the exercise price and number of shares of class a common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend , or recapitalization , reorganization , merger or consolidation . however , the warrants will not be adjusted for issuance of shares of class a common stock at a price below its exercise price . additionally , in no event will the company be required to net cash settle the warrant shares . if the company is unable to complete a 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 . if ( x ) the company issues additional shares of class a common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at an issue price or effective issue price of less than $ 9.20 per share of class a common stock ( with such issue price or effective issue price to be determined in good faith by the company 's board of directors and , in the case of any such issuance to the sponsor or its affiliates , without taking into account any founder shares held by the company 's initial stockholders or such affiliates , as applicable , prior to such issuance ) ( the “ newly issued price ” ) , ( y ) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds , and interest thereon , available for the funding of the company 's initial business combination on the date of the completion of such initial business combination ( net of redemptions ) , and ( z ) the volume- weighted average trading price of the class a common stock during the 20 trading day period starting on the trading day prior to the day on which the company completes its initial business combination ( such price , the “ market value ” ) is below $ 9.20 per share , the exercise price of the warrants will be adjusted ( to the nearest cent ) to be equal to 115 % of the higher of the market value and the newly issued price , and the $ 10.00 and $ 18.00 per share redemption trigger prices will be adjusted ( to the nearest cent ) to be equal to 100 % and 180 % of the higher of the market value and the newly issued price , respectively . 63 vectoiq acquisition corp. ii notes to financial statements note 3—public offering ( continued ) certain funds , referred to as the company 's “ anchor investors , ” expressed to the company an interest and purchased an aggregate of approximately 6,000,000 units in the initial public offering . in connection with providing these expressions of interest , the anchor investors purchased membership interests in the sponsor entitling them to an economic interest in certain of the founder shares owned by the sponsor and in certain of the private placement units purchased by the sponsor . pursuant to a subscription agreement with the sponsor , one of the anchor investors has agreed with the sponsor that , with respect to 1,499,950 of the units it has expressed an interest in purchasing ( or all of the units it purchased in the proposed public offering , if less ) , such anchor investor ( 1 ) will not transfer such units ( or underlying shares of class a common stock ) prior to the date the company completes its initial business combination , and ( 2 ) will not exercise its redemption rights with respect to any shares of class a common stock included in such units in connection with the completion of the company 's initial business combination or any amendment to the provisions of the company 's amended and restated certificate of incorporation relating to the company 's pre-initial business combination activity and related stockholders ' rights . further , each of the anchor investors has agreed with the sponsor that if it does not purchase the maximum number of units it has expressed an interest in purchasing , it will forfeit all of its indirect holdings of founder shares held within the sponsor , and if after such purchase , it story_separator_special_tag the statements in the discussion and analysis regarding industry outlook , our expectations regarding the performance of our business and the forward-looking statements are subject to numerous risks and uncertainties , including , but not limited to , the risks and uncertainties described in “ risk factors ” and “ cautionary note regarding forward-looking statements . ” our actual results may differ materially from those contained in or implied by any forward-looking statements . you should read the following discussion together with the sections entitled “ risk factors ” , `` `` business `` and the audited consolidated financial statements , including the related notes , appearing elsewhere in this form 10-k. all references to years , unless otherwise noted , refer to our fiscal years , which end on december 31. as used in this form 10-k , unless the context suggests otherwise , “ we , ” “ us , ” “ our , ” “ the company ” or “ vectoiq ” refer to vectoiq acquisition corp. ii . 49 overview we are a blank check company incorporated on august 10 , 2020 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 intend to effectuate our initial business combination story_separator_special_tag the exercise price and number of shares of class a common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend , or recapitalization , reorganization , merger or consolidation . however , the warrants will not be adjusted for issuance of shares of class a common stock at a price below its exercise price . additionally , in no event will the company be required to net cash settle the warrant shares . if the company is unable to complete a 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 . if ( x ) the company issues additional shares of class a common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at an issue price or effective issue price of less than $ 9.20 per share of class a common stock ( with such issue price or effective issue price to be determined in good faith by the company 's board of directors and , in the case of any such issuance to the sponsor or its affiliates , without taking into account any