Marlin Technology (FINM) 10-Q12 May 222022 Q1 Quarterly reportFinancial data

Company Profile

Cover Page

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2022	May 31, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Entity Registrant Name	MARLIN TECHNOLOGY CORP.
Entity Central Index Key	0001823855
Entity File Number	001-39886
Entity Tax Identification Number	98-1555920
Entity Incorporation, State or Country Code	E9
Entity Interactive Data Current	Yes
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Small Business	true
Entity Shell Company	true
Entity Address, Address Line One	338 Pier Avenue
Entity Address, City or Town	Hermosa Beach
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90254
City Area Code	310
Local Phone Number	364-0110
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Ordinary Shares included as part of the units
Trading Symbol	FINM
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		41,400,000
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		10,350,000
Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-third of one redeemable warrant
Trading Symbol	FINMU
Security Exchange Name	NASDAQ
Warrants [Member]
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants included as part of the units, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50
Trading Symbol	FINMW
Security Exchange Name	NASDAQ

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current assets
Cash	$ 5,290	$ 5,290
Prepaid expenses	564,393	604,540
Total Current Assets	569,683	609,830
Cash and investments held in Trust Account	414,338,419	414,167,667
TOTAL ASSETS	414,908,102	414,777,497
Current liabilities
Accounts payable and accrued expenses	680,611	616,504
Promissory note – related party	466,952	254,148
Total Current Liabilities	1,147,563	870,652
Warrant liabilities	5,989,467	14,250,800
Deferred underwriting fee payable	14,490,000	14,490,000
Total Liabilities	21,627,030	29,611,452
Commitments and Contingencies
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 41,400,000 shares subject to possible redemption at redemption value at March 31, 2022, and December 31, 2021	414,000,000	414,000,000
Shareholders' Deficit
Preference shares, $0.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding
Additional paid-in capital
Accumulated deficit	(20,719,963)	(28,834,990)
Total Shareholders' Deficit	(20,718,928)	(28,833,955)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	414,908,102	414,777,497
Common Class B [Member]
Shareholders' Deficit
Common Stock Value	$ 1,035	$ 1,035

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Class A [Member]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Shares Issued	41,400,000	41,400,000
Common Stock, Shares Outstanding	41,400,000	41,400,000
Common Class A [Member] \| Common Stock Subject to Mandatory Redemption [Member]
Temporary Equity, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Temporary Equity, Shares Authorized	500,000,000	500,000,000
Temporary Equity, Shares Outstanding	41,400,000	41,400,000
Common Class B [Member]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	50,000,000	50,000,000
Common Stock, Shares Issued	10,350,000	10,350,000
Common Stock, Shares Outstanding	10,350,000	10,350,000

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	3 Months Ended
Condensed Statements of Operations - USD ($)	Mar. 31, 2022	Mar. 31, 2021
Operating and formation costs	$ 317,058	$ 1,866,980
Loss from operations	(317,058)	(1,866,980)
Other income:
Change in fair value of warrant liabilities	8,261,333	15,696,533
Interest earned on investments held in Trust Account	170,752	16,898
Total other income	8,432,085	15,713,431
Net income	$ 8,115,027	$ 13,846,451
Common Class A [Member]
Other income:
Weighted average shares outstanding	41,400,000	14,785,714
Basic and diluted net income per share	$ 0.16	$ 0.57
Common Class B [Member]
Other income:
Weighted average shares outstanding	10,350,000	9,482,143
Basic and diluted net income per share	$ 0.16	$ 0.57

Condensed Statements of Changes

Condensed Statements of Changes In Shareholders' Equity (Deficit) - USD ($)	Total	Common Stock [Member]Common Class A [Member]	Common Stock [Member]Common Class B [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Beginning balance at Dec. 31, 2020	$ 20,000	$ 0	$ 1,035	$ 23,965	$ (5,000)
Beginning balance (in shares) at Dec. 31, 2020		0	10,350,000
Accretion for Class A ordinary shares subject to redemption amount	(42,737,684)			(92,499)	(42,645,185)
Sale of 6,853,333 Private Placement Warrants	68,534			68,534
Net income	13,846,451				13,846,451
Ending balance at Mar. 31, 2021	(28,802,699)	$ 0	$ 1,035	0	(28,803,734)
Ending balance (in shares) at Mar. 31, 2021		0	10,350,000
Beginning balance at Dec. 31, 2021	(28,833,955)	$ 0	$ 1,035	0	(28,834,990)
Beginning balance (in shares) at Dec. 31, 2021		0	10,350,000
Net income	8,115,027				8,115,027
Ending balance at Mar. 31, 2022	$ (20,718,928)	$ 0	$ 1,035	$ 0	$ (20,719,963)
Ending balance (in shares) at Mar. 31, 2022		0	10,350,000

