ChargePoint (CHPT) 10-K/A 27 May 21 2020 FY Annual report (amended) Financial data

Cover Page

Cover Page - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2020	Apr. 30, 2021	Jun. 30, 2020
Document Information Line Items
Entity Registrant Name	ChargePoint Holdings, Inc.
Document Type	10-K/A
Current Fiscal Year End Date	--12-31
Entity Public Float			$ 313.7
Amendment Flag	true
Entity Central Index Key	0001777393
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Entity File Number	001-39004
Entity Incorporation, State or Country Code	DE
Entity Interactive Data Current	Yes
Entity Common Stock, Shares Outstanding		305,073,200
Entity Address, City or Town	Campbell
Entity Address, State or Province	CA
Amendment Description	ChargePoint Holdings, Inc. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (this “Form 10-K/A” or “Report”) to amend the Annual Report on Form 10-K as of and for the year ended December 31, 2020, originally filed with the Securities and Exchange Commission (the “SEC”) on February 10, 2021 (“Original Filing”), to restate the consolidated financial statements and related footnote disclosures as of December 31, 2020 and 2019, for the year ended December 31, 2020 and the period from May 10, 2019 (inception) through December 31, 2019 included in the Original Filing. This Form 10-K/A also amends certain other Items in the Original Filing, as listed in “Items Amended in this Form 10-K/A” below.
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	CHPT
Security Exchange Name	NYSE
ICFR Auditor Attestation Flag	false
Warrant [Member]
Document Information Line Items
Title of 12(b) Security	Warrants, each whole warrant exercisable for Common Stock at an exercise price of $11.50 per share
Trading Symbol	CHPT WS
Security Exchange Name	NYSE

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Current assets:
Cash	$ 111,803	$ 398,721
Prepaid expenses	238,641	374,286
Total current assets	350,444	773,007
Investments held in Trust Account	316,991,065	316,398,889
Total Assets	317,341,509	317,171,896
Current liabilities:
Accounts payable	39,094	200,971
Accrued expenses	4,133,165
Accrued expenses - related party	76,045
Due to related party	1,279,360
Franchise tax payable	200,000	87,928
Income tax payable	200,667	479,064
Total current liabilities	5,928,331	767,963
Deferred underwriting commissions	10,924,117	10,924,117
Public warrants derivative liability	161,456,462	6,282,349
Private warrants derivative liability	158,469,002	3,312,941
Total liabilities	336,777,912	21,287,370
Commitments and Contingencies
Class A common stock, $0.0001 par value; 0 and 29,088,452 shares subject to possible redemption at $10.00 per share at December 31, 2020 and 2019, respectively	0	290,884,520
Stockholders' Equity (Deficit):
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital	296,379,599	5,497,988
Accumulated deficit	(315,819,928)	(498,999)
Total stockholders' equity (deficit)	(19,436,403)	5,000,006
Total Liabilities and Stockholders' Equity (Deficit)	317,341,509	317,171,896
Class A common stock
Stockholders' Equity (Deficit):
Common stock, value	3,141	232
Total stockholders' equity (deficit)	3,141	232
Class B common stock
Stockholders' Equity (Deficit):
Common stock, value	785	785
Total stockholders' equity (deficit)	$ 785	$ 785

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2020	Dec. 31, 2019
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Class A common stock
Common stock subject to possible redemption par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock subject to possible redemption	0	29,088,452
Common stock subject to possible redemption of per share (in Dollars per share)	$ 10	$ 10
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	31,411,763	2,323,311
Common stock, shares outstanding	31,411,763	2,323,311
Class B common stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	7,852,941	7,852,941
Common stock, shares outstanding	7,852,941	7,852,941

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
General and administrative expenses	$ 934,695	$ 5,749,166
Franchise tax expense	87,928	200,000
Loss from operations	(1,022,623)	(5,949,166)
Change in fair value of warrant liabilities	(959,526)	(310,330,174)
Issuance costs allocated to warrant liabilities	(319,045)
Gain on marketable securities, dividends and interest held in Trust Account	2,281,259	1,160,014
Loss before income tax expense	(19,935)	(315,119,326)
Income tax expense	479,064	201,603
Net loss	$ (498,999)	$ (315,320,929)
Class A common stock
Basic and diluted weighted average shares outstanding (in Shares)	31,092,978	31,411,763
Basic and diluted net income (loss) per share (in Dollars per share)	$ 0.06	$ 0.02
Class B common stock
Basic and diluted weighted average shares outstanding (in Shares)	7,852,941	7,852,941
Basic and diluted net income (loss) per share (in Dollars per share)	$ (0.28)	$ (40.25)

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity (Deficit) - USD ($)	Total	Class A Common Stock	Class B Common Stock	Additional Paid-In Capital	Accumulated Deficit
Balance at May. 10, 2019
Balance (in Shares) at May. 10, 2019
Issuance of Class B common stock to Sponsor	25,000		$ 863	24,137
Issuance of Class B common stock to Sponsor (in Shares)			8,625,000
Sale of units in initial public offering, net of fair value of Public Warrants	308,463,513	$ 3,141		308,460,372
Sale of units in initial public offering, net of fair value of Public Warrants (in Shares)		31,411,763
Offering costs	(17,405,694)			(17,405,694)
Excess of cash received over fair value of private placement warrants	5,300,706			5,300,706
Forfeiture of Class B common stock			$ (78)	78
Forfeiture of Class B common stock (in Shares)			(772,059)
Class A common stock subject to possible redemption	(290,884,520)	$ (2,909)		(290,881,611)
Class A common stock subject to possible redemption (in Shares)		(29,088,452)
Net loss	(498,999)				(498,999)
Balance at Dec. 31, 2019	5,000,006	$ 232	$ 785	5,497,988	(498,999)
Balance (in Shares) at Dec. 31, 2019		2,323,311	7,852,941
Balance at Dec. 31, 2019	5,000,006	$ 232	$ 785	5,497,988	(498,999)
Balance (in Shares) at Dec. 31, 2019		2,323,311	7,852,941
Balance at Dec. 31, 2019	5,000,006	$ 232	$ 785	5,497,988	(498,999)
Balance (in Shares) at Dec. 31, 2019		2,323,311	7,852,941
Balance at Dec. 31, 2019	5,000,006	$ 232	$ 785	5,497,988	(498,999)
Balance (in Shares) at Dec. 31, 2019		2,323,311	7,852,941
Change in value of Class A common stock subject to possible redemption	290,884,520	$ 2,909		290,881,611
Change in value of Class A common stock subject to possible redemption (in Shares)		29,088,452
Net loss	(315,320,929)				(315,320,929)
Balance at Dec. 31, 2020	$ (19,436,403)	$ 3,141	$ 785	$ 296,379,599	$ (315,819,928)
Balance (in Shares) at Dec. 31, 2020		31,411,763	7,852,941

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Statement of Cash Flows [Abstract]
Net loss	$ (498,999)	$ (315,320,929)
Adjustments to reconcile net loss to net cash used in operating activities:
General and administrative expenses paid by related parties	125,151	9,360
Gain, dividends and interest on marketable securities held in Trust Account	(2,281,259)	(1,160,014)
Change in fair value of warrant liabilities	959,526	310,330,174
Issuance costs allocated to warrant liabilities	319,045
Changes in operating assets and liabilities:
Prepaid expenses	(374,286)	135,645
Accounts payable	186,470	(161,877)
Accrued expenses		4,133,165
Accrued expenses - related party		76,045
Franchise tax payable	87,928	112,072
Income tax payable	479,064	(278,397)
Net cash used in operating activities	(997,360)	(2,124,756)
Cash Flows from Investing Activities
Cash deposited in Trust Account	(314,117,630)
Income released from Trust Account to pay taxes		567,838
Net cash provided by (used in) investing activities	(314,117,630)	567,838
Cash Flows from Financing Activities:
Proceeds from issuance of Class B common stock to Sponsor	25,000
Repayment of loans from related party	(251,375)
Proceeds received from related party		1,270,000
Proceeds received from initial public offering, gross	314,117,630
Proceeds received from private placement	8,282,353
Offering costs paid	(6,659,897)
Net cash provided by financing activities	315,513,711	1,270,000
Net change in cash	398,721	(286,918)
Cash - beginning of the period		398,721
Cash - end of the period	398,721	111,803
Supplemental disclosure of cashflow activities:
Cash paid for income taxes		$ 480,000
Offering costs included in accounts payable	14,501
Offering costs paid by related party under note payable from related party	126,224
Deferred underwriting commissions	10,924,117
Forfeiture of Class B common stock	$ 78

Description of Organization, Bu

Description of Organization, Business Operations and Basis of Presentation	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Description of Organization, Business Operations and Basis of Presentation	Note 1—Description of Organization, Business Operations and Basis of Presentation Switchback Energy Acquisition Corporation (the “Company”) was incorporated in Delaware on May 10, 2019. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). Although the Company is not limited to a particular industry or sector for purposes of consummating a Business Combination, the Company intends to focus its search for a target business in the energy industry in North America. The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of December 31, 2020, the Company had not commenced any operations. All activity for the period from May 10, 2019 (inception) through December 31, 2020 relates to the Company’s formation and the initial public offering (the “Public Offering”), and, since the closing of the Public Offering, the search for a prospective initial business combination. In September 2020, in connection with the Proposed Transactions (as defined and described below), the Company formed Lightning Merger Sub Inc., a Delaware corporation (“Merger Sub”), as a wholly owned direct subsidiary of the Company. The Company’s sponsor is NGP Switchback, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Public Offering was declared effective on July 25, 2019. On July 30, 2019, the Company consummated the Public Offering of 30,000,000 units (the “Units” and, with respect to the shares of Class A common stock included in the Units, the “public shares”) at $10.00 per Unit, generating gross proceeds of $300.0 million. The underwriters were granted a 45-day deferred underwriting commissions (Note 6). Simultaneously with the closing of the Public Offering, the Company consummated the sale (the “Private Placement”) of 5,333,333 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to the Sponsor, generating gross proceeds of approximately $8.0 million (Note 5 Approximately $314.1 million ($10.00 per Unit) of the net proceeds of the Public Offering (including the Over-allotment Units) and certain of the proceeds of the Private Placement was placed in a trust account (“Trust Account”) located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and invested only in U.S. “government securities,” within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in money market funds meeting the conditions of paragraphs (d)(1), (d)(2), (d)(3) and (d)(4) of Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial business combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (net of amounts disbursed to management for working capital purposes and excluding the amount of any deferred underwriting discount held in trust) at the time of the agreement to enter into the Business Combination. However, the Company will only complete an initial business combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide holders of the Company’s outstanding public shares (the “Public Stockholders”) with the opportunity to redeem all or a portion of their public shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their public shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share 6 5 Notwithstanding the foregoing, the Certificate of Incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder 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 20% of the public shares. The Sponsor and the Company’s officers and directors (the “Initial Stockholders”) have agreed not to propose an amendment to the Certificate of Incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of the public shares if the Company does not complete a Business Combination within the time frame described below, unless the Company provides the Public Stockholders with the opportunity to redeem their public shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Public Offering, or July 30, 2021 (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 the public shares, at a per-share The Initial Stockholders have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, the Initial Stockholders will be entitled to liquidating distributions from the Trust Account with respect to any public shares that they hold if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to the deferred underwriting commission (see Note 6 Restatement of Previously Issued Financial Statements The Company has restated its consolidated financial statements as of December 31, 2020, and 2019, for the year ended December 31, 2020 and the period from May 10, 2019 (inception) through December 31, 2019, as well as the unaudited condensed financial statements as of March 31, 2021 and for the three month period ended March 31, 2020, as of June 30, 2020 and for the three and six month periods ended June 30, 2020 as of September 30, 2020 and for the three and nine month periods ended September 30, 2020, as of September 30, 2019 and for the three months ended September 30, 2019 and for the period from May 10, 2019 (inception) through September 30, 2019, and the audited balance sheet as of July 30, 2019, to correct misstatements in those prior periods primarily related to misstatements identified in improperly applying accounting guidance on certain warrants, recognizing them as equity instead of a warrant liability, under the guidance of Accounting Standards Codification (“ASC”) 815-40, Contracts in Entity’s Own Equity. See Note 2 for additional information regarding the errors identified and the restatement adjustments made to the consolidated financial statements. Basis of Presentation The accompanying consolidated financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. 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 stockholder 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging This may make comparison of the Company’s consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Restatement of Previously Issue

