FAST Acquisition (FST) 10-K/A 13 May 21 2020 FY Annual report (amended) Financial data

Document And Entity Information

Document And Entity Information - USD ($)	7 Months Ended
	Dec. 31, 2020	Mar. 26, 2021	Jun. 30, 2020
Document Information Line Items
Entity Registrant Name	FAST Acquisition Corp.
Document Type	10-K/A
Current Fiscal Year End Date	--12-31
Entity Public Float			$ 204,800,000
Amendment Flag	true
Amendment Description	This Amendment No. 1 ("Amendment No. 1") to the Annual Report on Form 10-K/A amends the Annual Report on Form 10-K of FAST Acquisition Corp. as of and for the period ended December 31, 2020, as filed with the Securities and Exchange Commission ("SEC") on March 26, 2021 (the "Original Filing"). On April 12, 2021, the staff of the Securities and Exchange Commission (the “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on August 25, 2020, our warrants were accounted for as equity within our balance sheet. After discussion and evaluation, including with our registered public accounting firm and our audit committee, and taking into consideration the SEC Staff Statement, we have concluded that our warrants should be presented as liabilities with subsequent fair value remeasurement. As a result of the foregoing, on May 13, 2021, the Audit Committee of the Company, in consultation with its management, concluded that its previously issued Financial Statements as of and for the period from June 4, 2020 (inception) through December 31, 2020, and the unaudited interim financial statements as of September 30, 2020, and for the three months ended September 30, 2020, and the period from June 4, 2020 (inception) through September 30, 2020 (collectively, the “Affected Periods”) should be restated because of a misapplication in the guidance around accounting for our outstanding warrants to purchase common stock (the “Warrants”) and should no longer be relied upon. Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statements of operations did not include the subsequent non-cash changes in estimated fair value of the Warrants, based on our application of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC 815-40). The views expressed in the SEC Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement and the Company’s application of ASC 815-40 to the warrant agreement. We reassessed our accounting for the Warrants issued on August 25, 2020, in light of the SEC Staff’s published views. Based on this reassessment, we determined that the Warrants should be classified as liabilities measured at fair value upon issuance, with subsequent changes in fair value reported in our Statement of Operations each reporting period. The change in accounting for the Warrants did not have any impact on our liquidity, cash flows, revenues or costs of operating our business and the other non-cash adjustments to the Financial Statements, in all of the Affected Periods or in any of the periods included in Item 8, Financial Statements and Supplementary Data in this filing. The change in accounting for the warrants does not impact the amounts previously reported for the Company’s cash and cash equivalents, investments held in the trust account, operating expenses or total cash flows from operations for any of these periods. We are filing this Amendment No. 1 to amend and restate the Original Filing with modification as necessary to reflect the restatements. The following items have been amended to reflect the restatements: Part I, Item 1A. Risk Factors Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations Part II, Item 8. Financial Statements and Supplementary Data Part II, Item 9A Controls and Procedures In addition, the Company’s Chief Executive Officer and Chief Financial Officer have provided new certifications dated as of the date of this filing in connection with this Form 10-K/A (Exhibits 31.1, 31.2, 32.1 and 32.2). Except as described above, no other information included in the Original Filing is being amended or updated by this Amendment No. 1 and this Amendment No. 1 does not purport to reflect any information or events subsequent to the Original Filing. This Amendment No. 1 continues to describe the conditions as of the date of the Original Filing and, except as expressly contained herein, we have not updated, modified or supplemented the disclosures contained in the Original Filing. Accordingly, this Amendment No. 1 should be read in conjunction with the Original Filing and with our filings with the SEC subsequent to the Original Filing.
Entity Central Index Key	0001815737
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Well-known Seasoned Issuer	No
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Document Transition Report	false
Entity File Number	001-39462
Entity Incorporation, State or Country Code	DE
Entity Interactive Data Current	Yes
Class A common stock
Document Information Line Items
Entity Common Stock, Shares Outstanding		20,000,000
Class B common stock
Document Information Line Items
Entity Common Stock, Shares Outstanding		5,000,000

Balance Sheet

Balance Sheet	Dec. 31, 2020USD ($)
Current assets:
Cash	$ 1,039,484
Prepaid expenses	294,916
Total current assets	1,334,400
Investments held in Trust Account	200,067,535
Total Assets	201,401,935
Current liabilities:
Accounts payable	5,580
Accrued expenses	123,300
Franchise tax payable	114,023
Total current liabilities	242,903
Derivative warrant liabilities	28,320,000
Deferred underwriting commissions in connection with the initial public offering	7,000,000
Total liabilities	35,562,903
Commitments and Contingencies
Class A common stock; 16,083,903 shares subject to possible redemption at $10.00 per share	160,839,030
Stockholders’ Equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital	21,133,625
Accumulated deficit	(16,134,515)
Total stockholders’ equity	5,000,002
Total Liabilities and Stockholders’ Equity	201,401,935
Class A common stock
Stockholders’ Equity:
Common stock	392
Total stockholders’ equity	392
Class B common stock
Stockholders’ Equity:
Common stock	500
Total stockholders’ equity	$ 500

Balance Sheet (Parentheticals)