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows - USD ($)	3 Months Ended
Condensed Statements of Cash Flows - USD ($)	Mar. 31, 2022	Mar. 31, 2021
Cash Flows from Operating Activities:
Net income	$ 8,115,027	$ 13,846,451
Adjustments to reconcile net income to net cash provided by operating activities:
Change in fair value of warrant liabilities	(8,261,333)	(15,696,533)
Interest earned on investments held in Trust Account	(170,752)	(16,898)
Transaction costs allocated to warrants	0	1,172,873
Changes in operating assets and liabilities:
Prepaid expenses	40,147	(593,675)
Accounts payable and accrued expenses	64,107	174,794
Net cash used in operating activities	(212,804)	(1,112,988)
Cash Flows from Investing Activities:
Investment of cash into trust Account	0	(414,000,000)
Net cash used in investing activities	0	(414,000,000)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discount paid	0	405,720,000
Proceeds from sale of private placement Units	0	10,280,000
Proceeds from promissory note—related party	212,804	0
Repayment of promissory note – related party	0	(146,488)
Payment of offering costs	0	(109,466)
Net cash provided by financing activities	212,804	415,744,046
Net Change in Cash	0	631,058
Cash – Beginning of period	5,290	0
Cash – End of period	5,290	631,058
Non-Cash Investing and Financing Activities:
Offering costs included in accrued offering costs	0	4,183
Accretion for Class A ordinary shares subject to redemption	0	414,000,000
Deferred underwriting fee payable	$ 14,490,000	$ 14,490,000

Description Of Organization and

Description Of Organization and Business Operations	3 Months Ended
Description Of Organization and Business Operations	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Marlin Technology Corporation (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on September 2, 2020. The Company was incorporated 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 (a “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of March 31, 2022, the Company had not commenced any operations. All activity from September 2, 2020 (inception) through March 31, 2022, relates to the Company’s formation, the proposed initial public offering (“Initial Public Offering”), which is described below, a nd non-operating The registration statement for the Company’s Initial Public Offering was declared effective on January 12, 2021. On January 15, 2021, the Company consummated the Initial Public Offering of 41,400,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”) which includes the full exercise by the underwriter of its over-allotment option in the amount of 5,400,000 Units, at $10.00 per Unit, generating gross proceeds of $414,000,000 which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 6,853,333 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to Marlin Technology Holdings, LLC (the “Sponsor”), generating gross proceeds of $10,280,000, which is described in Note 4. Transaction costs amounted to $23,348,557, consisting of $8,280,000 of underwriting fees, $14,490,000 of deferred underwriting fees and $578,557 of other offering costs. Following the closing of the Initial Public Offering on January 15, 2021, an amount of $414,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”), and was invested in 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 in any open-ended investment company that holds itself out as a money market fund investing solely in U.S. Treasuries and meeting certain conditions under The Company’s management has broad discretion with respect to the specific application of the net proceeds from the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (excluding the amount of deferred underwriting commissions and taxes payable on the income earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide the holders of the public shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their public shares upon the completion of the Business Combination, either (i) in connection with a general 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, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two business days prior to the consummation of the Business Combination (initially $10.00 per Public Share), including interest (which interest shall be net of taxes payable), divided by the number of then issued and outstanding public shares, subject to certain limitations as described in the prospectus. The per-share The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, 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% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial The Company will have until January 15, 2023, to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company 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 100% of the Public Shares, at a The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account 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 6) held in the Trust Account in the event the Company does not complete a Business Combination within 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 assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) 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 to below the lesser of (1) $10.00 per Public Share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). 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 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 (other than the Company’s independent registered public 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. Going Concern, Liquidity and Capital Resources As of March 31, 2022, the Company had $5,290 in its operating bank account and working capital deficit of $577,880. The Company’s liquidity needs through Initial Public Offering were satisfied through a payment of $25,000 from the Sponsor to cover certain expenses on behalf of the Company in exchange for the issuance of the Founder Shares, the loan from the Sponsor pursuant to the Note (as defined in Note 5) which was fully repaid at the Initial Public Offering, and the proceeds from the consummation of the private placement not held in the Trust Account. In order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, the Sponsor, or certain of our officers and directors or their affiliates may, but are not obligated to, loan us funds as may be required. On November 10, 2021, the Company entered into a Working Capital Note (see Note 6). As of the date of this filing the Company had $489,064 outstanding under its Working Capital Note. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Codification Subtopic 205-40,