Restatement of Previously Issued Audited and Unaudited Financial Statements	12 Months Ended
	Dec. 31, 2020
Accounting Changes and Error Corrections [Abstract]
Restatement of Previously Issued Audited and Unaudited Financial Statements	Note 2 — Restatement of Previously Issued Audited and Unaudited Financial Statements In May 2021, the audit committee of the Company’s board of directors, after considering the recommendations of management, concluded that, because of a misapplication of the accounting guidance related to its Warrants, the Company’s previously issued financial statements for the periods beginning May 10, 2019 (inception) through December 31, 2020 (collectively, the “Affected Periods”) should no longer be relied upon. As such, the Company is restating its consolidated financial statements for the Affected Periods. On April 12, 2021, the Staff of the SEC issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “Staff Statement”). In the Staff Statement, the Staff of the SEC expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on July 25, 2019, the Company’s Warrants were accounted for as equity within the Company’s previously reported consolidated balance sheets. Accordingly, the consolidated statements of operations did not include any subsequent noncash changes in estimated fair value of the Warrants. The views expressed in the Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement. In light of the Staff Statement, the Company reassessed its accounting for the Warrants. Based on this reassessment, and after discussion and evaluation with the Company’s independent registered public accounting firm and the audit committee, management concluded that the Warrants should be presented as liabilities with subsequent fair value remeasurement. The warrant agreement governing the Warrants includes a provision (the “Replacement of Securities Upon Reorganization”), the application of which could result in a different settlement value for the Warrants depending on their holder. Because the holder of an instrument is not an input into the pricing of a fixed-for-fixed The following presents a reconciliation of the consolidated balance sheets, statements of operations and cash flows for the Affected Periods. December 31, 2020 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 161,456,462 161,456,462 Private warrants derivative liability — 158,469,002 158,469,002 Total liabilities 16,852,448 319,925,464 336,777,912 Class A common stock subject to possible redemption 295,489,060 (295,489,060 ) — Class A common stock 186 2,955 3,141 Additional paid-in-capital 9,210,213 287,169,386 296,379,599 Accumulated deficit (4,211,183 ) (311,608,745 ) (315,819,928 ) Total stockholders’ equity (deficit) 5,000,001 (24,436,404 ) (19,436,403 ) Statement of Operations for the year ended December 31, 2020 Change in fair value of warrant liabilities — (310,330,174 ) (310,330,174 ) Loss before income tax expense (4,789,152 ) (310,330,174 ) (315,119,326 ) Net loss (4,990,755 ) (310,330,174 ) (315,320,929 ) Basic and diluted net loss per Class B common stock (0.73 ) (39.52 ) (40.25 ) Statement of Cash Flows for the year ended December 31, 2020 Net loss (4,990,755 ) (310,330,174 ) (315,320,929 ) Change in fair value of warrant liabilities — 310,330,174 310,330,174 September 30, 2020 As Previously Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 49,107,054 49,107,054 Private warrants derivative liability — 32,522,036 32,522,036 Total liabilities 12,158,095 81,629,090 93,787,185 Class A common stock subject to possible redemption 300,029,150 (81,629,090 ) 218,400,060 Class A common stock 141 816 957 Additional paid-in-capital 4,670,168 73,311,555 77,981,723 Retained earnings (Accumulated deficit) 328,914 (73,312,371 ) (72,983,457 ) Total stockholders’ equity 5,000,008 — 5,000,008 Statement of Operations for the three months ended September 30, 2020 (unaudited) Change in fair value of warrant liabilities — (68,996,330 ) (68,996,330 ) Loss before income tax expense (787,652 ) (68,996,330 ) (69,783,982 ) Net loss (792,915 ) (68,996,330 ) (69,789,245 ) Basic and diluted net loss per Class B common stock (0.10 ) (8.79 ) (8.89 ) Statement of Operations for the nine months ended September 30, 2020 (unaudited) Change in fair value of warrant liabilities — (72,033,800 ) (72,033,800 ) Loss before income tax expense (208,400 ) (72,033,800 ) (72,242,200 ) Net loss (450,658 ) (72,033,800 ) (72,484,458 ) Basic and diluted net loss per Class B common stock (0.15 ) (9.17 ) (9.32 ) Statement of Cash Flows for the nine months ended September 30, 2020 (unaudited) Net loss (450,658 ) (72,033,800 ) (72,484,458 ) Change in fair value of warrant liabilities — 72,033,800 72,033,800 June 30, 2020 As Previously Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 8,270,721 8,270,721 Private warrants derivative liability — 4,362,039 4,362,039 Total liabilities 11,905,001 12,632,760 24,537,761 Class A common stock subject to possible redemption 300,822,070 (12,632,760 ) 288,189,310 Class A common stock 133 126 259 Additional paid-in-capital 3,877,256 4,315,915 8,193,171 Retained earnings (Accumulated deficit) 1,121,829 (4,316,041 ) (3,194,212 ) Total stockholders’ equity 5,000,003 — 5,000,003 Statement of Operations for the three months ended June 30, 2020 (unaudited) Change in fair value of warrant liabilities — (2,685,170 ) (2,685,170 ) Loss before income tax expense (96,889 ) (2,685,170 ) (2,782,059 ) Net loss (124,174 ) (2,685,170 ) (2,809,344 ) Basic and diluted net loss per Class B common stock (0.02 ) (0.34 ) (0.36 ) Statement of Operations for the six months ended June 30, 2020 (unaudited) Change in fair value of warrant liabilities — (3,037,470 ) (3,037,470 ) Income (loss) before income tax expense 579,252 (3,037,470 ) (2,458,218 ) Net income (loss) 342,257 (3,037,470 ) (2,695,213 ) Basic and diluted net loss per Class B common stock (0.06 ) (0.39 ) (0.45 ) Statement of Cash Flows for the six months ended June 30, 2020 (unaudited) Net income (loss) 342,257 (3,037,470 ) (2,695,213 ) Change in fair value of warrant liabilities — 3,037,470 3,037,470 March 31, 2020 As Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 6,524,218 6,524,218 Private warrants derivative liability — 3,423,372 3,423,372 Total liabilities 11,877,840 9,947,590 21,825,430 Class A common stock subject to possible redemption 300,946,240 (9,947,590 ) 290,998,650 Class A common stock 132 99 231 Additional paid-in-capital 3,753,087 1,630,772 5,383,859 Retained earnings (Accumulated deficit) 1,246,003 (1,630,871 ) (384,868 ) Total stockholders’ equity 5,000,007 — 5,000,007 Statement of Operations for the three months ended March 31, 2020 (unaudited) Change in fair value of warrant liabilities — (352,300 ) (352,300 ) Income before income taxes 676,141 (352,300 ) 323,841 Net income 466,431 (352,300 ) 114,131 Basic and diluted net loss per Class B common stock (0.03 ) (0.04 ) (0.07 ) Statement of Cash Flows for the three months ended March 31, 2020 (unaudited) Net income 466,431 (352,300 ) 114,131 Change in fair value of warrant liabilities — 352,300 352,300 December 31, 2019 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 6,282,349 6,282,349 Private warrants derivative liability — 3,312,941 3,312,941 Total liabilities 11,692,080 9,595,290 21,287,370 Class A common stock subject to possible redemption 300,479,810 (9,595,290 ) 290,884,520 Class A common stock 136 96 232 Additional paid-in-capital 4,219,513 1,278,475 5,497,988 Retained earnings (Accumulated deficit) 779,572 (1,278,571 ) (498,999 ) Total stockholders’ equity 5,000,006 — 5,000,006 Statement of Operations for the period from May 19, 2019 (inception) through December 31, 2019 Change in fair value of warrant liabilities — (959,526 ) (959,526 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income taxes 1,258,636 (1,278,571 ) (19,935 ) Net income (loss) 779,572 (1,278,571 ) (498,999 ) Basic and diluted net loss per Class B common stock (0.12 ) (0.16 ) (0.28 ) Statement of Cash Flows for the period from May 19, 2019 (inception) through December 31, 2019 Net income (loss) 779,572 (1,278,571 ) (498,999 ) Issuance costs related to warrant liability — 319,045 319,045 Change in fair value of warrant liabilities — 959,526 959,526 September 30, 2019 As Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 9,947,060 9,947,060 Private warrants derivative liability — 4,858,980 4,858,980 Total liabilities 11,406,919 14,806,040 26,212,959 Class A common stock subject to possible redemption 299,838,630 (14,806,040 ) 285,032,590 Class A common stock 143 148 291 Additional paid-in-capital 4,860,686 6,489,173 11,349,859 Retained earnings (Accumulated deficit) 138,392 (6,489,321 ) (6,350,929 ) Total stockholders’ equity 5,000,006 — 5,000,006 Statement of Operations for the three months ended September 30, 2019 (unaudited) Change in fair value of warrant liabilities — (6,170,276 ) (6,170,276 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income tax expense 388,196 (6,489,321 ) (6,101,125 ) Net income (loss) 194,611 (6,489,321 ) (6,294,710 ) Basic and diluted net loss per Class B common stock (0.07 ) (0.83 ) (0.90 ) Statement of Operations for the period from May 10, 2019 (inception) through September 30, 2019 (unaudited) Change in fair value of warrant liabilities — (6,170,276 ) (6,170,276 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income tax expense 331,977 (6,489,321 ) (6,157,344 ) Net income (loss) 138,392 (6,489,321 ) (6,350,929 ) Basic and diluted net loss per Class B common stock (0.08 ) (0.83 ) (0.91 ) Statement of Cash Flows for the period from May 10, 2019 (inception) through September 30, 2019 (unaudited) Net income (loss) 138,392 (6,489,321 ) (6,350,929 ) Issuance costs related to warrant liability — 319,045 319,045 Change in fair value of warrant liabilities — 6,170,276 6,170,276 July 30, 2019 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 5,400,000 5,400,000 Private warrants derivative liability — 2,880,000 2,880,000 Total liabilities 11,443,548 8,280,000 19,723,548 Class A common stock subject to possible redemption 285,849,880 (8,280,000 ) 277,569,880 Class A common stock 142 83 225 Additional paid-in-capital 5,175,033 305,917 5,480,950 Accumulated deficit (176,030 ) (306,000 ) (482,030 ) Total stockholders’ equity 5,000,008 — 5,000,008

