System1 (SST) 10-K/A 1 Dec 21 2020 FY Annual report (amended) Financial data

Document and Entity Information

Document and Entity Information - USD ($)	11 Months Ended
	Dec. 31, 2020	Nov. 29, 2021	Jun. 30, 2020
Document Type	10-K/A
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2020
Entity File Number	001-39331
Entity Registrant Name	TREBIA ACQUISITION CORP.
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	98-1531250
Entity Address, Address Line One	41 Madison Avenue, Suite 2020
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10010
City Area Code	646
Local Phone Number	450-9187
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity Central Index Key	0001805833
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Amendment Flag	true
Transition Report	false
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Public Float			$ 540,787,500
Amendment Description	This Amendment No. 3 on Form 10-K/A (this "Amendment") amends and restates certain items noted below of the Annual Report on Form 10-K of Trebia Acquisition Corp. (the "Company") for the year ended December 31, 2020, as filed with the Securities and Exchange Commission (the "SEC") on April 1, 2021 (the "Original 10-K"), as amended by that certain Amendment No. 1 on Form 10-K/A filed with the SEC on May 18, 2021 ("Amendment No. 1") and that certain Amendment No. 2 on Form 10-K/A filed with the SEC on June 23, 2021 ("Amendment No. 2" and, together with Amendment No.1 and the Original 10-K, the "Amended Filing"). This Amendment reflects the correction of an error in the Company's unaudited interim financial statements for the periods ended June 30, 2020 and September 30, 2020 and its audited financial statements as of and for the period ended December 31, 2020 (the "Affected Periods"). The Company previously filed Amendment No.1 in order to restate its financial statements for the Affected Periods to reflect a correction in its accounting for its public warrants and private placement warrants (collectively, the "Warrants") entered into in connection with the Company's initial public offering as well as a forward purchase agreement entered into with the Company's anchor investor (the "FPA") as derivative liabilities instead of as components of equity and a contractual obligation, respectively. The Company previously filed Amendment No. 2 in order to restate its financial statements for the Affected Periods to reflect a correction to accounting for the classification of Class A ordinary shares between temporary equity and permanent equity considering the impact of the FPA, which was expected to close substantially concurrent with an initial business combination, upon the maximum redemption value. In connection with the preparation of the Company's financial statements for the period ended September 30, 2021, the Company determined that it is necessary reclassify its Class A ordinary shares between temporary equity and permanent equity. The Company is filing this Amendment to reflect a further restatement resulting from the Company's prior classification of Class A ordinary shares between temporary equity and permanent equity. The Company previously determined the Class A ordinary shares subject to possible redemption to be equal to the redemption value of approximately $10.00 per share of Class A ordinary shares while also taking into consideration the maximum redemption value in conjunction with the FPA that is expected to close substantially concurrent with an initial business combination, which would result in an additional $75,000,000 in net tangible assets. Management of the Company has re-evaluated the Company's application of ASC 480-10-S99-3A to its accounting classification of the redeemable shares of class A common stock ("Redeemable Shares") issued in connection with the Company's initial public offering. Historically, a portion of the Redeemable Shares was classified as permanent equity to maintain net tangible assets greater than $5,000,000 on the basis that the Company will consummate its initial business combination only if the Company has net tangible assets of at least $5,000,001. Pursuant to such re-evaluation, the Company's management has determined that the Redeemable Shares include certain provisions that require classification of the Redeemable Shares as temporary equity regardless of the minimum net tangible assets required to complete the Company's initial business combination. Upon the re-evaluation of the application of ASC 480-10-S99-3A, the Company concluded that redemption value should include all Redeemable Shares resulting in the ordinary shares subject to possible redemption being equal to $517,500,000 at for periods. As a result, on November 15, 2021, after consultation between the Company's management and audit committee, the Company concluded that the financial statements for the Affected Periods should no longer be relied upon and are to be restated in order to correct the error in the classification of Class A ordinary shares. This restatement is more fully described in Note 2 of the notes to the financial statements included herein. The change in classification of the Class A ordinary shares did not have any impact on our liquidity, cash flows, revenues, or costs of operating our business and the other non-cash adjustments to our financial statements, in all the Affected Periods or in any of the periods included in Item 8, Financial Statements and Supplementary Data in this filing. The change in classification of Class A ordinary shares does not impact the amounts previously reported for the Company's cash and cash equivalents, investments held in trust account, operating expenses or total cash flows from operations for any of the Affected Periods. This Amendment includes an update to Part II, Item 10, Directors, Executive Officers and Corporate Governance to correct the membership of the Company's Compensation Committee. the Original 10-K, Amendment No. 1 and Amendment No. 2 included an error in the disclosure of the membership of the Company's Compensation Committee. The Company's Compensation Committee has, since the Company's Initial Public Offering, been comprised of the James B. Stallings and Lance Levy, and James B. Stallings serves as chair of the Compensation Committee.
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
Title of 12(b) Security	Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
Trading Symbol	TREB.U
Security Exchange Name	NYSE
Class A ordinary shares
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	TREB
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		51,750,000
Class B ordinary shares
Entity Common Stock, Shares Outstanding		12,937,500
Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share
Trading Symbol	TREB WS
Security Exchange Name	NYSE

BALANCE SHEET (Restated)

BALANCE SHEET (Restated)	Dec. 31, 2020USD ($)
Current Assets
Cash	$ 843,643
Prepaid expenses	209,790
Total Current Assets	1,053,433
Cash held in Trust Account	517,500,000
Total Assets	518,553,433
LIABILITIES AND SHAREHOLDERS' DEFICIT
Current liabilities - Accrued expenses	613,050
Warrant Liability	53,005,335
FPA Liability	10,654,540
Deferred underwriting fee payable	18,112,500
Total Liabilities	82,385,425
Commitments and Contingencies
Class A ordinary shares subject to possible redemption, 51,750,000 shares at redemption value	517,500,000
Shareholders' Deficit
Preferred shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Accumulated deficit	(81,333,286)
Total Shareholders' Deficit	(81,331,992)
Total Liabilities and Shareholders' Deficit	518,553,433
Class A ordinary shares
LIABILITIES AND SHAREHOLDERS' DEFICIT
Class A ordinary shares subject to possible redemption, 51,750,000 shares at redemption value	517,500,000
Class B ordinary shares
Shareholders' Deficit
Common stock value	$ 1,294

BALANCE SHEET (Restated) (Paren

BALANCE SHEET (Restated) (Parenthetical) - $ / shares	Dec. 31, 2021	Dec. 31, 2020
Preferred shares, par value		$ 0.0001
Preferred shares, shares authorized		1,000,000
Preferred shares, shares issued		0
Preferred stock, shares outstanding		0
Class A ordinary shares
Ordinary shares, par value		$ 0.0001
Ordinary shares, shares authorized		400,000,000
Ordinary shares, shares issued		0
Ordinary shares, shares outstanding		0
Class A common stock subject to possible redemption
Shares subject to possible redemption	51,750,000	51,750,000
Class B ordinary shares
Ordinary shares, par value		$ 0.0001
Ordinary shares, shares authorized		40,000,000
Ordinary shares, shares issued		12,937,500
Ordinary shares, shares outstanding		12,937,500

STATEMENT OF OPERATIONS (Restat

STATEMENT OF OPERATIONS (Restated)	11 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
Formation and operating costs	$ 806,028
Loss from operations	(806,028)
Other expense/loss
Offering Costs Related to Warrants and FPA	(1,381,051)
Loss on change in fair value of Warrant Liability	(17,328,667)
Loss on change in fair value of FPA Liability	(10,399,002)
Net loss	(29,914,748)
Class A ordinary shares
Other expense/loss
Net loss	$ (21,462,531)
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption | shares	31,145,833
Basic and diluted net loss per share, Class A ordinary shares subject to possible redemption | $ / shares	$ (0.69)
Basic and diluted weighted average shares outstanding, nonredeemable | shares	31,145,833
Basic and diluted net loss per share, nonredeemable | $ / shares	$ (0.69)
Class A common stock subject to possible redemption
Other expense/loss
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption | shares	31,145,833
Basic and diluted net loss per share, Class A ordinary shares subject to possible redemption | $ / shares	$ (0.69)
Class B ordinary shares
Other expense/loss
Net loss	$ (8,452,217)
Basic and diluted weighted average shares outstanding, nonredeemable | shares	12,265,625
Basic and diluted net loss per share, nonredeemable | $ / shares	$ (0.69)