Balance Sheet (Parentheticals)	Dec. 31, 2020$ / sharesshares
Preferred stock par value (in Dollars per share) | $ / shares	$ 0.0001
Preferred stock, shares authorized	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Class A common stock
Subject to possible redemption, shares	16,083,903
Subject to possible redemption per share (in Dollars per share) | $ / shares	$ 10
Common stock, par value (in Dollars per share) | $ / shares	$ 0.0001
Common stock, shares authorized	380,000,000
Common Stock, share issued	3,916,097
Common stock, share outstanding	3,916,097
Class B common stock
Common stock, par value (in Dollars per share) | $ / shares	$ 0.0001
Common stock, shares authorized	20,000,000
Common Stock, share issued	5,000,000
Common stock, share outstanding	5,000,000

Statement of Operations

Statement of Operations	7 Months Ended
	Dec. 31, 2020USD ($)$ / sharesshares
General and administrative expenses	$ 213,673
Administrative expenses - related party	60,000
Franchise tax expense	114,023
Loss from operations	(387,696)
Other income (expense)
Change in the fair value of derivative liabilities	(15,340,000)
Financing costs	(474,390)
Net gain from investments held in Trust Account	67,571
Net loss	$ (16,134,515)
Class A Common Stock
Other income (expense)
Weighted average shares outstanding common stock (in Shares) | shares	20,000,000
Basic and diluted net loss per share (in Dollars per share) | $ / shares
Class B Common Stock
Other income (expense)
Weighted average shares outstanding common stock (in Shares) | shares	5,000,000
Basic and diluted net loss per share (in Dollars per share) | $ / shares	$ (3.23)

Statement of Changes in Stockho

Statement of Changes in Stockholders' Equity - 7 months ended Dec. 31, 2020 - USD ($)	Class A common stock	Class B common stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Jun. 04, 2020
Balance (in Shares) at Jun. 04, 2020
Issuance of Class B common stock to Sponsor		$ 575	24,425		25,000
Issuance of Class B common stock to Sponsor (in Shares)		5,750,000
Sale of units in initial public offering, less fair value of public warrants	$ 2,000		191,998,000		192,000,000
Sale of units in initial public offering, less fair value of public warrants (in Shares)	20,000,000
Offering costs			(11,071,453)		(11,071,453)
Excess of cash received over fair value of private placement warrants			1,020,000		1,020,000
Forfeiture of Class B common stock		$ (75)	75
Forfeiture of Class B common stock (in Shares)		(750,000)
Common stock subject to possible redemption	$ (1,608)		(160,837,422)		(160,839,030)
Common stock subject to possible redemption (in Shares)	(16,083,903)
Net loss				(16,134,515)	(16,134,515)
Balance at Dec. 31, 2020	$ 392	$ 500	$ 21,133,625	$ (16,134,515)	$ 5,000,002
Balance (in Shares) at Dec. 31, 2020	3,916,097	5,000,000

Statement of Cash Flows

Statement of Cash Flows	7 Months Ended
	Dec. 31, 2020USD ($)
Cash Flows from Operating Activities:
Net loss	$ (16,134,515)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of derivative liabilities	15,340,000
Financing cost - derivative warrant liabilities	474,390
Net gain from investments held in Trust Account	(67,535)
Changes in operating assets and liabilities:
Accounts payable	5,580
Prepaid expenses	(294,916)
Accrued expenses	38,300
Franchise tax payable	114,023
Net cash used in operating activities	(524,673)
Cash Flows from Investing Activities
Cash deposited in Trust Account	(200,000,000)
Net cash used in investing activities	(200,000,000)
Cash Flows from Financing Activities:
Proceeds from issuance of Class B common stock to Sponsor	25,000
Proceeds from note payable to related party	300,000
Repayment of note payable to related party	(300,000)
Advances from related party	53,947
Repayment of advances from related party	(53,947)
Proceeds received from initial public offering, gross	200,000,000
Proceeds received from private placement	6,000,000
Offering costs paid	(4,460,843)
Net cash provided by financing activities	201,564,157
Net increase in cash	1,039,484
Cash - beginning of the period
Cash - end of the period	1,039,484
Supplemental disclosure of noncash activities:
Forfeiture of Class B common stock	75
Offering costs included in accrued expenses	85,000
Deferred underwriting commissions in connection with the initial public offering	7,000,000
Initial value of Class A common stock subject to possible redemption	176,448,260
Change in initial value of Class A common stock subject to possible redemption	$ (15,609,230)

