the Sponsor (Note 4). The Company repaid the Note in full on October 26, 2020. Subsequent to the consummation of the Initial Public Offering and Private Placement, the proceeds from the consummation of the Private Placement not held in the Trust Account will be used to satisfy the Company’s liquidity. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is not obligated to, provide the Company Working Capital Loans (see Note 4). As of June 30, 2021, and December 31, 2020, there were no amounts outstanding under any Working Capital Loan.

~~The~~Based ~~Sponsor~~on ~~and each member of its management team have agreed to waive their liquidation rights with respect to~~ the ~~Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However~~foregoing, ifmanagement ~~the~~believes ~~Sponsor~~that ~~or members of~~ the Company’s ~~management team acquire Public Shares in or after the Initial Public Offering, they~~ will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have ~~agreed~~sufficient toworking ~~waive~~capital ~~their rights to their deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period~~ and, inborrowing ~~such~~capacity ~~event, such amounts will be included with the other funds held in the Trust Account that will be available~~ to ~~fund~~meet ~~the~~its ~~redemption~~needs ofthrough the ~~Public~~earlier ~~Shares. In the event~~ of ~~such distribution, it is possible that~~ the ~~per~~consummation ~~share value~~ of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a ~~third~~Business ~~party~~Combination ~~for services rendered~~ or ~~products~~one ~~sold~~year tofrom ~~the~~this ~~Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account~~filing. ~~This~~Over ~~liability~~this ~~will~~time ~~not apply with respect to any claims by a third party who executed a waiver of any right~~period, ~~title, interest or claim of any kind in or to any monies held in~~ the ~~Trust Account or to any claims under the~~ Company’s indemnity of the underwriters of the Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will ~~not~~ be ~~responsible~~using tothese ~~the~~funds ~~extent of any liability~~ for ~~such~~paying ~~third-party~~existing ~~claims.~~accounts ~~The~~payable, ~~Company~~identifying ~~will~~and ~~seek~~evaluating toprospective ~~reduce~~initial ~~the~~Business ~~possibility~~Combination ~~that~~candidates, ~~the~~performing ~~Sponsor will have to indemnify the Trust Account~~ due todiligence ~~claims~~on ofprospective ~~creditors~~target ~~by endeavoring to have all vendors~~businesses, ~~service~~paying ~~providers (except~~ for ~~the~~travel ~~Company’s Independent Registered Accounting Firm)~~expenditures, ~~prospective~~selecting ~~target businesses or other entities with which~~ the ~~Company~~target ~~does~~ business, ~~execute~~to ~~agreements~~merge with ~~the~~or ~~Company~~acquire, ~~waiving~~and ~~any right~~structuring, ~~title,~~ ~~interest~~negotiating orand ~~claim~~consummating ~~of any kind in or to monies held in~~ the ~~Trust~~Business ~~Account~~Combination.

~~Proposed~~Note ~~Business~~2 ~~Combination~~— Summary of Significant Accounting Policies

OnBasis ~~March 12, 2021, the Company entered into an Agreement and Plan~~ of ~~Merger~~Presentation (the “Merger Agreement”) by and among the Company, King Pubco, Inc. (“Pubco”), a Delaware corporation and wholly owned subsidiary of Cerberus Telecom Acquisition Holdings, LLC (the “Sponsor”), an affiliate of the Company, King Corp Merger Sub, Inc. (“Corp Merger Sub”), a Delaware corporation and direct, wholly owned subsidiary of the Sponsor, King LLC Merger Sub, LLC (“LLC Merger Sub”), a Delaware limited liability company and direct, wholly owned subsidiary of Pubco, and Maple Holdings Inc. (“KORE”), a Delaware corporation.

~~Pursuant~~The toaccompanying ~~the~~interim ~~Merger~~condensed ~~Agreement,~~financial ~~the~~statements ~~parties~~are ~~thereto~~presented ~~will~~in ~~enter~~U.S. ~~into~~dollars ain ~~business~~conformity ~~combination~~with ~~transaction~~accounting ~~(the~~principles ~~“Business Combination”)~~generally ~~pursuant~~accepted ~~to which, among other things, (i) on the day immediately prior to the Closing Date (as defined~~ in the ~~Merger~~United ~~Agreement),~~States ~~the Company will merge with and into LLC Merger Sub, a subsidiary~~ of ~~Pubco~~America (~~the~~ “~~Pubco Merger~~U.S. GAAP”), ~~with~~for ~~LLC~~financial ~~Merger~~information ~~Sub being the surviving entity of the Pubco Merger~~ and ~~Pubco~~pursuant asto ~~parent of~~ the ~~surviving~~rules ~~entity, (ii) on the Closing Date~~ and ~~immediately~~regulations ~~prior to the First Merger (as defined below), Sponsor will contribute 100%~~ of ~~its equity interests in Corp Merger Sub to Pubco (~~the ~~“Corp~~SEC. ~~Merger Sub Contribution”)~~Accordingly, asthey ado ~~result~~not ofinclude ~~which~~all ~~Corp Merger Sub will become a wholly owned subsidiary~~ of ~~Pubco, (iii) following~~ the ~~Corp~~information ~~Merger Sub Contribution, Corp Merger Sub will merge with~~ and ~~into~~footnotes ~~KORE~~required ~~(the~~by ~~“First~~U.S. ~~Merger”),~~GAAP. ~~with~~In ~~KORE being~~ the ~~surviving~~opinion ~~corporation~~ of ~~the~~management, ~~First Merger; and (iv) immediately following~~ the ~~First~~interim ~~Merger~~condensed ~~and~~financial asstatements ~~part~~reflect ofall ~~the same overall transaction as the First Merger~~adjustments, ~~KORE~~which ~~will~~include ~~merge~~only ~~with~~normal ~~and~~recurring ~~into~~adjustments ~~LLC~~necessary ~~Merger~~for ~~Sub (~~the ~~“Second~~fair ~~Merger”~~presentation ~~and,~~of ~~together with~~ the ~~First~~balances ~~Merger, being collectively referred to as the “Mergers”~~ and, ~~together~~results ~~with~~for the ~~other~~period ~~transactions~~presented. ~~contemplated~~Operating byresults ~~the~~for ~~Merger Agreement,~~ the ~~“Transactions”~~three and ~~the~~six ~~closing~~months ofended ~~the Transactions~~June 30, ~~the~~2021 ~~“Closing”),~~are ~~with~~not ~~LLC~~necessarily ~~Merger~~indicative ~~Sub being the surviving entity~~ of the ~~Second~~results ~~Merger~~that ~~and~~may ~~Pubco~~be ~~being~~expected ~~the~~through ~~sole~~December ~~member~~31, of2021 ~~LLC~~or ~~Merger~~any ~~Sub~~future period.

~~Consummation~~The ofaccompanying ~~the~~interim ~~transactions~~condensed ~~contemplated~~financial bystatements ~~the~~should ~~Merger~~be ~~Agreement~~read ~~are~~in ~~subject~~conjunction towith ~~customary~~the ~~conditions~~audited offinancial ~~the~~statements ~~respective~~and ~~parties,~~notes ~~including~~thereto ~~the~~included ~~receipt~~in of the ~~required~~Form ~~approval~~10-K/A filed by the ~~shareholders of the~~ Company ~~and~~with the ~~satisfaction~~SEC ~~or waiver of certain other conditions stated in the 8-K filed~~ on ~~March 12~~May 13, ~~2020~~2021.

OnUse ~~March 12, 2021, concurrently with the execution~~ of ~~the~~Estimates Merger Agreement, the Company entered into subscription agreements (the “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 22,500,000 shares of Pubco Common Stock for an aggregate purchase price equal to $225,000,000 (the “PIPE Investment”). The PIPE Investment will be consummated substantially concurrently with the Closing.

The ~~Subscription~~preparation ~~Agreements~~of ~~for~~ the ~~PIPE~~interim ~~Investors~~condensed ~~provide~~financial ~~for~~statements ~~certain~~in ~~registration~~conformity ~~rights~~with U.S. InGAAP ~~particular,~~requires the Company’s ismanagement ~~required~~ to, asmake ~~soon~~estimates asand ~~practicable but~~assumptions nothat ~~later~~affect ~~than 15 calendar days following~~ the ~~Closing,~~reported ~~submit~~amounts ~~to or file with the SEC a registration statement registering the resale~~ of ~~such~~assets ~~shares.~~and ~~Additionally,~~liabilities ~~the~~and ~~Company~~disclosure ~~is required to use its commercially reasonable efforts to have the registration statement declared effective as soon as practicable after the filing thereof. Upon the reasonable request~~ of acontingent ~~PIPE~~assets ~~Investor,~~and ~~the~~liabilities ~~Company~~at ~~must use commercially reasonable efforts to keep~~ the ~~registration~~date ~~statement continuously effective with respect to such PIPE Investor until the earliest~~ of: ~~(a)~~ the ~~date~~interim ~~such~~condensed ~~PIPE~~financial ~~Investor~~statements ~~no longer holds any registrable shares, (b) the date all registrable shares held by such PIPE Investor may be sold without restriction under Rule 144~~ and ~~(c) two years from~~ the ~~date~~reported amounts of ~~effectiveness~~expenses ofduring the ~~registration~~reporting ~~statement~~period.

~~The~~Making ~~Subscription~~estimates ~~Agreements~~requires ~~will~~management ~~terminate~~to ~~with~~exercise nosignificant ~~further~~judgment. ~~force~~It ~~and effect~~is ~~upon~~at least reasonably possible that the ~~earliest~~estimate toof ~~occur~~the effect of: ~~(i) three~~a ~~business~~condition, ~~days~~situation ~~after~~or set of circumstances that existed at the ~~termination~~date of the ~~Merger~~financial ~~Agreement~~statements, inwhich ~~accordance~~management ~~with~~considered in formulating its ~~terms~~estimate, ~~(ii)~~ could change in the ~~mutual~~near ~~written~~term ~~agreement~~due to one or more future confirming events. One of the ~~parties~~more tosignificant ~~such~~accounting ~~Subscription~~estimates ~~Agreement,~~included orin ~~(iii)~~ these financial statements is the ~~failure~~ determination of the fair value of the warrant liability. Such estimates may be subject to ~~close~~change byas ~~December 12~~more current information becomes available and accordingly, ~~2021~~the actual results could differ significantly from those estimates.

~~Liquidity~~Emerging ~~and~~Growth ~~Capital~~Company ~~Resources~~

As an emerging growth company, the Company may take advantage of ~~March~~certain 31exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, ~~2021~~but not limited to, not being required to comply with the ~~Company~~auditor ~~had~~attestation ~~approximately~~requirements ~~$1.7~~of ~~million~~Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its ~~operating~~periodic ~~bank~~reports ~~accounts~~and proxy statements, and ~~working~~exemptions ~~capital~~from ~~deficit~~the requirements of ~~approximately~~holding ~~$1.0~~a ~~million~~nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

7Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised

~~Table~~8 ~~of Contents~~

~~CERBERUS~~financial ~~TELECOM~~accounting ~~ACQUISITION~~standards. ~~CORPORATION~~The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company can adopt the new or revised standard at the time private companies adopt the new or revised standard.

~~NOTES~~This TOmay ~~UNAUDITED~~make ~~CONDENSED~~comparison ~~FINANCIAL~~of ~~STATEMENTS~~the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Concentration of

Credit Risk

~~Prior~~Financial toinstruments ~~the~~that ~~completion~~potentially ofsubject the ~~Initial Public Offering, the~~ Company’s ~~liquidity needs had been satisfied through the payment of $25,000 from the Sponsor~~ to ~~cover~~concentration ~~certain offering costs~~ of ~~the~~credit ~~Company~~risk inconsist ~~exchange for the issuance~~ of ~~the Founder Shares, and~~ a ~~loan~~cash ofaccount ~~approximately $128,000 pursuant to the Note issued to the Sponsor (Note 4). The Company repaid the Note~~ in ~~full~~a onfinancial ~~October~~institution 26which, ~~2020.~~at ~~Subsequent to the consummation of the Initial Public Offering and Private Placement~~times, the proceeds from the consummation of the Private Placement not held in the Trust Account will be used to satisfy the Company’s liquidity. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, ~~but~~exceed ~~is not obligated to, provide~~ the ~~Company~~Federal ~~Working~~Depository ~~Capital~~Insurance ~~Loans~~Corporation ~~(see~~coverage ~~Note 4). As~~ of ~~March 31, 2021, and December 31, 2020, there were no amounts outstanding under any Working Capital Loan.~~

$250,000, and any cash held in Trust Account. At June 30, 2021 and December 31, 2020 the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. The Company’s investments held in the Trust Account as of June 30, 2021 and December 31, 2020 are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities money market funds.

~~Based~~Investments onHeld ~~the~~in ~~foregoing, management believes that~~ the ~~Company~~Trust ~~will have~~Account sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in net gain from investments held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information, other than for investments in

~~Note 2 — Summary of Significant Accounting Policies~~ open-ended

money market funds with published daily net asset values (“NAV”), in which case the Company uses NAV as a practical expedient to fair value. The NAV on these investments is typically held constant at $1.00 per unit.