STATEMENT OF CHANGES IN SHAREHO

STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT (Restated) - 11 months ended Dec. 31, 2020 - USD ($)	Class A ordinary sharesOrdinary Shares	Class A ordinary shares	Class B ordinary sharesOrdinary Shares	Class B ordinary shares	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at the beginning at Feb. 10, 2020	$ 0		$ 0		$ 0	$ 0	$ 0
Balance at the beginning (in shares) at Feb. 10, 2020	0		0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class B ordinary shares to BGPT Trebia LP			$ 1,294		23,706		25,000
Issuance of Class B ordinary shares to BGPT Trebia LP (in shares)			12,937,500
Contribution in excess of fair value of private placement warrants					823,332		823,332
Accretion of Class A shares to redemption value		$ (52,265,576)			$ (847,038)	(51,418,538)	(52,265,576)
Net loss		$ (21,462,531)		$ (8,452,217)		(29,914,748)	(29,914,748)
Balance at the end at Dec. 31, 2020			$ 1,294			$ (81,333,286)	$ (81,331,992)
Balance at the end (in shares) at Dec. 31, 2020			12,937,500

STATEMENT OF CASH FLOWS (Restat

STATEMENT OF CASH FLOWS (Restated)	11 Months Ended
	Dec. 31, 2020USD ($)
Cash Flows from Operating Activities:
Net loss	$ (29,914,748)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of warrants liability	17,328,667
Change in fair value of FPA liability	10,399,002
Changes in operating assets and liabilities:
Prepaid expenses	(209,790)
Accrued expenses	613,050
Net cash used in operating activities	(402,768)
Cash Flows from Investing Activities:
Investment of cash in Trust Account	(517,500,000)
Net cash used in investing activities	(517,500,000)
Cash Flows from Financing Activities:
Proceeds from issuance of Class B ordinary shares to BGPT Trebia LP	25,000
Proceeds from sale of Units, net of underwriting discounts paid	507,150,000
Proceeds from sale of Private Placement Warrants	12,350,000
Proceeds from promissory note - related party	150,000
Repayment of promissory note - related party	(150,000)
Payment of offering costs	(778,589)
Net cash provided by financing activities	518,746,411
Net Change in Cash	843,643
Cash - Beginning	0
Cash - Ending	843,643
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Initial classification of warrant liability	35,676,668
Initial classification of FPA liability	255,538
Initial classification of Class A ordinary shares subject to possible redemption	517,500,000
Deferred underwriting fee payable	$ 18,112,500

ORGANIZATION AND PLAN OF BUSINE

ORGANIZATION AND PLAN OF BUSINESS OPERATIONS	11 Months Ended
	Dec. 31, 2020
ORGANIZATION AND PLAN OF BUSINESS OPERATIONS
ORGANIZATION AND PLAN OF BUSINESS OPERATIONS	NOTE 1. ORGANIZATION AND PLAN OF BUSINESS OPERATIONS Trebia Acquisition Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on February 11, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (“Business Combination”). Although the Company is not limited to a particular industry or geographic region for purposes of completing a Business Combination, the Company intends to focus on industries that complements the Sponsors’ (as defined below) and management team’s background in financial services, technology, software, data, analytics, services and related areas. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2020, the Company had not commenced any operations. All activity for the period from February 11, 2020 (inception) through December 31, 2020 relates to the Company’s formation, its initial public offering (“Initial Public Offering”), which is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statements for the Company’s Initial Public Offering became effective on June 16, 2020. On June 19, 2020, the Company consummated the Initial Public Offering of 51,750,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriters of the over-allotment option to purchase an additional 6,750,000 Units, at $10.00 per Unit, generating gross proceeds of $517,500,000 which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 8,233,334 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to Trasimene Trebia, LP, an affiliate of Trasimene Capital Management, LLC, and BGPT Trebia LP, an affiliate of Bridgeport Partners LLC (collectively the “Sponsors”), generating gross proceeds of $12,350,000, which is described in Note 4. Transaction costs amounted to $29,241,089, consisting of $10,350,000 of underwriting fees, $18,112,500 of deferred underwriting fees and $778,589 of other offering costs. Following the closing of the Initial Public Offering on June 19, 2020, an amount of $517,500,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”) located in the United States and invested 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 any open-ended investment company that holds itself out as a money market fund meeting certain conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds in the Trust Account to the Company’s shareholders, as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward completing a Business Combination. The Company must complete its initial Business Combination with one or more target businesses that together have a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the amount of any deferred underwriting commissions held in the Trust Account) at the time of the agreement to enter into a Business Combination. The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide its shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The shareholders will be entitled to redeem their shares for a pro rata portion of the amount held in the Trust Account (initially $10.00 per share), calculated as of two business days prior to the completion of a Business Combination, including any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations. There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. The Company's Class A ordinary shares subject to redemption have been recorded at redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with an initial business combination if the Company has net tangible assets of at least $5,000,001 either immediately prior to or upon consummation of an initial business combination and, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the initial business combination. If the Company seeks shareholder approval in connection with a Business Combination, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who vote at a general meeting of the Company. If a shareholder vote is not required under applicable law or stock exchange listing requirements and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the holders of the Company’s Founder Shares have agreed to vote their Founder Shares (as defined in Note 5) and any Public Shares purchased in or after the Initial Public Offering in favor of approving a Business Combination and to waive their redemption rights with respect to any such shares in connection with a shareholder vote to approve a Business Combination. However, in no event will the Company redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. In such case, the Company would not proceed with the redemption of its Public Shares and the related Business Combination, and instead may search for an alternate Business Combination. Additionally, each public shareholder may elect to redeem its Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the above, if the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Company’s Amended and Restated Memorandum and Articles of Association provides that a public shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The Sponsors have agreed (a) to waive their redemption rights with respect to any Founder Shares and Public Shares held by them in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity, unless the Company provides the public shareholders with the opportunity to redeem their Public Shares in conjunction with any such amendment and (iii) to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination. The Company will have until June 19, 2022 (the “Combination Period”) to complete a Business Combination. If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than 10 The Sponsors have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsors acquire Public Shares in or after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). The Sponsors have agreed that they will be liable to the Company, if and to the extent any claims by a third party for services rendered or products sold to the Company, or by a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below (1) $10.00 per Public Share or (2) such lesser amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of trust assets, in each case net of the amount of interest which may be withdrawn to pay taxes. This liability will not apply with respect to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsors will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsors will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent public accountants), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity and Going Concern ​ As of December 31, 2020, the Company had $843,643 in its operating bank accounts, and working capital of $440,383 . ​ Until the consummation of a Business Combination, the Company will be using the funds not held in the Trust Account for identifying and evaluating prospective acquisition candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to acquire, and structuring, negotiating and consummating the Business Combination. ​ The Company will need to raise additional capital through loans or additional investments from its Sponsor, stockholders, officers, directors, or third parties. The Company's officers, directors and Sponsor may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion, to meet the Company's working capital needs. Accordingly, the Company may not be able to obtain additional financing. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. These conditions raise substantial doubt about the Company's ability to continue as a going concern through one year from the issuance date of these financial statements. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. ​ Risks and Uncertainties In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States and the World. As of the date the financial statements were issued, there was considerable uncertainty around the expected duration of this pandemic. The Company has concluded that while it is reasonably possible that COVID-19 could have a negative effect on identifying a target company for a Business Combination, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