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3—Summary of Significant Accounting Policies Use of Estimates The preparation of these consolidated 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 balance sheet and the reported amounts of revenue and expenses during the reporting period. 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 balance sheet, which management considered in formulating its estimate, could change due to one or more future events. Actual results could differ from these estimates. 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 Deposit Insurance Corporation limit of $250,000, and investments held in the Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts, and management believes that the Company is not exposed to significant risks on such accounts. The Company’s investments held in the Trust Account as of December 31, 2020 are comprised of money market funds which invest only in direct U.S. government treasury obligations. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Merger Sub, at December 31, 2020. All significant inter-company transactions and balances have been eliminated in consolidation. Investments Held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on marketable securities, dividends and interest held in Trust Account in the accompanying consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Fair Value of Financial Instruments Fair value is defined as the price that would be received for the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable, accrued expenses, due to related party and taxes payable approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of investments held in the Trust Account is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less, or in money market funds which invest only in direct U.S. government treasury obligations, and are recognized at fair value. The fair value for trading securities is determined using quoted market prices in active markets. Offering Costs Associated with the Public Offering Offering costs consist of legal, accounting, underwriting fees and other costs that were directly related to the Public Offering. Offering costs related to the issuance of shares were recognized in shareholders’ equity while costs allocated to Shares of Class A Common Stock Subject to Possible Redemption Shares of the Company’s Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable shares of the Company’s Class A common stock (including shares of the Company’s Class A common stock 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, shares of the Company’s Class A common stock are classified as stockholders’ equity. Shares of the Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020 and 2019, 0 and 29,088,452 shares of the Company’s Class A common stock subject to possible redemption, respectively, are presented as temporary equity, outside of the stockholders’ equity (deficit) section of the Company’s consolidated balance sheets. Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the periods. The Company has not considered the effect of the warrants sold in the Public Offering (including the consummation of the over-allotment) and Private Placement to purchase an aggregate of 15,992,155 shares of the Company’s Class A common stock in the calculation of diluted income per share, since their inclusion would be anti-dilutive under the treasury stock method. Net income per share, basic and diluted for the Company’s Class A common stock for the year ended December 31, 2020 is calculated by dividing (i) the gain on marketable securities, dividends and interest held in Trust Account of approximately $1.2 million, net of applicable taxes and funds available to be withdrawn from the Trust Account for franchise and income tax obligations of approximately $401,000, resulting in an aggregate of approximately $758,000, by (ii) the weighted average number of shares of the Company’s Class A common stock outstanding for the period of 31,411,763 shares. Net loss per share, basic and diluted for the Company’s Class B common stock for the year ended December 31, 2020 is calculated by dividing (i) the net loss of approximately $315.3 million, less income attributable to public shares of approximately $758,000, resulting in a net loss of approximately $316.1 million, by (ii) the weighted average number of shares of the Company’s Class B common stock outstanding for the period of 7,852,941 shares. Net income per share, basic and diluted for the Company’s Class A common stock for the period from May 10, 2019 (inception) through December 31, 2019 is calculated by dividing (i) the gain on marketable securities, dividends and interest held in Trust Account of approximately $2.3 million, net of applicable taxes and funds available to be withdrawn from the Trust Account for franchise and income tax obligations of approximately $567,000, resulting in an aggregate of approximately $1.7 million, by (ii) the weighted average number of shares of the Company’s Class A common stock outstanding for the period of 31,092,978 shares. Warrant Liability The Company accounts for warrants for shares of the Company’s Class A common stock as liabilities held at fair value on the consolidated s Income Taxes The Company follows the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of December 31, 2020 and 2019, the Company had deferred tax assets aggregating approximately $1.4 million and $223,000, respectively, which had a full valuation allowance recorded against them as of December 31, 2020 and 2019. For tax benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020 and 2019. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020 and 2019. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material impact on the Company’s consolidated financial statements.

Initial Public Offering

Initial Public Offering	12 Months Ended
	Dec. 31, 2020
Initial Public Offering [Abstract]
Initial Public Offering	Note 4—Initial Public Offering On July 30, 2019, the Company sold 30,000,000 Units at a price of $10.00 per Unit in the Public Offering. Each Unit consists of one share of Class A common stock and one-third warrant (each, a “Public Warrant” and together with the Private Placement Warrants, the “Warrants”). Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price 7 The Company granted the underwriters a 45-day

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Note 5—Related Party Transactions Founder Shares On May 16, 2019, the Sponsor purchased 8,625,000 shares (the “Founder Shares”) of the Company’s Class B common stock, par value $0.0001 per share, for an aggregate price of $25,000. The Initial Stockholders agreed to forfeit up to 1,125,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. The forfeiture was adjusted to the extent that the over-allotment option was not exercised in full by the underwriters so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Public Offering. On September 6, 2019, the underwriters purchased the Over-allotment Units, and the remaining over-allotment option subsequently expired. As a result, an aggregate of 772,059 Founder Shares were forfeited accordingly. The Initial Stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until one year after the date of the consummation of the Business Combination or earlier if, subsequent to the Business Combination, (i) the last sale price of the Company’s Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading The Founder Shares are also subject to the Founders Stock Letter described in Note 1. Private Placement Warrants Simultaneously with the closing of the Public Offering, the Sponsor purchased an aggregate of 5,333,333 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, generating gross proceeds of approximately $8.0 million. Simultaneously with the closing of the sale of the Over-allotment Units, the Sponsor purchased an additional 188,235 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, generating gross proceeds of approximately $282,000. Each whole Private Placement Warrant is exercisable for one whole share of Class A common stock at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the Business Combination. Related Party Loans On May 16, 2019, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover organizational expenses and expenses related to the Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest During the year ended December 31, 2020, the Sponsor advanced approximately $1.3 million to the Company to fund general administrative expenses. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. To date, the Company had no borrowings under the Working Capital Loans. Administrative Services Agreement Commencing on the date that the securities of the Company were first listed on the New York Stock Exchange and continuing until the earlier of the Company’s consummation of its initial business combination or the Company’s liquidation, the Company has agreed to pay the Sponsor a total of $10,000 per month for office space, utilities, secretarial support and administrative services. The Company recorded an aggregate of $120,000 during the year ended December 31, 2020, as well as an aggregate of $50,000 during the period from May 10, 2019 (inception) through December 31, 2019 in general and administrative expenses in connection with the related agreement in the accompanying consolidated statements of operations. As of December 31, 2020, the Company recorded an aggregate of approximately $76,000 in related party accrued expenses.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6—Commitments and Contingencies Risks and Uncertainties On January 30, 2020, the World Health Organization (“WHO”) announced a global health emergency because of a new strain of coronavirus (the “COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 COVID-19 Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any, and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans and upon conversion of the Founder Shares will be entitled to registration rights pursuant to a registration rights agreement. These holders will be entitled to certain demand and “piggyback” registration rights. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up Underwriting Agreement Except for the Affiliated Units, the underwriters were entitled to an underwriting discount of $0.20 per unit, or $5.96 million in the aggregate, paid upon closing of the Public Offering. An additional fee of approximately $282,000 in the aggregate was due in connection with the closing of the sale of the Over-allotment Units. In addition, $0.35 per unit (but not including the Affiliated Units), or approximately $10.9 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Litigation On October 29, 2020, a putative class action lawsuit was filed in the Supreme Court of the State of New York by a purported Switchback stockholder in connection with the Business Combination: Bulsa v. Switchback Energy Acquisition Corporation , et al., Index No. 655800/2020 (Sup. Ct. N.Y. Cnty.). Separately, on November 6, 2020, a putative class action lawsuit was filed in the Supreme Court of the State of New York by a different purported Switchback stockholder in connection with the Business Combination: Bushansky v. Switchback Energy Acquisition Corporation, et al., Index No. 656119/2020 (Sup. Ct. N.Y. Cnty.). Additionally, on December 15, 2020, a complaint was filed in the United States District Court for the Southern District of New York by a purported Switchback stockholder in connection with the Business Combination: Ward v. Switchback Energy Acquisition Corporation, et al., Case No. 1:20-cv-10577 (S.D.N.Y.). On December 16, 2020, a separate complaint was filed in the Supreme Court of the State of New York by a purported Switchback stockholder in connection with the Business Combination: Baker v. Switchback Energy Acquisition Corporation, et al., Index No. 657063/2020 (Sup. Ct. N.Y. Cnty.) (collectively, the “Complaints”). The Complaints name Switchback and current members of the Switchback’s board of directors as defendants. The Complaints allege, among other things, breach of fiduciary duty claims against the board of in connection with the Business Combination. The Complaints also allege that this proxy statement/prospectus/consent solicitation statement is materially misleading and/or omits material information concerning the Business Combination, including, with respect to the Federal Complaint, in violation of Sections 14(a) and 20(a) of the Exchange Act. The Complaints generally seek injunctive relief, unspecified damages and awards of attorneys’ and experts’ fees, among other remedies. Although Switchback believes no supplemental disclosures were required under applicable law to address the claims made in the Complaints, in order to alleviate the costs, risks and uncertainties inherent in litigation and provide additional information to its stockholders, Switchback determined to voluntarily supplement the definitive proxy statement/prospectus/consent solicitation statement as described in a Current Report on Form 8-K, which Switchback filed on February 4, 2021. In connection with the filing of the Form 8-K, each of the stockholders bringing one of the Complaints confirmed that he will voluntarily dismiss his Complaint upon the closing of the Business Combination.