founder shares held by the company 's initial stockholders or such affiliates , as applicable , prior to such issuance ) ( the “ newly issued price ” ) , ( y ) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds , and interest thereon , available for the funding of the company 's initial business combination on the date of the completion of such initial business combination ( net of redemptions ) , and ( z ) the volume- weighted average trading price of the class a common stock during the 20 trading day period starting on the trading day prior to the day on which the company completes its initial business combination ( such price , the “ market value ” ) is below $ 9.20 per share , the exercise price of the warrants will be adjusted ( to the nearest cent ) to be equal to 115 % of the higher of the market value and the newly issued price , and the $ 10.00 and $ 18.00 per share redemption trigger prices will be adjusted ( to the nearest cent ) to be equal to 100 % and 180 % of the higher of the market value and the newly issued price , respectively . 63 vectoiq acquisition corp. ii notes to financial statements note 3—public offering ( continued ) certain funds , referred to as the company 's “ anchor investors , ” expressed to the company an interest and purchased an aggregate of approximately 6,000,000 units in the initial public offering . in connection with providing these expressions of interest , the anchor investors purchased membership interests in the sponsor entitling them to an economic interest in certain of the founder shares owned by the sponsor and in certain of the private placement units purchased by the sponsor . pursuant to a subscription agreement with the sponsor , one of the anchor investors has agreed with the sponsor that , with respect to 1,499,950 of the units it has expressed an interest in purchasing ( or all of the units it purchased in the proposed public offering , if less ) , such anchor investor ( 1 ) will not transfer such units ( or underlying shares of class a common stock ) prior to the date the company completes its initial business combination , and ( 2 ) will not exercise its redemption rights with respect to any shares of class a common stock included in such units in connection with the completion of the company 's initial business combination or any amendment to the provisions of the company 's amended and restated certificate of incorporation relating to the company 's pre-initial business combination activity and related stockholders ' rights . further , each of the anchor investors has agreed with the sponsor that if it does not purchase the maximum number of units it has expressed an interest in purchasing , it will forfeit all of its indirect holdings of founder shares held within the sponsor , and if after such purchase , it story_separator_special_tag the statements in the discussion and analysis regarding industry outlook , our expectations regarding the performance of our business and the forward-looking statements are subject to numerous risks and uncertainties , including , but not limited to , the risks and uncertainties described in “ risk factors ” and “ cautionary note regarding forward-looking statements . ” our actual results may differ materially from those contained in or implied by any forward-looking statements . you should read the following discussion together with the sections entitled “ risk factors ” , `` `` business `` and the audited consolidated financial statements , including the related notes , appearing elsewhere in this form 10-k. all references to years , unless otherwise noted , refer to our fiscal years , which end on december 31. as used in this form 10-k , unless the context suggests otherwise , “ we , ” “ us , ” “ our , ” “ the company ” or “ vectoiq ” refer to vectoiq acquisition corp. ii . 49 overview we are a blank check company incorporated on august 10 , 2020 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 intend to effectuate our initial business combination

liquidity and capital resources until the consummation of our initial public offering , as described below , our only source of liquidity was an initial purchase of ordinary shares by the sponsor and loans from our sponsor . for the period from august 10 , 2020 ( inception ) through december 31 , 2020 , we had net cash used in operating activities of $ 546 for the payment of certain formation expenses and net cash provided by financing activities of $ 13,110 , which consisted of the sale of the company 's class b common stock for $ 25,000 to our sponsor and borrowings of $ 83,000 pursuant to a promissory note ( the “ note ” ) from our sponsor offset by the payment of deferred offering costs associated with the initial public offering of $ 94,890. at december 31 , 2020 , we had cash of $ 12,564. we used these funds and borrowings from the note with the sponsor primarily to funds the costs incurred to complete our initial public offering . on january 6 , 2021 , the registration statement for the company 's initial public offering was declared effective . on january 11 , 2021 the company consummated the initial public offering of 34,500,000 units and , with respect to the class a common stock included in the units sold , the public shares , which included the exercise in full by the underwriters of their overallotment option in the amount of 4,500,000 units , at $ 10 per unit , generating gross proceeds of $ 345,000,000. simultaneously with the closing of the initial public offering , the company sold , in a private placement , 900,000 private placement units to the sponsor at a price of $ 10.00 per


 Write a concise suspicious activity report of the following text delimited by triple backquotes. Return your response as a formal report which covers the key points highlighting the location,dates,entity names and account holder information in chronological order of the text.