CORRECTION OF AN ERROR IN PREVI

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS	11 Months Ended
	Dec. 31, 2020
CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS	NOTE 2. CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS On April 12, 2021, the Staff of the SEC issued a statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies.” In the statement, the SEC Staff, among other things, highlighted potential accounting implications of certain terms that are common in warrants issued in connection with the initial public offerings of special purpose acquisition companies such as the Company. As a result of the Staff statement and in light of evolving views as to certain provisions commonly included in warrants issued by special purpose acquisition companies, we re-evaluated the accounting for our Warrants and FPA under ASC 815-40, Derivatives and Hedging—Contracts in Entity’s Own Equity ended March 31, 2021, the Company also determined that it was necessary to further restate its financial statements to reclassify Class A ordinary shares between temporary equity and permanent equity which the Company filed in Amendment No. 2 on Form 10-K/A for the period of December 31, 2020. In connection with the preparation of the Company's financial statements as of September 30, 2021, management identified errors made in its historical financial statements where, as of December 31, 2020, the Company improperly valued its Class A ordinary shares subject to possible redemption. In accordance with ASC 480, paragraph 10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. The Company previously determined the Class A ordinary shares subject to possible redemption to be equal to the redemption value of $10.00 per Class A ordinary share while also taking into consideration a redemption cannot result in net tangible assets being less than $5,000,001. Management determined that the Class A ordinary shares issued during the Initial Public Offering can be redeemed or become redeemable subject to the occurrence of future events considered outside the Company's control. Therefore, management concluded that the redemption value should include all Class A ordinary shares subject to possible redemption, resulting in the Class A ordinary shares subject to possible redemption being equal to their redemption value. As a result, management has noted a reclassification error related to temporary equity and permanent equity for December 31, 2020. This resulted in an adjustment to the carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in capital (to the extent available), accumulated deficit and Class A ordinary shares. In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also restated its income (loss) per ordinary share calculated to allocate net income (loss) on a pro-rata basis to Class A and Class B ordinary shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of ordinary shares share pro rata in the income (loss) of the Company. There is no impact to the reported amounts for total assets, total liabilities, cash flows, or net income (loss). The impact of the Third Restatement on the Company's financial statements is reflected in the following table. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Per ​ ​ ​ ​ Amendment #2 Adjustment As Restated Balance Sheet as of June 19, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional paid-in capital $ 591,876 ​ $ (591,876) ​ $ — Accumulated deficit (53,396,448) ​ 591,876 ​ (52,804,572) ​ ​ ​ ​ ​ ​ Balance Sheet as of June 30, 2020 ​ ​ Additional paid-in capital 591,876 ​ (591,876) ​ — Accumulated deficit (60,499,085) ​ 591,876 ​ (59,907,209) ​ ​ ​ ​ ​ ​ Balance Sheet as of September 30, 2020 ​ ​ Additional paid-in capital 591,876 ​ (591,876) ​ — Accumulated deficit (61,442,856) ​ 591,876 ​ (60,850,980) ​ ​ ​ ​ ​ ​ Balance Sheet as of December 31, 2020 ​ ​ Class A ordinary shares subject to possible redemption $ 511,622,540 ​ $ 5,877,460 ​ $ 517,500,000 Class A ordinary shares $ 59 ​ $ (59) ​ $ — Additional paid-in capital $ 6,724,439 ​ $ (6,724,439) ​ $ — Accumulated deficit $ (82,180,324) ​ $ 847,038 ​ $ (81,333,286) Total Shareholders’ Deficit $ (75,454,532) ​ $ (5,877,460) ​ $ (81,331,992) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, Class A ordinary shares ​ 51,750,000 ​ (47,683,929) ​ 4,066,071 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.55) ​ $ (0.55) Weighted average shares outstanding, Class B ordinary shares 11,389,568 ​ (6,979) ​ 11,382,589 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.74) ​ $ 0.19 ​ $ (0.55) ​ ​ ​ ​ ​ ​ Statement of Operations for the Three Months Ended June 30, 2020 ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (45,494,505) ​ 6,255,495 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.48) ​ $ (0.48) Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.74) ​ $ 0.26 ​ $ (0.48) ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through September 30, 2020 ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (28,774,784) ​ 22,975,216 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.27) ​ $ (0.27) Weighted average shares outstanding, Class B ordinary shares 12,022,500 ​ (23,308) ​ 11,999,192 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.78) ​ $ 0.51 ​ $ (0.27) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the Three Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, Class A ordinary shares ​ ​ 51,750,000 ​ ​ — ​ ​ 51,750,000 Basic and diluted net loss per ordinary share, Class A ordinary shares $ (0.00) ​ $ (0.01) ​ $ (0.01) Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.07) ​ $ 0.06 ​ $ (0.01) ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through December 31, 2020 (audited) ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (20,604,167) ​ 31,145,833 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.69) ​ $ (0.69) Weighted average shares outstanding, Class B ordinary shares 12,288,052 ​ (22,427) ​ 12,265,625 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (2.43) ​ $ 1.74 ​ $ (0.69) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Changes in Shareholders' Equity (Deficit) for the Three Months Ended June 30, 2020 ​ ​ ​ Offering costs allocated to equity in connection with Initial Public Offering ​ (27,860,038) ​ 27,860,038 ​ ​ — Initial Classification of Public Warrants ​ (24,150,000) ​ 24,150,000 ​ ​ — Initial Classification of FPA Liability ​ (255,538) ​ 255,538 ​ ​ — Accretion of Class A ordinary shares to redemption value ​ — ​ (52,265,576) ​ ​ (52,265,576) Total Shareholders’ deficit ​ (59,905,915) ​ — ​ ​ (59,905,915) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Changes in Shareholders’ Equity (Deficit) for the Three Months Ended December 31,2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in value of ordinary shares subject to possible redemption ​ ​ 5,877,460 ​ ​ (5,877,460) ​ ​ — Total Shareholders’ deficit ​ ​ (75,454,532) ​ ​ (5,877,460) ​ ​ (81,331,992) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Cash Flows for the Period from February 11, 2020 (Inception) through December 31, 2020 (audited) ​ ​ ​ ​ ​ Change in Class A ordinary shares subject to possible redemption ​ ​ (5,877,460) ​ 5,877,460 ​ ​ — ​

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	11 Months Ended
	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) 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 shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of the financial statements in conformity with US GAAP requires 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 financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Offering Costs The Company complies with the requirements of FASB ASC 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A —“Expenses of Offering.” Offering costs consist of costs incurred in connection with formation and preparation for the Initial Public Offering. Offering costs were allocated on a relative fair value basis between temporary equity and expense. The portion of offering costs allocated to the Warrants and FPA has been charged to expense. The portion of offering costs allocated to the Class A ordinary shares has been charged to temporary equity. On June 19, 2020, offering costs totaled $29,241,089 (consisting of $28,462,500 of (current and deferred) underwriting fees and $778,589 of other offering costs), of which $1,381,051 was charged to expense. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2020. Cash Held in Trust Account At December 31, 2020, the assets held in the Trust Account were held in cash. Warrant and FPA Liability The Company accounts for the Warrants and FPA as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and the FPA and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the Warrants and FPA are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and meet all of the requirements for equity classification under ASC 815, including whether the Warrants and FPA are indexed to the Company’s own ordinary shares and whether the holders of the Warrants could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the Warrants and execution of the FPA and as of each subsequent quarterly period end date while the Warrants and FPA are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, such warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, liability-classified warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of such warrants are recognized as a non-cash gain or loss on the statements of operations. We account for the Warrants and FPAs in accordance with ASC 815-40 under which the Warrants and FPAs do not meet the criteria for equity classification and must be recorded as liabilities. The fair value of the Public Warrants has been estimated using the Public Warrants’ quoted market price. The fair value of the Private Warrants is estimated using the Public Warrants' quoted market price. The fair value of the FPAs has been estimated using a probability-weighted discounted cash flow approach. See Note 9 to the Company’s financial statements included in Item 15 of Part IV of this Amendment for further discussion of the pertinent terms of the Warrants and Note 10 to those financial statements for further discussion of the methodology used to determine the value of the Warrants and FPA. Class A Ordinary Shares Subject to Possible Redemption (Restated - See Note 2 - Amendment 3) The Company accounts for Class A Ordinary Shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” The Company's conditionally redeemable Class A Ordinary Shares feature certain redemption rights that are considered to be outside of its control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, the 51,750,000 Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders' equity section of the Company's balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. At December 31, 2020, the Class A ordinary shares reflected in the balance sheet are reconciled in the following table: ​ ​ ​ ​ Gross proceeds $ 517,500,000 Less: ​ Proceeds allocated to Public Warrants ​ (24,150,000) Class A ordinary shares issuance costs ​ (28,115,576) Plus: ​ Accretion of carrying value to redemption value ​ 52,265,576 ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 517,500,000 ​ Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740, “Income Taxes” (“ASC 740”) clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2020. 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. The Company is considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net (Loss) Per Share (Restated – See Note 2) Net (loss) per share, basic and diluted, for non-redeemable ordinary shares is calculated by dividing the net (loss), adjusted for income or loss on assets attributable to Ordinary shares subject to possible redemption, by the weighted average number of non-redeemable ordinary shares outstanding for the period. Non-redeemable ordinary shares include Founder Shares and non-redeemable ordinary shares as these shares do not have any redemption features. Non-redeemable ordinary shares participate in the income or loss on assets held in Trust Account based on non-redeemable shares’ proportionate interest. ​ Net (Loss) Per Share (Restated – See Note 2) The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company has not considered the effect of warrants sold in the Initial Public Offering and the private placement to purchase 25,483,334 ordinary shares in the calculation of diluted loss per share, since the exercise of the warrants into ordinary shares is contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ February 11, ​ ​ 2020 (Inception) Through ​ ​ December 31, 2020 ​ Class A Class B Basic and diluted net loss per ordinary share ​ ​ Numerator: ​ ​ Allocation of net loss ​ $ (21,462,531) ​ $ (8,452,217) Denominator: ​ ​ Basic and diluted weighted average shares outstanding ​ 31,145,833 ​ 12,265,625 Basic and diluted net loss per ordinary share ​ $ (0.69) ​ $ (0.69) ​ Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