~~Basis~~Fair Value of ~~Presentation~~Financial Instruments

~~The~~Fair ~~accompanying~~value ~~unaudited condensed~~is ~~financial~~defined ~~statements~~as ~~are presented in U.S. dollars in conformity with accounting principles generally accepted in~~ the ~~United~~price ~~States~~that ofwould ~~America~~be ~~(“U.S.~~received ~~GAAP”)~~ for ~~financial~~sale ~~information~~of ~~and~~an ~~pursuant~~asset toor ~~the~~paid ~~rules~~for ~~and~~transfer ~~regulations~~ of ~~the~~ ~~SEC.~~a ~~Accordingly~~liability, ~~they~~in doan ~~not~~orderly ~~include~~transaction ~~all~~between ofmarket ~~the~~participants ~~information~~at ~~and~~the ~~footnotes~~measurement ~~required~~date. by U.S. GAAP. Inestablishes ~~the~~a ~~opinion~~three-tier offair ~~management,~~value ~~the unaudited condensed financial statements reflect all adjustments~~hierarchy, which ~~include~~prioritizes ~~only~~the ~~normal~~inputs ~~recurring~~used ~~adjustments necessary~~in ~~for~~measuring ~~the~~ fair ~~presentation~~value. ofThe ~~the~~hierarchy ~~balances~~gives ~~and results for~~ the ~~period~~highest ~~presented.~~priority ~~Operating~~to ~~results~~unadjusted ~~for~~quoted ~~the~~prices ~~period~~in ~~from~~active ~~January 1,~~markets ~~2021~~for ~~through~~identical ~~March~~assets ~~31,~~or ~~2021~~liabilities ~~are~~(Level ~~not~~1 ~~necessarily~~measurements) ~~indicative~~and of the ~~results~~lowest ~~that~~priority ~~may~~to beunobservable ~~expected~~inputs ~~through December~~(Level ~~31,~~3 ~~2021~~measurements). orThese ~~any~~tiers ~~future~~consist ~~period.~~ of:

~~The~~Level 1, ~~accompanying~~defined ~~unaudited~~as ~~condensed~~observable ~~financial~~inputs ~~statements~~such ~~should~~as bequoted ~~read~~prices in(unadjusted) ~~conjunction~~for ~~with~~identical ~~the~~instruments ~~audited financial statements and notes thereto included~~ in ~~the~~active ~~Form~~markets; ~~10-K/A filed by the Company with the SEC on May 13, 2021.~~

8Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

~~Table~~Level 3, ofdefined ~~Contents~~as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

~~CERBERUS~~In ~~TELECOM~~some ~~ACQUISITION~~circumstances, ~~CORPORATION~~the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

As of June 30, 2021, and December 31, 2020, the carrying values of cash, prepaid expenses, accounts payable, accrued expenses, and due to related party approximate their fair values, primarily due to their

~~NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS~~ short-term

nature. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in money market funds that comprise only U.S. treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets.

~~Use~~9 ~~of Estimates~~

~~The~~Cash ~~preparation of the unaudited condensed financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates~~ and ~~assumptions~~ ~~that~~Cash ~~affect~~Equivalents the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of expenses during the reporting period.

~~Making~~The ~~estimates~~Company ~~requires~~considers ~~management~~all toshort-term ~~exercise~~investments ~~significant~~with ~~judgment.~~an Itoriginal ismaturity ~~at least reasonably possible that the estimate~~ of ~~the~~three ~~effect~~months ~~of a condition, situation~~ or ~~set~~less ofwhen ~~circumstances~~purchased ~~that~~to ~~existed~~be atcash ~~the~~equivalents. ~~date~~The ofCompany ~~the~~had ~~financial statements~~$259,186,362 ~~which~~and ~~management~~$259,173,294 ~~considered~~of incash ~~formulating~~equivalents ~~its~~held ~~estimate, could change~~ in the ~~near~~Trust ~~term~~Account ~~due~~as toof ~~one~~June 30, or2021 ~~more~~and ~~future~~December 31, ~~confirming~~2020, ~~events~~respectively. ~~One~~The ofCompany ~~the~~had ~~more~~no ~~significant accounting~~cash ~~estimates~~equivalents ~~included~~ in ~~these~~its ~~financial~~operating ~~statements~~account isas ~~the determination~~ of ~~the~~June 30, ~~fair~~2021 ~~value of the warrant liability. Such estimates may be subject to change as more current information becomes available~~ and ~~accordingly~~December 31, ~~the actual results could differ significantly from those estimates~~2020.

~~Emerging~~Class A ~~Growth~~Ordinary ~~Company~~Shares subject to possible redemption

AsThe anCompany ~~emerging~~accounts ~~growth~~for ~~company,~~its Class A ordinary shares subject to possible redemption in accordance with the ~~Company~~guidance ~~may~~in ~~take~~ASC ~~advantage~~Topic of480 ~~certain~~“Distinguishing ~~exemptions~~Liabilities from ~~various~~Equity.” ~~reporting~~Class A ~~requirements~~ordinary ~~that~~shares subject to mandatory redemption (if any) are ~~applicable~~classified toas ~~other~~liability ~~public companies~~instruments ~~that~~and are ~~not~~measured ~~emerging~~at ~~growth~~fair ~~companies~~value. Shares of conditionally redeemable Class A ordinary shares (including, ~~but~~Class A ~~not~~ordinary ~~limited~~shares ~~to,~~that ~~not~~feature ~~being~~redemption ~~required~~rights tothat ~~comply~~are ~~with~~either within the ~~auditor~~control ~~attestation~~of ~~requirements~~the ofholder ~~Section 404~~or subject to redemption upon the occurrence of uncertain events not solely within the ~~Sarbanes-Oxley~~Company’s ~~Act~~control) ofare ~~2002~~classified as temporary equity. At all other times, ~~reduced~~Class A ~~disclosure~~ordinary ~~obligations~~shares ~~regarding executive~~are ~~compensation~~classified inas ~~its~~shareholders’ ~~periodic~~equity. ~~reports~~The ~~and~~Company’s ~~proxy~~Class A ~~statements,~~ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and ~~exemptions~~subject ~~from~~to the ~~requirements~~occurrence of ~~holding~~uncertain afuture ~~nonbinding~~events. ~~advisory~~Accordingly, ~~vote~~at onJune 30, ~~executive~~2021 ~~compensation~~and December 31, 2020, 22,604,917 and ~~shareholder~~23,477,448 ~~approval~~Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of ~~any~~the ~~golden~~shareholders’ ~~parachute~~equity ~~payments~~section ~~not~~of ~~previously approved~~the Company’s balance sheet, respectively.

~~Further,~~Offering ~~Section 102(b)(1)~~Costs of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company can adopt the new or revised standard at the time private companies adopt the new or revised standard.

~~This~~Offering ~~may~~costs ~~make~~consist ~~comparison~~ of ~~the~~legal, ~~Company’s~~accounting, ~~financial~~underwriting ~~statements~~fees ~~with~~and ~~another~~other ~~public~~costs ~~company~~incurred ~~which~~in isconnection ~~neither~~with anthe ~~emerging~~Initial ~~growth~~Public ~~company~~Offering. ~~nor~~These ancosts ~~emerging growth~~are ~~company~~allocated ~~which~~to ~~has~~the ~~opted~~Class A ~~out~~Ordinary ofShares ~~using~~and the ~~extended~~Warrants ~~transition~~issued ~~period~~based ~~difficult~~on ortheir ~~impossible~~estimated ~~because~~fair ofvalue ~~the~~as ~~potential~~a ~~differences~~percentage inof ~~accounting standards used~~proceeds. ~~This~~Offering ~~may~~costs ~~make~~attributable ~~comparison~~to ofClass A ~~the~~Ordinary ~~Company’s~~Shares ~~financial~~were ~~statements~~charged ~~with~~to ~~another public~~additional ~~company~~paid-in ~~that~~capital isupon ~~neither~~the ancompletion ~~emerging growth company nor an emerging growth company that has opted out~~ of ~~using~~ the ~~extended~~Initial ~~transition~~Public ~~period~~Offering ~~difficult~~and oroffering ~~impossible~~costs ~~because~~attributable ofto the ~~potential~~Warrants ~~differences~~were inexpensed ~~accounting~~as ~~standards used~~incurred.

~~Concentration~~Income ofTaxes ~~Credit Risk~~

~~Financial instruments~~FASB ~~that~~ASC ~~potentially~~740 ~~subject~~prescribes ~~the~~a ~~Company~~recognition tothreshold ~~concentration~~and ofa ~~credit~~measurement ~~risk~~attribute ~~consist~~for ofthe afinancial ~~cash~~statement ~~account~~recognition inand ameasurement ~~financial~~of ~~institution~~tax ~~which,~~positions attaken ~~times,~~or ~~may~~expected ~~exceed~~to ~~the~~be ~~federal~~taken ~~depository~~in ~~insurance~~a ~~coverage~~tax ofreturn. ~~$250,000,~~For ~~and~~those ~~any~~benefits ~~cash~~to ~~held~~be inrecognized, ~~Trust Account.~~a Attax ~~March~~position ~~31,~~must ~~2021~~be ~~and~~more ~~December~~likely ~~31,~~than ~~2020~~not ~~the~~to ~~Company~~be ~~had~~sustained ~~not~~upon ~~experienced~~examination ~~losses~~by ontaxing ~~this~~authorities. ~~account~~The ~~and~~Company’s management ~~believes~~determined that the ~~Company~~Cayman Islands is ~~not~~the ~~exposed~~Company’s toonly ~~significant~~major ~~risks~~tax ~~on such account~~jurisdiction. The Company’s ~~investments~~recognizes ~~held~~accrued ininterest ~~the~~and ~~Trust~~penalties ~~Account~~ related to unrecognized tax benefits as income tax expense. As of ~~March~~June 3130, 2021, there were no unrecognized tax benefits and ~~December~~no ~~31,~~amounts ~~2020~~were ~~are~~accrued ~~comprised~~for the payment of ~~investments~~interest inand Upenalties.S. ~~Treasury~~The ~~securities~~Company ~~with~~is ancurrently ~~original~~not ~~maturity~~aware of ~~185~~any ~~days~~issues orunder ~~less~~review orthat ~~investments~~could result in asignificant ~~money~~payments, ~~market~~accruals ~~funds~~or ~~that~~material ~~comprise~~deviation ~~only~~from Uits position.S. ~~treasury~~The ~~securities~~Company ~~money~~is ~~market~~subject ~~funds~~to income tax examinations by major taxing authorities since inception.

~~Investments~~There ~~Held~~is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the ~~Trust~~Company’s ~~Account~~financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

~~The Company’s~~Derivative ~~portfolio~~Warrant ofLiabilities investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in net gain from investments held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information, other than for investments in open-ended money market funds with published daily net asset values (“NAV”), in which case the Company uses NAV as a practical expedient to fair value. The NAV on these investments is typically held constant at $1.00 per unit.

~~Fair Value of Financial Instruments~~ 815-15.

The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a threere-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: assessed

at the end of each reporting period.

~~Level~~The 1,Company ~~defined~~issued aspublic ~~observable~~warrants ~~inputs~~to ~~such~~purchase asClass ~~quoted~~A ~~prices~~ordinary shares to investors in our Initial Public Offering and issued Private Placement Warrants (~~unadjusted~~see Note 8). ~~for~~All ~~identical~~of our outstanding warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, we recognize the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in ~~active~~fair ~~markets;~~value is recognized in our statement of operations. The fair value of warrants issued in connection with our Initial Public Offering and Private Placement was initially measured at fair value using a Monte Carlo simulation model. The fair value of public and private warrants issued in connection with our Initial Public Offering have subsequently been measured based on the listed market price of the public warrants as of June 30, 2021.

~~Level~~10 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

Net Loss Per Ordinary

~~Level~~Class 3,A ~~defined~~ordinary asshares ~~unobservable inputs~~ in ~~which~~the ~~little~~calculation orof nodiluted ~~market~~income ~~data~~(loss) ~~exists~~per share, ~~therefore~~since ~~requiring~~the anexercise ~~entity~~of tothe ~~develop~~warrants ~~its~~into ~~own~~shares ~~assumptions,~~of ~~such~~common asstock ~~valuations~~is ~~derived~~contingent ~~from~~upon ~~valuation~~the ~~techniques~~occurrence inof ~~which~~future ~~one~~events. orAs ~~more~~a ~~significant~~result, ~~inputs~~diluted orincome ~~significant~~(loss) ~~value~~per ~~drivers~~share ~~are unobservable.~~is the same as basic loss per share for the period presented.

The Company’s statement of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. two-class

method of income (loss) per share. Net loss per share, basic and diluted for Class A ordinary shares is calculated by dividing the investment income earned on the Trust Account of approximately $6,500 and $13,000 for the three and six months ended June 30, 2021, respectively, by the weighted average number of Class A ordinary shares outstanding for the period. Net loss per share, basic and diluted for Class B ordinary shares is calculated by dividing the net loss of approximately $8.7 million

Asfor each of ~~March~~the ~~31,~~three ~~2021,~~ and ~~December~~six ~~31,~~months ~~2020,~~ended ~~the~~June ~~carrying values of cash~~30, ~~prepaid expenses~~2021, ~~accounts~~less ~~payable,~~gains ~~accrued~~attributable ~~expenses, and due~~ to ~~related~~Class ~~party approximate~~A ~~their~~ordinary ~~fair values~~shares, ~~primarily~~by ~~due~~the toweighted ~~their~~average ~~short-term~~number ~~nature. The Company’s investments held in Trust Account are comprised~~ of ~~investments~~Class inB ~~U.S.~~ordinary ~~Treasury~~shares ~~securities~~outstanding ~~with~~for anthe ~~original maturity of 185 days or less or investments in money market funds that comprise only U~~period.~~S. treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets.~~

~~Cash~~Recent ~~and~~Accounting ~~Cash~~Pronouncements ~~Equivalents~~

In August 2020, the FASB issued Accounting Standard Update (the “ASU”)

~~The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents~~No. ~~The Company had $259,179,864 and $259,173,294 of cash equivalents held in the Trust Account as of March 31, 2021 and December 31,~~ 2020-06, ~~respectively. The Company had no cash equivalents in its operating account as of March 31, 2021 and December 31, 2020.~~

Debt—Debt with Conversion and Other Options (Subtopic

~~Class A Ordinary Shares subject to possible redemption~~ 470-20)

and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any815-40) are classified as liability instruments and are measured at fair value. Shares of conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at March 31, 2021 and December 31, 2020, 23,471,862 and 23,477,448 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet, respectively. :

Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. The Company early adopted the ASU on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

~~Offering~~Management ~~Costs~~does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying interim condensed financial statements.

~~Offering~~Note ~~costs~~3 ~~consist~~— ~~of legal, accounting, underwriting fees and other costs incurred in connection with the~~ Initial Public Offering. These costs are allocated to the Class A Ordinary Shares and the Warrants issued based on their estimated fair value as a percentage of proceeds. Offering costs attributable to Class A Ordinary Shares were charged to additional paid-in capital upon the completion of the Initial Public Offering and offering costs attributable to the Warrants were expensed as incurred.

On October 26, 2020, the Company consummated its Initial Public Offering of 25,000,000 Units at $10.00 per Unit, generating gross proceeds of $250.0 million, and incurring offering costs of approximately $14.4 million, inclusive of approximately $8.8 million in deferred underwriting commissions. The underwriters were granted a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover over-allotments, if any, at $10.00 per Unit. On November 10, 2020, the underwriters partially exercised the

~~Income Taxes~~ over-allotment

option and purchased an additional 916,900 Units (the “Over- Allotment Units”), generating gross proceeds of approximately $9.2 million, and incurring additional offering costs of approximately $0.5 million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees).