Description of Organization, Bu

Description of Organization, Business Operations and Basis of Presentation	7 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Description of Organization, Business Operations and Basis of Presentation	Note 1 — Description of Organization, Business Operations and Basis of Presentation FAST Acquisition Corp. (the “Company”) is a blank check company incorporated in Delaware on June 4, 2020. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. All activity for the period from June 4, 2020 (inception) through December 31, 2020 relates to the Company’s formation and the preparation of the initial public offering (the “Initial Public Offering”) described below, and since the Initial Public Offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering. The Company’s sponsor is FAST Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on August 20, 2020. On August 25, 2020, the Company consummated its Initial Public Offering of 20,000,000 units (the “Units” and, with respect to the Class A common stock included in the Units being offered, the “Public Shares”) at $10.00 per Unit, generating gross proceeds of $200.0 million, and incurring offering costs of approximately $11.5 million, inclusive of $7.0 million in deferred underwriting commissions (Note 6). The underwriters were granted a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at $10.00 per Unit. The over-allotment option expired unexercised on October 5, 2020. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 6,000,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”) to the Sponsor, each exercisable to purchase one share of Class A common stock at $11.50 per share, at a price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $6.0 million (Note 5). If the over-allotment option was exercised, the Sponsor could have purchased an additional amount of up to 600,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant. Upon the closing of the Initial Public Offering and the Private Placement, $200.0 million ($10.00 per Unit) of the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement were placed in a trust account (“Trust Account”) located in the United States at JP Morgan Chase Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, and are invested only in U.S. “government securities,” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act of 1940, as amended (the “Investment Company Act”) which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account 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 Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (excluding the amount of any deferred underwriting discount held in trust) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide the holders of the Company’s outstanding Public Shares (the “Public Stockholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion, subject to applicable law and stock exchange listing requirements. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to be distributed to Public Stockholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 6). As a result, such common stock has been recorded at redemption amount and classified as temporary equity in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” The Company will proceed with a Business Combination only if a majority of the shares voted are voted in favor of the Business Combination. The Company will not redeem the Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. If a stockholder vote is not required by applicable law or stock exchange listing requirements and the Company does not decide to hold a stockholder vote for business or other reasons, the Company will, pursuant to its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders (as defined below) have agreed to vote their Founder Shares (as defined below in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination or do not vote at all. In addition, the initial stockholders have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. The Certificate of Incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor and the Company’s officers and directors (the “initial stockholders”) have agreed not to propose an amendment to the Certificate of Incorporation 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 initial Combination Period (as defined below) or with respect to any other material provisions relating to stockholders’ rights or pre-initial Business Combination activity, unless the Company provides the Public Stockholders with the opportunity to redeem their Public Shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or August 25, 2022 (as such period may be extended by the Company’s stockholders in accordance with the Certificate of Incorporation, the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account (net of permitted withdrawals and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. The initial stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to the deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 or potentially less. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) 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”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses and 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. Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and pursuant to the rules and regulations of the SEC. As described in the Company’s Form 8-K filed on May 13, 2021 and in Note 2—Restatement of Previously Issued Financial Statements, the Company’s financial statements as of and for the period from June 4, 2020 (inception) through December 31, 2020, and the unaudited interim financial statements as of September 30, 2020, and for the three months ended September 30, 2020, and the period from June 4, 2020 (inception) through September 30, 2020 (collectively, the “Affected Periods”), are restated in this Annual Report on Form 10-K/A (Amendment No. 1) (this “Annual Report”) to correct the misapplication of accounting guidance related to the Company’s warrants in the Company’s previously issued audited and unaudited condensed financial statements for such periods. The restated financial statements are indicated as “Restated” in the audited and accompanying notes, as applicable. See Note 2—Restatement of Previously Issued Financial Statements for further discussion. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an 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 that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Proposed Business Combination On February 1, 2021, the Company entered into an agreement and plan of merger (the “Merger Agreement”) with Fertitta Entertainment, Inc., a Texas corporation (“FEI”), FAST Merger Corp., a Texas corporation and direct subsidiary of the Company (“FAST Merger Corp.”) and FAST Merger Sub Inc., a Texas corporation and direct subsidiary of FAST Merger Corp. (“Merger Sub”), pursuant to which (i) the Company will change its jurisdiction of incorporation to Texas by merging with and into FAST Merger Corp., with FAST Merger Corp. surviving the merger (the “reincorporation”), and (ii) Merger Sub will merge with and into FEI with FEI surviving the merger (the “Merger”). Upon consummation of the transactions contemplated by the Merger Agreement (the “Business Combination”), FEI will become a wholly owned subsidiary of FAST Merger Corp., which is referred to herein as “New FEI.” Upon the closing of the Business Combination (the “Closing”), each share of common stock of the Company will be converted into one share of Class A common stock of New FEI and all of the outstanding equity interests of FEI will be acquired for aggregate consideration that is currently valued at approximately $1.97 billion. Such consideration will be paid to Tilman J. Fertitta, the sole stockholder of FEI, by the issuance of a number of shares of Class B common stock of New FEI, calculated based on the aggregate closing date transaction value, as determined pursuant to the Merger Agreement, and a $10 per share price of the Class B common stock. The value of the aggregate consideration will change between now and the Closing based on (i) the difference between the net debt of FEI at the Closing and the current target net debt of $4.6 billion and (ii) (x) the difference between the 60-day average closing stock price of a share of Golden Nugget Online Gaming, Inc. (“GNOG”) as of the day prior to the Closing and $18.46, the closing stock price of GNOG on January 28, 2021, multiplied by The shares of Class B common stock of New FEI will have the same economic terms as the shares of Class A common stock of New FEI, but the shares of Class B common stock of New FEI will have 10 votes per share. The outstanding shares of Class B common stock of New FEI will be subject to a “sunset” provision if Mr. Fertitta and other permitted holders of Class B common stock collectively cease to beneficially own at least 20% of the number of shares of Class B common stock of New FEI collectively held by Mr. Fertitta and other permitted transferees as of the effective date of the Business Combination. It is anticipated