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, 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 financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information because available and accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2022, and December 31, 2021. Offering Costs Offering costs consisted of legal, accounting and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the statements of operations. Offering costs associated with the Class A ordinary shares issued were initially charged to temporary equity and then accreted to ordinary shares subject to redemption upon the completion of the Initial Public Offering. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including 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, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2022 and December 31, 2021, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s condensed balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. This method would view the end of the reporting period as if it were also the redemption date for the security. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in At March 31, 2022 and December 31, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 414,000,000 Less: Proceeds allocated to Public Warrants (20,562,000 ) Class A ordinary shares issuance costs (22,175,684 ) Plus: Accretion of carrying value to redemption value 42,737,684 Class A ordinary shares subject to possible redemption $ 414,000,000 Warrant Liabilities 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 FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The Company accounts for the Public Warrants and Private Placement Warrants (together with the Public Warrants, the “Warrants”) in accordance with the guidance contained in ASC 815-40 under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject tore-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the unaudited condensed statements of operations. The Private Placement Warrants and the Public Warrants for periods where no observable traded price was available are valued using a binomial lattice model. For periods subsequent to the detachment of the Public Warrants from the Units, the Public Warrant quoted market price was used as the fair value for the Public Warrants and the Private Placement Warrants as of each relevant date. Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which 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 major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of March 31, 2022, and December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for 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 considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 20,653,333 The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income, as adjusted $ 6,492,022 $ 1,623,005 $ 8,436,248 $ 5,410,203 Denominator: Basic and diluted weighted average shares outstanding 41,400,000 10,350,000 14,785,714 9,482,143 Basic and diluted net income per ordinary share $ 0.16 $ 0.16 $ 0.57 $ 0.57 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature (see Note 8) Recent Accounting Standards The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Initial Public Offering

Initial Public Offering	3 Months Ended
Initial Public Offering	Mar. 31, 2022
Equity [Abstract]
Initial Public Offering	NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 41,400,000 Units, which includes a full exercise by the underwriters of their over-allotment option on March 1, 2021, in the amount of 5,400,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-third

Private Placement

Private Placement	3 Months Ended
Private Placement	Mar. 31, 2022
Stockholders' Equity Note [Abstract]
Private Placement	NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 6,853,333 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, for an aggregate purchase price of $10,280,000, in a private placement. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 7). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

Related Party Transactions

Related Party Transactions	3 Months Ended
Related Party Transactions	Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares As of September 4, 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 11,500,000 Class B ordinary shares (the “Founder Shares”). On November 20, 2020, the Sponsor forfeited 2,875,000 Founder Shares, which the Company canceled, resulting in 8,625,000 Founder Shares issued and outstanding. On January 12, 2021, the Company effected a share capitalization, resulting in an increase in the total number of Class B ordinary shares outstanding from 8,625,000 to 10,350,000 shares. All share and per-share The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, Administrative Services Agreement The Company entered into an agreement, commencing on January 12, 2021, through the earlier of the consummation of a Business Combination or the Company’s liquidation, to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, secretarial and administrative services. For the three months ended March 31, 2022 and 2021, the Company incurred $30,000, in fees for these services of which is included in accounts payable and accrued expenses in the accompanying condensed balance sheets. Promissory Note — Related Party On September 4, 2020, the Company issued an unsecured promissory note (the “Note”) non-interest Related Party Loans On November 10, 2021, the Company issued an unsecured promissory note (the “Working Capital Note”) to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $1,500,000. The Working Capital Note does not bear interest and is repayable in full upon consummation of the Company’s initial Business Combination. If the Company does not complete a Business Combination, the Working Capital Note shall not be repaid and all amounts owed under it will be forgiven. The Working Capital Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Working Capital Note and all other sums payable with regard to the Working Capital Note becoming immediately due and payable. On March 29, 2022, the Company amended and restated the Working Capital Note to remove the ability of the Sponsor to convert all or a portion of such Working Capital Note into warrants of the post-Business Combination entity at a price of $1.50 per warrant. As of March 31, 2022 and December 31, 2021, the outstanding balance was $466,952 and $254,148, respectively.

Commitments And Contingencies

Commitments And Contingencies	3 Months Ended
Commitments And Contingencies	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 6. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy are not determinable as of the date of these financial statements. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these financial statements. Registration and Shareholders Rights Pursuant to a registration and shareholders rights agreement entered into on January 12, 2021, the holders of the Founder Shares, and Private Placement Warrants (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants) will be entitled to registration rights pursuant to a registration and shareholder rights agreement to be signed prior to or on the effective date 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 register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. 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 termination of the applicable lockup period. The registration and shareholder rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering our securities. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $14,490,000 in the aggregate. 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.