Each Unit consists of one Class A ordinary share, and

FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2020, there were no unrecognized tax benefits and no amounts were accrued for the payment of interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. one-third

of one redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 6).

~~There~~Note is4 ~~currently~~— noRelated ~~taxation~~Party ~~imposed~~Transactions on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

~~Derivative~~Founder ~~Warrant~~Shares ~~Liabilities~~

On September 10, 2020, the Sponsor paid $25,000 to cover certain expenses on behalf of the Company in exchange for the issuance of 11,500,000 Class B ordinary shares, par value $0.0001 (the “Founder Shares”). On October 16, 2020, the Sponsor effected a surrender of 2,875,000 Founder Shares to the Company for no consideration. On October 21, 2020, the Sponsor effected a surrender of an additional 1,437,500 Founder Shares to the Company, for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding to 7,187,500 shares. All share and per share amounts have been retroactively restated for the share surrenders. The Sponsor agreed to forfeit up to 937,500 Founder Shares to the extent that the

The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815over-~~15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.~~ allotment

option was not exercised in full by the underwriters. The forfeiture was to be adjusted to the extent that the

The Company issued 8,333,333 warrants to purchase Class A ordinary shares to investors in our Initial Public Offering and issued 266,666 Private Placement Warrants. All of our outstanding warrants are recognized as derivative liabilities in accordance with ASC 815over-40. Accordingly, we recognize the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in our statement of operations. The fair value of warrants issued in connection with our Initial Public Offering and Private Placement was initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants has been estimated using a Monte Carlo simulation model each measurement date. The fair value of warrants issued in connection with our Initial Public Offering has subsequently been measured based on the listed market price of such warrants. allotment

option was not exercised in full by the underwriters so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares, excluding the Private Placement Shares (as defined below), after the Initial Public Offering. On November 10, 2020, the underwriters partially exercised the

9 over-allotment

option and purchased an additional 916,900 Units, and on December 7, 2020, as a result of the remaining over-allotment option expiring unexercised, 708,275 Founder Shares were forfeited resulting in 6,479,225 Founder Shares issued and outstanding.

The Sponsor and management team agreed, subject to limited exceptions, not to transfer, assign or sell (i) any of their Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any

~~Table of Contents~~30-trading

day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property.

~~CERBERUS~~11 ~~TELECOM ACQUISITION CORPORATION~~

~~NOTES~~Private TOPlacement ~~UNAUDITED~~Units ~~CONDENSED FINANCIAL STATEMENTS~~

Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 800,000 Private Placement Units at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $8.0 million. If the over-allotment option is exercised, the Sponsor will purchase an additional amount of up to 75,000 Private Placement Units at a price of $10.00 per Private Placement Unit. The Private Placement Units (including the Private Placement Shares, the Private Placement Warrants (as defined below) and Class A ordinary shares issuable upon exercise of such warrants) will not be transferable or salable until 30 days after the completion of the initial Business Combination. On November 10, 2020, simultaneously with the sale of the

~~Net Loss Per Ordinary Share~~ Over-Allotment

Units, the Company consummated a private sale of an additional 18,338 Private Placement Units the Sponsor, generating gross proceeds of $183,380.

Each Private Placement Unit consists of one Class A ordinary share (“Private Placement Shares”), and

The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and Private Placement to purchase an aggregate of 8,911,745 Class A ordinary shares in the calculation of diluted income (loss) per share, since their inclusion would be antione-~~dilutive under the treasury stock method. As a result, diluted income (loss) per share is the same as basic loss per share for the period presented.~~ third

of one redeemable warrant (each, a “Private Placement Warrant”). Each whole Private Placement Warrant underlying the Private Placement Units is exercisable for one whole Class A ordinary share at a price of $11.50 per share. Certain proceeds from the Private Placement Units were added to the proceeds from the Initial Public Offering to be held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Units and the underlying securities will expire worthless. The Private Placement Units will be

~~The Company’s statement of operations includes a presentation of net income (loss) per share for ordinary shares subject to redemption in a manner similar to the two~~non-class method of income (loss) per share. Net loss per share, basic and diluted for Class A ordinary shares is calculated by dividing the investment income earned on the Trust Account of approximately $6,500 for the period from January 1, 2021 through March 31, 2021 by the weighted average number of Class A ordinary shares outstanding for the period. Net loss per share, basic and diluted for Class B ordinary shares is calculated by dividing the net loss of approximately $0.2 million for the period from January 1, 2021 through March 31, 2021, less gains attributable to Class A ordinary shares, by the weighted average number of Class B ordinary shares outstanding for the period. redeemable

and exercisable on a cashless basis so long as they are held by the Sponsor or its permitted transferees. The Private Placement Warrants will be non-redeemable (except as described in Note 6 below under “Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equals or exceeds $10.00”) and exercisable on a cashless basis so long as they are held by the Sponsor or its permitted transferees.

~~Recent~~Related ~~Accounting Pronouncements~~Party Loans

InOn ~~August~~September 10, 2020, the ~~FASB~~Sponsor ~~issued~~agreed ~~Accounting~~to ~~Standard~~loan ~~Update (~~the ~~“ASU”)~~Company ~~No.~~an ~~2020-06,~~aggregate ~~Debt—Debt~~of ~~with~~up ~~Conversion~~to ~~and Other~~$300,000 ~~Options~~to ~~(Subtopic~~cover ~~470-20)~~for ~~and~~expenses ~~Derivatives~~related ~~and~~to ~~Hedging—Contracts~~the inInitial ~~Entity’s~~Public ~~Own~~Offering ~~Equity~~pursuant ~~(Subtopic~~to ~~815-40):~~a ~~Accounting~~promissory ~~for~~note ~~Convertible~~(the ~~Instruments~~“Note”). ~~and~~This ~~Contracts~~loan inwas annon-interest ~~Entity’s~~bearing ~~Own~~and ~~Equity,~~was ~~which~~payable ~~simplifies~~upon ~~accounting~~the ~~for convertible~~completion ~~instruments~~of bythe ~~removing~~Initial ~~major~~Public ~~separation models required under current U~~Offering.S. ~~GAAP.~~Prior ~~The ASU also removes certain settlement conditions that are required for equity-linked contracts~~ to ~~qualify for~~ the ~~derivative~~Initial ~~scope~~Public ~~exception~~Offering, ~~and it also simplifies~~ the ~~diluted~~Company ~~earnings~~borrowed ~~per~~approximately ~~share~~$128,000 ~~calculation~~under inthe ~~certain areas~~Note. ~~The~~On ~~Company~~October ~~early~~26, ~~adopted~~2020, the ~~ASU~~Note onwas ~~January~~fully 1,repaid ~~2021.~~and ~~Adoption of~~ the ~~ASU~~facility ~~did~~is ~~not~~no ~~impact~~longer ~~the Company’s financial position, results of operations or cash flows~~available.

In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the

Company’s

~~Management~~officers ~~does~~and directors may, but are not ~~believe~~obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that ~~any~~a ~~recently~~Business ~~issued~~Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but ~~not~~no ~~yet~~proceeds ~~effective~~held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, ~~accounting~~the ~~standards~~terms of such Working Capital Loans, if ~~currently~~any, ~~adopted~~have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would ~~have~~either be repaid upon consummation of a ~~material~~Business ~~effect~~Combination, onwithout interest, or, at the ~~accompanying~~ ~~unaudited~~lenders’ ~~condensed~~discretion, ~~financial~~up ~~statements.~~to $

1.5

~~Note~~ million 3of —such ~~Initial~~Working ~~Public~~Capital ~~Offering~~Loans may be convertible into units, at the price of $

10.00

On ~~October~~per ~~26,~~unit ~~2020,~~at the Company consummated its Initial Public Offering of 25,000,000 Units at $10.00 per Unit, generating gross proceeds of $250.0 million, and incurring offering costs of approximately $14.4 million, inclusive of approximately $8.8 million in deferred underwriting commissions. The underwriters were granted a 45-day option ~~from the date~~ of the ~~final~~lender. ~~prospectus~~Such ~~relating~~units towould ~~the~~be ~~Initial~~identical ~~Public Offering~~ to ~~purchase up to 3,750,000 additional Units to cover over-allotments, if any, at $10.00 per Unit. On November 10, 2020,~~ the ~~underwriters~~Private ~~partially~~Placement ~~exercised the over- allotment option and purchased an additional 916,900~~ Units ~~(the “Over-Allotment Units”), generating gross proceeds of approximately $9~~.~~2 million,~~ ~~and~~As ~~incurring additional offering costs~~ of ~~approximately $0.5~~June ~~million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees).~~

~~Each Unit consists of one Class A ordinary share~~, ~~and~~ one-third of one redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 6).

2021

~~Note~~ 4and ~~— Related Party Transactions~~ December

~~Founder~~, ~~Shares~~

2020

~~On September 10~~, ~~2020,~~ the ~~Sponsor paid $25,000 to cover certain expenses on behalf of the~~ Company inhad exchange for the issuance of 11,500,000 Class B ordinary shares, par value $0.0001 (the “Founder Shares”). On October 16, 2020, the Sponsor effected a surrender of 2,875,000 Founder Shares to the Company for no consideration. On October 21, 2020, the Sponsor effected a surrender of an additional 1,437,500 Founder Shares to the Company, for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding toborrowings ~~7,187,500~~under ~~shares. All share and per share amounts have been retroactively restated for~~ the ~~share~~Working ~~surrenders.~~Capital ~~The Sponsor agreed to forfeit up to 937,500 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters~~Loans. The forfeiture was to be adjusted to the extent that the over-allotment option was not exercised in full by the underwriters so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares, excluding the Private Placement Shares (as defined below), after the Initial Public Offering. On November 10, 2020, the underwriters partially exercised the over-allotment option and purchased an additional 916,900 Units, and on December 7, 2020, as a result of the remaining over-allotment option expiring unexercised, 708,275 Founder Shares were forfeited resulting in 6,479,225 Founder Shares issued and outstanding.

~~The~~Administrative ~~Sponsor~~Support ~~and~~Agreement management team agreed, subject to limited exceptions, not to transfer, assign or sell (i) any of their Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property.

10Commencing on the effective date of the Company’s Initial Public Offering, the Company agreed to pay its Sponsor or an affiliate of its Sponsor a total of up to

$10,000

~~Table~~per month for office space, secretarial and administrative support services. Upon completion of ~~Contents~~a Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. The Company incurred $30,000 and $60,000 in fees for the three and six months ended June 30, 2021, respectively. As of June 30, 2021 and December 31, 2020, the Company accrued

$60,000

~~CERBERUS~~and ~~TELECOM~~$20,000 ~~ACQUISITION~~in ~~CORPORATION~~fees. These expenses are included in “general and administrative expenses – related party” on the condensed statement of operations and in due to related party on the condensed balance sheets.

~~NOTES~~Consulting TOand ~~UNAUDITED~~Advisory ~~CONDENSED~~Services ~~FINANCIAL~~Agreements ~~STATEMENTS~~

~~Private~~Commencing ~~Placement~~on ~~Units~~the effective date of the Company’s Initial Public Offering, the Company agreed to pay Cerberus Operations and Advisory Company, LLC (“COAC”) and Cerberus Technology Solutions, LLC (“CTS”) certain fees and direct and allocable compensation costs, as well as reimbursement for any out-of-pocket expenses, to the extent that COAC or CTS provide advisory services to the Company prior to the completion of a Business Combination. As of June 30, 2021 and for the three and six month periods then ended, the Company accrued and incurred $0.1 million and $0.5 million in fees, respectively. These expenses are included in “general and administrative expenses – related party” on the condensed statement of operations and in due to related party on the condensed balance sheets.

~~Simultaneously~~12 with the closing of the Initial Public Offering, the Company consummated the Private Placement of 800,000 Private Placement Units at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $8.0 million. If the over-allotment option is exercised, the Sponsor will purchase an additional amount of up to 75,000 Private Placement Units at a price of $10.00 per Private Placement Unit. The Private Placement Units (including the Private Placement Shares, the Private Placement Warrants (as defined below) and Class A ordinary shares issuable upon exercise of such warrants) will not be transferable or salable until 30 days after the completion of the initial Business Combination. On November 10, 2020, simultaneously with the sale of the Over-Allotment Units, the Company consummated a private sale of an additional 18,338 Private Placement Units the Sponsor, generating gross proceeds of $183,380.