that proceeds available from the Company’s trust account, after giving effect to any and all redemptions and proceeds from private placements of shares of the Company’s Class A common stock to occur immediately prior to the Closing, of which the Company currently has commitments for approximately $1.24 billion of proceeds will be used to pay transaction expenses and to partially pay down FEI’s existing indebtedness. The parties to the Merger Agreement have made customary representations, warranties and covenants in the Merger Agreement, including, among others, covenants with respect to the conduct of FEI, the Company and their respective subsidiaries prior to the Closing. Each of FEI, the Company, FAST Merger Corp. and Merger Sub has agreed to use its reasonable best efforts to cause the Business Combination to be consummated as expeditiously as practicable. The Closing is subject to certain conditions, including, among other things, (i) approval by the Company’s stockholders, (ii) certain approvals or other determinations from certain gaming regulatory authorities, as applicable, and the absence of a material adverse regulatory event with respect to FEI, (iii) the expiration or termination of the waiting period (or any extension thereof) applicable under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, (iv) the Company having at least $5,000,001 of net tangible assets at the Closing, (v) the receipt by Florida of certain tax opinions regarding the tax qualification of the Business Combination and certain aspects of the Restructuring, and (vi) the effectiveness of the Registration Statement (as defined below) and the listing of New FEI’s Class A common stock to be issued in the Business Combination on the New York Stock Exchange (the “NYSE”). In connection with the execution of the Merger Agreement, Mr. Fertitta has delivered a written consent approving the Merger Agreement and the Business Combination. Liquidity and Capital Resources As of December 31, 2020, the Company had approximately $1.0 million in its operating bank account and working capital of approximately $1.1 million. The Company’s liquidity needs up to August 25, 2020 were satisfied through a capital contribution of $25,000 from the Sponsor to purchase the Founder Shares (as defined below), the loan under the Note and advancement of funds from a related party of approximately $54,000 (see Note 5) to the Company to cover for offering costs in connection with the Initial Public Offering. The Company fully repaid the Note and advances on August 25, 2020. Subsequent to the consummation of the Initial Public Offering, the Company’s liquidity needs had been satisfied with the net proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Company’s officers, directors and initial stockholders may, but are not obligated to, provide the Company Working Capital Loans (as defined below in Note 5). To date, there were no amounts outstanding under any Working Capital Loans. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	7 Months Ended
	Dec. 31, 2020
Condensed Financial Information Disclosure [Abstract]
Restatement of Previously Issued Financial Statements	Note 2 — Restatement of Previously Issued Financial Statements In April 2021, the Audit Committee of the Company, in consultation with management, concluded that, because of a misapplication of the accounting guidance related to its public and private placement warrants to purchase common stock that the Company issued in August 2020 (the “Warrants”), the Company’s previously issued financial statements for the Affected Periods should no longer be relied upon. As such, the Company is restating its financial statements for the Affected Periods included in this Annual Report. On April 12, 2021, the staff of the Securities and Exchange Commission (the “SEC Staff”) issued a public statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants issued by Special Purpose Acquisition Companies (“SPACs”)” (the “SEC Staff Statement”). In the SEC Staff Statement, the SEC Staff expressed its view that certain terms and conditions common to SPAC warrants may require the warrants to be classified as liabilities on the SPAC’s balance sheet as opposed to equity. Since issuance on August 25, 2020, the Company’s warrants were accounted for as equity within the Company’s previously reported balance sheets. After discussion and evaluation, including with the Company’s independent registered public accounting firm and the Company’s audit committee, management concluded that the warrants should be presented as liabilities with subsequent fair value remeasurement. Historically, the Warrants were reflected as a component of equity as opposed to liabilities on the balance sheets and the statements of operations did not include the subsequent non-cash changes in estimated fair value of the Warrants, based on our application of FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC 815-40). The views expressed in the SEC Staff Statement were not consistent with the Company’s historical interpretation of the specific provisions within its warrant agreement and the Company’s application of ASC 815-40 to the warrant agreement. The Company reassessed its accounting for Warrants issued on August 25, 2020, in light of the SEC Staff’s published views. Based on this reassessment, management determined that the Warrants should be classified as liabilities measured at fair value upon issuance, with subsequent changes in fair value reported in the Company Statement of Operations each reporting period. Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued Financial Statements for the period ended December 31, 2020 should be restated because of a misapplication in the guidance around accounting for certain of our outstanding warrants to purchase common stock (the “Warrants”) and should no longer be relied upon. Impact of the Restatement The impact of the restatement on the balance sheets, statements of operations and statements of cash flows for the Affected Periods is presented below. The restatement had no impact on net cash flows from operating, investing or financing activities. There is no change to total stockholders’ equity at the reported balance sheet date. As of December 31, 2020 As Previously Restatement As Restated Balance Sheet Total assets $ 201,401,935 $ - $ 201,401,935 Liabilities and stockholders’ equity Total current liabilities $ 242,903 $ - $ 242,903 Deferred underwriting commissions 7,000,000 - 7,000,000 Derivative warrant liabilities - 28,320,000 28,320,000 Total liabilities 7,242,903 28,320,000 35,562,903 Class A common stock, $0.0001 par value; shares subject to possible redemption 189,159,030 (28,320,000 ) 160,839,030 Stockholders’ equity Preferred stock- $0.0001 par value - - - Class A common stock - $0.0001 par value 108 284 392 Class B common stock - $0.0001 par value 500 - 500 Additional paid-in-capital 5,319,519 15,814,106 21,133,625 Accumulated deficit (320,125 ) (15,814,390 ) (16,134,515 ) Total stockholders’ equity 5,000,002 - 5,000,002 Total liabilities and stockholders’ equity $ 201,401,935 $ - $ 201,401,935 Period From June 4, 2020 (Inception) As Previously Restatement As Restated Statement of Operations Loss from operations $ (387,696 ) $ - $ (387,696 ) Other (expense) income: Change in fair value of derivative warrant liabilities - (15,340,000 ) (15,340,000 ) Financing costs - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 67,571 - 67,571 Total other (expense) income 67,571 (15,814,390 ) (15,746,819 ) Net loss $ (320,125 ) $ (15,814,390 ) $ (16,134,515 ) Basic and Diluted weighted-average Class A common stock outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A common shares $ 0.00 - $ - Basic and Diluted weighted-average Class B common stock outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B common shares $ (0.06 ) $ (3.17 ) $ (3.23 ) Period From June 4, 2020 (Inception) Through December 31, 2020 As Previously Reported Restatement Adjustment As Restated Statement of Cash Flows Net loss $ (320,125 ) $ (15,814,390 ) $ (16,134,515 ) Change in fair value of derivative warrant liabilities $ - $ 15,340,000 $ 15,340,000 Financing Costs - derivative warrant liabilities $ - $ 474,390 $ 474,390 Initial value of Class A common stock subject to possible redemption $ 189,429,260 $ (12,981,000 ) $ 176,448,260 Change in fair value of Class A common stock subject to possible redemption $ 95,610 $ (15,704,840 ) $ (15,609,230 ) In addition, the impact to the balance sheet dated August 25, 2020, filed on Form 8-K on August 31, 2020 related to the impact of accounting for the public and private warrants as liabilities at fair value resulted in a $13.1 million increase to the derivative warrant liabilities line item at August 25, 2020, an offsetting decrease of $25.9 million to the Class A common stock subject to possible redemption mezzanine equity line item, an increase of $13.5 million in Additional paid-in capital and an increase of $13.5 million in Accumulated deficit. There is no change to total stockholders’ equity at the reported balance sheet date.