     ```liquidity and capital resources until the consummation of our initial public offering , as described below , our only source of liquidity was an initial purchase of ordinary shares by the sponsor and loans from our sponsor . for the period from august 10 , 2020 ( inception ) through december 31 , 2020 , we had net cash used in operating activities of $ 546 for the payment of certain formation expenses and net cash provided by financing activities of $ 13,110 , which consisted of the sale of the company 's class b common stock for $ 25,000 to our sponsor and borrowings of $ 83,000 pursuant to a promissory note ( the “ note ” ) from our sponsor offset by the payment of deferred offering costs associated with the initial public offering of $ 94,890. at december 31 , 2020 , we had cash of $ 12,564. we used these funds and borrowings from the note with the sponsor primarily to funds the costs incurred to complete our initial public offering . on january 6 , 2021 , the registration statement for the company 's initial public offering was declared effective . on january 11 , 2021 the company consummated the initial public offering of 34,500,000 units and , with respect to the class a common stock included in the units sold , the public shares , which included the exercise in full by the underwriters of their overallotment option in the amount of 4,500,000 units , at $ 10 per unit , generating gross proceeds of $ 345,000,000. simultaneously with the closing of the initial public offering , the company sold , in a private placement , 900,000 private placement units to the sponsor at a price of $ 10.00 per
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 Suspicious Activity Report : the exercise price and number of shares of class a common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend , or recapitalization , reorganization , merger or consolidation . however , the warrants will not be adjusted for issuance of shares of class a common stock at a price below its exercise price . additionally , in no event will the company be required to net cash settle the warrant shares . if the company is unable to complete a 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 . if ( x ) the company issues additional shares of class a common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at an issue price or effective issue price of less than $ 9.20 per share of class a common stock ( with such issue price or effective issue price to be determined in good faith by the company 's board of directors and , in the case of any such issuance to the sponsor or its affiliates , without taking into account any founder shares held by the company 's initial stockholders or such affiliates , as applicable , prior to such issuance ) ( the “ newly issued price ” ) , ( y ) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds , and interest thereon , available for the funding of the company 's initial business combination on the date of the completion of such initial business combination ( net of redemptions ) , and ( z ) the volume- weighted average trading price of the class a common stock during the 20 trading day period starting on the trading day prior to the day on which the company completes its initial business combination ( such price , the “ market value ” ) is below $ 9.20 per share , the exercise price of the warrants will be adjusted ( to the nearest cent ) to be equal to 115 % of the higher of the market value and the newly issued price , and the $ 10.00 and $ 18.00 per share redemption trigger prices will be adjusted ( to the nearest cent ) to be equal to 100 % and 180 % of the higher of the market value and the newly issued price , respectively . 63 vectoiq acquisition corp. ii notes to financial statements note 3—public offering ( continued ) certain funds , referred to as the company 's “ anchor investors , ” expressed to the company an interest and purchased an aggregate of approximately 6,000,000 units in the initial public offering . in connection with providing these expressions of interest , the anchor investors purchased membership interests in the sponsor entitling them to an economic interest in certain of the founder shares owned by the sponsor and in certain of the private placement units purchased by the sponsor . pursuant to a subscription agreement with the sponsor , one of the anchor investors has agreed with the sponsor that , with respect to 1,499,950 of the units it has expressed an interest in purchasing ( or all of the units it purchased in the proposed public offering , if less ) , such anchor investor ( 1 ) will not transfer such units ( or underlying shares of class a common stock ) prior to the date the company completes its initial business combination , and ( 2 ) will not exercise its redemption rights with respect to any shares of class a common stock included in such units in connection with the completion of the company 's initial business combination or any amendment to the provisions of the company 's amended and restated certificate of incorporation relating to the company 's pre-initial business combination activity and related stockholders ' rights . further , each of the anchor investors has agreed with the sponsor that if it does not purchase the maximum number of units it has expressed an interest in purchasing , it will forfeit all of its indirect holdings of founder shares held within the sponsor , and if after such purchase , it story_separator_special_tag the statements in the discussion and analysis regarding industry outlook , our expectations regarding the performance of our business and the forward-looking statements are subject to numerous risks and uncertainties , including , but not limited to , the risks and uncertainties described in “ risk factors ” and “ cautionary note regarding forward-looking statements . ” our actual results may differ materially from those contained in or implied by any forward-looking statements . you should read the following discussion together with the sections entitled “ risk factors ” , `` `` business `` and the audited consolidated financial statements , including the related notes , appearing elsewhere in this form 10-k. all references to years , unless otherwise noted , refer to our fiscal years , which end on december 31. as used in this form 10-k , unless the context suggests otherwise , “ we , ” “ us , ” “ our , ” “ the company ” or “ vectoiq ” refer to vectoiq acquisition corp. ii . 