Stockholders' Equity

Stockholders' Equity	12 Months Ended
	Dec. 31, 2020
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Note 7—Stockholders’ Equity Class A Common Stock and 29,088,452 shares of Class A common stock were classified outside of permanent equity, respectively. Class B Common Stock Prior to an initial business combination, only holders of the Company’s Class B common stock will have the right to vote on the election of directors. Holders of the Class A common stock will not be entitled to vote on the election of directors during such time. These provisions of the Certificate of Incorporation may only be amended if approved by a majority of at least 90% of the Company’s common stock. With respect to any other matter submitted to a vote of the Company’s stockholders, including any vote in connection with the initial business combination, except as required by applicable law or stock exchange rule, holders of the Company’s Class A common stock and holders of the Company’s Class B common stock will vote together as a single class, with each share entitling the holder to one vote. The Class B common stock will automatically convert into Class A common stock at the time of the initial business combination on a one-for-one as-converted Preferred Stock Warrants The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and the shares of Class A common stock issuable upon 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 non-redeemable The Company may call the Public Warrants for redemption: • 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; and • if, and only if, the last sales price of the Class A common stock equals or exceeds $18.00 per share on each of 20 trading days within the 30-trading If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. In addition, commencing 90 days after the warrants become exercisable, the Company may redeem the outstanding warrants for shares of Class A common stock (including both Public Warrants and Private Placement Warrants): • in whole and not in part; • at a price equal to a number of shares of Class A common stock to be determined by reference to the agreed table (i.e. “make-whole table”) set forth in the warrant agreement based on the redemption date and the “fair market value” of the Class A common stock; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the last sale price of the Class A common stock equals or exceeds $10.00 per share (as adjusted) on the trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. The exercise price and number of common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. In addition, if the Company issues additional shares of 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 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 Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the Newly Issued Price. In no event will the Company be required to net cash settle any warrant. 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 respect to such warrants. Accordingly, the warrants may expire worthless.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 8—Fair Value Measurements The following tables present information about the Company’s financial assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2020 and 2019 and indicate the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. December 31, 2020 Description Quoted Prices (Level 1) Significant Significant (Level 3) Assets Investments held in Trust Account Money Market Funds $ 316,991,065 $ — $ — Liabilities Public Warrants 161,456,462 — — Private Placement Warrants — — 158,469,002 161,456,462 — 158,469,002 December 31, 2019 Description Quoted Prices (Level 1) Significant Significant (Level 3) Assets Investments held in Trust Account Money Market Funds $ 316,398,889 $ — $ — Liabilities Public Warrants 6,282,349 — — Private Placement Warrants — — 3,312,941 6,282,349 — 3,312,941 Level 1 instruments include investments in money market funds and U.S. Treasury securities, and the Public Warrants when representative market prices were available based on the public trading of the Public Warrants. The estimated fair value of the Private Placement Warrants, and the Public Warrants, prior to being separately listed and traded, is determined using Level 3 inputs. In the case of the Public Warrants, the Company used a Binomial-Lattice Model (“BLM”) that assumes optimal exercise of the Company’s redemption option at the earliest possible date. In the case of the Private Placement Warrants, since they were also subject to the make-whole table, the Company used a BLM as well. Inherent in options pricing models are assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility input based on the observed price of its Public Warrants, when available. Otherwise, the volatility input is based on implied volatilities of guideline companies. The risk-free interest rate is based on the U.S. Treasury curve on the grant date for a maturity similar to the expected remaining life of the Warrants. The expected life of the Warrants is assumed to be equivalent to a probability-weighted average between a two-year life (in the event that there is no business combination) and the contractual life (if a business combination is consummated) of the Warrants. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. For all of the periods presented, the probability assigned to the consummation of a business combination was in the range of 75% - 90%. For the below valuation dates, when a public market price for the stock was not available, the closest available date where a public market price was available for such stock was used instead. The following table provides quantitative information regarding fair value assumptions for the Public Warrants (fair values, and related inputs and assumptions, of Private Placement Warrants and Public Warrants were materially consistent between July 30, 2019 (IPO Closing Date) and September 6, 2019 (Overallotment Option exercise date by investors): The following table provides quantitative information regarding fair value assumptions for the Public Warrants: Initial measurement Stock price 9.82 Exercise price 11.50 Expected term 5.38 Volatility 8.60 % Risk-free rate 1.85 % Dividend yield 0 % Probability of completing a Business Combination 75 % The following table provides quantitative information regarding fair value assumptions for the Private Placement Warrants: Initial measurement September 30, December 31, Market price of public stock 9.82 9.71 9.80 Exercise price 11.50 11.50 11.50 Expected term 5.38 5.21 4.96 Volatility 8.60 % 14.10 % 10.50 % Risk-free rate 1.85 % 1.55 % 1.68 % Dividend yield 0 % 0 % 0 % Probability of completing a Business Combination 75 % 75 % 75 % March 30, 2020 June 30, September 30, December 31, Market price of public stock 9.65 10.05 15.60 40.08 Exercise price 11.50 11.50 11.50 11.50 Expected term 4.71 4.46 4.59 4.47 Volatility 14.20 % 15.10 % 46.30 % 74.30 % Risk-free rate 0.36 % 0.26 % 0.26 % 0.31 % Dividend yield 0 % 0 % 0 % 0 % Probability of completing a Business Combination 75 % 75 % 90 % 90 % The change in the fair value of the warrant liabilities is summarized as follows: Warrant Fair value as of May 10, 2019 (inception) — Issuance of Public Warrants and Private Placement Warrants 8,635,764 Change in fair value of Public Warrants and Private Placement Warrants 959,526 Transfer of Public Warrants from Level 3 to Level 1 measurement (6,282,349 ) Fair value of Private Placement Warrants as of December 31, 2019 3,312,941 Change in fair value of Private Placement Warrant s 155,156,061 Fair value of Private Placement Warrants as of December 31, 2020 158,469,002 Transfers to/from Levels 1 and 3 are recognized at the end of the reporting period. There were no transfers between levels for the year ended December 31, 2020. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement at December 31, 2019.

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 9—Income Taxes The income tax provision consists of the following: For the year ended For the period From Current Federal $ 201,603 $ 479,064 State — — Deferred Federal (1,207,074 ) (222,823 ) State — — Valuation allowance 1,207,074 222,823 Income tax provision $ 201,603 $ 479,064 The Company’s net deferred tax assets are as follows: December 31, 2020 December 31, 2019 Deferred tax assets: StartUp/Organization Costs $ 1,207,074 $ 222,823 Total deferred tax assets 1,207,074 222,823 Valuation allowance (1,207,074 ) (222,823 ) Deferred tax asset, net of allowance $ — $ — In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax assets, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the year ended December 31, 2020, the valuation allowance was approximately $827,000. A reconciliation of the statutory federal income tax rate to the Company’s effective tax rate is as follows (as restated): For the year ended For The period Statutory federal income tax rate 21.0 % 21.0 % Change in fair value of warrant liabilities (20.7 )% (1,010. 6 )% Allocated expense for warrant issuance costs 0.0 % (336.0 )% Meals & entertainment 0.0 % 0.0 % Change in Valuation Allowance (0.4 )% (1,077.1 )% Income Taxes Provision (Benefit) (0.1 )% (2,402.7 )% The Company’s taxable income primarily consists of interest income on the Trust Account. The Company’s general and administrative expenses are generally considered start-up