INITIAL PUBLIC OFFERING

INITIAL PUBLIC OFFERING	11 Months Ended
	Dec. 31, 2020
INITIAL PUBLIC OFFERING
INITIAL PUBLIC OFFERING	NOTE 4. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 51,750,000 Units, which includes the full exercise by the underwriter of its option to purchase an additional 6,750,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one

PRIVATE PLACEMENT

PRIVATE PLACEMENT	11 Months Ended
	Dec. 31, 2020
PRIVATE PLACEMENT
PRIVATE PLACEMENT	NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsors purchased an aggregate of 8,233,334 Private Placement Warrants at a price of $1.50 per Private Placement Warrant from the Company in a private placement, for an aggregate purchase price of $12,350,000. Each Private Placement Warrant is exercisable for one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 7). The proceeds from the sale of the Private Placement Warrants were added to the net proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants held in the Trust Account will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	11 Months Ended
	Dec. 31, 2020
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 6. RELATED PARTY TRANSACTIONS Founder Shares On February 18, 2020, the Sponsors purchased 10,781,250 of the Company’s Class B ordinary shares (the “Founder Shares”) for an aggregate purchase price of $25,000. On June 16, 2020, the Company effected a share dividend of 2,156,250 shares, resulting in the Sponsors holding an aggregate of 12,937,500 Founder Shares. All share and per-share amounts have been retroactively restated to reflect the share dividend. The Founder Shares included an aggregate of up to 1,687,500 shares subject to forfeiture by the Sponsors to the extent that the underwriters’ over-allotment was not exercised in full or in part, so that the number of Founder Shares would collectively represent 20% of the Company’s issued and outstanding shares upon the completion of the Initial Public Offering. As a result of the underwriters’ election to fully exercise their over-allotment option, 1,687,500 Founder Shares are no longer subject to forfeiture. The Sponsors have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination; and (B) subsequent to a Business Combination, (x) if the last reported sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, amalgamation, share exchange, reorganization or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Promissory Note - Related Party On February 18, 2020, the Company issued the Promissory Note to BGPT Trebia LP, pursuant to which the Company could borrow up to an aggregate principal amount of $300,000, The Promissory Note was non-interest bearing and payable on the earlier of (i) January 31, 2021 or (ii) the completion of the Initial Public Offering. Prior to the Initial Public Offering, there was $150,000 outstanding under the Promissory Note. The Promissory Note was repaid in full on June 22, 2020. Administrative Support Agreement The Company entered into an agreement whereby, commencing on June 16, 2020, the Company will pay BGPT Trebia LP up to $10,000 per month for office space and administrative support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these monthly fees. For the period from February 11, 2020 (inception) through December 31, 2020, the Company incurred $65,000 of such fees. As of December 31, 2020, $65,000 is included in accrued expenses in the accompanying balance sheet. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsors or an affiliate of the Sponsors, 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”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of the notes may be converted upon completion of a Business Combination into warrants at a price of $1.50 per warrant. Such warrants would be identical to the Private Placement Warrants. 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.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	11 Months Ended
	Dec. 31, 2020
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 7. COMMITMENTS AND CONTINGENCIES Registration Rights Pursuant to a registration rights agreement entered into on June 19, 2020, the holders of the Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans (and any Class A ordinary shares 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) are entitled to registration rights. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lockup period. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Pursuant to the forward purchase agreement, the Company has agreed to use its reasonable best efforts (i) to file within 30 days after the closing of the initial business combination a resale shelf registration statement with the SEC for a secondary offering of the forward purchase shares and the forward purchase warrants (and underlying Class A ordinary shares), (ii) to cause such registration statement to be declared effective promptly thereafter, (iii) to maintain the effectiveness of such registration statement until the earliest of (A) the date on which Cannae Holdings, Inc. (“Cannae Holdings”) or its assignee cease to hold the securities covered thereby, and (B) the date all of the securities covered thereby can be sold publicly without restriction or limitation under Rule 144 under the Securities Act and (iv) after such registration statement is declared effective, cause us to conduct underwritten offerings, subject to certain limitations. In addition, the forward purchase agreement provides for certain “piggy-back” registration rights to the holders of forward purchase securities to include their securities in other registration statements filed by us. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $18,112,500 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Forward Purchase Agreement On June 5, 2020, the Company entered into a forward purchase agreement with Cannae Holdings, a diversified holding company which is externally managed by Trasimene Capital Management, LLC but is not an affiliate of the Company or the Sponsors, pursuant to which Cannae Holdings will purchase Class A ordinary shares in an aggregate share amount equal to 7,500,000 Class A ordinary shares, plus an aggregate of 2,500,000 redeemable warrants to purchase one Class A ordinary share at $11.50 per share, for an aggregate purchase price of $75,000,000, or $10.00 per Class A ordinary share, in a private placement to occur concurrently with the closing of the Business Combination. The warrants to be issued as part of the forward purchase agreement will be identical to the warrants sold as part of the units in this offering. In connection with the forward purchase securities sold to Cannae Holdings, the Sponsors will receive (by way of an adjustment to their existing Class B ordinary shares) an aggregate number of additional Class B ordinary shares so that the initial shareholders, in the aggregate, on an as-converted basis, will hold 20% of the Company’s Class A ordinary shares at the time of the closing of the Business Combination. The obligations under the forward purchase agreement do not depend on whether any Class A ordinary shares are redeemed by the public shareholders. Under the forward purchase agreement, the Company will provide a right of first offer to Cannae Holdings, if the Company proposes to raise additional capital by issuing any equity, or securities convertible into, exchangeable or exercisable for equity securities, other than the units and certain excluded securities. In addition, if the Company seeks shareholder approval of a Business Combination, Cannae Holdings has agreed under the forward purchase agreement to vote any Class A ordinary shares owned by Cannae Holdings in favor of any proposed initial Business Combination. ​ Contingent Fee Arrangement The Company has entered into a fee arrangement with a service provider pursuant to which certain fees incurred by the Company in connection with a potential Business Combination will be deferred and become payable only if the Company consummates a Business Combination. If a Business Combination does not occur, the Company will not be required to pay these contingent fees. As of December 31, 2020, the amount of these contingent fees was approximately $1,522,000. There can be no assurances that the Company will complete a Business Combination.

SHAREHOLDERS' EQUITY

SHAREHOLDERS' EQUITY	11 Months Ended
	Dec. 31, 2020
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY	NOTE 8. SHAREHOLDERS’ EQUITY (Restated - See Note 2) Preference Shares outstanding Class A Ordinary Shares 51,7500,000 Class B Ordinary Shares outstanding Only holders of the Class B ordinary shares will have the right to vote on the election of directors prior to the Business Combination. Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of the Company’s shareholders except as otherwise required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares on the first business day following the completion of A business combination at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of Initial Public Offering, plus (ii) the sum of (a) the total number of ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued by the Company in connection with or in relation to the completion of a Business Combination (including the forward purchase shares, but not the forward purchase warrants), excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, or to be issued, to any seller in a Business Combination and any private placement warrants issued to the Sponsors or any of their affiliates upon conversion of Working Capital Loans, minus (b) the number of Public Shares redeemed by public shareholders in connection with a Business Combination. Any conversion of Class B ordinary shares will take effect as a compulsory redemption of Class B ordinary shares and an issuance of Class A ordinary shares as a matter of Cayman Islands law. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one to one.