Shareholders' Deficit

Shareholders' Deficit	3 Months Ended
Shareholders' Deficit	Mar. 31, 2022
Stockholders' Equity Note [Abstract]
Shareholders' Deficit	NOTE 7. SHAREHOLDERS’ DEFICIT Preference Shares — Class A Ordinary Shares Class B Ordinary Shares Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except as required by law. Only holders of the Class B ordinary shares will have the right to vote on the appointment of directors prior to the Business Combination. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination or earlier at the option of the holders thereof 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 as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of a Business Combination, excluding Class A ordinary 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 a Business Combination. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

Warrants

Warrants	3 Months Ended
Warrants	Mar. 31, 2022
Warrants and Rights Note Disclosure [Abstract]
Warrants	NOTE 8. WARRANTS Warrants The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of 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 a 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, the Company will not be required to file or maintain in effect a registration statement, 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. 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 a 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. Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a If and when the warrants become 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. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00 • in whole and not in part; • 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 determined based on the redemption date and the fair market value of the Class A ordinary shares; • if, and only if, the closing price of the Class A ordinary shares equal or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the • if the closing price of the Class A ordinary shares for any 20 trading days within a If the Company calls the Public Warrants for redemption, as described above, its 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. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. 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 Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (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 Sponsor 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 a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of its Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its 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 $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. At March 31, 2022 and December 31, 2021, there were 6,853,333 Private Placement Warrants outstanding. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable, held

Fair Value Measurements

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	NOTE 9. FAIR VALUE MEASUREMENTS The 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 measurement date. 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). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity Held-to-maturity Held-to-maturity At March 31, 2022, assets held in the Trust Account were comprised of $4,226 in cash and $414,334,193 in U.S. Treasury securities. At December 31, 2021, assets held in the Trust Account were comprised of $648 in cash and $414,167,019 in U.S. Treasury securities. As of March 31, 2022, the Company did not withdraw any interest income from the Trust Account. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at March 31, 2022 and December 31, 2021 indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity Held-To-Maturity Level Amortized Cost Gross Fair Value March 31, 2022 U.S. Treasury Securities (Mature on 05/12/22) 1 $ 414,334,193 $ 30,481 $ 414,364,674 December 31, 2021 U.S. Treasury Securities 1 $ 414,167,019 $ 8,555 $ 414,175,574 The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at March 31, 2022, and December 31, 2021 indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level March 31, 2022 December 31, Liabilities: Warrant Liabilities – Public Warrants 1 4,002,000 9,522,000 Warrant Liabilities – Private Placement Warrants 2 1,987,467 4,728,800 The Warrants are accounted for as liabilities in accordance with ASC 815-40 The Private Placement Warrants were initially valued using a lattice model, specifically a binomial lattice model incorporating the binomial lattice methodology, which is considered to be a Level 3 fair value measurement. The primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the expected volatility of our ordinary shares. The expected volatility as of the Initial Public Offering date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The subsequent measurements of the Private Placement Warrants after the detachment of the Public Warrants from the Units is classified as Level 2 due to the use of an observable market quote for a similar asset in an active market. The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on January 15th, 2021 10,211,466 20,562,000 30,773,466 Change in valuation inputs or other assumptions (5,808,533 ) (10,488,000 ) (15,696,533 ) Transfer to Level 1 — (10,074,000 ) (10,074,000 ) Transfer to Level 2 (5,002,933 ) — (5,002,933 ) Fair value as of December 31, 2021 and March 31, 2022 $ — $ — $ — Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 fair value measurement to a Level 1 fair value measurement during the three months ended March 31, 2021, was approximately $10.1 million when the Public Warrants were separately listed and traded. The estimated fair value of the Private Placement Warrants transferred from a Level 3 fair value measurement to a Level 2 fair value measurement during the three months ended March 31, 2021 was $5 million.