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 10—Subsequent Events Management has evaluated subsequent events to determine if events or transactions occurring through the date the consolidated financial statements were available for issuance require potential adjustment to or disclosure in the consolidated financial statements and has concluded that all such events that would require recognition or disclosure have been recognized or disclosed . On February 26, 2021 (the “Closing Date”), the Company consummated a business combination (the “Closing”) with ChargePoint, Inc. (“ChargePoint”), where Merger Sub merged with the ChargePoint (the “Merger” and, collectively with the other transactions related thereto, the “Business Combination”), with ChargePoint surviving the Merger as a wholly-owned subsidiary of the Company. As a result of the proposed business combination, the Company was renamed to ChargePoint Holdings, Inc. (“New ChargePoint”). Pursuant to the terms of the business combination agreement, each stockholder of ChargePoint received 0.9966 shares of New ChargePoint’s common stock and the contingent right to receive up to 27 million additional shares of New ChargePoint’s common stock (“Earnout Shares), for each share of ChargePoint’s common stock, par value $0.0001 per share, owned by such stockholder that was outstanding immediately prior to the Closing (other than any shares of ChargePoint’s restricted stock). In addition, certain investors purchased an aggregate of 22,500,000 shares of New ChargePoint’s common stock (such investors, the “PIPE Investors”) concurrently with the Closing for an aggregate purchase price of $225 million. Pursuant to a letter agreement (the “Founders Stock Letter”) entered into in connection with the execution of the business combination, immediately prior to the Closing, the initial stockholders (i) surrendered to New ChargePoint, for no consideration and as a capital contribution to New ChargePoint, 984,706 Class B common stock, par value $0.0001 per share (“Founder Shares”), held by them (on a pro rata basis), whereupon such shares were immediately canceled, and (ii) subjected 900,000 Founder Shares (including New ChargePoint’s common stock issued in exchange therefor in the Merger) held by them to potential forfeiture in accordance with the terms of the Founders Stock Letter. Upon the Closing, all outstanding Founder Shares converted into Common Stock on a one-for-one basis and the Founder Shares ceased to exist. Also at the Closing, the Sponsor exercised its right to convert a portion of the working capital loans made by the Sponsor to Switchback into an additional 1,000,000 private placement warrants at a price of $1.50 per warrant in satisfaction of $1.5 million principal amount of such loans. In addition, pursuant to the terms of the business combination agreement, (1) warrants to purchase shares of capital stock of ChargePoint were converted into warrants to purchase an aggregate of 38,761,031 shares of New ChargePoint’s common stock and the contingent right to receive certain Earnout Shares, (2) options to purchase shares of common stock of ChargePoint were converted into options to purchase an aggregate of 30,135,695 shares of New ChargePoint’s common stock and, with respect to vested options, the contingent right to receive certain Earnout Shares and (3) unvested restricted shares of common stock of ChargePoint that were outstanding pursuant to the “early exercise” of New ChargePoint options were converted into an aggregate of 345,689 restricted shares of New ChargePoint.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of these consolidated 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 balance sheet and the reported amounts of revenue and expenses during the reporting period. 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 balance sheet, which management considered in formulating its estimate, could change due to one or more future events. Actual results could differ from these estimates.
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 Deposit Insurance Corporation limit of $250,000, and investments held in the Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts, and management believes that the Company is not exposed to significant risks on such accounts. The Company’s investments held in the Trust Account as of December 31, 2020 are comprised of money market funds which invest only in direct U.S. government treasury obligations.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Merger Sub, at December 31, 2020. All significant inter-company transactions and balances have been eliminated in consolidation.
Investments Held in the Trust Account	Investments Held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on marketable securities, dividends and interest held in Trust Account in the accompanying consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the price that would be received for the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable, accrued expenses, due to related party and taxes payable approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of investments held in the Trust Account is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less, or in money market funds which invest only in direct U.S. government treasury obligations, and are recognized at fair value. The fair value for trading securities is determined using quoted market prices in active markets.
Offering Costs Associated with the Public Offering	Offering Costs Associated with the Public Offering Offering costs consist of legal, accounting, underwriting fees and other costs that were directly related to the Public Offering. Offering costs related to the issuance of shares were recognized in shareholders’ equity while costs allocated to
Shares of Class A Common Stock Subject to Possible Redemption	Shares of Class A Common Stock Subject to Possible Redemption Shares of the Company’s Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable shares of the Company’s Class A common stock (including shares of the Company’s Class A common stock 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, shares of the Company’s Class A common stock are classified as stockholders’ equity. Shares of the Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020 and 2019, 0 and 29,088,452 shares of the Company’s Class A common stock subject to possible redemption, respectively, are presented as temporary equity, outside of the stockholders’ equity (deficit) section of the Company’s consolidated balance sheets.
Net Income (Loss) Per Share of Common Stock	Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the periods. The Company has not considered the effect of the warrants sold in the Public Offering (including the consummation of the over-allotment) and Private Placement to purchase an aggregate of 15,992,155 shares of the Company’s Class A common stock in the calculation of diluted income per share, since their inclusion would be anti-dilutive under the treasury stock method. Net income per share, basic and diluted for the Company’s Class A common stock for the year ended December 31, 2020 is calculated by dividing (i) the gain on marketable securities, dividends and interest held in Trust Account of approximately $1.2 million, net of applicable taxes and funds available to be withdrawn from the Trust Account for franchise and income tax obligations of approximately $401,000, resulting in an aggregate of approximately $758,000, by (ii) the weighted average number of shares of the Company’s Class A common stock outstanding for the period of 31,411,763 shares. Net loss per share, basic and diluted for the Company’s Class B common stock for the year ended December 31, 2020 is calculated by dividing (i) the net loss of approximately $315.3 million, less income attributable to public shares of approximately $758,000, resulting in a net loss of approximately $316.1 million, by (ii) the weighted average number of shares of the Company’s Class B common stock outstanding for the period of 7,852,941 shares. Net income per share, basic and diluted for the Company’s Class A common stock for the period from May 10, 2019 (inception) through December 31, 2019 is calculated by dividing (i) the gain on marketable securities, dividends and interest held in Trust Account of approximately $2.3 million, net of applicable taxes and funds available to be withdrawn from the Trust Account for franchise and income tax obligations of approximately $567,000, resulting in an aggregate of approximately $1.7 million, by (ii) the weighted average number of shares of the Company’s Class A common stock outstanding for the period of 31,092,978 shares.
Warrant Liability	Warrant Liability The Company accounts for warrants for shares of the Company’s Class A common stock as liabilities held at fair value on the consolidated s
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of December 31, 2020 and 2019, the Company had deferred tax assets aggregating approximately $1.4 million and $223,000, respectively, which had a full valuation allowance recorded against them as of December 31, 2020 and 2019. For tax benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020 and 2019. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of December 31, 2020 and 2019. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material impact on the Company’s consolidated financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Audited and Unaudited Financial Statements (Tables)	12 Months Ended
	Dec. 31, 2020
Accounting Changes and Error Corrections [Abstract]
Summary of Reconcilaition of the Financial Statements for the Affected Period	The following presents a reconciliation of the consolidated balance sheets, statements of operations and cash flows for the Affected Periods. December 31, 2020 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 161,456,462 161,456,462 Private warrants derivative liability — 158,469,002 158,469,002 Total liabilities 16,852,448 319,925,464 336,777,912 Class A common stock subject to possible redemption 295,489,060 (295,489,060 ) — Class A common stock 186 2,955 3,141 Additional paid-in-capital 9,210,213 287,169,386 296,379,599 Accumulated deficit (4,211,183 ) (311,608,745 ) (315,819,928 ) Total stockholders’ equity (deficit) 5,000,001 (24,436,404 ) (19,436,403 ) Statement of Operations for the year ended December 31, 2020 Change in fair value of warrant liabilities — (310,330,174 ) (310,330,174 ) Loss before income tax expense (4,789,152 ) (310,330,174 ) (315,119,326 ) Net loss (4,990,755 ) (310,330,174 ) (315,320,929 ) Basic and diluted net loss per Class B common stock (0.73 ) (39.52 ) (40.25 ) Statement of Cash Flows for the year ended December 31, 2020 Net loss (4,990,755 ) (310,330,174 ) (315,320,929 ) Change in fair value of warrant liabilities — 310,330,174 310,330,174 September 30, 2020 As Previously Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 49,107,054 49,107,054 Private warrants derivative liability — 32,522,036 32,522,036 Total liabilities 12,158,095 81,629,090 93,787,185 Class A common stock subject to possible redemption 300,029,150 (81,629,090 ) 218,400,060 Class A common stock 141 816 957 Additional paid-in-capital 4,670,168 73,311,555 77,981,723 Retained earnings (Accumulated deficit) 328,914 (73,312,371 ) (72,983,457 ) Total stockholders’ equity 5,000,008 — 5,000,008 Statement of Operations for the three months ended September 30, 2020 (unaudited) Change in fair value of warrant liabilities — (68,996,330 ) (68,996,330 ) Loss before income tax expense (787,652 ) (68,996,330 ) (69,783,982 ) Net loss (792,915 ) (68,996,330 ) (69,789,245 ) Basic and diluted net loss per Class B common stock (0.10 ) (8.79 ) (8.89 ) Statement of Operations for the nine months ended September 30, 2020 (unaudited) Change in fair value of warrant liabilities — (72,033,800 ) (72,033,800 ) Loss before income tax expense (208,400 ) (72,033,800 ) (72,242,200 ) Net loss (450,658 ) (72,033,800 ) (72,484,458 ) Basic and diluted net loss per Class B common stock (0.15 ) (9.17 ) (9.32 ) Statement of Cash Flows for the nine months ended September 30, 2020 (unaudited) Net loss (450,658 ) (72,033,800 ) (72,484,458 ) Change in fair value of warrant liabilities — 72,033,800 72,033,800 June 30, 2020 As Previously Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 8,270,721 8,270,721 Private warrants derivative liability — 4,362,039 4,362,039 Total liabilities 11,905,001 12,632,760 24,537,761 Class A common stock subject to possible redemption 300,822,070 (12,632,760 ) 288,189,310 Class A common stock 133 126 259 Additional paid-in-capital 3,877,256 4,315,915 8,193,171 Retained earnings (Accumulated deficit) 1,121,829 (4,316,041 ) (3,194,212 ) Total stockholders’ equity 5,000,003 — 5,000,003 Statement of Operations for the three months ended June 30, 2020 (unaudited) Change in fair value of warrant liabilities — (2,685,170 ) (2,685,170 ) Loss before income tax expense (96,889 ) (2,685,170 ) (2,782,059 ) Net loss (124,174 ) (2,685,170 ) (2,809,344 ) Basic and diluted net loss per Class B common stock (0.02 ) (0.34 ) (0.36 ) Statement of Operations for the six months ended June 30, 2020 (unaudited) Change in fair value of warrant liabilities — (3,037,470 ) (3,037,470 ) Income (loss) before income tax expense 579,252 (3,037,470 ) (2,458,218 ) Net income (loss) 342,257 (3,037,470 ) (2,695,213 ) Basic and diluted net loss per Class B common stock (0.06 ) (0.39 ) (0.45 ) Statement of Cash Flows for the six months ended June 30, 2020 (unaudited) Net income (loss) 342,257 (3,037,470 ) (2,695,213 ) Change in fair value of warrant liabilities — 3,037,470 3,037,470 March 31, 2020 As Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 6,524,218 6,524,218 Private warrants derivative liability — 3,423,372 3,423,372 Total liabilities 11,877,840 9,947,590 21,825,430 Class A common stock subject to possible redemption 300,946,240 (9,947,590 ) 290,998,650 Class A common stock 132 99 231 Additional paid-in-capital 3,753,087 1,630,772 5,383,859 Retained earnings (Accumulated deficit) 1,246,003 (1,630,871 ) (384,868 ) Total stockholders’ equity 5,000,007 — 5,000,007 Statement of Operations for the three months ended March 31, 2020 (unaudited) Change in fair value of warrant liabilities — (352,300 ) (352,300 ) Income before income taxes 676,141 (352,300 ) 323,841 Net income 466,431 (352,300 ) 114,131 Basic and diluted net loss per Class B common stock (0.03 ) (0.04 ) (0.07 ) Statement of Cash Flows for the three months ended March 31, 2020 (unaudited) Net income 466,431 (352,300 ) 114,131 Change in fair value of warrant liabilities — 352,300 352,300 December 31, 2019 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 6,282,349 6,282,349 Private warrants derivative liability — 3,312,941 3,312,941 Total liabilities 11,692,080 9,595,290 21,287,370 Class A common stock subject to possible redemption 300,479,810 (9,595,290 ) 290,884,520 Class A common stock 136 96 232 Additional paid-in-capital 4,219,513 1,278,475 5,497,988 Retained earnings (Accumulated deficit) 779,572 (1,278,571 ) (498,999 ) Total stockholders’ equity 5,000,006 — 5,000,006 Statement of Operations for the period from May 19, 2019 (inception) through December 31, 2019 Change in fair value of warrant liabilities — (959,526 ) (959,526 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income taxes 1,258,636 (1,278,571 ) (19,935 ) Net income (loss) 779,572 (1,278,571 ) (498,999 ) Basic and diluted net loss per Class B common stock (0.12 ) (0.16 ) (0.28 ) Statement of Cash Flows for the period from May 19, 2019 (inception) through December 31, 2019 Net income (loss) 779,572 (1,278,571 ) (498,999 ) Issuance costs related to warrant liability — 319,045 319,045 Change in fair value of warrant liabilities — 959,526 959,526 September 30, 2019 As Restatement As Restated Balance Sheet (unaudited) Public warrants derivative liability — 9,947,060 9,947,060 Private warrants derivative liability — 4,858,980 4,858,980 Total liabilities 11,406,919 14,806,040 26,212,959 Class A common stock subject to possible redemption 299,838,630 (14,806,040 ) 285,032,590 Class A common stock 143 148 291 Additional paid-in-capital 4,860,686 6,489,173 11,349,859 Retained earnings (Accumulated deficit) 138,392 (6,489,321 ) (6,350,929 ) Total stockholders’ equity 5,000,006 — 5,000,006 Statement of Operations for the three months ended September 30, 2019 (unaudited) Change in fair value of warrant liabilities — (6,170,276 ) (6,170,276 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income tax expense 388,196 (6,489,321 ) (6,101,125 ) Net income (loss) 194,611 (6,489,321 ) (6,294,710 ) Basic and diluted net loss per Class B common stock (0.07 ) (0.83 ) (0.90 ) Statement of Operations for the period from May 10, 2019 (inception) through September 30, 2019 (unaudited) Change in fair value of warrant liabilities — (6,170,276 ) (6,170,276 ) Allocated expense for warrant issuance cost — (319,045 ) (319,045 ) Income (loss) before income tax expense 331,977 (6,489,321 ) (6,157,344 ) Net income (loss) 138,392 (6,489,321 ) (6,350,929 ) Basic and diluted net loss per Class B common stock (0.08 ) (0.83 ) (0.91 ) Statement of Cash Flows for the period from May 10, 2019 (inception) through September 30, 2019 (unaudited) Net income (loss) 138,392 (6,489,321 ) (6,350,929 ) Issuance costs related to warrant liability — 319,045 319,045 Change in fair value of warrant liabilities — 6,170,276 6,170,276 July 30, 2019 As Previously Restatement As Restated Balance Sheet Public warrants derivative liability — 5,400,000 5,400,000 Private warrants derivative liability — 2,880,000 2,880,000 Total liabilities 11,443,548 8,280,000 19,723,548 Class A common stock subject to possible redemption 285,849,880 (8,280,000 ) 277,569,880 Class A common stock 142 83 225 Additional paid-in-capital 5,175,033 305,917 5,480,950 Accumulated deficit (176,030 ) (306,000 ) (482,030 ) Total stockholders’ equity 5,000,008 — 5,000,008