WARRANTS

WARRANTS	11 Months Ended
	Dec. 31, 2020
WARRANTS
WARRANTS	NOTE 9. WARRANTS Warrants Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants. The Company will use its commercially reasonable efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration or redemption of the warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. In addition, if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of the Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company elects to do so, the Company will not be required to file or maintain in effect a registration statement, but it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. In such event, each holder would pay the exercise price by surrendering the warrants for that number of Class A ordinary shares equal to the lesser of (A) the quotient obtained by dividing (x) the product of the number of Class A ordinary shares underlying the warrants, multiplied the excess of the “fair market value” less the exercise price of the warrants by (y) the fair market value and (B) 0.361. The “fair market value” shall mean the volume weighted average price of the Class A ordinary shares for the 10 trading days ending on the trading day prior to the date on which the notice of exercise is received by the warrant agent. Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00 ● ● ● ● ​ If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. However, we will not redeem the warrants unless an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the warrants is effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00 ● ● ● ● ​ The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors, and in the case of any such issuance to the Sponsors or their affiliates, without taking into account any Founder Shares held by the Sponsors or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the completion of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company completes a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the Public Warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $10.00 and $18.00 per share redemption trigger prices described above adjacent to “Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00”and “Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00”will be adjusted (to the nearest cent) to be equal to 100% and 180% of the higher of the Market Value and the Newly Issued Price, respectively. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that (x) the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions, (y) the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees and (z) the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will be entitled to registration rights. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	11 Months Ended
	Dec. 31, 2020
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	NOTE 10. FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity in accordance with ASC Topic 320 “Investments - Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying balance sheet and adjusted for the amortization or accretion of premiums or discounts. At December 31, 2020, assets held in the Trust Account were comprised of $517,500,000 in cash. During the period from February 11, 2020 (inception) through December 31, 2020, the Company did not earn or withdraw any interest income from the Trust Account. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity securities at December 31, 2020 are as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 Asset Level Fair Value ​ Cash 1 ​ $ 517,500,000 ​ Warrant Liability The Warrants are accounted for as liabilities pursuant to ASC 815-40 and are measured at fair value as of each reporting period. Changes in fair value of the Warrants are recorded in the statement of operations each period. The following table presents the Company’s fair value hierarchy for liabilities measured at fair value on a recurring basis as of December 31, 2020. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Warrant liabilities: ​ ​ ​ ​ Public Warrants ​ $ 35,880,000 $ — $ — ​ $ 35,880,000 Private Warrants ​ — — 17,125,335 ​ 17,125,335 Total Warrants Liabilities ​ $ 35,880,000 $ — ​ $ 17,125,335 ​ $ 53,005,335 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FPA Liability ​ — ​ — ​ 10,654,540 ​ 10,654,540 ​ The Public Warrants were valued using the instrument’s publicly listed trading price (NYSE: TREB.WS) as of the balance sheet date. The value of the Private Warrants was estimated using the Public Warrants' publicly listed trading price (NYSE: TREB.WS) as of the balance sheet date, which is considered a Level 3 fair value measurement. Given the Private Warrants and Public Warrants are similar instruments and the Public Warrants have quoted prices in an active market, the publicly listed trading price of the Public Warrants estimates the value of the Private Warrants. The following table presents a summary of the changes in the fair value of the Private Placement Warrants, a Level 3 liability, measured on a recurring basis. ​ ​ ​ ​ ​ ​ Private Placement ​ ​ Warrant Liability Fair value, June 19, 2020 ​ $ 11,526,668 Loss on change in fair value (1) ​ 5,596,667 Fair value, December 31, 2020 ​ $ 17,125,335 ​ (1) Transfers to/from Level 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in August 2020, when the Public Warrants were separately listed and traded. FPA Liability The liability for the FPAs were valued using an adjusted net assets method, which is considered to be a Level 3 fair value measurement. Under the adjusted net assets method utilized, the aggregate commitment of $75 million pursuant to the FPAs is discounted to present value and compared to the fair value of the ordinary shares and warrants to be issued pursuant to the FPAs. The fair value of the ordinary shares and warrants to be issued under the FPAs are based on the public trading price of the Units issued in the Company’s IPO. The excess (liability) or deficit (asset) of the fair value of the ordinary shares and warrants to be issued compared to the $75 million fixed commitment is then reduced to account for the probability of consummation of the Business Combination. The primary unobservable input utilized in determining the fair value of the FPAs is the probability of consummation of the Business Combination. As of December 31, 2020, the probability assigned to the consummation of the Business Combination was 90% which was determined based on a historical industry data. The following table presents a summary of the changes in the fair value of the FPA liability, a Level 3 liability, measured on a recurring basis. ​ ​ ​ ​ ​ ​ FPA ​ ​ Liability Fair value, June 19, 2020 ​ $ 255,538 Recognized loss on change in fair value (1) ​ 10,399,002 Fair value, December 31, 2020 ​ $ 10,654,540 ​ (1)

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	11 Months Ended
	Dec. 31, 2020
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 11. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	11 Months Ended
	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the SEC.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of the financial statements in conformity with US GAAP requires 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 financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Offering Costs	Offering Costs The Company complies with the requirements of FASB ASC 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A —“Expenses of Offering.” Offering costs consist of costs incurred in connection with formation and preparation for the Initial Public Offering. Offering costs were allocated on a relative fair value basis between temporary equity and expense. The portion of offering costs allocated to the Warrants and FPA has been charged to expense. The portion of offering costs allocated to the Class A ordinary shares has been charged to temporary equity. On June 19, 2020, offering costs totaled $29,241,089 (consisting of $28,462,500 of (current and deferred) underwriting fees and $778,589 of other offering costs), of which $1,381,051 was charged to expense.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2020.
Cash Held in Trust Account	Cash Held in Trust Account At December 31, 2020, the assets held in the Trust Account were held in cash.
Warrant and FPA Liability	Warrant and FPA Liability The Company accounts for the Warrants and FPA as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and the FPA and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the Warrants and FPA are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and meet all of the requirements for equity classification under ASC 815, including whether the Warrants and FPA are indexed to the Company’s own ordinary shares and whether the holders of the Warrants could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the Warrants and execution of the FPA and as of each subsequent quarterly period end date while the Warrants and FPA are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, such warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, liability-classified warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of such warrants are recognized as a non-cash gain or loss on the statements of operations. We account for the Warrants and FPAs in accordance with ASC 815-40 under which the Warrants and FPAs do not meet the criteria for equity classification and must be recorded as liabilities. The fair value of the Public Warrants has been estimated using the Public Warrants’ quoted market price. The fair value of the Private Warrants is estimated using the Public Warrants' quoted market price. The fair value of the FPAs has been estimated using a probability-weighted discounted cash flow approach. See Note 9 to the Company’s financial statements included in Item 15 of Part IV of this Amendment for further discussion of the pertinent terms of the Warrants and Note 10 to those financial statements for further discussion of the methodology used to determine the value of the Warrants and FPA.
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption (Restated - See Note 2 - Amendment 3) The Company accounts for Class A Ordinary Shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” The Company's conditionally redeemable Class A Ordinary Shares feature certain redemption rights that are considered to be outside of its control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, the 51,750,000 Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders' equity section of the Company's balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. At December 31, 2020, the Class A ordinary shares reflected in the balance sheet are reconciled in the following table: ​ ​ ​ ​ Gross proceeds $ 517,500,000 Less: ​ Proceeds allocated to Public Warrants ​ (24,150,000) Class A ordinary shares issuance costs ​ (28,115,576) Plus: ​ Accretion of carrying value to redemption value ​ 52,265,576 ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 517,500,000 ​
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes” (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740, “Income Taxes” (“ASC 740”) clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2020. 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. The Company is considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.
Net (Loss) Per Share	Net (Loss) Per Share (Restated – See Note 2) Net (loss) per share, basic and diluted, for non-redeemable ordinary shares is calculated by dividing the net (loss), adjusted for income or loss on assets attributable to Ordinary shares subject to possible redemption, by the weighted average number of non-redeemable ordinary shares outstanding for the period. Non-redeemable ordinary shares include Founder Shares and non-redeemable ordinary shares as these shares do not have any redemption features. Non-redeemable ordinary shares participate in the income or loss on assets held in Trust Account based on non-redeemable shares’ proportionate interest. ​ Net (Loss) Per Share (Restated – See Note 2) The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company has not considered the effect of warrants sold in the Initial Public Offering and the private placement to purchase 25,483,334 ordinary shares in the calculation of diluted loss per share, since the exercise of the warrants into ordinary shares is contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ February 11, ​ ​ 2020 (Inception) Through ​ ​ December 31, 2020 ​ Class A Class B Basic and diluted net loss per ordinary share ​ ​ Numerator: ​ ​ Allocation of net loss ​ $ (21,462,531) ​ $ (8,452,217) Denominator: ​ ​ Basic and diluted weighted average shares outstanding ​ 31,145,833 ​ 12,265,625 Basic and diluted net loss per ordinary share ​ $ (0.69) ​ $ (0.69) ​
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Recent Accounting Standards	Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