Summary of Significant Accounti

Summary of Significant Accounting Policies	7 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 — Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage limit of $250,000, and investments held in Trust Account. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Investments Held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in net gain on investments, dividends and interest held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account were determined using available market information. 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 had approximately $1.0 million in cash as of December 31, 2020 and no cash equivalents. Fair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, prepaid expenses, accounts payable, accrued expenses, and franchise tax payable approximate their fair values due primarily to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in money market funds that comprise only U.S. Treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have subsequently been measured based on the listed market price of such warrants. Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred in connection with the preparation for the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Public Shares were charged to shareholders’ equity upon the completion of the Initial Public Offering. Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Shares of conditionally redeemable Class A common stock (including Class A common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, shares of Class A common stock are classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, 16,083,903 shares of Class A common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet. Derivative Warrant liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. In accordance with ASC 825-10 “Financial Instruments”, offering costs attributable to the issuance of the derivative warrant liabilities have been allocated based on their relative fair value of total proceeds and are recognized in the statement of operations as incurred. The 10,000,000 issued in connection with the Initial Public Offering (the “Public Warrants”) and the 6,000,000 Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have subsequently been measured based on the listed market price of such warrants. Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income (loss) per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and Private Placement to purchase an aggregate of 16,000,000 shares of Class A common stock in the calculation of diluted loss per share, since their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted loss per common share is the same as basic loss per common share for the period presented. The Company’s statement of operations includes a presentation of income (loss) per common share for common stock subject to redemption in a manner similar to the two-class method of loss per share. Net income (loss) per share, basic and diluted for Class A common stock is calculated by dividing the investment income earned on the Trust Account, net of applicable income and franchise taxes, which resulted in $0 for the period from June 4, 2020 (inception) to December 31, 2020, by the weighted average number of shares of Class A common stock outstanding for the period. Net loss per share, basic and diluted for Class B common stock is calculated by dividing the net loss of approximately $16.1 million, less income attributable to Class A common stock, by the weighted average number of shares of Class B common stock outstanding for the period. Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. Recent Accounting Pronouncements The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Initial Public Offering

Initial Public Offering	7 Months Ended
	Dec. 31, 2020
Initial Public Disclosure Offering [Abstract]
Initial Public Offering	Note 4 — Initial Public Offering On August 25, 2020, the Company consummated its Initial Public Offering of 20,000,000 Units at $10.00 per Unit, generating gross proceeds of $200.0 million, and incurring offering costs of approximately $11.5 million, inclusive of $7.0 million in deferred underwriting commissions. Each Unit consists of one share of Class A common stock, and one-half of one redeemable warrant (each, a “Public Warrant”). Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment (see Note 7). The Company granted the underwriters a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price, less underwriting discounts and commissions. The over-allotment expired unexercised on October 5, 2020.