Each Private Placement Unit consists of one Class A ordinary share (“Private Placement Shares”), and one-third of one redeemable warrant (each, a “Private Placement Warrant”). Each whole Private Placement Warrant underlying the Private Placement Units is exercisable for one whole Class A ordinary share at a price of $11.50 per share. Certain proceeds from the Private Placement Units were added to the proceeds from the Initial Public Offering to be held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Units and the underlying securities will expire worthless. The Private Placement Units will be non-redeemable and exercisable on a cashless basis so long as they are held by the Sponsor or its permitted transferees. The Private Placement Warrants will be non-redeemable (except as described in Note 65 ~~below~~— ~~under “Redemption of warrants for Class~~Commitments A& ~~ordinary~~Contingencies ~~shares when the price per Class A ordinary share equals or exceeds $10.00”) and exercisable on a cashless basis so long as they are held by the Sponsor or its permitted transferees.~~

~~Related~~Registration ~~Party~~Rights ~~Loans~~

InThe ~~order~~holders toof ~~finance transaction~~Founder ~~costs~~Shares, inPrivate ~~connection~~Placement ~~with~~Shares, aPrivate ~~Business~~Placement ~~Combination~~Warrants, ~~the~~Class A ~~Sponsor~~ordinary orshares anunderlying ~~affiliate of~~ the ~~Sponsor,~~Private orPlacement ~~certain~~Warrants ~~of the Company’s officers~~ and ~~directors~~units that may, ~~but~~be ~~are~~issued ~~not~~upon ~~obligated~~conversion ~~to,~~of ~~loan the Company funds as may be required (“~~Working Capital Loans~~”).~~ If(and ~~the~~any ~~Company~~Class A ~~completes~~ordinary ashares ~~Business~~issuable ~~Combination,~~upon the ~~Company~~exercise ~~may~~of ~~repay~~any ~~the~~Private ~~Working~~Warrants ~~Capital~~underlying ~~Loans~~the ~~out~~Private ofPlacement ~~the~~Units ~~proceeds~~that ofmay ~~the~~be ~~Trust~~issued ~~Account~~upon ~~released~~conversion toof ~~the~~working ~~Company.~~capital ~~Otherwise~~loans), ~~the~~if ~~Working~~any, ~~Capital~~will ~~Loans may~~ be ~~repaid~~entitled ~~only~~to ~~out~~registration ~~of funds~~rights ~~held~~pursuant ~~outside~~to ~~the~~a ~~Trust~~registration ~~Account.~~and Inshareholder ~~the~~rights ~~event~~agreement ~~that~~to abe ~~Business~~signed ~~Combination~~upon ~~does~~consummation ~~not~~of ~~close,~~ the ~~Company~~Initial ~~may~~Public ~~use~~Offering. aThe ~~portion~~holders of ~~the~~these ~~proceeds~~securities ~~held~~are ~~outside~~entitled ~~the~~to ~~Trust~~make ~~Account~~up to ~~repay~~three ~~the~~demands, ~~Working~~excluding ~~Capital~~short ~~Loans~~form ~~but~~demands, nothat ~~proceeds~~the ~~held~~Company inregisters ~~the~~such ~~Trust~~securities. ~~Account would~~These holders will be ~~used~~entitled to ~~repay~~certain ~~the~~demand ~~Working~~and ~~Capital~~“piggyback” ~~Loans~~registration rights. ~~Except for the foregoing~~However, the ~~terms~~registration ofand ~~such~~shareholder ~~Working~~rights ~~Capital~~agreement ~~Loans,~~provide ifthat ~~any,~~the ~~have~~Company will not ~~been~~permit ~~determined~~any ~~and~~registration nostatement ~~written~~filed ~~agreements~~under ~~exist~~the ~~with~~Securities ~~respect~~Act to ~~such~~become ~~loans.~~effective ~~The~~until ~~Working~~the ~~Capital~~termination ~~Loans~~of ~~would~~the ~~either be~~applicable ~~repaid~~lock-up ~~upon~~period, ~~consummation~~which ~~of a Business Combination~~occurs, ~~without~~(i) in ~~interest,~~the ~~or,~~case atof the ~~lenders’~~Founder ~~discretion~~Shares, upin toaccordance ~~$1.5 million~~with ofthe ~~such~~letter ~~Working~~agreement ~~Capital~~the ~~Loans~~Company’s ~~may~~initial beshareholders ~~convertible~~entered into ~~units,~~and at(ii) in the ~~price~~case of ~~$10.00~~the ~~per~~Private ~~unit~~Placement atWarrants and the ~~option~~respective ofClass A ~~the lender.~~ordinary ~~Such~~shares ~~units~~underlying ~~would~~such bePrivate ~~identical~~Placement toWarrants, ~~the~~30 ~~Private~~days ~~Placement~~after ~~Units.~~the Ascompletion of ~~March~~the ~~31,~~Business ~~2021,~~Combination. ~~and~~The ~~December~~Company ~~31,~~will ~~2020,~~bear the ~~Company~~expenses ~~had~~incurred noin ~~outstanding~~connection ~~borrowings~~with ~~under~~ the ~~Working~~filing ~~Capital~~of ~~Loans~~any such registration statements.

Underwriting

Agreement

The Company granted the underwriters a 45-day option from the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover

~~Administrative Support Agreement~~ over-allotments,

if any, at the Initial Public Offering price less the underwriting discounts and commissions. The underwriters exercised the

Commencing on the effective date of the Company’s Initial Public Offering, the Company agreed to pay its Sponsor or an affiliate of its Sponsor a total of up to $10,000 per month for office space, secretarial and administrative support services. Upon completion of a Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. As of March 31, 2021 and for the three month period then ended, the Company incurred and accrued $30,000 in fees. These expenses are included in “general and administrative expenses – related party” on the condensed statement of operations and in due to related party on the condensed balance sheets. over-allotment

option in part for 916,900 Units on November 10, 2020.

The underwriters were entitled to an underwriting discount of $0.20 per Unit, or $5.2 million in the aggregate, paid upon the closing of the Initial Public Offering and the

~~Consulting and Advisory Services Agreements~~ Over-Allotment.

In addition, $0.35 per unit, or approximately $9.1 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

~~Commencing~~Risks ~~on the effective date of the Company’s Initial Public Offering, the Company agreed to pay Cerberus Operations~~ and ~~Advisory~~Uncertainties Company, LLC (“COAC”) and Cerberus Technology Solutions, LLC (“CTS”) certain fees and direct and allocable compensation costs, as well as reimbursement for any out-of-pocket expenses, to the extent that COAC or CTS provide advisory services to the Company prior to the completion of a Business Combination. As of March 31, 2020 and for the three month period then ended, the Company has incurred and accrued $0.4 million in fees. These expenses are included in “general and administrative expenses – related party” on the condensed statement of operations and in due to related party on the condensed balance sheets.

11Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these condensed financial statements. The condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~Table~~Note of6 ~~Contents~~— Shareholder’s Equity

~~CERBERUS TELECOM ACQUISITION CORPORATION~~ Class

~~NOTES~~ A TOOrdinary ~~UNAUDITED CONDENSED FINANCIAL STATEMENTS~~ Shares—

The Company is authorized to issue 500,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of June 30, 2021 and December 31, 2020, there were 26,735,238 Class A ordinary shares issued and outstanding, respectively, including 22,604,917 and 23,477,448 Class A ordinary shares subject to possible redemption, respectively.

~~Note 5 — Commitments & Contingencies~~ Class

~~Registration~~ B ~~Rights~~Ordinary Shares—

The Company is authorized to issue 50,000,000 Class B ordinary shares with a par value of $0.0001 per share. On September 10, 2020, the Company issued 11,500,000 Class B ordinary shares to the Sponsor. On October 16, 2020, the Sponsor effected a surrender of 2,875,000 Founder Shares to the Company for no consideration. On October 21, 2020, the Sponsor effected a surrender of an additional 1,437,500 Class B ordinary shares, for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding to 7,187,500 shares. All shares and associated amounts have been retroactively restated to reflect the surrenders of shares. Of the 7,187,500 shares outstanding, up to 937,500 shares were subject to forfeiture to the extent that the underwriters’

The holders of Founder Shares, Private Placement Shares, Private Placement Warrants, Class A ordinary shares underlying the Private Placement Warrants and units that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of any Private Warrants underlying the Private Placement Units that may be issued upon conversion of working capital loans), if any, will be entitled to registration rights pursuant to a registration and shareholder rights agreement to be signed upon consummation of the Initial Public Offering. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities. These holders will be entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provide that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lockover-up period, which occurs, (i) in the case of the Founder Shares, in accordance with the letter agreement the Company’s initial shareholders entered into and (ii) in the case of the Private Placement Warrants and the respective Class A ordinary shares underlying such Private Placement Warrants, 30 days after the completion of the Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. allotment

option was not exercised in full or in part, so that the initial shareholders would collectively own approximately 20% of the Company’s issued and outstanding ordinary shares (excluding the Private Placement Shares). On November 10, 2020, the underwriters partially exercised the

~~Underwriting Agreement~~ over-allotment

option and on December 7, 2020, as a result of the remaining

~~The Company granted the underwriters a 45-day option from the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover~~ over-~~allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. The underwriters exercised the over-~~allotment ~~option in part for 916,900 Units on November 10, 2020.~~

option expiring unexercised, 708,275 shares were forfeited. As of June 30, 2021 and December 31, 2020, there were 6,479,225 Class B ordinary shares issued and outstanding.

Holders of the Class A ordinary shares and holders of the Class B ordinary shares will vote together as a single class on all matters submitted to a vote of our shareholders, except as required by law or stock exchange rule; provided that only holders of the Class B ordinary shares have the right to vote on the election of the Company’s directors prior to the initial Business Combination. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an

~~The underwriters were entitled to an underwriting discount of $0.20 per Unit, or $5.2 million in the aggregate, paid upon the closing of the Initial Public Offering and the Over~~as-Allotment. In addition, $0.35 per unit, or approximately $9.1 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. converted

basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Proposed Public Offering (excluding the Private Placement Shares), plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any

~~Risks and Uncertainties~~ equity-linked

securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any Class A ordinary

~~Management~~13 is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these unaudited condensed financial statements. The unaudited condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty.

shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Units issued to the sponsor, its affiliates or any member of the Company’s management team upon conversion of Working Capital Loans and the Private Placement Shares. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than

~~Note 6 — Shareholder’s Equity~~ one-to-one.

~~Class A~~Preference ~~Ordinary~~ Shares - The Company is authorized to issue 500,000,000 Class A ordinary shares with a par value of $0.0001 per share. As of March 31, 2021 and December 31, 2020, there were no Class A ordinary shares issued or outstanding.

The Company is authorized to issue 5,000,000

~~Class B~~preference ~~Ordinary Shares— The Company is authorized to issue 50,000,000 Class B ordinary~~ shares with ~~a par~~such ~~value of $0.0001 per share. On September 10~~designations, ~~2020,~~voting ~~the~~and ~~Company~~other ~~issued~~rights 11,500,000 Class B ordinary shares to the Sponsor. On October 16, 2020, the Sponsor effected a surrender of 2,875,000 Founder Shares to the Company for no consideration. On October 21, 2020, the Sponsor effected a surrender of an additional 1,437,500 Class B ordinary shares, for no consideration, resulting in a decrease in the total number of Class B ordinary shares outstanding to 7,187,500 shares. All shares and ~~associated~~preferences ~~amounts~~as ~~have~~may ~~been~~be ~~retroactively~~determined ~~restated~~from totime ~~reflect the surrenders of shares. Of the 7,187,500 shares outstanding, up~~ to ~~937,500~~time ~~shares~~by ~~were subject to forfeiture to~~ the ~~extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the initial shareholders would collectively own approximately 20% of the~~ Company’s ~~issued~~board ~~and outstanding ordinary shares (excluding the Private Placement Shares). On November 10, 2020, the underwriters partially exercised the over-allotment option and on December 7, 2020, as a result~~ of ~~the remaining over-allotment option expiring unexercised, 708,275 shares were forfeited~~directors. As of ~~March 31~~June 30, 2021 and December 31, 2020, there were ~~6,479,225~~no ~~Class B~~preference ~~ordinary~~ shares issued ~~and~~or outstanding.

~~Holders~~Note of7 ~~the Class A~~— ~~ordinary~~Fair ~~shares~~Value ~~and~~Measurements holders of the Class B ordinary shares will vote together as a single class on all matters submitted to a vote of our shareholders, except as required by law or stock exchange rule; provided that only holders of the Class B ordinary shares have the right to vote on the election of the Company’s directors prior to the initial Business Combination.

The ~~Class B~~ ~~ordinary~~fair ~~shares~~value ~~will~~of ~~automatically~~the ~~convert~~Company’s ~~into~~financial ~~Class A~~assets ~~ordinary~~and ~~shares~~liabilities atreflects ~~the~~management’s ~~time~~estimate of ~~the~~amounts ~~initial Business Combination at a ratio such~~ that the ~~number~~Company ofwould ~~Class A~~have ~~ordinary~~received ~~shares~~in ~~issuable~~connection ~~upon~~with ~~conversion~~the sale of ~~all~~the ~~Founder~~assets ~~Shares will~~or ~~equal,~~paid in ~~the~~connection ~~aggregate,~~with ~~on an as-converted basis, 20% of~~ the ~~sum~~transfer of ~~(i)~~ the ~~total~~liabilities ~~number~~in ofan ~~ordinary~~orderly ~~shares~~transaction ~~issued~~between ~~and~~market ~~outstanding~~participants ~~upon~~at ~~completion of~~ the ~~Proposed~~date ~~Public~~of ~~Offering (excluding~~ the ~~Private~~underlying ~~Placement Shares)~~transaction, ~~plus~~and ~~(ii) the~~at ~~total~~each ~~number~~reporting ofperiod ~~Class A~~for ~~ordinary~~certain ~~shares~~financial ~~issued~~instruments. orIn ~~deemed~~connection ~~issued~~with ormeasuring ~~issuable~~the ~~upon~~fair ~~conversion~~value ~~or exercise~~ of ~~any~~its ~~equity-linked~~assets ~~securities~~and ~~or rights issued or deemed issued~~liabilities, by the Company inseeks ~~connection with or in relation~~ to maximize the ~~consummation~~use of ~~the~~observable ~~initial~~inputs ~~Business~~(market ~~Combination,~~data ~~excluding~~obtained ~~any~~from ~~Class A~~independent ~~ordinary~~sources) ~~shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination~~ and ~~any Private Placement Units issued~~ to ~~the~~minimize ~~sponsor, its affiliates or any member of~~ the ~~Company’s~~use ~~management team upon conversion~~ of ~~Working~~unobservable ~~Capital~~inputs ~~Loans~~(internal ~~and~~assumptions ~~the Private~~about ~~Placement~~how ~~Shares.~~market Inparticipants nowould ~~event~~price ~~will~~assets ~~the~~and ~~Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one~~liabilities).

~~Preference Shares -~~ The ~~Company~~following istable ~~authorized~~presents toinformation ~~issue~~about ~~5,000,000~~the ~~preference~~Company’s ~~shares~~assets ~~with~~and ~~such~~liabilities ~~designations,~~that ~~voting~~are ~~and~~measured ~~other~~at ~~rights~~fair ~~and preferences~~value ason ~~may~~a berecurring ~~determined~~basis ~~from~~at ~~time~~June 30, to2021 ~~time~~and byindicates the ~~Company’s~~fair ~~board~~value ofhierarchy ~~directors. As~~ of ~~March~~the ~~30,~~valuation ~~2021,~~inputs ~~there~~the ~~were~~Company noutilized ~~preference~~to ~~shares~~determine ~~issued~~such orfair ~~outstanding.~~ value:


	June 30, 2021		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Description
Assets:
Investments held in Trust Account - U.S. Treasury Securities	$	259,186,362	$	259,186,362	$	—	$	—
Liabilities:
Warrant Liability - Public Warrants	$	14,254,292	$	14,254,292	$	—	$	—
Warrant Liability - Private Placement	$	450,083	$	—	$	450,083	$	—

~~Table~~Transfers to/from Levels 1, 2, and 3 are recognized at the end of ~~Contents~~the reporting period. There were no transfers for the six months ended June 30, 2021.