Subsequent Events

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	NOTE 10. SUBSEQUENT EVENTS The 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. Other than the item noted below, the Company did not identify any subsequent events, that would have required adjustment or disclosure in the unaudited condensed financial statements. Subsequent to March 31, 2022, the Company borrowed an additional $22,112 from the available Working Capital Note as described in Note 5. As of May 15, 2022, the Working Capital Note aggregate outstanding principal balance is $489,064.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, 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 financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Use of Estimates	Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information because available and accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2022, and December 31, 2021.
Offering Costs	Offering Costs Offering costs consisted of legal, accounting and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the statements of operations. Offering costs associated with the Class A ordinary shares issued were initially charged to temporary equity and then accreted to ordinary shares subject to redemption upon the completion of the Initial Public Offering.
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including 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, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2022 and December 31, 2021, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s condensed balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. This method would view the end of the reporting period as if it were also the redemption date for the security. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in At March 31, 2022 and December 31, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 414,000,000 Less: Proceeds allocated to Public Warrants (20,562,000 ) Class A ordinary shares issuance costs (22,175,684 ) Plus: Accretion of carrying value to redemption value 42,737,684 Class A ordinary shares subject to possible redemption $ 414,000,000
Warrant Liabilities	Warrant Liabilities 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 FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The Company accounts for the Public Warrants and Private Placement Warrants (together with the Public Warrants, the “Warrants”) in accordance with the guidance contained in ASC 815-40 under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjusts the Warrants to fair value at each reporting period. This liability is subject tore-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the unaudited condensed statements of operations. The Private Placement Warrants and the Public Warrants for periods where no observable traded price was available are valued using a binomial lattice model. For periods subsequent to the detachment of the Public Warrants from the Units, the Public Warrant quoted market price was used as the fair value for the Public Warrants and the Private Placement Warrants as of each relevant date.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which 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 major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of March 31, 2022, and December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for 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 considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Net income (Loss) per Ordinary Share	Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 20,653,333 The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income, as adjusted $ 6,492,022 $ 1,623,005 $ 8,436,248 $ 5,410,203 Denominator: Basic and diluted weighted average shares outstanding 41,400,000 10,350,000 14,785,714 9,482,143 Basic and diluted net income per ordinary share $ 0.16 $ 0.16 $ 0.57 $ 0.57
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature (see Note 8)
Recent Accounting Standards	Recent Accounting Standards The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
Summary of Significant Accounting Policies (Tables)	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Class A Ordinary Shares Reflected in the Condensed Balance Sheets are Reconciled	At March 31, 2022 and December 31, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 414,000,000 Less: Proceeds allocated to Public Warrants (20,562,000 ) Class A ordinary shares issuance costs (22,175,684 ) Plus: Accretion of carrying value to redemption value 42,737,684 Class A ordinary shares subject to possible redemption $ 414,000,000
Summary of Basic and Diluted Loss Per Share	The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income, as adjusted $ 6,492,022 $ 1,623,005 $ 8,436,248 $ 5,410,203 Denominator: Basic and diluted weighted average shares outstanding 41,400,000 10,350,000 14,785,714 9,482,143 Basic and diluted net income per ordinary share $ 0.16 $ 0.16 $ 0.57 $ 0.57

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Summary of gross holding gains and fair value of held-to-maturity securities	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at March 31, 2022 and December 31, 2021 indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity Held-To-Maturity Level Amortized Cost Gross Fair Value March 31, 2022 U.S. Treasury Securities (Mature on 05/12/22) 1 $ 414,334,193 $ 30,481 $ 414,364,674 December 31, 2021 U.S. Treasury Securities 1 $ 414,167,019 $ 8,555 $ 414,175,574
Summary of fair value liabilities	The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at March 31, 2022, and December 31, 2021 indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level March 31, 2022 December 31, Liabilities: Warrant Liabilities – Public Warrants 1 4,002,000 9,522,000 Warrant Liabilities – Private Placement Warrants 2 1,987,467 4,728,800
Summary of changes in the fair value of warrant liabilities	The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on January 15th, 2021 10,211,466 20,562,000 30,773,466 Change in valuation inputs or other assumptions (5,808,533 ) (10,488,000 ) (15,696,533 ) Transfer to Level 1 — (10,074,000 ) (10,074,000 ) Transfer to Level 2 (5,002,933 ) — (5,002,933 ) Fair value as of December 31, 2021 and March 31, 2022 $ — $ — $ —