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2020
Class of Warrant or Right [Line Items]
Schedule of company's assets that are measured at fair value on a recurring basis	December 31, 2020 Description Quoted Prices (Level 1) Significant Significant (Level 3) Assets Investments held in Trust Account Money Market Funds $ 316,991,065 $ — $ — Liabilities Public Warrants 161,456,462 — — Private Placement Warrants — — 158,469,002 161,456,462 — 158,469,002 December 31, 2019 Description Quoted Prices (Level 1) Significant Significant (Level 3) Assets Investments held in Trust Account Money Market Funds $ 316,398,889 $ — $ — Liabilities Public Warrants 6,282,349 — — Private Placement Warrants — — 3,312,941 6,282,349 — 3,312,941
Summary of fair value of the warrant liabilities	The change in the fair value of the warrant liabilities is summarized as follows: Warrant Fair value as of May 10, 2019 (inception) — Issuance of Public Warrants and Private Placement Warrants 8,635,764 Change in fair value of Public Warrants and Private Placement Warrants 959,526 Transfer of Public Warrants from Level 3 to Level 1 measurement (6,282,349 ) Fair value of Private Placement Warrants as of December 31, 2019 3,312,941 Change in fair value of Private Placement Warrant s 155,156,061 Fair value of Private Placement Warrants as of December 31, 2020 158,469,002
Public Warrants [Member]
Class of Warrant or Right [Line Items]
Summary of fair value measurement inputs and valuation techniques	The following table provides quantitative information regarding fair value assumptions for the Public Warrants: Initial measurement Stock price 9.82 Exercise price 11.50 Expected term 5.38 Volatility 8.60 % Risk-free rate 1.85 % Dividend yield 0 % Probability of completing a Business Combination 75 %
Private Placement Warrants [Member]
Class of Warrant or Right [Line Items]
Summary of fair value measurement inputs and valuation techniques	The following table provides quantitative information regarding fair value assumptions for the Private Placement Warrants: Initial measurement September 30, December 31, Market price of public stock 9.82 9.71 9.80 Exercise price 11.50 11.50 11.50 Expected term 5.38 5.21 4.96 Volatility 8.60 % 14.10 % 10.50 % Risk-free rate 1.85 % 1.55 % 1.68 % Dividend yield 0 % 0 % 0 % Probability of completing a Business Combination 75 % 75 % 75 % March 30, 2020 June 30, September 30, December 31, Market price of public stock 9.65 10.05 15.60 40.08 Exercise price 11.50 11.50 11.50 11.50 Expected term 4.71 4.46 4.59 4.47 Volatility 14.20 % 15.10 % 46.30 % 74.30 % Risk-free rate 0.36 % 0.26 % 0.26 % 0.31 % Dividend yield 0 % 0 % 0 % 0 % Probability of completing a Business Combination 75 % 75 % 90 % 90 %

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Schedule of income tax provision	For the year ended For the period From Current Federal $ 201,603 $ 479,064 State — — Deferred Federal (1,207,074 ) (222,823 ) State — — Valuation allowance 1,207,074 222,823 Income tax provision $ 201,603 $ 479,064
Schedule of net deferred tax assets	December 31, 2020 December 31, 2019 Deferred tax assets: StartUp/Organization Costs $ 1,207,074 $ 222,823 Total deferred tax assets 1,207,074 222,823 Valuation allowance (1,207,074 ) (222,823 ) Deferred tax asset, net of allowance $ — $ —
Schedule of reconciliation of the statutory federal income tax rate to the Company's effective tax rate	For the year ended For The period Statutory federal income tax rate 21.0 % 21.0 % Change in fair value of warrant liabilities (20.7 )% (1,010. 6 )% Allocated expense for warrant issuance costs 0.0 % (336.0 )% Meals & entertainment 0.0 % 0.0 % Change in Valuation Allowance (0.4 )% (1,077.1 )% Income Taxes Provision (Benefit) (0.1 )% (2,402.7 )%

Description of Organization, _2

Description of Organization, Business Operations and Basis of Presentation (Details) - USD ($)	Sep. 06, 2019	Jul. 30, 2019	Dec. 31, 2019	Dec. 31, 2020
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Incurred offering costs			$ 17,700,000
Deferred underwriting commissions			$ 10,924,117
Warrants price (in Dollars per share)				$ 1.50
Business combinations fair market, description				The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial business combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (net of amounts disbursed to management for working capital purposes and excluding the amount of any deferred underwriting discount held in trust) at the time of the agreement to enter into the Business Combination. However, the Company will only complete an initial business combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act.
Business acquisition, share price (in Dollars per share)				$ 10
Business combination tangible assets				$ 5,000,001
Public shares aggregate percentage				20.00%
Obligation to redeem public shares percentage				100.00%
Interest to payable dissolution expenses				$ 100,000
Initial Public Offering [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Initial public offering shares (in Shares)		30,000,000
Public share price (in Dollars per share)		$ 10
Initial public offering gross proceeds		$ 300,000,000
Over-Allotment Units [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Initial public offering shares (in Shares)		4,500,000
Public share price (in Dollars per share)		$ 10
Underwriters purchased an additional shares (in Shares)	1,411,763
Gross proceeds	$ 14,100,000			$ 14,100,000
Private Placement [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Initial public offering shares (in Shares)				188,235
Initial public offering gross proceeds				$ 8,000,000
Gross proceeds				$ 282,000
Number of securities called by warrants or rights (in Shares)				5,333,333
Number of securities called by each warrant or right, per share (in Dollars per share)				$ 1.50
Trust Account [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Public share price (in Dollars per share)				$ 10
Initial public offering gross proceeds				$ 314,100,000
Class A common stock [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Initial public offering shares (in Shares)		30,000,000

Restatement of Previously Iss_3

Restatement of Previously Issued Audited and Unaudited Financial Statements - Summary of Reconcilaition of the Financial Statements for the Affected Period (Detail) - USD ($)	3 Months Ended				5 Months Ended	6 Months Ended	7 Months Ended	8 Months Ended		9 Months Ended	12 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Sep. 30, 2019	Sep. 30, 2019	Jun. 30, 2020	Dec. 31, 2019	Dec. 31, 2019	Dec. 31, 2019	Sep. 30, 2020	Dec. 31, 2020	Jul. 30, 2019	May 10, 2019
Prior Period Adjustments for Statement Of Balance Sheet [Abstract]
Public warrants derivative liability							$ 6,282,349	$ 6,282,349	$ 6,282,349		$ 161,456,462
Private warrants derivative liability							3,312,941	3,312,941	3,312,941		158,469,002
Total liabilities							21,287,370	21,287,370	21,287,370		336,777,912
Class A common stock subject to possible redemption							290,884,520	290,884,520	290,884,520		0
Additional paid-in-capital							5,497,988	5,497,988	5,497,988		296,379,599
Retained earnings (Accumulated deficit)							(498,999)	(498,999)	(498,999)		(315,819,928)
Total stockholders' equity (deficit)							5,000,006	5,000,006	5,000,006		(19,436,403)
Prior Period Adjustments for Statement Of Operations [Abstract]
Change in fair value of warrant liabilities								959,526			310,330,174
Income (loss) before income tax expense								(19,935)			(315,119,326)
Net loss								(498,999)			(315,320,929)
Prior Period Adjustments for Statement Of Cash Flows [Abstract]
Net income (loss)								(498,999)	(498,999)		(315,320,929)
Change in fair value of warrant liabilities								(959,526)			(310,330,174)
As Previously Reported [Member]
Prior Period Adjustments for Statement Of Balance Sheet [Abstract]
Total liabilities	$ 12,158,095	$ 11,905,001	$ 11,877,840	$ 11,406,919	$ 11,406,919	$ 11,905,001	11,692,080	11,692,080	11,692,080	$ 12,158,095	16,852,448	$ 11,443,548
Class A common stock subject to possible redemption	300,029,150	300,822,070	300,946,240	299,838,630	299,838,630	300,822,070	300,479,810	300,479,810	300,479,810	300,029,150	295,489,060	285,849,880
Class A common stock	141	133	132	143	143	133	136	136	136	141	186	142
Additional paid-in-capital	4,670,168	3,877,256	3,753,087	4,860,686	4,860,686	3,877,256	4,219,513	4,219,513	4,219,513	4,670,168	9,210,213	5,175,033
Retained earnings (Accumulated deficit)	328,914	1,121,829	1,246,003	138,392	138,392	1,121,829	779,572	779,572	779,572	328,914	(4,211,183)	(176,030)
Total stockholders' equity (deficit)	5,000,008	5,000,003	5,000,007	5,000,006	5,000,006	5,000,003	5,000,006	5,000,006	5,000,006	5,000,008	5,000,001	5,000,008
Prior Period Adjustments for Statement Of Operations [Abstract]
Income (loss) before income tax expense	(787,652)	(96,889)	676,141	388,196	331,977	579,252	1,258,636			(208,400)	(4,789,152)
Net loss	$ (792,915)	$ (124,174)	$ 466,431	$ 194,611	$ 138,392	$ 342,257	$ 779,572			$ (450,658)	$ (4,990,755)
Basic and diluted net loss per Class B common stock	$ (0.10)	$ (0.02)	$ (0.03)	$ (0.07)	$ (0.08)	$ (0.06)	$ (0.12)			$ (0.15)	$ (0.73)
Prior Period Adjustments for Statement Of Cash Flows [Abstract]
Net income (loss)			$ 466,431		$ 138,392	$ 342,257	$ 779,572			$ (450,658)	$ (4,990,755)
Restatement Adjustment [Member]
Prior Period Adjustments for Statement Of Balance Sheet [Abstract]
Public warrants derivative liability	$ 49,107,054	$ 8,270,721	6,524,218	$ 9,947,060	9,947,060	8,270,721	6,282,349	6,282,349	6,282,349	49,107,054	161,456,462	5,400,000
Private warrants derivative liability	32,522,036	4,362,039	3,423,372	4,858,980	4,858,980	4,362,039	3,312,941	3,312,941	3,312,941	32,522,036	158,469,002	2,880,000
Total liabilities	81,629,090	12,632,760	9,947,590	14,806,040	14,806,040	12,632,760	9,595,290	9,595,290	9,595,290	81,629,090	319,925,464	8,280,000
Class A common stock subject to possible redemption	(81,629,090)	(12,632,760)	(9,947,590)	(14,806,040)	(14,806,040)	(12,632,760)	(9,595,290)	(9,595,290)	(9,595,290)	(81,629,090)	(295,489,060)	(8,280,000)
Class A common stock	816	126	99	148	148	126	96	96	96	816	2,955	83
Additional paid-in-capital	73,311,555	4,315,915	1,630,772	6,489,173	6,489,173	4,315,915	1,278,475	1,278,475	1,278,475	73,311,555	287,169,386	305,917
Retained earnings (Accumulated deficit)	(73,312,371)	(4,316,041)	(1,630,871)	(6,489,321)	(6,489,321)	(4,316,041)	(1,278,571)	(1,278,571)	(1,278,571)	(73,312,371)	(311,608,745)	(306,000)
Total stockholders' equity (deficit)											(24,436,404)
Prior Period Adjustments for Statement Of Operations [Abstract]
Change in fair value of warrant liabilities	(68,996,330)	(2,685,170)	(352,300)	(6,170,276)	(6,170,276)	(3,037,470)	(959,526)			(72,033,800)	(310,330,174)
Allocated expense for warrant issuance cost				(319,045)	(319,045)		(319,045)
Income (loss) before income tax expense	(68,996,330)	(2,685,170)	(352,300)	(6,489,321)	(6,489,321)	(3,037,470)	(1,278,571)			(72,033,800)	(310,330,174)
Net loss	$ (68,996,330)	$ (2,685,170)	$ (352,300)	$ (6,489,321)	$ (6,489,321)	$ (3,037,470)	$ (1,278,571)			$ (72,033,800)	$ (310,330,174)
Basic and diluted net loss per Class B common stock	$ (8.79)	$ (0.34)	$ (0.04)	$ (0.83)	$ (0.83)	$ (0.39)	$ (0.16)			$ (9.17)	$ (39.52)
Prior Period Adjustments for Statement Of Cash Flows [Abstract]
Net income (loss)			$ (352,300)		$ (6,489,321)	$ (3,037,470)	$ (1,278,571)			$ (72,033,800)	$ (310,330,174)
Issuance costs related to warrant liabilities					319,045		319,045
Change in fair value of warrant liabilities	$ 68,996,330	$ 2,685,170	352,300	$ 6,170,276	6,170,276	3,037,470	959,526			72,033,800	310,330,174
As Restated [Member]
Prior Period Adjustments for Statement Of Balance Sheet [Abstract]
Public warrants derivative liability	49,107,054	8,270,721	6,524,218	9,947,060	9,947,060	8,270,721	6,282,349	6,282,349	6,282,349	49,107,054	161,456,462	5,400,000
Private warrants derivative liability	32,522,036	4,362,039	3,423,372	4,858,980	4,858,980	4,362,039	3,312,941	3,312,941	3,312,941	32,522,036	158,469,002	2,880,000
Total liabilities	93,787,185	24,537,761	21,825,430	26,212,959	26,212,959	24,537,761	21,287,370	21,287,370	21,287,370	93,787,185	336,777,912	19,723,548
Class A common stock subject to possible redemption	218,400,060	288,189,310	290,998,650	285,032,590	285,032,590	288,189,310	290,884,520	290,884,520	290,884,520	218,400,060	0	277,569,880
Class A common stock	957	259	231	291	291	259	232	232	232	957	3,141	225
Additional paid-in-capital	77,981,723	8,193,171	5,383,859	11,349,859	11,349,859	8,193,171	5,497,988	5,497,988	5,497,988	77,981,723	296,379,599	5,480,950
Retained earnings (Accumulated deficit)	(72,983,457)	(3,194,212)	(384,868)	(6,350,929)	(6,350,929)	(3,194,212)	(498,999)	(498,999)	(498,999)	(72,983,457)	(315,819,928)	(482,030)
Total stockholders' equity (deficit)	5,000,008	5,000,003	5,000,007	5,000,006	5,000,006	5,000,003	5,000,006	$ 5,000,006	$ 5,000,006	5,000,008	(19,436,403)	$ 5,000,008
Prior Period Adjustments for Statement Of Operations [Abstract]
Change in fair value of warrant liabilities	(68,996,330)	(2,685,170)	(352,300)	(6,170,276)	(6,170,276)	(3,037,470)	(959,526)			(72,033,800)	(310,330,174)
Allocated expense for warrant issuance cost				(319,045)	(319,045)		(319,045)
Income (loss) before income tax expense	(69,783,982)	(2,782,059)	323,841	(6,101,125)	(6,157,344)	(2,458,218)	(19,935)			(72,242,200)	(315,119,326)
Net loss	$ (69,789,245)	$ (2,809,344)	$ 114,131	$ (6,294,710)	$ (6,350,929)	$ (2,695,213)	$ (498,999)			$ (72,484,458)	$ (315,320,929)
Basic and diluted net loss per Class B common stock	$ (8.89)	$ (0.36)	$ (0.07)	$ (0.90)	$ (0.91)	$ (0.45)	$ (0.28)			$ (9.32)	$ (40.25)
Prior Period Adjustments for Statement Of Cash Flows [Abstract]
Net income (loss)			$ 114,131		$ (6,350,929)	$ (2,695,213)	$ (498,999)			$ (72,484,458)	$ (315,320,929)
Issuance costs related to warrant liabilities					319,045		319,045
Change in fair value of warrant liabilities	$ 68,996,330	$ 2,685,170	$ 352,300	$ 6,170,276	$ 6,170,276	$ 3,037,470	$ 959,526			$ 72,033,800	$ 310,330,174