CORRECTION OF AN ERROR IN PRE_2

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Tables)	11 Months Ended
	Dec. 31, 2020
CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS
Summary of the effect of the Third Restatement on each financial statement line item	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Per ​ ​ ​ ​ Amendment #2 Adjustment As Restated Balance Sheet as of June 19, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional paid-in capital $ 591,876 ​ $ (591,876) ​ $ — Accumulated deficit (53,396,448) ​ 591,876 ​ (52,804,572) ​ ​ ​ ​ ​ ​ Balance Sheet as of June 30, 2020 ​ ​ Additional paid-in capital 591,876 ​ (591,876) ​ — Accumulated deficit (60,499,085) ​ 591,876 ​ (59,907,209) ​ ​ ​ ​ ​ ​ Balance Sheet as of September 30, 2020 ​ ​ Additional paid-in capital 591,876 ​ (591,876) ​ — Accumulated deficit (61,442,856) ​ 591,876 ​ (60,850,980) ​ ​ ​ ​ ​ ​ Balance Sheet as of December 31, 2020 ​ ​ Class A ordinary shares subject to possible redemption $ 511,622,540 ​ $ 5,877,460 ​ $ 517,500,000 Class A ordinary shares $ 59 ​ $ (59) ​ $ — Additional paid-in capital $ 6,724,439 ​ $ (6,724,439) ​ $ — Accumulated deficit $ (82,180,324) ​ $ 847,038 ​ $ (81,333,286) Total Shareholders’ Deficit $ (75,454,532) ​ $ (5,877,460) ​ $ (81,331,992) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through June 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, Class A ordinary shares ​ 51,750,000 ​ (47,683,929) ​ 4,066,071 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.55) ​ $ (0.55) Weighted average shares outstanding, Class B ordinary shares 11,389,568 ​ (6,979) ​ 11,382,589 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.74) ​ $ 0.19 ​ $ (0.55) ​ ​ ​ ​ ​ ​ Statement of Operations for the Three Months Ended June 30, 2020 ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (45,494,505) ​ 6,255,495 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.48) ​ $ (0.48) Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.74) ​ $ 0.26 ​ $ (0.48) ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through September 30, 2020 ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (28,774,784) ​ 22,975,216 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.27) ​ $ (0.27) Weighted average shares outstanding, Class B ordinary shares 12,022,500 ​ (23,308) ​ 11,999,192 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.78) ​ $ 0.51 ​ $ (0.27) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the Three Months Ended September 30, 2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, Class A ordinary shares ​ ​ 51,750,000 ​ ​ — ​ ​ 51,750,000 Basic and diluted net loss per ordinary share, Class A ordinary shares $ (0.00) ​ $ (0.01) ​ $ (0.01) Basic and diluted net loss per ordinary share, Class B ordinary shares $ (0.07) ​ $ 0.06 ​ $ (0.01) ​ ​ ​ ​ ​ ​ Statement of Operations for the Period from February 11, 2020 (Inception) through December 31, 2020 (audited) ​ ​ Weighted average shares outstanding, Class A ordinary shares 51,750,000 ​ (20,604,167) ​ 31,145,833 Basic and diluted net loss per ordinary share, Class A ordinary shares $ — ​ $ (0.69) ​ $ (0.69) Weighted average shares outstanding, Class B ordinary shares 12,288,052 ​ (22,427) ​ 12,265,625 Basic and diluted net loss per ordinary share, Class B ordinary shares $ (2.43) ​ $ 1.74 ​ $ (0.69) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Changes in Shareholders' Equity (Deficit) for the Three Months Ended June 30, 2020 ​ ​ ​ Offering costs allocated to equity in connection with Initial Public Offering ​ (27,860,038) ​ 27,860,038 ​ ​ — Initial Classification of Public Warrants ​ (24,150,000) ​ 24,150,000 ​ ​ — Initial Classification of FPA Liability ​ (255,538) ​ 255,538 ​ ​ — Accretion of Class A ordinary shares to redemption value ​ — ​ (52,265,576) ​ ​ (52,265,576) Total Shareholders’ deficit ​ (59,905,915) ​ — ​ ​ (59,905,915) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Changes in Shareholders’ Equity (Deficit) for the Three Months Ended December 31,2020 ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in value of ordinary shares subject to possible redemption ​ ​ 5,877,460 ​ ​ (5,877,460) ​ ​ — Total Shareholders’ deficit ​ ​ (75,454,532) ​ ​ (5,877,460) ​ ​ (81,331,992) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Cash Flows for the Period from February 11, 2020 (Inception) through December 31, 2020 (audited) ​ ​ ​ ​ ​ Change in Class A ordinary shares subject to possible redemption ​ ​ (5,877,460) ​ 5,877,460 ​ ​ —

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	11 Months Ended
	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of reconciliation of Class A ordinary shares reflected on the balance sheet	At December 31, 2020, the Class A ordinary shares reflected in the balance sheet are reconciled in the following table: ​ ​ ​ ​ Gross proceeds $ 517,500,000 Less: ​ Proceeds allocated to Public Warrants ​ (24,150,000) Class A ordinary shares issuance costs ​ (28,115,576) Plus: ​ Accretion of carrying value to redemption value ​ 52,265,576 ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 517,500,000
Summary of calculation of basic and diluted net income (loss) per ordinary share	The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ February 11, ​ ​ 2020 (Inception) Through ​ ​ December 31, 2020 ​ Class A Class B Basic and diluted net loss per ordinary share ​ ​ Numerator: ​ ​ Allocation of net loss ​ $ (21,462,531) ​ $ (8,452,217) Denominator: ​ ​ Basic and diluted weighted average shares outstanding ​ 31,145,833 ​ 12,265,625 Basic and diluted net loss per ordinary share ​ $ (0.69) ​ $ (0.69)

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	11 Months Ended
	Dec. 31, 2020
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of gross holding losses and fair value of held-to-maturity securities	​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2020 Asset Level Fair Value ​ Cash 1 ​ $ 517,500,000
Summary of fair value hierarchy for liabilities measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Level 1 Level 2 Level 3 Total Warrant liabilities: ​ ​ ​ ​ Public Warrants ​ $ 35,880,000 $ — $ — ​ $ 35,880,000 Private Warrants ​ — — 17,125,335 ​ 17,125,335 Total Warrants Liabilities ​ $ 35,880,000 $ — ​ $ 17,125,335 ​ $ 53,005,335 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ FPA Liability ​ — ​ — ​ 10,654,540 ​ 10,654,540
Private Placement Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of the changes in the fair value of the liabilities, a Level 3 liability, measured on a recurring basis.	​ ​ ​ ​ ​ ​ Private Placement ​ ​ Warrant Liability Fair value, June 19, 2020 ​ $ 11,526,668 Loss on change in fair value (1) ​ 5,596,667 Fair value, December 31, 2020 ​ $ 17,125,335 ​ (1)
FPA liability
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Summary of the changes in the fair value of the liabilities, a Level 3 liability, measured on a recurring basis.	​ ​ ​ ​ ​ ​ FPA ​ ​ Liability Fair value, June 19, 2020 ​ $ 255,538 Recognized loss on change in fair value (1) ​ 10,399,002 Fair value, December 31, 2020 ​ $ 10,654,540 ​ (1)

ORGANIZATION AND PLAN OF BUSI_2

ORGANIZATION AND PLAN OF BUSINESS OPERATIONS (Details) - USD ($)	Jun. 19, 2020	Dec. 31, 2020
Subsidiary, Sale of Stock [Line Items]
Number of units issued		51,750,000
Number of warrants issued		8,233,334
Price of single warrant		$ 1.50
Proceeds from sale of Private Placement Warrants		$ 12,350,000
Transaction Costs	$ 29,241,089
Underwriting fees	10,350,000
Deferred underwriting fees	18,112,500	18,112,500
Other offering costs	778,589
Investment of cash in Trust Account	$ 517,500,000	$ 517,500,000
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account		80.00%
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination		50.00%
Redemption of shares calculated based on business days prior to consummation of business combination (in days)		2 days
Minimum net tangible assets upon consummation of the Business Combination		$ 5,000,001
Threshold percentage of Public Shares subject to redemption without the Company's prior written consent		15.00%
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)		100.00%
Threshold business days for redemption of public shares		10 days
Maximum net interest to pay dissolution expenses		$ 100,000
Cash		843,643
Working capital		$ 440,383
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units issued	51,750,000	51,750,000
Unit price	$ 10	$ 10
Proceeds from issuance of units	$ 517,500,000
Over-allotment
Subsidiary, Sale of Stock [Line Items]
Number of units issued	6,750,000	6,750,000
Unit price	$ 10
Private Placement
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued	8,233,334
Price of single warrant	$ 1.50
Proceeds from sale of Private Placement Warrants	$ 12,350,000