~~CERBERUS~~Subsequent ~~TELECOM~~Measurement ~~ACQUISITION CORPORATION~~

~~NOTES~~The TOWarrants ~~UNAUDITED~~are ~~CONDENSED~~measured ~~FINANCIAL~~at ~~STATEMENTS~~fair value on a recurring basis. The subsequent measurement of the Public Warrants as of June 30, 2021 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker CTAC.WS. As the transfer of Private Placement Warrants to anyone outside of a small group of individuals who are permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant, with an insignificant adjustment for short-term marketability restrictions. As such, the Private Placement Warrants are classified as Level 2.

~~Note~~As 7of —June 30, ~~Fair~~2021, ~~Value~~the ~~Measurements~~aggregate values of the Private Placement Warrants and Public Warrants were $0.4 million and $14.3 million, respectively, based on the closing price of CTAC.WS on that date of $1.65.

~~The~~14 fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the date of the underlying transaction, and at each reporting period for certain financial instruments. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities).

Note 8 — Derivative Warrant

Liabilities

~~The~~As ~~following~~of ~~table~~June 30, ~~presents~~2021, ~~information about the Company’s assets~~ and ~~liabilities~~December ~~that are measured at fair value on a recurring basis at March~~ 31, ~~2021~~2020, ~~and indicates~~ the ~~fair~~Company ~~value~~had ~~hierarchy~~8,638,966 ofand ~~the~~272,778 ~~valuation~~Public ~~inputs~~Warrants ~~the~~and ~~Company~~Private ~~utilized~~Placement toWarrants, ~~determine~~respectively, ~~such~~outstanding. ~~fair value:~~

	March 31, 2021		Quoted Pricesin ActiveMarkets(Level 1)		SignificantOtherObservableInputs(Level 2)		SignificantOtherUnobservableInputs(Level 3)
Description
Assets:
Investments held in Trust Account - U.S. Treasury Securities	$	259,179,864	$	259,179,864	$	—	$	—
Liabilities:
Warrant Liability - Public Warrants	$	9,070,914	$	9,070,914	$	—	$	—
Warrant Liability - Private Placement	$	286,416	$	—	$	286,416	$	—

Public Warrants may only be exercised for a whole number of shares. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Proposed Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than twenty business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

~~Transfers~~The ~~to/from~~Public ~~Levels~~Warrants 1,will 2,expire ~~and~~five 3years ~~are~~after ~~recognized at~~ the ~~end~~completion of ~~the~~a ~~reporting~~Business ~~period.~~Combination ~~There~~or ~~were~~earlier noupon ~~transfers~~redemption ~~for~~or ~~the three months ended March 31, 2021~~liquidation.

~~Subsequent~~The ~~Measurement~~Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of the initial Business Combination (except pursuant to limited exceptions to the Company’s officers and directors and other persons or entities affiliated with the initial purchasers of the Private Placement Warrants) and they will not be redeemable by the Company (except as described below under “Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equals or exceeds $10.00”) so long as they are held by the Sponsor or its permitted transferees. The Sponsor, or its permitted transferees, has the option to exercise the Private Placement Warrants on a cashless basis. Except as described below, the Private Placement Warrants have terms and provisions that are identical to those of the Public Warrants. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrant.

~~The~~Redemption ~~Warrants are measured at fair value on a recurring basis. The subsequent measurement~~ of ~~the~~warrants Public Warrants as of March 31, 2021 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker CTAC.WS. As the transfer of Private Placement Warrants to anyone outside of a small group of individuals who are permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant, with an insignificant adjustment for ~~short-term~~ ~~marketability~~cash ~~restrictions.~~when ~~As such,~~ the ~~Private~~price ~~Placement~~per ~~Warrants are classified as Level 2.~~ Class

~~As of March~~ ~~31,~~A ~~2020,~~ordinary ~~the~~share ~~aggregate values~~equals ofor ~~the~~exceeds ~~Private Placement Warrants and Public Warrants were~~ $018.~~3 million and $9.1 million, respectively, based on the closing price of CTAC.WS on that date of $1.05.~~ 00

. Once the warrants become exercisable, the Company may redeem the Public Warrants for cash (except with respect to the Private Placement Warrants):

~~The~~• ~~following~~in ~~table~~whole ~~presents~~and ~~the~~not ~~changes~~ in ~~the fair value of warrant liabilities:~~ part;

	Public			Private Placement			WarrantLiabilities
Fair value as of December 31, 2020	$	11,662,600		$	368,250		$	12,030,850
Changes in valuation inputs or other assumptions		(2,591,686	)		(81,834	)		(2,673,520	)
Fair value as of March 31, 2021	$	9,070,914		$	286,416		$	9,357,330

•

at a price of $0.01 per warrant;

~~Note~~• 8upon —a ~~Derivative~~minimum ~~Warrant~~of ~~Liabilities~~30 days’ prior written notice of redemption; and

As• ~~of March 31~~if, ~~2021,~~ and ~~December 31,~~only ~~2020~~if, the ~~Company~~last ~~had~~reported 8sale price (the “closing price”) of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share splits,~~638,966~~ ~~and~~share ~~272~~capitalizations,~~778~~ ~~Public~~reorganizations, ~~Warrants~~recapitalizations and ~~Private~~the ~~Placement~~like) ~~Warrants,~~for ~~respectively, outstanding.~~any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.

~~Public~~If ~~Warrants~~and ~~may~~when ~~only~~the bewarrants ~~exercised for a whole number of shares. The Public Warrants will~~ become ~~exercisable~~redeemable onby the ~~later~~Company, ~~of (a) 30 days after~~ the ~~completion of a Business Combination or (b) 12 months from the closing of the Proposed Public Offering; provided in each case that the~~ Company ~~has~~may ~~an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon~~ exercise ofits ~~the~~redemption ~~Public~~right ~~Warrants~~even ~~and~~if ait ~~current~~is ~~prospectus~~unable ~~relating~~ to ~~them~~register ~~is available (~~or qualify the ~~Company~~underlying ~~permits~~securities ~~holders~~for tosale ~~exercise~~under ~~their~~all ~~Public~~applicable ~~Warrants~~state onsecurities alaws. ~~cashless~~If ~~basis and such cashless exercise is exempt from registration under~~ the ~~Securities Act). The~~ Company ~~has~~calls ~~agreed that as soon as practicable, but in no event later than twenty business days after~~ the ~~closing~~Public ofWarrants ~~the~~for ~~initial Business Combination~~redemption, ~~the~~as ~~Company~~described ~~will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants~~above, ~~and~~management ~~the Company~~ will ~~use~~have ~~its commercially reasonable efforts to cause~~ the ~~same~~option to ~~become~~require ~~effective~~any ~~within~~holder ~~60 business~~that ~~days~~wishes ~~after~~to ~~the~~exercise ~~closing of~~ the ~~initial~~Public ~~Business~~Warrants ~~Combination, and~~ to ~~maintain~~do ~~the~~so ~~effectiveness~~on ~~of such registration statement and~~ a ~~current~~“cashless ~~prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed~~basis, ” as ~~specified~~described in the warrant agreement. ~~provided~~Except ~~that~~as ifset ~~the~~forth ~~Class A~~below, ~~ordinary~~none ~~shares~~of ~~are at~~ the ~~time~~Private ofPlacement ~~any~~Warrants ~~exercise~~will ofbe aredeemable ~~warrant~~by ~~not~~us ~~listed~~so onlong aas ~~national securities exchange such that~~ they ~~satisfy~~are ~~the~~held ~~definition~~by ofour asponsor ~~“covered~~or ~~security” under Section 18(b)(1) of the Securities Act, the Company may, at~~ its ~~option,~~permitted ~~require~~transferees. ~~holders~~

13Redemption of warrants for Class

~~Table~~ A ofordinary ~~Contents~~shares when the price per Class

~~CERBERUS~~ A ~~TELECOM~~ordinary ~~ACQUISITION~~share ~~CORPORATION~~equals or exceeds $10.00.

Once the warrants become exercisable, the Company may redeem the outstanding

~~NOTES~~15 ~~TO UNAUDITED CONDENSED FINANCIAL STATEMENTS~~

of Public Warrants: who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

~~The~~• ~~Public~~in ~~Warrants~~whole ~~will~~and ~~expire~~not ~~five~~in ~~years after the completion of a Business Combination or earlier upon redemption or liquidation.~~ part;

~~The~~• ~~Private~~at ~~Placement~~$0.10 ~~Warrants~~per ~~and~~warrant ~~the Class A ordinary shares issuable~~ upon ~~exercise~~a minimum of ~~the Private Placement Warrants will not be transferable, assignable or salable until~~ 30 days ~~after the completion of the initial Business Combination (except pursuant to limited exceptions to the Company~~’s ~~officers~~prior ~~and~~written ~~directors~~notice ~~and other persons or entities affiliated with the initial purchasers~~ of ~~the~~redemption; ~~Private~~provided ~~Placement~~that ~~Warrants)~~holders ~~and they~~ will ~~not~~ be ~~redeemable~~able by the Company (except as described below under “Redemption of warrants for Class A ordinary shares when the price per Class A ordinary share equals or exceeds $10.00”) so long as they are held by the Sponsor or its permitted transferees. The Sponsor, or its permitted transferees, has the option to exercise ~~the~~their ~~Private~~warrants ~~Placement Warrants~~ on a cashless basis. ~~Except~~prior asto ~~described below,~~redemption ~~the Private Placement Warrants have terms~~ and ~~provisions~~receive that ~~are~~number ~~identical to those~~ of ~~the~~shares ~~Public~~based ~~Warrants.~~on If the ~~Private~~agreed ~~Placement~~redemption ~~Warrants~~date ~~are~~and ~~held by holders other than~~ the ~~Sponsor~~“fair ormarket ~~its~~value” ~~permitted~~of ~~transferees,~~ the ~~Private Placement Warrants will be redeemable by the~~ Company’s ~~and~~Class ~~exercisable~~A byordinary ~~the holders on the same basis as the Public Warrant.~~ shares;

~~Redemption~~• ofif, ~~warrants~~and ~~for~~only ~~cash when~~if, the last reported sale price ~~per~~(the “closing price”) of the Company’s Class A ordinary ~~share~~shares equals or exceeds $1810.00. ~~Once~~per ~~the~~Public ~~warrants~~Share ~~become~~(as ~~exercisable,~~adjusted) ~~the~~for ~~Company~~any ~~may~~20 ~~redeem~~trading days within the ~~Public~~30-trading ~~Warrants~~day ~~for~~period ~~cash~~ending ~~(except~~three ~~with~~trading ~~respect~~days before we send the notice of redemption to the ~~Private~~warrant ~~Placement Warrants):~~holders; and

• inif ~~whole~~the ~~and~~closing ~~not~~price inof ~~part;~~the Class A ordinary shares for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above.

•If atthe aCompany ~~price~~has not completed the initial Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of $0warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants.01 ~~per~~Accordingly, ~~warrant;~~the warrants may expire worthless.

•If ~~upon~~the aCompany ~~minimum~~is unable to complete the initial Business Combination within the combination period and the Company liquidates the funds held in the Trust Account, holders of 30warrants ~~days~~will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s ~~prior~~assets ~~written~~held ~~notice~~outside of ~~redemption;~~the ~~and~~Trust Account with respect to such warrants. Accordingly, the warrants may expire worthless.

•16 if, and only if, the last reported sale price (the “closing price”) of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.

IfNote ~~and~~9 ~~when~~— ~~the warrants~~Subsequent ~~become~~Events redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. If the Company calls the Public Warrants for redemption, as described above, management will have the option to require any holder that wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. Except as set forth below, none of the Private Placement Warrants will be redeemable by us so long as they are held by our sponsor or its permitted transferees.

~~Redemption~~The ofCompany ~~warrants~~evaluated ~~for~~subsequent ~~Class A~~events ~~ordinary~~and ~~shares~~transactions ~~when~~that occurred after the ~~price~~condensed ~~per~~balance ~~Class A~~sheet ~~ordinary share~~date ~~equals~~up orto ~~exceeds~~the ~~$10.00.~~date ~~Once~~that the ~~warrants~~condensed ~~become~~financial ~~exercisable,~~statements ~~the~~were ~~Company~~issued ~~may~~and ~~redeem~~determined that there have been no other events that have occurred that would require adjustments to or disclosure in the ~~outstanding~~condensed financial statements.

~~Public~~17 ~~Warrants:~~

•Item in2. ~~whole~~Management’s Discussion and ~~not~~Analysis inof ~~part;~~Financial Condition and Results of Operations.

References to the “Company,” “Cerberus Telecom Acquisition Corp.,” “our,” “us” or “we” refer to Cerberus Telecom Acquisition Corp. The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the interim condensed financial statements and the notes thereto contained elsewhere in this report. Certain information contained in the discussion and analysis set forth below includes

• at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption; provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the agreed redemption date and the “fair market value” of the Company’s Class A ordinary shares;forward-looking

statements that involve risks and uncertainties.

Cautionary Note Regarding

• if, and only if, the last reported sale price (the “closing price”) of the Company’s Class A ordinary shares equals or exceeds $10.00 per Public Share (as adjusted) for any 20 trading days within the 30Forward-~~trading day period ending three trading days before we send the notice of redemption to the warrant holders; and~~Looking

Statements

This Quarterly Report on Form

~~• if the closing price of the Class A ordinary shares for any 20 trading days within a 30~~10-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above.Q

includes

If the Company has not completed the initial Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. forward-looking

statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. We have based these forward-looking statements on our current expectations and projections about future events. These

If the Company is unable to complete the initial Business Combination within the combination period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such warrants. Accordingly, the warrants may expire worthless. forward-looking

statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such

14 forward-looking

statements. In some cases, you can identify

~~Table of Contents~~forward-looking

statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other SEC filings.

~~CERBERUS~~Overview ~~TELECOM ACQUISITION CORPORATION~~

~~NOTES~~We TOare ~~UNAUDITED~~a ~~CONDENSED~~blank ~~FINANCIAL~~check ~~STATEMENTS~~company incorporated on September 8, 2020 as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities. We are an emerging growth company and, as such, we are subject to all of the risks associated with emerging growth companies.

