Attached files

file filename
EX-99.3 - CONSENT OF DARREN THOMPSON - TWC Tech Holdings II Corp.fs12020a2ex99-3_twctechhold.htm
EX-10.6 - FORM OF PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT BETWEEN THE REGISTRANT AND - TWC Tech Holdings II Corp.fs12020a2ex10-6_twctechhold.htm
EX-10.4 - FORM OF REGISTRATION RIGHTS AGREEMENT BETWEEN THE REGISTRANT AND CERTAIN SECURIT - TWC Tech Holdings II Corp.fs12020a2ex10-4_twctechhold.htm
EX-10.3 - FORM OF INVESTMENT MANAGEMENT TRUST AGREEMENT BETWEEN AMERICAN STOCK TRANSFER & - TWC Tech Holdings II Corp.fs12020a2ex10-3_twctechhold.htm
EX-10.2 - FORM OF LETTER AGREEMENT AMONG THE REGISTRANT AND THE REGISTRANT'S OFFICERS AND - TWC Tech Holdings II Corp.fs12020a2ex10-2_twctechhold.htm
EX-5.1 - OPINION OF ELLENOFF, GROSSMAN & SCHOLE, LLP - TWC Tech Holdings II Corp.fs12020a2ex5-1_twctechhold.htm
EX-4.4 - FORM OF WARRANT AGREEMENT BETWEEN AMERICAN STOCK TRANSFER & TRUST COMPANY AND TH - TWC Tech Holdings II Corp.fs12020a2ex4-4_twctechhold.htm
EX-4.1 - SPECIMEN UNIT CERTIFICATE - TWC Tech Holdings II Corp.fs12020a2ex4-1_twctechhold.htm
EX-1.1 - FORM OF UNDERWRITING AGREEMENT - TWC Tech Holdings II Corp.fs12020a2ex1-1_twctechhold.htm
S-1/A - AMENDMENT NO. 2 TO S-1 - TWC Tech Holdings II Corp.fs12020a2_twctechholdings.htm

Exhibit 23.1

 

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

We hereby consent to the use in this Registration Statement on Amendment No. 2 to Form S-1, of our report dated September 1, 2020, relating to the balance sheet of TWC Tech Holdings II Corp. as of July 24, 2020 and the related statements of operations, changes in stockholder’s equity and cash flows for the period from July 20, 2020 (inception) through July 24, 2020, and to the reference to our Firm under the caption “Experts” in the Prospectus.

 

/s/ WithumSmith+Brown, PC  
   
New York, New York  
September 1, 2020