CORRECTION OF AN ERROR IN PRE_3

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Accounting evaluation (Details)	Dec. 31, 2020USD ($)$ / shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Minimum net tangible assets upon consummation of the Business Combination	$ 5,000,001
Class A Ordinary Shares Possible redemption [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Redemption value per share | $ / shares	$ 10
Minimum net tangible assets upon consummation of the Business Combination	$ 5,000,001

CORRECTION OF AN ERROR IN PRE_4

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Effect of the third restatement on each financial statement line item in Balance sheet (Details) - USD ($)	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Jun. 19, 2020	Feb. 10, 2020
Balance Sheet
Class A Ordinary Shares subject to possible redemption	$ 517,500,000
Accumulated deficit	(81,333,286)	$ (60,850,980)	$ (59,907,209)	$ (52,804,572)
Total Shareholders' Deficit	(81,331,992)		(59,905,915)		$ 0
As Reported
Balance Sheet
Class A Ordinary Shares subject to possible redemption	511,622,540
Class A Ordinary Shares	59
Additional paid-in capital	6,724,439	591,876	591,876	591,876
Accumulated deficit	(82,180,324)	(61,442,856)	(60,499,085)	(53,396,448)
Total Shareholders' Deficit	(75,454,532)		(59,905,915)
Difference
Balance Sheet
Class A Ordinary Shares subject to possible redemption	5,877,460
Class A Ordinary Shares	(59)
Additional paid-in capital	(6,724,439)	(591,876)	(591,876)	(591,876)
Accumulated deficit	847,038	$ 591,876	$ 591,876	$ 591,876
Total Shareholders' Deficit	(5,877,460)
Class A ordinary shares
Balance Sheet
Class A Ordinary Shares subject to possible redemption	517,500,000
Class B ordinary shares
Balance Sheet
Class A Ordinary Shares	$ 1,294

CORRECTION OF AN ERROR IN PRE_5

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Effect of the third restatement on each financial statement line item in Statement of operations (Details) - $ / shares	3 Months Ended		5 Months Ended	8 Months Ended	11 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Jun. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
Class A ordinary shares
Statement of Operations
Temporary Equity, Weighted Average Number of Shares Outstanding, Basic and Diluted	51,750,000	6,255,495	4,066,071	22,975,216	31,145,833
Temporary Equity, Earnings Per Share, Basic and Diluted	$ (0.01)	$ (0.48)	$ (0.55)	$ (0.27)	$ (0.69)
Weighted Average Shares Outstanding					31,145,833
Basic and diluted net loss per ordinary share					$ (0.69)
Class A ordinary shares | As Reported
Statement of Operations
Temporary Equity, Weighted Average Number of Shares Outstanding, Basic and Diluted	51,750,000	51,750,000	51,750,000	51,750,000	51,750,000
Temporary Equity, Earnings Per Share, Basic and Diluted	$ 0
Class A ordinary shares | Difference
Statement of Operations
Temporary Equity, Weighted Average Number of Shares Outstanding, Basic and Diluted		(45,494,505)	(47,683,929)	(28,774,784)	(20,604,167)
Temporary Equity, Earnings Per Share, Basic and Diluted	(0.01)	$ (0.48)	$ (0.55)	$ (0.27)	$ (0.69)
Class B ordinary shares
Statement of Operations
Weighted Average Shares Outstanding			11,382,589	11,999,192	12,265,625
Basic and diluted net loss per ordinary share	(0.01)	(0.48)	$ (0.55)	$ (0.27)	$ (0.69)
Class B ordinary shares | As Reported
Statement of Operations
Weighted Average Shares Outstanding			11,389,568	12,022,500	12,288,052
Basic and diluted net loss per ordinary share	(0.07)	(0.74)	$ (0.74)	$ (0.78)	$ (2.43)
Class B ordinary shares | Difference
Statement of Operations
Weighted Average Shares Outstanding			(6,979)	(23,308)	(22,427)
Basic and diluted net loss per ordinary share	$ 0.06	$ 0.26	$ 0.19	$ 0.51	$ 1.74

CORRECTION OF AN ERROR IN PRE_6

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Effect of the third restatement on each financial statement line item in Statement of Changes in Shareholders' Equity (Details) - USD ($)	3 Months Ended		11 Months Ended
	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2020	Feb. 10, 2020
Statement of Changes in Shareholders' Equity (Deficit)
Accretion of Class A ordinary shares to redemption value		$ (52,265,576)	$ (52,265,576)
Total Shareholders' Deficit	$ (81,331,992)	(59,905,915)	(81,331,992)	$ 0
Additional Paid-In Capital
Statement of Changes in Shareholders' Equity (Deficit)
Accretion of Class A ordinary shares to redemption value			(847,038)
Total Shareholders' Deficit				0
Accumulated Deficit
Statement of Changes in Shareholders' Equity (Deficit)
Accretion of Class A ordinary shares to redemption value			(51,418,538)
Total Shareholders' Deficit	(81,333,286)		(81,333,286)	0
As Reported
Statement of Changes in Shareholders' Equity (Deficit)
Offering costs allocated to equity in connection with Initial Public Offering		(27,860,038)
Initial Classification of Public Warrants		(24,150,000)
Initial Classification of FPA Liability		(255,538)
Change in value of ordinary shares subject to possible redemption	5,877,460
Total Shareholders' Deficit	(75,454,532)	(59,905,915)	(75,454,532)
Difference
Statement of Changes in Shareholders' Equity (Deficit)
Offering costs allocated to equity in connection with Initial Public Offering		27,860,038
Initial Classification of Public Warrants		24,150,000
Initial Classification of FPA Liability		255,538
Accretion of Class A ordinary shares to redemption value		$ (52,265,576)
Change in value of ordinary shares subject to possible redemption	(5,877,460)
Total Shareholders' Deficit	(5,877,460)		(5,877,460)
Class A ordinary shares
Statement of Changes in Shareholders' Equity (Deficit)
Accretion of Class A ordinary shares to redemption value			(52,265,576)
Class A ordinary shares | Ordinary Shares
Statement of Changes in Shareholders' Equity (Deficit)
Total Shareholders' Deficit				0
Class B ordinary shares | Ordinary Shares
Statement of Changes in Shareholders' Equity (Deficit)
Total Shareholders' Deficit	$ 1,294		$ 1,294	$ 0

CORRECTION OF AN ERROR IN PRE_7

CORRECTION OF AN ERROR IN PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Effect of the third restatement on each financial statement line item in Statement of cash flows (Details)	11 Months Ended
	Dec. 31, 2020USD ($)
As Reported
Cash Flow Statement
Change in value of Class A ordinary shares subject to possible redemption	$ (5,877,460)
Difference
Cash Flow Statement
Change in value of Class A ordinary shares subject to possible redemption	$ 5,877,460

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	Jun. 19, 2020	Dec. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Transaction Costs	$ 29,241,089
Number of units issued		51,750,000
Current and deferred underwriting fees	28,462,500
Other offering costs	778,589
Offering costs charged to expense	$ 1,381,051
Federal depositary insurance coverage		$ 250,000

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Net Loss Per Ordinary Shares (Details) - USD ($)	3 Months Ended		5 Months Ended	8 Months Ended	11 Months Ended
	Sep. 30, 2020	Jun. 30, 2020	Jun. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
Numerator: Net Loss minus Net Earnings
Net loss					$ (29,914,748)
Shares excluded from calculation of diluted loss per share					25,483,334
Class A ordinary shares
Numerator: Net Loss minus Net Earnings
Net loss					$ (21,462,531)
Basic and diluted weighted average shares outstanding, nonredeemable					31,145,833
Basic and diluted net loss per share, nonredeemable					$ (0.69)
Class B ordinary shares
Numerator: Net Loss minus Net Earnings
Net loss					$ (8,452,217)
Basic and diluted weighted average shares outstanding, nonredeemable			11,382,589	11,999,192	12,265,625
Basic and diluted net loss per share, nonredeemable	$ (0.01)	$ (0.48)	$ (0.55)	$ (0.27)	$ (0.69)

SUMMARY OF SIGNIFICANT ACCOUN_6

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Class A Ordinary shares reflected in the balance sheet (Details) - USD ($)	3 Months Ended	11 Months Ended
	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2021
Plus:
Accretion of Class A ordinary shares to redemption value	$ 52,265,576	$ 52,265,576
Class A Ordinary Shares subject to possible redemption		517,500,000
Class A ordinary shares
Gross proceeds		517,500,000
Less:
Proceeds allocated to Public Warrants		(24,150,000)
Class A ordinary shares issuance costs		(28,115,576)
Plus:
Accretion of Class A ordinary shares to redemption value		52,265,576
Class A Ordinary Shares subject to possible redemption		$ 517,500,000
Class A common stock subject to possible redemption
Plus:
Temporary Equity, Shares Outstanding		51,750,000	51,750,000