Our Sponsor is Cerberus Telecom Acquisition Holdings, LLC, a Delaware limited liability company. Our registration statement for the Initial Public Offering became effective on October 21, 2020. On October 26, 2020, we consummated an Initial Public Offering of 25,000,000 Units, at $10.00 per Unit, generating gross proceeds of $250.0 million. The underwriters were granted a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover

~~Note 9 — Restatement of Previously Issued Financial Statements~~ over-

allotments, at $10.00 per Unit. On November 10, 2020, the underwriters partially exercised the

In May 2021, the Company concluded that, because of a misapplication of the accounting guidance related to its Public and Private Placement Warrants, the Company’s previously issued financial statements for the period ended December 31, 2020, as well as the audited balance sheet and unaudited pro forma balance sheet as of October 26, 2020 (collectively, the “Affected Periods”), should no longer be relied upon. As such, the Company has restated its financial statements for the Affected Periods included in this Annual Report. over-allotment

option and purchased an additional 916,900 Units (the

~~On April 12, 2021, the staff of the Securities and Exchange Commission (the~~ “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require such warrants to be classified as liabilities on a SPAC’s balance sheet as opposed to equity. Since issuance on October 26, 2020 and, subsequently, on November 10, 2020, our outstanding public and private placement warrants (the “Warrants”) to purchase common stock were accounted for as equity within the Company’s previously reported balance sheets. After discussion and evaluation, management concluded that the warrants should be presented as liabilities with subsequent fair value remeasurement. Over-Allotment

Units”), generating gross proceeds of approximately $9.2 million. We incurred total offering costs of approximately $14.9 million in underwriting fees (inclusive of approximately $9.1 million in deferred underwriting fees).

Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statements of operations did not include the subsequent non-cash changes in estimated fair value of the Warrants, based on our application of FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“~~ASC 815~~Over-40”). The views expressed in the SEC Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement and the Company’s application of ASC 815-40 to the warrant agreement. We reassessed our accounting for Warrants in light of the SEC Staff’s Statement. Based on this reassessment, we determined that the Warrants should be classified as liabilities measured at fair value upon issuance, with subsequent changes in fair value reported in our Statement of Operations each reporting period. Additionally, offering costs attributable to warrants, based on their fair value as a percentage of proceeds, are no longer included as an offset to equity but expensed as incurred. Allotment

Private Placement Units”) to the Sponsor (“Over-Allotment Private Placement”) generating gross proceeds to us of approximately $0.2 million. Each Private Placement Unit consists of one Class A ordinary share (“Private Placement Shares”), and

Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued Financial Statements for the Affected Periods should be restated because of a misapplication in the guidance around accounting for the Warrants and should no longer be relied upon. one-third

of one redeemable warrant (each, a “Private Placement Warrant”).

Upon the closing of the Initial Public Offering, the Over-Allotment, and the Private Placement and the

~~Impact of the Restatement~~ Over-Allotment

Private Placement, approximately $259.2 million ($10.00 per Unit) of the net proceeds of the Initial Public Offering, the Over-Allotment, the Over-Allotment Private Placement and certain of the proceeds of the Private Placement were placed in a Trust Account, located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and invested only in U.S. “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule

~~The following summarizes the effect of the Restatement on each financial statement line item for each period presented herein~~ 2a-7

promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below.

	As filed			RestatementAdjustment			As Restated
Balance Sheet as of December 31, 2020
Warrant Liability		—			12,030,850			12,030,850
Ordinary shares subject to possible redemption		246,805,330			12,030,850			234,774,480
Class A ordinary shares		206			120			326
Additional paid-in capital		5,667,824			4,225,201			9,893,025
Accumulated deficit		(668,674	)		(4,225,321	)		(4,893,995	)

Our management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Units and Over-Allotment Private Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination.

If we have not completed a Business Combination within 24 months from the closing of the Initial Public Offering, or October 26, 2022 (the “Combination Period”), we will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a

~~Note 10 — Subsequent Events~~ per-share

price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to us to pay for our tax obligations, if any (less up to $100,000 of interest to pay dissolution expenses), divided by

~~The~~18 Company evaluated subsequent events and transactions that occurred after the condensed balance sheet date up to the date that the unaudited condensed financial statements were issued and determined that there have been no other events other than already disclosed that have occurred that would require adjustments to or disclosure in the unaudited condensed financial statements.

15the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of our remaining shareholders and its board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii) to our obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

~~Table~~Proposed ofBusiness ~~Contents~~Combination

~~Item~~On 2.March ~~Management’s~~12, ~~Discussion~~2021, ~~and~~the ~~Analysis~~Company ofentered ~~Financial~~into ~~Condition~~the Merger Agreement by and ~~Results~~among ofthe ~~Operations~~company, Pubco, Corp Merger Sub, LLC Merger Sub, and KORE.

~~References~~Pursuant to the ~~“Company~~Merger Agreement,” ~~“Cerberus~~the ~~Telecom~~parties ~~Acquisition~~thereto ~~Corp.~~will enter into a business combination transaction pursuant to which,” ~~“our~~among other things,” ~~“us”~~(i) on ~~or “we”~~the ~~refer~~day immediately prior to ~~Cerberus~~the ~~Telecom~~Closing ~~Acquisition~~Date ~~Corp.~~(as ~~The~~defined ~~following~~in ~~discussion~~the Merger Agreement), the company will merge with and ~~analysis~~into LLC Merger Sub, a subsidiary of Pubco, with LLC Merger Sub being the ~~Company’s~~surviving ~~financial~~entity ~~condition~~of the Pubco Merger and ~~results~~Pubco as parent of ~~operations~~the ~~should~~surviving beentity, ~~read~~(ii) on the Closing Date and immediately prior to the First Merger, Sponsor will contribute 100% of its equity interests in ~~conjunction~~Corp Merger Sub to Pubco, as a result of which Corp Merger Sub will become a wholly owned subsidiary of Pubco, (iii) following the Corp Merger Sub Contribution, Corp Merger Sub will merge with and into KORE, with KORE being the ~~unaudited~~surviving ~~condensed~~corporation ~~financial~~of ~~statements~~the First Merger; and (iv) immediately following the ~~notes~~First ~~thereto~~Merger ~~contained~~and ~~elsewhere~~as inpart ~~this~~of ~~report.~~the ~~Certain~~same ~~information~~overall ~~contained~~transaction inas the ~~discussion~~First Merger, KORE will merge with and ~~analysis~~into ~~set~~LLC ~~forth~~Merger ~~below~~Sub, ~~includes~~with ~~forward-looking~~LLC ~~statements~~Merger ~~that~~Sub ~~involve~~being ~~risks~~the surviving entity of the Second Merger and ~~uncertainties~~Pubco being the sole member of LLC Merger Sub.

~~Cautionary~~Concurrently ~~Note~~with ~~Regarding~~the ~~Forward-Looking~~execution ~~Statements~~of the Merger Agreement, we entered into subscription agreements (the “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 22,500,000 shares of Pubco Common Stock for an aggregate purchase price equal to $225,000,000 (the “PIPE Investment”). The PIPE Investment will be consummated substantially concurrently with the Closing

~~This~~Liquidity ~~Quarterly Report on Form 10-Q includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,~~ and ~~Section 21E~~Capital ofResources the Exchange Act. We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other SEC filings.

~~Overview~~As of June 30, 2021, the Company had approximately $0.7 million in its operating bank accounts and working capital deficit of approximately $4.4 million primarily due to current liabilities of $5.6 million. The Company’s current liabilities consist of $5.4 million in transaction related expenses to be settled with proceeds of the Business Combination which is expected to close during the third quarter of 2021.

~~We are~~Subsequent ato ~~blank~~the ~~check~~consummation ~~company~~of ~~incorporated~~the oninitial ~~September~~public 8offering, ~~2020~~our asliquidity aneeds ~~Cayman~~have ~~Islands~~been ~~exempted~~satisfied ~~company~~with ~~for~~the net proceeds from the ~~purpose~~consummation of ~~effecting~~the aprivate ~~merger,~~placement ~~share~~not ~~exchange,~~held ~~asset~~in ~~acquisition,~~the ~~share~~trust ~~purchase~~account. In addition, ~~reorganization~~in ororder ~~similar~~to finance transaction costs in connection with a business combination, ~~with~~our ~~one~~sponsor ~~or more~~may, ~~businesses~~but oris ~~entities.~~not Weobligated ~~are~~to, anprovide ~~emerging~~us ~~growth~~working ~~company~~capital ~~and,~~loans. asAs ~~such~~of June 30, we2021 ~~are~~and ~~subject~~December 31, to2020, ~~all~~there ofwere ~~the~~no ~~risks~~amounts ~~associated~~outstanding ~~with~~under ~~emerging~~any ~~growth~~working ~~companies~~capital loan.

~~Our~~Based ~~Sponsor~~on ~~is Cerberus Telecom Acquisition Holdings, LLC, a Delaware limited liability company. Our registration statement for~~ the ~~Initial Public Offering became effective on October 21~~foregoing, ~~2020.~~our Onmanagement ~~October~~believes ~~26,~~that ~~2020,~~ we ~~consummated~~will anhave ~~Initial~~sufficient ~~Public~~working ~~Offering~~capital ofand ~~25,000,000~~borrowing ~~Units,~~capacity atto ~~$10.00~~meet ~~per~~our ~~Unit,~~needs ~~generating~~through ~~gross~~the ~~proceeds~~earlier of ~~$250.0 million.~~the ~~The~~consummation ~~underwriters~~of ~~were granted~~ a ~~45-day~~business ~~option~~combination ~~from~~or ~~the~~one ~~date~~year offrom ~~the~~this ~~final~~filing. ~~prospectus~~Over ~~relating~~this totime ~~the~~period, ~~Initial~~we ~~Public~~will ~~Offering~~be tousing ~~purchase~~these upfunds tofor ~~3,750,000~~paying ~~additional~~existing ~~Units~~accounts ~~to cover over-allotments~~payable, atidentifying ~~$10.00~~and ~~per~~evaluating ~~Unit.~~prospective Oninitial ~~November~~business ~~10,~~combination ~~2020~~candidates, ~~the underwriters~~performing ~~partially~~due ~~exercised~~diligence ~~the~~on ~~over-allotment~~prospective ~~option~~target ~~and~~businesses, ~~purchased~~paying anfor ~~additional~~travel ~~916~~expenditures,~~900~~ ~~Units~~selecting (the ~~“Over-Allotment~~target ~~Units”),~~business ~~generating~~to ~~gross~~merge ~~proceeds~~with ofor ~~approximately~~acquire, ~~$9.2 million.~~and Westructuring, ~~incurred~~negotiating ~~total~~and ~~offering~~consummating ~~costs~~the ~~of approximately~~business ~~$14~~combination.~~9 million~~ ~~in underwriting fees (inclusive of approximately $9.1 million in deferred underwriting fees).~~

~~Simultaneously~~Results ~~with the closing~~ of ~~the~~Operations Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 800,000 Units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $8.0 million. Subsequently, along with the closing of the Over-Allotment Units, the Company consummated a private placement on November 10, 2020 for an additional 18,338 Private Placement Units (“Over-Allotment Private Placement Units”) to the Sponsor (“Over-Allotment Private Placement”) generating gross proceeds to us of approximately $0.2 million. Each Private Placement Unit consists of one Class A ordinary share (“Private Placement Shares”), and one-third of one redeemable warrant (each, a “Private Placement Warrant”).

~~Upon~~Our ~~the closing~~entire ofactivity ~~the~~from ~~Initial Public Offering, the Over-Allotment, and the Private Placement and the Over-Allotment Private Placement, approximately $259.2~~January ~~million ($10.00 per Unit) of the net proceeds of the Initial Public Offering~~1, ~~the~~2021 ~~Over-Allotment,~~through ~~the Over-Allotment Private Placement and certain of the proceeds of the Private Placement were placed in a Trust Account, located in the United States with Continental Stock Transfer~~June ~~& Trust Company acting as trustee~~30, ~~and~~2021 ~~invested~~was ~~only~~ in ~~U.S.~~preparation ~~“government~~for ~~securities”~~our ~~within~~forthcoming ~~the~~business meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct Ucombination.S. ~~government~~We ~~treasury~~will ~~obligations,~~not asbe ~~determined~~generating byany ~~the~~operating ~~Company,~~revenues until the ~~earlier~~closing ~~of:~~and ~~(i) the~~ completion of athat ~~Business~~business ~~Combination~~combination, ~~and (ii) the~~at ~~distribution of~~ the ~~Trust Account as described below~~earliest.

16For the period from April 1, 2021 through June 30, 2021, we had net loss of approximately $8.7 million, which consisted primarily of approximately $5.3 million loss in the fair value of warrants and general and administrative expenses of approximately $3.3 million. For the six months ended June 30, 2021, we had a net loss of $8.7 million, which consisted primarily of approximately $2.7 million loss in the fair value of warrants and general and administrative expenses of approximately $6.0 million.

~~Table~~Contractual ofObligations ~~Contents~~

~~Our~~Registration ~~management~~Rights has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Units and Over-Allotment Private Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination.