Restatement of Previously Iss_4

Restatement of Previously Issued Audited and Unaudited Financial Statements - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2020
Public And Private Placement Warrants [Member]
Change in Accounting Estimate [Line Items]
Percentage of number of warrant holders approval require for provision made in event of tender or exchange offer	50.00%

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - USD ($)	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Summary of Significant Accounting Policies (Details) [Line Items]
Description of net income (loss) per share, basic and diluted	Net loss per share, basic and diluted for the Company’s Class B common stock for the period from May 10, 2019 (inception) through December 31, 2019 is calculated by dividing (i) the net loss of approximately $499,000, less income attributable to public shares of approximately $1.7 million, resulting in a net loss of approximately $2.2 million, by (ii) the weighted average number of shares of the Company’s Class B common stock outstanding for the period of 7,852,941 shares.	Note 3—Summary of Significant Accounting Policies Use of Estimates The preparation of these consolidated 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 balance sheet and the reported amounts of revenue and expenses during the reporting period. 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 balance sheet, which management considered in formulating its estimate, could change due to one or more future events. Actual results could differ from these estimates. 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 Deposit Insurance Corporation limit of $250,000, and investments held in the Trust Account. At December 31, 2020, the Company has not experienced losses on these accounts, and management believes that the Company is not exposed to significant risks on such accounts. The Company’s investments held in the Trust Account as of December 31, 2020 are comprised of money market funds which invest only in direct U.S. government treasury obligations. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary, Merger Sub, at December 31, 2020. All significant inter-company transactions and balances have been eliminated in consolidation. Investments Held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on marketable securities, dividends and interest held in Trust Account in the accompanying consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Fair Value of Financial Instruments Fair value is defined as the price that would be received for the sale of an asset or paid for the transfer of a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, accounts payable, accrued expenses, due to related party and taxes payable approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of investments held in the Trust Account is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less, or in money market funds which invest only in direct U.S. government treasury obligations, and are recognized at fair value. The fair value for trading securities is determined using quoted market prices in active markets. Offering Costs Associated with the Public Offering Offering costs consist of legal, accounting, underwriting fees and other costs that were directly related to the Public Offering. Offering costs related to the issuance of shares were recognized in shareholders’ equity while costs associated with the warrant liabilities were expensed in the Company’s consolidated statements of operations upon the completion of the Public Offering in July and September 2019. Shares of Class A Common Stock Subject to Possible Redemption Shares of the Company’s Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable shares of the Company’s Class A common stock (including shares of the Company’s Class A common stock 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, shares of the Company’s Class A common stock are classified as stockholders’ equity. Shares of the Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020 and 2019, 0 and 29,088,452 shares of the Company’s Class A common stock subject to possible redemption, respectively, are presented as temporary equity, outside of the stockholders’ equity (deficit) section of the Company’s consolidated balance sheets. Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the periods. The Company has not considered the effect of the warrants sold in the Public Offering (including the consummation of the over-allotment) and Private Placement to purchase an aggregate of 15,992,155 shares of the Company’s Class A common stock in the calculation of diluted income per share, since their inclusion would be anti-dilutive under the treasury stock method. Net income per share, basic and diluted for the Company’s Class A common stock for the year ended December 31, 2020 is calculated by dividing (i) the gain on marketable securities, dividends and interest held in Trust Account of approximately $1.2 million, net of applicable taxes and funds available to be withdrawn from the Trust Account for franchise and income tax obligations of approximately $401,000, resulting in an aggregate of approximately $758,000, by (ii) the weighted average number of shares of the Company’s Class A common stock outstanding for the period of 31,411,763 shares. Net loss per share, basic and diluted for the Company’s Class B common stock for the year ended December 31, 2020 is calculated by dividing (i) the net loss of approximately $315.3 million, less income attributable to public shares of approximately $758,000, resulting in a net loss of approximately $316.1 million, by (ii) the weighted average number of shares of the Company’s Class B common stock outstanding for the period of 7,852,941 shares.
Federal deposit insurance corporation limit		$ 250,000
Purchase of shares (in Shares)		15,992,155
Deferred tax asset	$ 223,000	$ 1.4
Class A Common Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Common stock, subject to possible redemption	$ 29,088,452	$ 0

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in Millions	Sep. 06, 2019	Jul. 30, 2019	Dec. 31, 2020
Initial Public Offering (Details) [Line Items]
Purchase additional Units			4,500,000
Affiliated Entity [Member]
Initial Public Offering (Details) [Line Items]
Initial public offering of units		200,000
Purchase price (in Dollars)		$ 2
Initial public offering [Member]
Initial Public Offering (Details) [Line Items]
Initial public offering of units		30,000,000
Sale price per unit (in Dollars per share)		$ 10
Public warrant, description		Each Unit consists of one share of Class A common stock and one-third of one redeemable warrant (each, a “Public Warrant” and together with the Private Placement Warrants, the “Warrants”). Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment
Exercise price (in Dollars per share)		$ 11.50
Over-Allotment Units [Member]
Initial Public Offering (Details) [Line Items]
Initial public offering of units		4,500,000
Gross proceeds (in Dollars)	$ 14.1		$ 14.1
Class A common stock [Member]
Initial Public Offering (Details) [Line Items]
Initial public offering of units		30,000,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	May 16, 2019	Dec. 31, 2019	Dec. 31, 2020
Related Party Transactions (Details) [Line Items]
Warrants exercise price per share (in Dollars per share)			$ 1.50
Loan from sponsor	$ 300,000
Due to stockholders	$ 251,000
Working capital loans			$ 1,500,000
Administrative services			10,000
Aggregate amount		$ 50,000	120,000
Accrued expenses			76,000
Sponsor [Member]
Related Party Transactions (Details) [Line Items]
Loan balance to related party			$ 1,300,000
Private Placement [Member]
Related Party Transactions (Details) [Line Items]
Private placement warrants, description			the Sponsor purchased an aggregate of 5,333,333 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, generating gross proceeds of approximately $8.0 million. Simultaneously with the closing of the sale of the Over-allotment Units, the Sponsor purchased an additional 188,235 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, generating gross proceeds of approximately $282,000.
Warrants exercise price per share (in Dollars per share)			$ 11.50
Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Related party transaction, description	The Initial Stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until one year after the date of the consummation of the Business Combination or earlier if, subsequent to the Business Combination, (i) the last sale price of the Company’s Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Business Combination or (ii) the Company consummates a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property.
Founder Shares [Member] | Over-Allotment Option [Member]
Related Party Transactions (Details) [Line Items]
Over allotment option, description	The Initial Stockholders agreed to forfeit up to 1,125,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. The forfeiture was adjusted to the extent that the over-allotment option was not exercised in full by the underwriters so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Public Offering. On September 6, 2019, the underwriters purchased the Over-allotment Units, and the remaining over-allotment option subsequently expired. As a result, an aggregate of 772,059 Founder Shares were forfeited accordingly.
Class B common stock [Member] | Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Shares issued for services (in Shares)	8,625,000
Shares issued, price per share (in Dollars per share)	$ 0.0001
Shares issued for services, value	$ 25,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Commitments and Contingencies (Details) [Line Items]
Deferred underwriting commissions	$ 10,924,117
Underwriting Agreement [Member]
Commitments and Contingencies (Details) [Line Items]
Underwriting discount description		the underwriters were entitled to an underwriting discount of $0.20 per unit, or $5.96 million in the aggregate, paid upon closing of the Public Offering. An additional fee of approximately $282,000 in the aggregate was due in connection with the closing of the sale of the Over-allotment Units.
Price per unit		$ 0.35
Deferred underwriting commissions	$ 10,900,000