Description Of Organization a_2

Description Of Organization and Business Operations - Additional Information (Detail) - USD ($)	Jan. 15, 2021	Sep. 04, 2020	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Entity Incorporation, Date of Incorporation			Sep. 2, 2020
Proceeds From Issuance Of IPO			$ 0	$ 405,720,000
Restricted Investments Term			185 days
Share price			$ 10
Minimum networth to effect business combination			$ 5,000,001
Dissolution Expense			100,000
Working capital deficit			577,880
Cash			5,290		$ 5,290
Working Capital Note [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Due to Related Parties			$ 489,064
Minimum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Percentage of the fair value of assets in trust account of the target company net of deferred undrwriting commissions and taxes			80.00%
Equity metohd investment ownership percentage			50.00%
Percentage of public shares			15.00%
Per share amount in the trust account for distribution to the public shareholders			$ 10
Sponsor [Member] \| Private Placement Warrants [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Class Of Warrants and Rights Issued During the Period			6,853,333
Class Of Warrants and Rights Issued Price Per Warrant			$ 1.50
Proceeds from issuance of warrants			$ 10,280,000
IPO [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issuance costs			23,348,557
Payments for Underwriting Expense			8,280,000
Deferred underwriting Discount			14,490,000
Other Offering Costs			$ 578,557
Maximum Percentage Of Shares Redeemed On Non Completion Of Business Combination			100.00%
Common Class A [Member] \| IPO [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock Issued During Period, Shares, New Issues	41,400,000		41,400,000
Shares Issued Price Per Share	$ 10		$ 10
Proceeds From Issuance Of IPO	$ 414,000,000
Common Class A [Member] \| Over-Allotment Option [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock Issued During Period, Shares, New Issues	5,400,000		5,400,000
Shares Issued Price Per Share	$ 10
Proceeds From Issuance Of IPO	$ 414,000,000
Common Class B [Member] \| Sponsor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued during the period value issued for services		$ 25,000
Common Class B [Member] \| IPO [Member] \| Sponsor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued during the period value issued for services			$ 25,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Cash equivalents	$ 0	$ 0
Unrecognized Tax Benefits	0	0
Accrued for interest and penalties	0	0
Income Tax Expense Benefit	0	$ 0
FDIC Insured Amount	$ 250,000
Common Class A [Member]
Warrants exercisable	20,653,333

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Summary of Basic and Diluted Loss Per Share (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Common Class A [Member]
Numerator:
Allocation of net income, as adjusted	$ 6,492,022	$ 8,436,248
Denominator:
Basic and diluted weighted average shares outstanding	41,400,000	14,785,714
Basic and diluted net income per ordinary share	$ 0.16	$ 0.57
Common Class B [Member]
Numerator:
Allocation of net income, as adjusted	$ 1,623,005	$ 5,410,203
Denominator:
Basic and diluted weighted average shares outstanding	10,350,000	9,482,143
Basic and diluted net income per ordinary share	$ 0.16	$ 0.57

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Summary of Class A Ordinary Shares Reflected in the Condensed Balance Sheets are Reconciled (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Accounting Policies [Abstract]
Gross proceeds	$ 414,000,000	$ 414,000,000
Proceeds allocated to Public Warrants	(20,562,000)	(20,562,000)
Class A ordinary shares issuance costs	(22,175,684)	(22,175,684)
Accretion of carrying value to redemption value	42,737,684	42,737,684
Class A ordinary shares subject to possible redemption	$ 414,000,000	$ 414,000,000

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - Common Class A [Member] - $ / shares	Jan. 15, 2021	Mar. 31, 2022
IPO [Member]
Equity [Line Items]
Stock Issued During Period, Shares, New Issues	41,400,000	41,400,000
Shares Issued Price Per Share	$ 10	$ 10
Over-Allotment Option [Member]
Equity [Line Items]
Stock Issued During Period, Shares, New Issues	5,400,000	5,400,000
Shares Issued Price Per Share	$ 10
Public Warrants [Member]
Equity [Line Items]
Exercise price of warrant		$ 11.50