IfThe weholders ~~have not completed a Business Combination within 24 months from the closing~~ of ~~the~~Founder ~~Initial~~Shares ~~Public~~(defined ~~Offering~~below), orPrivate ~~October~~Placement 26Shares, ~~2022~~Private ~~(the~~Placement ~~“Combination Period”)~~Warrants, ~~we will (i)~~Class ~~cease~~A ~~all~~ordinary ~~operations~~shares ~~except~~underlying ~~for~~ the ~~purpose~~Private ofPlacement ~~winding~~Warrants ~~up;~~and ~~(ii) as~~units ~~promptly~~that asmay ~~reasonably~~be ~~possible~~issued ~~but~~upon ~~not~~conversion ~~more~~of ~~than~~Working ~~ten~~Capital ~~business~~Loans ~~days~~(and ~~thereafter,~~any ~~redeem~~Class A ~~the~~ordinary ~~Public~~shares ~~Shares,~~issuable atupon ~~a per-share price, payable in cash, equal to~~ the ~~aggregate~~exercise ~~amount~~of ~~then~~any onPrivate ~~deposit~~Warrants inunderlying the ~~Trust~~Private ~~Account,~~Placement ~~including~~Units ~~interest~~that ~~earned~~may onbe ~~the~~issued ~~funds~~upon ~~held~~conversion inof ~~the~~working ~~Trust~~capital ~~Account and not previously released to us to pay for our tax obligations~~loans), if any ~~(less up to $100~~,~~000~~ ~~of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares, which redemption~~ will ~~completely~~be ~~extinguish~~entitled ~~Public~~to ~~Shareholders’~~registration rights aspursuant ~~shareholders (including the right~~ to ~~receive~~a ~~further~~registration ~~liquidation distributions, if any);~~ and ~~(iii) as~~shareholder ~~promptly~~rights asagreement ~~reasonably possible following such redemption, subject~~ to ~~the~~be ~~approval~~signed ofupon ~~our~~consummation ~~remaining shareholders and its board~~ of ~~directors,~~the ~~liquidate~~Initial ~~and~~Public ~~dissolve,~~Offering. ~~subject~~The inholders ~~the case~~ of ~~clauses~~these ~~(ii) and~~securities ~~(iii)~~are entitled to ~~our obligations~~make ~~under~~up ~~Cayman Islands law~~ to ~~provide for claims of creditors and the requirements of other applicable law.~~

~~Proposed~~19 ~~Business Combination~~

Onthree ~~March 12~~demands, ~~2021~~excluding short form demands, that we register such securities. These holders will be entitled to certain demand and “piggyback” registration rights. However, the ~~Company~~registration ~~entered~~and ~~into~~shareholder rights agreement provides that the ~~Merger~~we ~~Agreement~~will bynot ~~and~~permit ~~among~~any registration statement filed under the ~~company~~Securities Act to become effective until the termination of the applicable lock-up period, ~~Pubco~~which occurs, ~~Corp~~(i) in ~~Merger~~the ~~Sub,~~case ~~LLC~~of ~~Merger~~the ~~Sub~~Founder Shares (defined below), in accordance with the letter agreement our initial shareholders entered into and ~~KORE~~(ii) in the case of the Private Placement Warrants and the respective Class A ordinary shares underlying such Private Placement Warrants, 30 days after the completion of the Business Combination. We will bear the expenses incurred in connection with the filing of any such registration statements.

~~Pursuant~~Underwriting ~~to the Merger~~ Agreement, the parties thereto will enter into a business combination transaction pursuant to which, among other things, (i) on the day immediately prior to the Closing Date (as defined in the Merger Agreement), the company will merge with and into LLC Merger Sub, a subsidiary of Pubco, with LLC Merger Sub being the surviving entity of the Pubco Merger and Pubco as parent of the surviving entity, (ii) on the Closing Date and immediately prior to the First Merger, Sponsor will contribute 100% of its equity interests in Corp Merger Sub to Pubco, as a result of which Corp Merger Sub will become a wholly owned subsidiary of Pubco, (iii) following the Corp Merger Sub Contribution, Corp Merger Sub will merge with and into KORE, with KORE being the surviving corporation of the First Merger; and (iv) immediately following the First Merger and as part of the same overall transaction as the First Merger, KORE will merge with and into LLC Merger Sub, with LLC Merger Sub being the surviving entity of the Second Merger and Pubco being the sole member of LLC Merger Sub.

We granted the underwriters a

Concurrently with the execution of the Merger Agreement, we entered into subscription agreements (the “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 22,500,000 shares of Pubco Common Stock for an aggregate purchase price equal to $225,000,000 (the “PIPE Investment”). The PIPE Investment will be consummated substantially concurrently with the Closing 45-day

option from the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. The underwriters exercised the

~~Liquidity and Capital Resources~~ over-allotment

option in part for 916,900 Units on November 10, 2020 and the remaining amount expired unexercised.

The underwriters were entitled to an underwriting discount of $0.20 per Unit, or $5.2 million in the aggregate, paid upon the closing of the Initial Public Offering and the

~~As of March 31, 2021, we had $1~~Over-Allotment.~~7 million in cash and working capital deficit of approximately $1.1 million.~~

~~Subsequent~~Critical toAccounting ~~the~~Policies consummation of the initial public offering, our liquidity needs have been satisfied with the net proceeds from the consummation of the private placement not held in the trust account. In addition, in order to finance transaction costs in connection with a business combination, our sponsor may, but is not obligated to, provide us working capital loans. As of March 31, 2021 and December 31, 2020, there were no amounts outstanding under any working capital loan.

~~Based~~Derivative onWarrant ~~the~~Liabilities foregoing, our management believes that we will have sufficient working capital and borrowing capacity to meet our needs through the earlier of the consummation of a business combination or one year from this filing. Over this time period, we will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial business combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the business combination.

We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is

~~Results of Operations~~ re-assessed

at the end of each reporting period.

The Company accounts for its Public and Private Placement Warrants as derivative warrant liabilities in accordance with ASC 815-40. The liabilities are subject to

Our entire activity from January 31, 2021 through March 31, 2021 was in preparation for our forthcoming business combination. We will not be generating any operating revenues until the closing and completion of that business combination, at the earliest. re-measurement

at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model. The fair value of Public Warrants issued have subsequently been

For the period from January 1, 2021 through March 31, 2021, we had net loss of approximately $0.1 million, which consisted primarily of approximately $2.6 million gain in the fair value of warrants, offset by general and administrative expenses of approximately $2.7 million. re-measured

based on the listed market price of such warrants. As the transfer of Private Placement Warrants to anyone outside of a small group of individuals who are permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant, with an insignificant adjustment for

~~Contractual Obligations~~ short-term

marketability restrictions.

~~Registration~~Class A ~~Rights~~ Ordinary Shares Subject to Possible Redemption

~~The holders of Founder Shares (defined below), Private Placement Shares, Private Placement Warrants,~~ Class A ordinary shares ~~underlying~~subject ~~the Private~~to ~~Placement~~mandatory ~~Warrants~~redemption ~~and~~(if ~~units~~any) ~~that~~are ~~may~~classified beas ~~issued~~liability ~~upon~~instruments ~~conversion~~and ofare ~~Working~~measured ~~Capital~~at ~~Loans~~fair ~~(and~~value. ~~any~~Conditionally redeemable Class A ordinary shares ~~issuable~~(including ~~upon~~Class A ~~the~~ordinary ~~exercise~~shares ofthat ~~any~~feature ~~Private~~redemption ~~Warrants~~rights ~~underlying the Private Placement Units~~ that ~~may~~are beeither ~~issued~~within ~~upon conversion~~the control of ~~working~~the ~~capital~~holder ~~loans),~~or ifsubject ~~any, will be entitled~~ to ~~registration~~redemption ~~rights~~upon ~~pursuant~~the tooccurrence aof ~~registration~~uncertain ~~and~~events ~~shareholder~~not ~~rights~~solely ~~agreement~~within toour becontrol) ~~signed~~are ~~upon~~classified ~~consummation~~as oftemporary ~~the Initial Public Offering~~equity. ~~The~~At ~~holders~~all ofother ~~these securities are entitled to make up to three demands~~times, ~~excluding~~Class A ~~short~~ordinary ~~form~~shares ~~demands,~~are ~~that~~classified weas ~~register~~shareholders’ ~~such securities~~equity. ~~These~~Our ~~holders~~Class A ~~will~~ordinary beshares ~~entitled~~feature to certain ~~demand~~redemption ~~and “piggyback” registration~~ rights. ~~However, the registration and shareholder rights agreement provides~~ that ~~the~~are weconsidered ~~will not permit any registration statement filed under the Securities Act~~ to ~~become~~be ~~effective~~outside ~~until the termination~~ of ~~the applicable lock-up period, which occurs, (i) in the case of the Founder Shares (defined below), in accordance with the letter agreement~~ our ~~initial~~control ~~shareholders entered into~~ and ~~(ii)~~subject into ~~the~~occurrence ~~case~~ of ~~the~~uncertain ~~Private~~future ~~Placement~~events, ~~Warrants~~Accordingly, ~~and the respective~~ Class A ordinary shares ~~underlying~~subject ~~such~~to ~~Private Placement~~possible ~~Warrants,~~redemption 30are ~~days~~presented ~~after~~at ~~the~~redemption ~~completion~~value ofas ~~the~~temporary ~~Business~~equity, ~~Combination.~~outside Weof ~~will bear~~ the ~~expenses~~shareholders’ ~~incurred~~equity insection ~~connection~~of ~~with~~ the ~~filing~~company’s ofbalance ~~any such registration statements~~sheet.

17Net Income (Loss) Per Ordinary Share

Net income (loss) per share is computed by dividing net income (loss) by the

~~Table of Contents~~weighted-average

number of ordinary shares outstanding during the period, excluding shares subject to forfeiture. We have not considered the effect of the units sold in the initial public offering and the private placement to purchase an aggregate of 8,911,745 of the company’s Class A ordinary shares in the calculation of diluted income (loss) per share, since the exercise of the warrants into shares of common stock is contingent upon the occurrence of future events.

The Company’s statement of operations includes a presentation of income (loss) per share for ordinary shares subject to redemption in a manner similar to the

~~Underwriting Agreement~~ two-class

method of income (loss) per share. Net income per ordinary share, basic and diluted for Class A ordinary shares are calculated by dividing the interest income earned on cash, cash equivalents and investments held in the trust account, net of amounts available to be withdrawn from the trust account to pay the company’s income taxes, for the period presented, by the weighted average number of Class A ordinary shares outstanding for the period. Net loss per ordinary share, basic and diluted for Class B ordinary shares is calculated by dividing the income, less gains attributable to Class A ordinary shares, by the weighted average number of Class B ordinary shares outstanding for the period.

We20 granted the underwriters a 45-day option from the final prospectus relating to the Initial Public Offering to purchase up to 3,750,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. The underwriters exercised the over-allotment option in part for 916,900 Units on November 10, 2020 and the remaining amount expired unexercised.

~~The~~Recent ~~underwriters~~Accounting ~~were~~Pronouncements entitled to an underwriting discount of $0.20 per Unit, or $5.2 million in the aggregate, paid upon the closing of the Initial Public Offering and the Over-Allotment. In addition, $0.35 per unit, or approximately $9.1 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.

In August 2020, the FASB issued Accounting Standard Update (the “ASU”)

~~Critical Accounting Policies~~ No. 2020-06,

Debt—Debt with Conversion and Other Options (Subtopic

~~Derivative Warrant Liabilities~~ 470-20)

and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic

We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-~~15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.~~ 40):

~~The~~Our ~~Company~~management ~~accounts~~does ~~for~~not ~~its~~believe ~~Public~~that ~~and~~there ~~Private Placement Warrants as derivative warrant liabilities in accordance with ASC 815-40. The liabilities~~ are ~~subject to re-measurement at each balance sheet date until exercised, and~~ any ~~change~~recently ~~in fair value is recognized in the Company’s statement of operations. The fair value of the Public Warrants~~ issued, inbut ~~connection~~not ~~with~~yet ~~the~~effective, ~~Public~~accounting ~~Offering~~pronouncements, ~~and~~if ~~Private~~currently ~~Placement~~adopted, ~~Warrants~~that ~~were~~would ~~initially~~have ~~measured at fair value using~~ a ~~Monte~~material ~~Carlo simulation~~effect ~~model. The fair value of Public Warrants issued have subsequently been re-measured based~~ on ~~the~~our ~~listed~~condensed ~~market~~financial ~~price of such warrants~~statements. As the transfer of Private Placement Warrants to anyone outside of a small group of individuals who are permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant, with an insignificant adjustment for short-term marketability restrictions.

~~Class A Ordinary Shares Subject to Possible Redemption~~ Off-Balance

Sheet Arrangements

As of June 30, 2021 and December 31, 2020, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation

~~Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value~~S-K. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within our control) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity. Our Class A ordinary shares feature certain redemption rights that are considered to be outside of our control and subject to occurrence of uncertain future events, Accordingly, Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ equity section of the company’s balance sheet.

~~Net~~JOBS ~~Income~~Act ~~(Loss) Per Ordinary Share~~

The Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) contains provisions that, among other things, relax certain reporting requirements for qualifying public companies. We qualify as an “emerging growth company” and under the JOBS Act are allowed to comply with new or revised accounting pronouncements based on the effective date for private (not publicly traded) companies. We are electing to delay the adoption of new or revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for

~~Net income (loss) per share is computed by dividing net income (loss) by the weighted~~non-average number of ordinary shares outstanding during the period, excluding shares subject to forfeiture. We have not considered the effect of the units sold in the initial public offering and the private placement to purchase an aggregate of 8,911,745 of the company’s Class A ordinary shares in the calculation of diluted income (loss) per share, since their inclusion would be anti-dilutive under the treasury stock method. emerging

growth companies. As a result, the financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.

~~The~~Additionally, ~~company’s statement~~we ofare ~~operations~~in ~~includes~~the aprocess ~~presentation~~of evaluating the benefits of ~~income~~relying ~~(loss)~~on ~~per~~the ~~share~~other ~~for~~reduced ~~ordinary~~reporting ~~shares~~requirements ~~subject~~provided by the JOBS Act. Subject to ~~redemption~~certain conditions set forth in athe ~~manner~~JOBS ~~similar~~Act, toif, ~~the two-class method~~as ofan ~~income~~“emerging ~~(loss)~~growth ~~per~~company,” ~~share.~~we ~~Net~~choose ~~income per~~to ~~ordinary~~rely ~~share,~~on ~~basic~~such ~~and~~exemptions ~~diluted~~we ~~for~~may ~~Class A~~not ~~ordinary~~be ~~shares~~required ~~are~~to, ~~calculated~~among byother ~~dividing~~things, ~~the~~(i) provide ~~interest~~an ~~income~~auditor’s ~~earned~~attestation report on ~~cash,~~our ~~cash~~system ~~equivalents~~of ~~and~~internal ~~investments~~controls ~~held~~over infinancial ~~the~~reporting ~~trust~~pursuant ~~account~~to Section 404, ~~net~~(ii) provide all of ~~amounts~~the ~~available~~compensation todisclosure that may be ~~withdrawn~~required ~~from~~of ~~the~~non-emerging ~~trust account~~growth topublic ~~pay~~companies under the ~~company’s~~Dodd-Frank ~~income~~Wall ~~taxes,~~Street ~~for~~Reform ~~the~~and ~~period~~Consumer ~~presented~~Protection Act, (iii) comply with any requirement that may be adopted by the ~~weighted~~PCAOB ~~average~~regarding ~~number~~mandatory ofaudit ~~Class A~~firm ~~ordinary~~rotation ~~shares~~or ~~outstanding~~a ~~for~~supplement to the ~~period.~~auditor’s ~~Net~~report ~~loss~~providing ~~per~~additional ~~ordinary~~information ~~share,~~about ~~basic~~the audit and ~~diluted~~the ~~for~~financial ~~Class~~statements (auditor discussion and analysis) and (iv) Bdisclose ~~ordinary~~certain ~~shares~~executive ~~is calculated~~compensation byrelated ~~dividing~~items such as the ~~income,~~correlation ~~less~~between ~~gains~~executive ~~attributable~~compensation toand ~~Class A~~performance ~~ordinary~~and ~~shares,~~comparisons byof the ~~weighted~~CEO’s ~~average~~compensation ~~number~~to ofmedian ~~Class B~~employee ~~ordinary~~compensation. ~~shares~~These ~~outstanding~~exemptions will apply for ~~the~~a period of five years following the completion of our Initial Public Offering or until we are no longer an “emerging growth company,” whichever is earlier.