Related Party Transactions

Related Party Transactions	7 Months Ended
	Dec. 31, 2020
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 — Related Party Transactions Founder Shares On June 19, 2020, the Sponsor purchased 7,187,500 shares of the Company’s Class B common stock, par value $0.0001 per share, (the “Founder Shares”) for an aggregate price of $25,000. On August 4, 2020, the Company effected a share capitalization resulting in an aggregate of 5,750,000 shares of Class B common stock outstanding. All shares and associated amounts have been retroactively restated to reflect the share capitalization. The initial stockholders agreed to forfeit up to 750,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. The forfeiture would have been adjusted to the extent that the over-allotment option was not exercised in full by the underwriters so that the Founder Shares will represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering. The over-allotment expired unexercised on October 5, 2020 resulting in the forfeiture of such shares. The initial stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (i) one year after the completion of the initial Business Combination and (ii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the Company’s stockholders having the right to exchange their common stock for cash, securities or other property. Notwithstanding the foregoing, if (1) the last reported sales price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination or (2) if the Company consummates a transaction after the initial Business Combination which results in the Company’s stockholders having the right to exchange their shares for cash, securities or other property, the Founder Shares will be released from the lock-up. Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 6,000,000 Private Placement Warrants to the Sponsor, each exercisable to purchase one share of Class A common stock at $11.50 per share, at a price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $6.0 million. If the over-allotment option was exercised, the Sponsor could have purchased an additional amount of up to 600,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant. The over-allotment expired unexercised on October 5, 2020. A certain portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable for cash and exercisable on a cashless basis so long as they are held by the Sponsor or its permitted transferees. The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination. Related Party Loans On June 4, 2020, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest bearing and payable upon the completion of the Initial Public Offering. Through August 25, 2020, the Company borrowed $300,000 under the Note and received additional advances of approximately $54,000 from the Sponsor to cover for certain offering expenses. The Company fully repaid the Note and the advances to the Sponsor on August 25, 2020. In addition, in order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lenders’ discretion, up to $1.5 million of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of December 31, 2020, the Company had no borrowings under the Working Capital Loans. Administrative Services Agreement The Company agreed that, commencing on the date that the Company’s securities were first listed on the New York Stock Exchange and continuing until the earlier of the Company’s consummation of a Business Combination and the Company’s liquidation, the Company will pay the Sponsor a total of $15,000 per month for office space, utilities, secretarial and administrative support services provided to members of the Company’s management team. For the period from June 4, 2020 (inception) through December 31, 2020, the Company paid and incurred $60,000 related to these services. The Sponsor, officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket expenses incurred in connection with activities on the Company’s behalf such as identifying potential target businesses and performing due diligence on suitable Business Combinations. The Company’s audit committee will review, on a quarterly basis, all payments that were made to the Sponsor, officers or directors, or their affiliates.

Commitments and Contingencies

Commitments and Contingencies	7 Months Ended
	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6 — Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans, if any (and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans and upon conversion of the Founder Shares), are entitled to registration rights pursuant to a registration rights agreement. These holders will be entitled to certain demand and “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters were entitled to an underwriting discount of $0.20 per unit, or $4.0 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, $0.35 per unit, or $7.0 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. The underwriters would have been entitled to an additional fee of $0.6 million upon closing of the underwriters’ over-allotment option and approximately $1.1 million in deferred underwriting commissions if the over-allotment option was exercised in full. The over-allotment expired unexercised on October 5, 2020. Risks and uncertainties Management continues to evaluate the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have an effect on the Company’s financial position, results of its operations and/or close of the Merger Agreement, 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.

Derivative Warrant Liabilities

Derivative Warrant Liabilities	7 Months Ended
	Dec. 31, 2020
Derivative Warrant Liabilities [Abstract]
Derivative Warrant Liabilities	Note 7 — Derivative Warrant Liabilities As of December 31, 2020, the Company 10,000,000 and 6,000,000 Public Warrants and Private Warrants outstanding, respectively. Public Warrants may only be exercised in whole and only for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the issuance of the shares of Class A common stock issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the shares of Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial 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. Notwithstanding the above, if the Company’s shares of Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, it will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use the Company’s best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The warrants have an exercise price of $11.50 per share, subject to adjustments. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the Company’s initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A common stock during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants for cash” will be adjusted (to the nearest cent) to be equal to 185% of the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable so long as they are held by the Sponsor or its permitted transferees. If the Private Placement Warrants are held by someone other than the Sponsor or its 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. Once the warrants become exercisable, the Company may redeem the outstanding warrants for cash (except as described herein with respect to the Private Placement Warrants): ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last sales price of the Class A common stock equals or exceeds $18.00 per share on each of 20 trading days within the 30-trading day period ending on the third business day prior to the date on which the Company sends the notice of redemption to the warrant holders. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. In no event will the Company be required to net cash settle any warrant. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Stockholders_ Equity