Private Placement - Additional

Private Placement - Additional Information (Detail)	3 Months Ended
Private Placement - Additional Information (Detail)	Mar. 31, 2022USD ($)$ / sharesshares
Public Warrants [Member] \| Common Class A [Member]
Stockholders Equity Note [Line Items]
Exercise price of warrant	$ 11.50
Sponsor [Member] \| Private Placement Warrants [Member]
Stockholders Equity Note [Line Items]
Class Of Warrants and Rights Issued During the Period \| shares	6,853,333
Class Of Warrants and Rights Issued, Price Per Warrant	$ 1.50
Proceeds from issuance of warrants \| $	$ 10,280,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	Nov. 10, 2021	Jan. 15, 2021	Nov. 20, 2020	Sep. 04, 2020	Mar. 31, 2022	Mar. 31, 2021	Mar. 29, 2022	Dec. 31, 2021	Jan. 12, 2021
Related Party Transaction [Line Items]
Share price					$ 10
Repayment of promissory note to related party					$ 0	$ 146,488
Sponsor [Member] \| Administrative Services Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction, Amounts of Transaction									$ 10,000
Sponsor [Member] \| Administrative Services Agreement [Member] \| Accounts Payable and Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Related Party Administrative Services Agreement payable					30,000	$ 30,000
Sponsor [Member] \| Promissory Note [Member]
Related Party Transaction [Line Items]
Promissory note face amount				$ 300,000
Repayment of promissory note to related party		$ 146,488
Sponsor [Member] \| Working Capital Loans [Member]
Related Party Transaction [Line Items]
Working capital loans convertible into equity warrants value	$ 1,500,000
Debt Instrument, Convertible, Conversion Price							$ 1.50
Working Capital Loans					$ 466,952			$ 254,148
Sponsor [Member] \| After Completion Of Business Combination [Member]
Related Party Transaction [Line Items]
Lock in period of founder shares				1 year
Common Class A [Member]
Related Party Transaction [Line Items]
Common Stock, Shares Issued					41,400,000			41,400,000
Common Stock, Shares Outstanding					41,400,000			41,400,000
Common Class A [Member] \| Sponsor [Member] \| After Completion Of Business Combination [Member]
Related Party Transaction [Line Items]
Share price				$ 12
Common Stock Transfers Threshold Trading Days				20 days
Common Stock Transfers Threshold Consecutive Trading Days				30 days
Period from business combination for which closing price of share is considered					150 days
Common Class B [Member]
Related Party Transaction [Line Items]
Common Stock, Shares Issued			8,625,000		10,350,000			10,350,000
Common Stock, Shares Outstanding			8,625,000		10,350,000			10,350,000	10,350,000
Common Class B [Member] \| Revision of Prior Period, Reclassification, Adjustment [Member]
Related Party Transaction [Line Items]
Common Stock, Shares Outstanding			8,625,000
Common Class B [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during the period value issued for services				$ 25,000
Stock issued during the period shares issued for services				11,500,000
Number of sponser shares subject to forfeiture			2,875,000
Common stock not subject to forfeiture					1,350,000

Commitments and Contingencies-

Commitments and Contingencies- Additional Information (Detail) - USD ($)	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Other Commitments [Line Items]
Deferred underwriting fee payable	$ 14,490,000	$ 14,490,000	$ 14,490,000
Underwriting Agreement [Member]
Other Commitments [Line Items]
Deferred underwriting fee payable Per Unit	$ 0.35
Deferred underwriting fee payable	$ 14,490,000

Shareholders' Deficit - Additio

Shareholders' Deficit - Additional Information (Detail) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Jan. 12, 2021	Nov. 20, 2020
Class of Stock [Line Items]
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Class A [Member]
Class of Stock [Line Items]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	500,000,000	500,000,000
Common Stock, Shares Issued	41,400,000	41,400,000
Common Stock, Shares Outstanding	41,400,000	41,400,000
Threshold percentage on conversion of common stock	20.00%
Common Class A [Member] \| Common Stock Subject to Mandatory Redemption [Member]
Class of Stock [Line Items]
Common stock conversion ratio from Class B to Class A	one-to-one
Common Class B [Member]
Class of Stock [Line Items]
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	50,000,000	50,000,000
Common stock shares voting rights	one vote	one vote
Common Stock, Shares Issued	10,350,000	10,350,000		8,625,000
Common Stock, Shares Outstanding	10,350,000	10,350,000	10,350,000	8,625,000