Stockholders' Equity (Details)

Stockholders' Equity (Details) - $ / shares	Sep. 06, 2019	May 31, 2019	Dec. 31, 2020	Dec. 31, 2019
Stockholders' Equity (Details) [Line Items]
Common stock, voting rights			These provisions of the Certificate of Incorporation may only be amended if approved by a majority of at least 90% of the Company’s common stock.
Preferred stock, shares authorized			1,000,000	1,000,000
Preferred stock, par value (in Dollars per share)			$ 0.0001	$ 0.0001
Business combination an issue price description			In addition, if the Company issues additional shares of 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 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 Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the Newly Issued Price.
Newly issued share price percentage			115.00%
Warrant [Member]
Stockholders' Equity (Details) [Line Items]
Public warrants for redemption description			The Company may call the Public Warrants for redemption: ● 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; and ● if, and only if, the last sales price of the Class A common stock equals or exceeds $18.00 per share on each of 20 trading days within the 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
Redemption of outstanding warrants for shares of class A common stock description			the Company may redeem the outstanding warrants for shares of Class A common stock (including both Public Warrants and Private Placement Warrants): ● in whole and not in part; ● at a price equal to a number of shares of Class A common stock to be determined by reference to the agreed table set forth in the warrant agreement based on the redemption date and the “fair market value” of the Class A common stock; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last sale price of the Class A common stock equals or exceeds $10.00 per share (as adjusted) on the trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
Class A common stock [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized			200,000,000	200,000,000
Common stock, par value (in Dollars per share)			$ 0.0001	$ 0.0001
Common stock, description			As of December 31, 2020 and 2019, there were 31,411,763 shares of Class A common stock issued and outstanding, of which 29,548,906 and 30,047,981 shares of Class A common stock were classified outside of permanent equity, respectively.
Common stock, shares issued			31,411,763	2,323,311
Common stock, shares outstanding			31,411,763	2,323,311
Class A common stock [Member] | Parent [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares issued			31,411,763	0
Class B Common Stock [Member]
Stockholders' Equity (Details) [Line Items]
Common stock, shares authorized			20,000,000	20,000,000
Common stock, par value (in Dollars per share)			$ 0.0001	$ 0.0001
Common stock, shares issued		8,625,000	7,852,941	7,852,941
Common stock subject to forfeiture	772,059	1,125,000
Common stock, shares outstanding			7,852,941	7,852,941
Converted basis percentage			20.00%

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of company's assets that are measured at fair value on a recurring basis (Detail) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Quoted Prices in Active Markets (Level 1) [Member]
Liabilities
Warrants and rights outstanding	$ 161,456,462	$ 6,282,349
Quoted Prices in Active Markets (Level 1) [Member] | Public Warrants [Member]
Liabilities
Warrants and rights outstanding	161,456,462	6,282,349
Quoted Prices in Active Markets (Level 1) [Member] | Private Placement Warrants [Member]
Liabilities
Warrants and rights outstanding	0	0
Quoted Prices in Active Markets (Level 1) [Member] | Money Market Funds [Member]
Assets
Investments held in Trust Account Money Market Funds	316,991,065	316,398,889
Significant Other Observable Inputs (Level 2) [Member]
Liabilities
Warrants and rights outstanding	0	0
Significant Other Observable Inputs (Level 2) [Member] | Public Warrants [Member]
Liabilities
Warrants and rights outstanding	0	0
Significant Other Observable Inputs (Level 2) [Member] | Private Placement Warrants [Member]
Liabilities
Warrants and rights outstanding	0	0
Significant Other Observable Inputs (Level 2) [Member] | Money Market Funds [Member]
Assets
Investments held in Trust Account Money Market Funds
Significant Other Unobservable Inputs (Level 3) [Member]
Liabilities
Warrants and rights outstanding	158,469,002	3,312,941
Significant Other Unobservable Inputs (Level 3) [Member] | Public Warrants [Member]
Liabilities
Warrants and rights outstanding	0	0
Significant Other Unobservable Inputs (Level 3) [Member] | Private Placement Warrants [Member]
Liabilities
Warrants and rights outstanding	158,469,002	3,312,941
Significant Other Unobservable Inputs (Level 3) [Member] | Money Market Funds [Member]
Assets
Investments held in Trust Account Money Market Funds

Fair Value Measurements - Summa

Fair Value Measurements - Summary of fair value measurement inputs and valuation techniques (Detail)	Dec. 31, 2020yr	Sep. 30, 2020yr	Jun. 30, 2020yr	Mar. 30, 2020yr	Dec. 31, 2019yr	Sep. 30, 2019yr	Sep. 06, 2019yr
Public Warrants [Member] | Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							9.82
Public Warrants [Member] | Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							11.50
Public Warrants [Member] | Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							5.38
Public Warrants [Member] | Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							0.0860
Public Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							0.0185
Public Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							0
Public Warrants [Member] | Measurement Input Probability Of Completing A Business Combination [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding							0.75
Private Placement Warrants [Member] | Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	40.08	15.60	10.05	9.65	9.80	9.71	9.82
Private Placement Warrants [Member] | Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	11.50	11.50	11.50	11.50	11.50	11.50	11.50
Private Placement Warrants [Member] | Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	4.47	4.59	4.46	4.71	4.96	5.21	5.38
Private Placement Warrants [Member] | Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	0.7430	0.4630	0.1510	0.1420	0.1050	0.1410	0.0860
Private Placement Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	0.0031	0.0026	0.0026	0.0036	0.0168	0.0155	0.0185
Private Placement Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	0	0	0	0	0	0	0
Private Placement Warrants [Member] | Measurement Input Probability Of Completing A Business Combination [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and rights outstanding	0.90	0.90	0.75	0.75	0.75	0.75	0.75

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of fair value of the warrant liabilities (Detail) - USD ($)	8 Months Ended		12 Months Ended
	Dec. 31, 2019	Dec. 31, 2019	Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Change in fair value of Public Warrants and Private Placement Warrants		$ 959,526	$ 310,330,174
Warrant liabilities (Level 3) [Member] | Warrant [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 0		3,312,941
Issuance of Public Warrants and Private Placement Warrants	8,635,764
Change in fair value of Public Warrants and Private Placement Warrants	959,526		155,156,061
Transfer of Public Warrants from Level 3 to Level 1 measurement	(6,282,349)
Ending balance	$ 3,312,941	$ 3,312,941	$ 158,469,002

Fair Value Measurements (Detail

Fair Value Measurements (Details)	12 Months Ended
	Dec. 31, 2020
Expected life of warrants is assumed to be equivalent to a probability weighted average life of warrants	2 years
Minimum [Member]
Percentage of probability assigned to the consummation of a business combination	75.00%
Maximum [Member]
Percentage of probability assigned to the consummation of a business combination	90.00%

Income Taxes (Details)

Income Taxes (Details)	12 Months Ended
	Dec. 31, 2020USD ($)
Income Tax Disclosure [Abstract]
Valuation allowance	$ 827,000
Income tax expenses	$ 202,000

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of income tax provision - USD ($)	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Current
Federal	$ 479,064	$ 201,603
State
Deferred
Federal	(222,823)	(1,207,074)
State
Valuation allowance	222,823	1,207,074
Income tax provision	$ 479,064	$ 201,603

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of net deferred tax assets - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Schedule of net deferred tax assets [Abstract]
StartUp/Organization Costs	$ 1,207,074	$ 222,823
Total deferred tax assets	1,207,074	222,823
Valuation allowance	(1,207,074)	(222,823)
Deferred tax asset, net of allowance

Income Taxes (Details) - Sche_3

Income Taxes (Details) - Schedule of reconciliation of the statutory federal income tax rate to the Company's effective tax rate	8 Months Ended	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Schedule of reconciliation of the statutory federal income tax rate to the Company's effective tax rate [Abstract]
Statutory federal income tax rate	21.00%	21.00%
Change in fair value of warrant liabilities	(1010.60%)	(20.70%)
Allocated expense for warrant issuance costs	(336.00%)	0.00%
Meals & entertainment	0.00%	0.00%
Change in Valuation Allowance	(1077.10%)	(0.40%)
Income Taxes Provision (Benefit)	(2402.70%)	(0.10%)

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Feb. 26, 2021	Dec. 31, 2019	Dec. 31, 2020
Subsequent Event [Line Items]
Business Combination share price			$ 10
Aggregate purchase price		$ 25,000
Sponsor [Member]
Subsequent Event [Line Items]
Principal amount of working capital loans	$ 1,500,000
Sponsor [Member] | Private Placement Warrants [Member]
Subsequent Event [Line Items]
Debt conversion converted instrument warrants issued	1,000,000
Conversion price per warrants	$ 1.50
PIPE Investor [Member]
Subsequent Event [Line Items]
Stock issued during period shares new issues	22,500,000
Aggregate purchase price	$ 225,000,000
Common Stock [Member] | Business Combination Agreement [Member]
Subsequent Event [Line Items]
Conversion of warrants,shares issued	38,761,031
Conversion of options, shares issued	30,135,695
Conversion of unvested restricted shares of common stock, shares issued	345,689
Common Stock [Member] | Charge Point [Member]
Subsequent Event [Line Items]
Business Acquisition,Number of Shares received	0.9966
Earnout Shares [Member] | Charge Point [Member]
Subsequent Event [Line Items]
Contingent right to receive additional shares	27
Business Combination share price	$ 0.0001
Founder Shares [Member] | Founders Stock Letter [Member]
Subsequent Event [Line Items]
Number of shares cancelled as a capital contribution	984,706
Number of shares cancelled as a capital contribution par value per share	$ 0.0001
Number of founder shares forfeited	900,000
Stock conversion basis	one-for-one