Stockholders’ Equity	7 Months Ended
	Dec. 31, 2020
Stockholders' Equity Note [Abstract]
Stockholders’ Equity	Note 8 — Stockholders’ Equity Class A Common Stock Class B Common Stock Stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of the Company’s stockholders except as required by law. The Class B common stock will automatically convert into Class A common stock at the time of the initial Business Combination on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like. In the case that additional shares of Class A common stock or equity-linked securities are issued or deemed issued in connection with the initial Business Combination, the number of shares of Class A common stock issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the total number of shares of Class A common stock outstanding after such conversion (after giving effect to any redemptions of shares of Class A common stock by Public Stockholders), including the total number of shares of Class A common stock issued, or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any shares of Class A common stock or equity-linked securities or rights exercisable for or convertible into shares of Class A common stock issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of Working Capital Loans, provided that such conversion of Founder Shares will never occur on a less than one-for-one basis. Preferred Stock

Fair Value Measurements

Fair Value Measurements	7 Months Ended
	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 9 — Fair Value Measurements The Company follows the guidance in FASB ASC Topic 820, “Fair Value Measurements”, for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The following table presents information about the Company’s financial assets that are measured at fair value on a recurring basis as of December 31, 2020 by level within the fair value hierarchy: December 31, 2020 Description Quoted Significant Significant Assets Investments held in Trust Account $ 200,067,535 $ - $ - Liabilities Derivative warrant liabilities -Public Warrants $ 17,400,000 $ - $ - Derivative warrant liabilities -Private Warrants $ - $ - $ 10,920,000 Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement as of December 2020, as the Public Warrants were separately listed and traded. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have been measured based on the listed market price of such warrants, a Level 1 measurement, since October 2020. For the period ended December 31, 2020, the Company recognized a charge to the statement of operations resulting from an increase in the fair value of liabilities of approximately $15.3 million presented as change in fair value of derivative warrant liabilities on the accompanying statement of operations. The estimated fair value of the Private Placement Warrants, and the Public Warrants prior to being separately listed and traded, is determined using Level 3 inputs. Inherent in a Monte Carlo simulation are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its common stock warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero. The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates for both the Public and Private Placement Warrants on August 25, 2020 and September 30, 2020 and for the Private Placement Warrants only at December 31, 2020: As of As of As of Stock Price $ 9.60 $ 9.58 $ 10.24 Volatility 15.5 % 15.5 % 24.0 % Expected life of the options to convert 6 5.75 5.5 Risk-free rate 0.40 % 0.35 % 0.43 % Dividend yield 0.0 % 0.0 % 0.0 % The change in the fair value of the derivative warrant liabilities for the period from June 4, 2020 (inception) through December 31, 2020 is summarized as follows: Issuance of Public and Private Warrants, Level 3 measurments $ 12,980,000 Transfer out of Public Public Warrants to Level 1 (7,900,000 ) Change in fair value of derivative warrant liabilities measured with Level 3 inputs 5,840,000 Derivative warrant liabilities measured with Level 3 inputs, December 31, 2020 $ 10,920,000

Income Taxes

Income Taxes	7 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 10 — Income Taxes The Company’s taxable income primarily consists of interest income on the Trust Account, less any franchise taxes. The Company’s formation and operating costs are generally considered start-up costs and are not currently deductible. The income tax provision (benefit) consists of the following for the period June 4, 2020 (inception) through December 31, 2020: Current Federal $ (22,355 ) State - Deferred Federal (44,871 ) State - Change in valuation allowance 67,226 Income tax provision $ - The Company’s net deferred tax asset is summarized as follows as of December 31, 2020: Deferred tax asset: Start-up/organization costs $ 44,871 Net operating loss carryforwards 22,355 Total deferred tax assets 67,226 Valuation allowance (67,226 ) Deferred tax asset, net of allowance $ – In assessing the realization of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax assets, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. As of December 31, 2020, the valuation allowance was approximately $67,000. A reconciliation of the statutory federal income tax rate (benefit) to the Company’s effective tax rate at December 31, 2020 is as follows: Statutory Federal income tax rate 21.0 % Change in fair value of derivative warrant liabilities (20.0 ) Financing cost on derivative warrant liabilities (0.6 ) Change in Valuation Allowance (0.4 )% Effective tax rate 0.0 % There were no unrecognized tax benefits as of December 31, 2020. No amounts were accrued for the payment of 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’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

Subsequent Events

Subsequent Events	7 Months Ended
	Dec. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 11 — Subsequent Events As described in Note 1, on February 1, 2021, FAST Acquisition Corp. (the “Company”) entered into an agreement and plan of merger (the “Merger Agreement”) with Fertitta Entertainment, Inc., a Texas corporation (“FEI”), FAST Merger Corp., a Texas corporation and direct subsidiary of the Company (“FAST Merger Corp.”) and FAST Merger Sub Inc., a Texas corporation and direct subsidiary of FAST Merger Corp. (“Merger Sub”), pursuant to which (i) the Company will change its jurisdiction of incorporation to Texas by merging with and into FAST Merger Corp., with FAST Merger Corp. surviving the merger (the “reincorporation”), and (ii) Merger Sub will merge with and into FEI with FEI surviving the merger (the “Merger”). Upon consummation of the transactions contemplated by the Merger Agreement (the “Business Combination”), FEI will become a wholly owned subsidiary of FAST Merger Corp., which is referred to herein as “New FEI.” The Closing is subject to certain conditions. A preliminary prospectus and related agreements have been filed with the SEC on a Form 8-K on February 1, 2021. The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date the financial statements were issued. Other than as described herein, including in Note 2 (Restatement), the Company did not identify any other subsequent events that would have required adjustment or disclosure in the financial statements.