Warrants - Additional Informati

Warrants - Additional Information (Detail) - $ / shares	3 Months Ended
Warrants - Additional Information (Detail) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Common Class A [Member]
Class of Warrant or Right [Line Items]
Sale of Stock, Price Per Share	$ 9.20
Percentage Of Aggregate Gross Proceeds From Business Combination Over Total Equity Proceeds	60.00%
Number of trading days for determining volume weighted average share price	20 days
Volume weighted average share price	$ 9.20
Percentage of Exercise price of warrants over newly issued share price	180.00%
Public Warrants [Member]
Class of Warrant or Right [Line Items]
Warrants outstanding	13,800,000	13,800,000
Class of warrants or rights period after which exercising of the same can be done	20 days
Class of warrants or rights period within which registration shall be effective	60 days
Public Warrants [Member] \| Common Class A [Member]
Class of Warrant or Right [Line Items]
Percentage of Exercise price of warrants over newly issued share price	115.00%
Public Warrants [Member] \| Share Price Equals Or Exceeds Dollar Eighteen [Member]
Class of Warrant or Right [Line Items]
Class of warrants or rights redemption price per warrant	$ 0.01
Class of warrants redemption notice period	30 days
Public Warrants [Member] \| Share Price Equals Or Exceeds Dollar Eighteen [Member] \| Common Class A [Member]
Class of Warrant or Right [Line Items]
Share Redemption Trigger Price	$ 18
Class of warrant or right redemption threshold trading days	20 days
Class of Warrant or Right Redemption Threshold Consecutive Trading Days	30 days
Public Warrants [Member] \| Share Price Equals Or Exceeds Dollar Ten [Member] \| Common Class A [Member]
Class of Warrant or Right [Line Items]
Share Redemption Trigger Price	$ 10
Class of warrant or right redemption threshold trading days	20 days
Class of Warrant or Right Redemption Threshold Consecutive Trading Days	30 days
Class of warrants or rights redemption price per warrant	$ 0.10
Class of warrants redemption notice period	30 days
Public Warrants [Member] \| After Closing Of Business Combination [Member]
Class of Warrant or Right [Line Items]
Class Of warrants Or rights period after which exercisable	30 days
Warrants and rights outstanding term	5 years
Public Warrants [Member] \| After Closing Of IPO [Member]
Class of Warrant or Right [Line Items]
Class Of warrants Or rights period after which exercisable	1 year
Private Placement Warrants [Member]
Class of Warrant or Right [Line Items]
Warrants outstanding	6,853,333	6,853,333
Private Placement Warrants [Member] \| Share Price Equals Or Exceeds Dollar Eighteen [Member] \| Common Class A [Member]
Class of Warrant or Right [Line Items]
Share Redemption Trigger Price	$ 18
Class of warrant or right redemption threshold trading days	20 days
Class of Warrant or Right Redemption Threshold Consecutive Trading Days	30 days
Private Placement Warrants [Member] \| After Closing Of Business Combination [Member]
Class of Warrant or Right [Line Items]
Class Of warrants Or rights period after which exercisable	30 days

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in the trust account	$ 414,338,419		$ 414,167,667
Proceed from interest received	0
Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value transfers from level 3 to level 2		$ 5,000,000
Cash [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in the trust account	4,226		648
U.S. Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in the trust account	$ 414,334,193		$ 414,167,019
Level 1 [Member] \| Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair value of the public warrants transferred to level 1		$ 10,100,000

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Gross Holding Gains and Fair Value of Held-To-Maturity Securities (Detail) - Level 1 [Member] - U.S. Treasury Securities [Member] - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Schedule of Held-to-maturity Securities [Line Items]
Amortized Cost	$ 414,334,193	$ 414,167,019
Gross Holding Gain (Loss)	30,481	8,555
Fair Value	$ 414,364,674	$ 414,175,574

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Gross Holding Gains and Fair Value of Held-To-Maturity Securities (Parenthetical) (Detail)	3 Months Ended
	Mar. 31, 2022
US Treasury Securities [Member]
Schedule of Held-to-maturity Securities [Line Items]
Maturity date	May 12, 2022

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Fair Value Liabilities (Detail) - Fair Value, Recurring [Member] - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Public Warrants [Member] \| Level 1 [Member]
Liabilities, Fair Value Disclosure [Abstract]
Warrant Liabilities	$ 4,002,000	$ 9,522,000
Private Placement Warrants [Member] \| Level 2 [Member]
Liabilities, Fair Value Disclosure [Abstract]
Warrant Liabilities	$ 1,987,467	$ 4,728,800

Fair Value Measurements - Sum_4

Fair Value Measurements - Summary of Changes in the Fair Value of Warrant Liabilities (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2021
Private Placement Warrants [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Transfer to Level 2	$ 5,000,000
Level 3 [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value as of January 1, 2021	0	$ 0
Initial measurement on January 15, 2021		30,773,466
Change in valuation inputs or other assumptions		(15,696,533)
Transfer to Level 1		(10,074,000)
Transfer to Level 2		(5,002,933)
Fair value as of December 31, 2021		0
Level 3 [Member] \| Private Placement Warrants [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value as of January 1, 2021	0	0
Initial measurement on January 15, 2021		10,211,466
Change in valuation inputs or other assumptions		(5,808,533)
Transfer to Level 1		0
Transfer to Level 2		(5,002,933)
Fair value as of December 31, 2021		0
Level 3 [Member] \| Public Warrants [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value as of January 1, 2021	$ 0	0
Initial measurement on January 15, 2021		20,562,000
Change in valuation inputs or other assumptions		(10,488,000)
Transfer to Level 1		(10,074,000)
Transfer to Level 2		0
Fair value as of December 31, 2021		$ 0

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] - USD ($)	Apr. 01, 2022	May 15, 2022
Subsequent Event [Line Items]
Proceeds from Lines of Credit	$ 22,112
Long-term Line of Credit		$ 489,064