~~Recent~~Item ~~Accounting~~3. ~~Pronouncements~~Quantitative and Qualitative Disclosures About Market Risk

We are a smaller reporting company as defined by Rule

~~In August 2020, the FASB issued Accounting Standard Update (the “ASU”) No. 2020~~12b-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. The Company early adopted the ASU on January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows. 2

of the Exchange Act and are not required to provide the information otherwise required under this item. As of June 30, 2021, we were not subject to any market or interest rate risk.

~~Our~~Item ~~management~~4. ~~does~~Controls ~~not~~and ~~believe that there are any recently issued, but not yet effective, accounting pronouncements, if currently adopted, that would have a material effect on our unaudited condensed financial statements.~~ Procedures

~~Off-Balance~~Evaluation ~~Sheet~~of ~~Arrangements~~Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended June 30, 2021, as such term is defined in Rules 13a-15(e) and

~~As of March 31, 2021 and December 31, 2020, we did not have any off~~15d-~~balance sheet arrangements as defined in Item 303~~15(ae)~~(4)(ii) of Regulation S-K.~~

under the Exchange Act. Our management evaluated, with the participation of our current Chief Executive Officer and Chief Financial Officer (our “Certifying Officers”), the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended June 30, 2021, pursuant to Rule

~~JOBS Act~~ 13a-15(b)

under the Exchange Act. Based upon that evaluation and in light of the SEC Staff Statement, our Certifying Officers concluded that, solely due to our misapplication of the accounting for our warrants as components of equity, our disclosure controls and procedures were not effective as of June 30, 2021.

~~The~~Disclosure ~~Jumpstart~~controls Our Business Startups Act of 2012 (the “JOBS Act”) contains provisions that, among other things, relax certain reporting requirements for qualifying public companies. We qualify as an “emerging growth company” and ~~under~~procedures ~~the JOBS Act~~ are ~~allowed~~designed to ~~comply~~ensure ~~with~~that ~~new~~information orrequired ~~revised accounting pronouncements based on the effective date for private (not publicly traded) companies. We are electing~~ to ~~delay~~be ~~the~~disclosed ~~adoption~~by ofus ~~new~~in orour ~~revised~~Exchange ~~accounting~~Act ~~standards,~~reports ~~and as a result, we may not comply with new or revised accounting standards on the relevant dates on which adoption of such standards~~ is required for non-emerging growth companies. As a result, the financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates.

1821

~~Table~~recorded, ofprocessed, ~~Contents~~summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.

~~Additionally,~~Changes ~~we are~~ in ~~the~~Internal ~~process~~Control of evaluating the benefits of relying on the other reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, if, as an “emerging growth company,” we choose to rely on such exemptions we may not be required to, among other things, (i) provide an auditor’s attestation report on our system of internal controls over ~~financial~~Financial ~~reporting~~Reporting pursuant to Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the PCAOB regarding mandatory audit firm rotation or a supplement to the auditor’s report providing additional information about the audit and the financial statements (auditor discussion and analysis) and (iv) disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation. These exemptions will apply for a period of five years following the completion of our Initial Public Offering or until we are no longer an “emerging growth company,” whichever is earlier.

~~Item~~Other 3than as described herein, there was no change in our internal control over financial reporting that occurred during the fiscal quarter ended June 30, 2021 covered by this Quarterly Report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. ~~Quantitative~~Management has implemented remediation steps to address the material weakness and ~~Qualitative~~to ~~Disclosures~~improve ~~About~~our ~~Market~~internal ~~Risk~~control over financial reporting. Specifically, we expanded and improved our review process for complex securities and related accounting standards. As of June 30, 2021, this has not been fully remediated.

WePART ~~are~~II—OTHER aINFORMATION smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this item. As of March 31, 2021, we were not subject to any market or interest rate risk.

Item 41. ~~Controls~~Legal ~~and Procedures~~Proceedings

~~Evaluation~~None. ~~of Disclosure Controls and Procedures~~

~~Under~~Item the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended March 31, 2021, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act1A. ~~Our~~Risk management evaluated, with the participation of our current Chief Executive Officer and Chief Financial Officer (our “Certifying Officers”), the effectiveness of our disclosure controls and procedures as of the end of the fiscal quarter ended March 31, 2021, pursuant to Rule 13a-15(b) under the Exchange Act. Based upon that evaluation and in light of the SEC Staff Statement, our Certifying Officers concluded that, solely due to our misapplication of the accounting for our warrants as components of equity, our disclosure controls and procedures were not effective as of March 31, 2021. Factors

~~Disclosure~~Factors ~~controls~~that ~~and~~could ~~procedures~~cause ~~are~~our ~~designed~~actual results to ~~ensure~~differ ~~that~~materially ~~information~~from ~~required~~those toin bethis ~~disclosed~~Quarterly byReport usare any of the risks described in our ~~Exchange~~final ~~Act~~prospectus ~~reports~~for isour ~~recorded,~~Initial ~~processed~~Public Offering filed with the SEC on October 23, ~~summarized,~~ 2020 and ~~reported~~any ~~within~~of the ~~time~~risk ~~periods~~described ~~specified~~ in our 10K/A filed with the SEC’s ~~rules~~on ~~and~~May ~~forms~~13, ~~and~~2021. ~~that~~Any ~~such~~of ~~information~~these isfactors ~~accumulated~~could ~~and~~result ~~communicated~~in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our ~~management~~business or results of operations. As of the date of this Quarterly Report, ~~including~~there have been no material changes to the risk factors disclosed in our ~~principal~~final ~~executive~~prospectus ~~officer~~for ~~and~~our ~~principal~~Initial ~~financial~~Public ~~officer~~Offering ~~or persons~~filed ~~performing~~with ~~similar~~the ~~functions~~SEC on October 23, as2020, ~~appropriate~~except we may disclose changes to ~~allow~~such ~~timely~~factors ~~decisions~~or ~~regarding~~disclose ~~required~~additional ~~disclosure~~factors from time to time in our future filings with the SEC.

~~Changes~~22 ~~in Internal Control over Financial Reporting~~

~~There~~Item ~~was~~2. noUnregistered ~~change~~Sales inof ~~our~~Equity ~~internal~~Securities ~~control~~and ~~over~~Use ~~financial~~of reporting that occurred during the fiscal quarter ended March 31, 2021 covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. Proceeds

~~PART~~Unregistered ~~II—OTHER~~Sales ~~INFORMATION~~

On September 10, 2020, our sponsor paid $25,000, or approximately $0.002 per share, to cover certain expenses on our behalf in consideration of 11,500,000 Class B ordinary shares, par value $0.0001. In October 2020, our sponsor surrendered 4,312,500 of our Class B ordinary shares, which decreased the number of outstanding founder shares from 11,500,000 to 7,187,500 and on December 7, 2020, as a result of the remaining

~~Item 1. Legal Proceedings~~over-allotment

option expiring unexercised, 708,275 Class B ordinary shares were forfeited resulting in 6,479,225 Class B ordinary shares issued and outstanding.

On October 26, 2020, we consummated its initial public offering of 25,000,000 units, generating gross proceeds of $250.0 million, and incurring offering costs of approximately $14.5 million, inclusive of approximately $8.8 million in deferred underwriting commissions. On November 10, 2020, the underwriters partially exercised the

~~None.~~ over-allotment

option and purchased an additional 916,900 units, generating gross proceeds of approximately $9.2 million, and incurred additional offering costs of approximately $0.5 million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees).

Simultaneously with the closing of the initial public offering, the company consummated the private placement of 800,000 private placement units at a price of $10.00 per private placement unit, generating total gross proceeds of $8.0 million. On November 10, 2020, simultaneously with the sale of the

~~Item 1A. Risk Factors~~over-allotment

units, the company consummated a private sale of an additional 18,338 private placement units to our sponsor, generating gross proceeds of $183,380.

Upon the closing of the initial public offering, the

Factors that could cause our actual results to differ materially from those in this Quarterly Report are any of the risks described in our 10K/A filed with the SEC on May 13, 2021. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in our Form 10over-~~K/A filed with the SEC on May 13~~allotment, ~~2021, except we may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.~~

and the private placement, $259,169,000 ($10.00 per Unit) of the net proceeds of the initial public offering and certain of the proceeds of the private placement were placed in a trust account established for the benefit of the company’s public shareholders.

19Use of Proceeds

~~Table~~In connection with the initial public offering, we incurred offering costs of ~~Contents~~approximately $14.9 million (including underwriting commissions of approximately $5.2 million and deferred underwriting commissions of approximately $9.1 million). Other incurred offering costs consisted principally preparation fees related to the initial public offering. After deducting the underwriting discounts and commissions (excluding the deferred portion, which amount will be payable upon consummation of the initial business combination, if consummated) and the initial public offering expenses, $259,169,000 of the net proceeds from our initial public offering and certain of the proceeds from the private placement of the private placement units (or $10.00 per Unit sold in the initial public offering) was placed in the trust account. The net proceeds of the initial public offering and certain proceeds from the sale of the private placement units are held in the trust account and invested as described elsewhere in this Report. There has been no material change in the planned use of the proceeds from the initial public offering and the sale of the private placement units as is described in our final prospectus related to the initial public offering.

Item 23. ~~Unregistered~~Defaults ~~Sales~~Upon ofSenior ~~Equity~~ Securities ~~and Use of Proceeds~~

~~Unregistered~~None. ~~Sales~~

OnItem ~~September 10, 2020, our sponsor paid $25,000, or approximately $0~~4.~~002~~ ~~per~~Mine ~~share,~~Safety to cover certain expenses on our behalf in consideration of 11,500,000 Class B ordinary shares, par value $0.0001. In October 2020, our sponsor surrendered 4,312,500 of our Class B ordinary shares, which decreased the number of outstanding founder shares from 11,500,000 to 7,187,500 and on December 7, 2020, as a result of the remaining over-allotment option expiring unexercised, 708,275 Class B ordinary shares were forfeited resulting in 6,479,225 Class B ordinary shares issued and outstanding. Disclosures

~~On October 26, 2020, we consummated its initial public offering of 25,000,000 units, generating gross proceeds of $250~~None.~~0 million,~~ and incurring offering costs of approximately $14.5 million, inclusive of approximately $8.8 million in deferred underwriting commissions. On November 10, 2020, the underwriters partially exercised the over-allotment option and purchased an additional 916,900 units, generating gross proceeds of approximately $9.2 million, and incurred additional offering costs of approximately $0.5 million in underwriting fees (inclusive of approximately $0.3 million in deferred underwriting fees).

~~Simultaneously~~Item ~~with the closing of the initial public offering, the company consummated the private placement of 800,000 private placement units at a price of $10~~5.00 ~~per~~Other private placement unit, generating total gross proceeds of $8.0 million. On November 10, 2020, simultaneously with the sale of the over-allotment units, the company consummated a private sale of an additional 18,338 private placement units to our sponsor, generating gross proceeds of $183,380. Information

~~Upon the closing of the initial public offering, the over-allotment, and the private placement, $259,169,000 ($10~~None.00 per Unit) of the net proceeds of the initial public offering and certain of the proceeds of the private placement were placed in a trust account established for the benefit of the company’s public shareholders.

~~Use~~23 ~~of Proceeds~~

InItem ~~connection with the initial public offering, we incurred offering costs of approximately $14~~6.~~9 million~~ ~~(including underwriting commissions of approximately $5~~Exhibits.2 million and deferred underwriting commissions of approximately $9.1 million). Other incurred offering costs consisted principally preparation fees related to the initial public offering. After deducting the underwriting discounts and commissions (excluding the deferred portion, which amount will be payable upon consummation of the initial business combination, if consummated) and the initial public offering expenses, $259,169,000 of the net proceeds from our initial public offering and certain of the proceeds from the private placement of the private placement units (or $10.00 per Unit sold in the initial public offering) was placed in the trust account. The net proceeds of the initial public offering and certain proceeds from the sale of the private placement units are held in the trust account and invested as described elsewhere in this Report. There has been no material change in the planned use of the proceeds from the initial public offering and the sale of the private placement units as is described in our final prospectus related to the initial public offering.

Item 3. Defaults Upon Senior Securities


Exhibit Number		Description

31.1		Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d - 14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

31.2		Certification of the Chief Financial and Accounting Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.

32.1*		Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.

32.2*		Certification of the Chief Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.

101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema Document

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		XBRL Taxonomy Extension Label Linkbase Document

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

~~None.~~* These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

~~Item~~24 ~~4. Mine Safety Disclosures~~

~~None.~~SIGNATURES

~~Item~~Pursuant 5.to ~~Other~~the ~~Information~~requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized on this

~~None.~~ 13th

20day of August, 2021.

~~Table~~CERBERUS ofTELECOM ~~Contents~~ACQUISITION CORPORATION /s/ Timothy M. Donahue Name: Timothy M. Donahue Title: Chief Executive Officer (Principal Executive Officer) /s/ Jeffrey L. Lomasky Name: Jeffrey L. Lomasky Title: Chief Financial Officer (Principal Financial and Accounting Officer)

~~Item~~25 ~~6. Exhibits.~~

ExhibitNumber		Description
31.1		Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.
31.2		Certification of the Chief Financial and Accounting Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002.
32.1*		Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.
32.2*		Certification of the Chief Financial and Accounting Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

* These certifications are furnished to the SEC pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

SIGNATURES

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 thereunto duly authorized on this 21st day of May, 2021.

CERBERUS TELECOM ACQUISITION CORPORATION /s/ Timothy M. Donahue Name: Timothy M. Donahue Title: Chief Executive Officer(Principal Executive Officer) /s/ Jeffrey L. Lomasky Name: Jeffrey L. Lomasky Title: Chief Financial Officer(Principal Financial and Accounting Officer)

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