49 overview we are a blank check company incorporated on august 10 , 2020 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 intend to effectuate our initial business combination story_separator_special_tag the exercise price and number of shares of class a common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend , or recapitalization , reorganization , merger or consolidation . however , the warrants will not be adjusted for issuance of shares of class a common stock at a price below its exercise price . additionally , in no event will the company be required to net cash settle the warrant shares . if the company is unable to complete a 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 . if ( x ) the company issues additional shares of class a common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at an issue price or effective issue price of less than $ 9.20 per share of class a common stock ( with such issue price or effective issue price to be determined in good faith by the company 's board of directors and , in the case of any such issuance to the sponsor or its affiliates , without taking into account any founder shares held by the company 's initial stockholders or such affiliates , as applicable , prior to such issuance ) ( the “ newly issued price ” ) , ( y ) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds , and interest thereon , available for the funding of the company 's initial business combination on the date of the completion of such initial business combination ( net of redemptions ) , and ( z ) the volume- weighted average trading price of the class a common stock during the 20 trading day period starting on the trading day prior to the day on which the company completes its initial business combination ( such price , the “ market value ” ) is below $ 9.20 per share , the exercise price of the warrants will be adjusted ( to the nearest cent ) to be equal to 115 % of the higher of the market value and the newly issued price , and the $ 10.00 and $ 18.00 per share redemption trigger prices will be adjusted ( to the nearest cent ) to be equal to 100 % and 180 % of the higher of the market value and the newly issued price , respectively . 63 vectoiq acquisition corp. ii notes to financial statements note 3—public offering ( continued ) certain funds , referred to as the company 's “ anchor investors , ” expressed to the company an interest and purchased an aggregate of approximately 6,000,000 units in the initial public offering . in connection with providing these expressions of interest , the anchor investors purchased membership interests in the sponsor entitling them to an economic interest in certain of the founder shares owned by the sponsor and in certain of the private placement units purchased by the sponsor . pursuant to a subscription agreement with the sponsor , one of the anchor investors has agreed with the sponsor that , with respect to 1,499,950 of the units it has expressed an interest in purchasing ( or all of the units it purchased in the proposed public offering , if less ) , such anchor investor ( 1 ) will not transfer such units ( or underlying shares of class a common stock ) prior to the date the company completes its initial business combination , and ( 2 ) will not exercise its redemption rights with respect to any shares of class a common stock included in such units in connection with the completion of the company 's initial business combination or any amendment to the provisions of the company 's amended and restated certificate of incorporation relating to the company 's pre-initial business combination activity and related stockholders ' rights . further , each of the anchor investors has agreed with the sponsor that if it does not purchase the maximum number of units it has expressed an interest in purchasing , it will forfeit all of its indirect holdings of founder shares held within the sponsor , and if after such purchase , it story_separator_special_tag the statements in the discussion and analysis regarding industry outlook , our expectations regarding the performance of our business and the forward-looking statements are subject to numerous risks and uncertainties , including , but not limited to , the risks and uncertainties described in “ risk factors ” and “ cautionary note regarding forward-looking statements . ” our actual results may differ materially from those contained in or implied by any forward-looking statements . you should read the following discussion together with the sections entitled “ risk factors ” , `` `` business `` and the audited consolidated financial statements , including the related notes , appearing elsewhere in this form 10-k. all references to years , unless otherwise noted , refer to our fiscal years , which end on december 31. as used in this form 10-k , unless the context suggests otherwise , “ we , ” “ us , ” “ our , ” “ the company ” or “ vectoiq ” refer to vectoiq acquisition corp. ii . 49 overview we are a blank check company incorporated on august 10 , 2020 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 intend to effectuate our initial business combination