INITIAL PUBLIC OFFERING (Detail

INITIAL PUBLIC OFFERING (Details) - $ / shares	Jun. 19, 2020	Dec. 31, 2020
INITIAL PUBLIC OFFERING
Number of units issued		51,750,000
Number of shares issuable per warrant (in shares)		1
Exercise price of warrant		$ 11.50
Initial Public Offering
INITIAL PUBLIC OFFERING
Number of units issued	51,750,000	51,750,000
Price per share	$ 10	$ 10
Number of shares in a unit		1
Number of warrants in a unit		0.33
Exercise price of warrant		$ 11.50
Over-allotment
INITIAL PUBLIC OFFERING
Number of units issued	6,750,000	6,750,000
Price per share	$ 10

PRIVATE PLACEMENTS (Details)

PRIVATE PLACEMENTS (Details)	11 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
PRIVATE PLACEMENT
Number of warrants to purchase shares issued | shares	8,233,334
Price of warrants | $ / shares	$ 1.50
Aggregate purchase price | $	$ 12,350,000
Number of shares issuable per warrant (in shares) | shares	1
Exercise price of warrant | $ / shares	$ 11.50

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	Jun. 16, 2020	Feb. 18, 2020	Dec. 31, 2020
Related Party Transaction [Line Items]
Aggregate purchase price			$ 25,000
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination			30 days
Founder Shares | Sponsor | Class B ordinary shares
Related Party Transaction [Line Items]
Number of shares issued		10,781,250
Aggregate purchase price		$ 25,000
Share dividend	2,156,250
Aggregate number of shares owned	12,937,500
Shares subject to forfeiture			1,687,500
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders			20.00%
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination			1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share)			$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination			20 days
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination			30 days
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences			150 days

RELATED PARTY TRANSACTIONS - Re

RELATED PARTY TRANSACTIONS - Related Party (Details) - USD ($)	Feb. 18, 2020	Feb. 16, 2020	Dec. 31, 2020
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note	$ 300,000
Outstanding balance of related party note	$ 150,000
Maximum Loans Convertible Into Warrants			$ 1,500,000
Administrative Support Agreement
Related Party Transaction [Line Items]
Expenses per month		$ 10,000
Related Party Transaction, Expenses from Transactions with Related Party			65,000
Accrued expenses related to related parties			$ 65,000
Related Party Loans
Related Party Transaction [Line Items]
Price of warrants (in dollars per share)			$ 1.50

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	11 Months Ended
	Dec. 31, 2020USD ($)item$ / shares	Jun. 19, 2020USD ($)
COMMITMENTS AND CONTINGENCIES
Maximum number of demands for registration of securities | item	3
Period after closing of initial business combination to file resale shelf registration statement	30 days
Deferred fee per unit | $ / shares	$ 0.35
Deferred underwriting fees | $	$ 18,112,500	$ 18,112,500

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Forward Purchase Agreement (Details) - USD ($)	Jun. 05, 2020	Dec. 31, 2020
COMMITMENTS AND CONTINGENCIES
Number of shares per warrant		1
Exercise price of warrant		$ 11.50
Contingent fees		$ 1,522,000
Cannae Holdings Inc | Warrants
COMMITMENTS AND CONTINGENCIES
Warrants to be purchased pursuant to agreements	2,500,000
Number of shares per warrant	1
Exercise price of warrant	$ 11.50
Cannae Holdings Inc | Class A ordinary shares
COMMITMENTS AND CONTINGENCIES
Shares to be purchased pursuant to agreements	7,500,000
Aggregate purchase price	$ 75,000,000
Share price per share	$ 10
Percentage of issued and outstanding shares held by initial stockholders	20.00%

SHARE HOLDERS' EQUITY - Prefere

SHARE HOLDERS' EQUITY - Preference Shares (Details)	Dec. 31, 2020$ / sharesshares
SHAREHOLDERS' EQUITY
Preferred shares, shares authorized	1,000,000
Preferred shares, par value | $ / shares	$ 0.0001
Preferred shares, shares issued	0
Preferred shares, shares outstanding	0

SHARE HOLDERS' EQUITY - Ordinar

SHARE HOLDERS' EQUITY - Ordinary Shares (Details)	Dec. 31, 2020Vote$ / sharesshares
Class A ordinary shares
SHAREHOLDERS' EQUITY
Common shares, shares authorized (in shares)	400,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.0001
Common shares, votes per share | Vote	1
Common shares, shares issued (in shares)	0
Common shares, shares outstanding (in shares)	0
Shares subject to possible redemption	51,750,000
Class B ordinary shares
SHAREHOLDERS' EQUITY
Common shares, shares authorized (in shares)	40,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.0001
Common shares, votes per share | Vote	1
Common shares, shares issued (in shares)	12,937,500
Common shares, shares outstanding (in shares)	12,937,500
Threshold conversion ratio of stock	20.00%

WARRANTS (Details)

WARRANTS (Details)	11 Months Ended
	Dec. 31, 2020item$ / shares
WARRANTS
Public Warrants exercisable term after the completion of a business combination	30 days
Public Warrants exercisable term from the closing of the initial public offering	12 months
Warrants and Rights Outstanding, Term	5 years
Threshold period for filling registration statement after business combination	20 days
Threshold period for registration statement to be effective after which warrants can be exercised on a cashless basis	60 days
Multiplier used in calculating warrant exercise price	0.361
Number of trading days on which fair market value of shares is reported | item	10
Threshold issue price for capital raising purposes in connection with the closing of a Business Combination | $ / shares	$ 9.20
Percentage of gross proceeds on total equity proceeds	60.00%
Threshold trading days for calculating Market Value | item	20
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	115.00%
Adjustment one of redemption price of stock based on market value and newly issued price (as a percent)	100.00%
Adjustment two of redemption price of stock based on market value and newly issued price (as a percent)	180.00%
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination	30 days
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
WARRANTS
Stock price trigger for redemption of public warrants (in dollars per share) | $ / shares	$ 18
Redemption price per public warrant (in dollars per share) | $ / shares	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Threshold trading days for redemption of public warrants | item	20
Threshold consecutive trading days for redemption of public warrants | item	30
Threshold number of business days before sending notice of redemption to warrant holders | item	3
Redemption period	30 days
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00
WARRANTS
Stock price trigger for redemption of public warrants (in dollars per share) | $ / shares	$ 10
Redemption price per public warrant (in dollars per share) | $ / shares	$ 0.10
Minimum threshold written notice period for redemption of public warrants	30 days

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details)	Dec. 31, 2020USD ($)
FAIR VALUE MEASUREMENTS
Cash held in the Trust Account	$ 517,500,000

FAIR VALUE MEASUREMENTS - Gross

FAIR VALUE MEASUREMENTS - Gross holding gains and fair value of held-to-maturity securities (Details)	Dec. 31, 2020USD ($)
Fair Value, Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fair Value	$ 517,500,000

FAIR VALUE MEASUREMENTS - Sched

FAIR VALUE MEASUREMENTS - Schedule of fair value hierarchy for liabilities measured at fair value on a recurring basis (Details)	Dec. 31, 2020USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 53,005,335
FPA Liability	10,654,540
Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	35,880,000
Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	17,125,335
Fair Value, Recurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	35,880,000
Fair Value, Recurring | Level 1 | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	35,880,000
Fair Value, Recurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	17,125,335
FPA Liability	10,654,540
Fair Value, Recurring | Level 3 | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrant liabilities	$ 17,125,335

FAIR VALUE MEASUREMENTS - Summa

FAIR VALUE MEASUREMENTS - Summary of the changes in the fair value of the Private Placement Warrants (Details) - Private Placement Warrants	6 Months Ended
	Dec. 31, 2020USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, June 19, 2020	$ 11,526,668
Loss on change in fair value (1)	5,596,667
Fair value, December 31, 2020	$ 17,125,335

FAIR VALUE MEASUREMENTS - FPA L

FAIR VALUE MEASUREMENTS - FPA Liability (Details) - FPA liability $ in Millions	11 Months Ended
	Dec. 31, 2020USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Fixed commitment	$ 75
Probability for consummation of business combination	90.00%

FAIR VALUE MEASUREMENTS - Sum_2

FAIR VALUE MEASUREMENTS - Summary summary of the changes in the fair value of the FPA liability (Details) - FPA liability	6 Months Ended
	Dec. 31, 2020USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, June 19, 2020	$ 255,538
Loss on change in fair value (1)	10,399,002
Fair value, December 31, 2020	$ 10,654,540