Quarterly Financial Information

Quarterly Financial Information (Unaudited)	7 Months Ended
	Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]
Quarterly Financial Information (Unaudited)	Note 12 — Quarterly Financial Information (Unaudited) The following tables contain unaudited quarterly financial information for the quarterly period ended September 30, 2020 that has been updated to reflect the restatement and revision of the Company’s financial statements as described in Note 2—Restatement of Previously Issued Financial Statements. The restatement and revision had no impact net loss, net cash flows from operating, investing or financing activities. The Company has not amended its previously filed Quarterly Report on Form 10-Q for the Affected Period. The financial information that has been previously filed or otherwise reported for the Affected Period is superseded by the information in this Annual Report, and the financial statements and related financial information for the Affected Period contained in such previously filed report should no longer be relied upon. As of September 30, 2020 As Previously Restatement As Restated Unaudited Condensed Balance Sheet Total assets $ 201,529,675 $ - $ 201,529,675 Liabilities and stockholders’ equity Total current liabilities $ 197,020 $ - $ 197,020 Deferred underwriting commissions 7,000,000 - 7,000,000 Derivative warrant liabilities - 12,640,000 12,640,000 Total liabilities 7,197,020 12,640,000 19,837,020 Class A common stock, $0.0001 par value; shares subject to possible redemption 189,332,650 (12,640,000 ) 176,692,650 Stockholders’ equity Preferred stock- $0.0001 par value - - - Class A common stock - $0.0001 par value 107 126 233 Class B common stock - $0.0001 par value 575 - 575 Additional paid-in-capital 5,145,825 134,264 5,280,089 Accumulated deficit (146,502 ) (134,390 ) (280,892 ) Total stockholders’ equity 5,000,005 - 5,000,005 Total liabilities and stockholders’ equity $ 201,529,675 $ - $ 201,529,675 Three Months Ended As Previously Restatement As Restated Unaudited Condensed Statement of Operations Loss from operations $ (146,829 ) $ - $ (146,829 ) Other (expense) income: Change in fair value of derivative warrant liabilities - 340,000 340,000 Financing cost - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 18,534 - 18,534 Total other (expense) income 18,534 (134,390 ) (115,856 ) Net loss $ (128,295 ) $ (134,390 ) $ (262,685 ) Basic and Diluted weighted-average Class A common shares outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A common shares $ 0.00 - $ 0.00 Basic and Diluted weighted-average Class B common shares outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B common shares $ (0.03 ) $ (0.02 ) $ (0.05 ) Period From June 4, 2020 (Inception) As Previously Restatement As Restated Unaudited Condensed Statement of Operations Loss from operations $ (165,036 ) $ - $ (165,036 ) Other (expense) income: Change in fair value of derivative warrant liabilities - 340,000 340,000 Financing cost - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 18,534 - 18,534 Total other (expense) income 18,534 (134,390 ) (115,856 ) Net loss $ (146,502 ) $ (134,390 ) $ (280,892 ) Basic and Diluted weighted-average Class A common shares outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A share $ 0.00 - $ 0.00 Basic and Diluted weighted-average Class B common shares outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B share $ (0.03 ) $ (0.03 ) $ (0.06 ) Period From June 4, 2020 (Inception) Through September 30, 2020 As Previously Reported Restatement Adjustment As Restated Unaudited Condensed Statement of Cash Flows Net loss $ (146,502 ) $ (134,390 ) $ (280,892 ) Change in fair value of derivative warrant liabilities $ - $ (340,000 ) $ (340,000 ) Financing Costs - derivative warrant liabilities $ - $ 474,390 $ 474,390 Initial value of Class A common stock subject to possible redemption $ 189,429,260 $ (12,981,000 ) $ 176,448,260 Change in fair value of Class A common stock subject to possible redemption $ 95,610 $ 148,780 $ 244,390

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	7 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage limit of $250,000, and investments held in Trust Account. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Investments Held in the Trust Account	Investments Held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in net gain on investments, dividends and interest held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account were determined using available market information.
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 had approximately $1.0 million in cash as of December 31, 2020 and no cash equivalents.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of December 31, 2020, the carrying values of cash, prepaid expenses, accounts payable, accrued expenses, and franchise tax payable approximate their fair values due primarily to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in money market funds that comprise only U.S. Treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have subsequently been measured based on the listed market price of such warrants.
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred in connection with the preparation for the Initial Public Offering. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Public Shares were charged to shareholders’ equity upon the completion of the Initial Public Offering.
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Shares of Class A common stock subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Shares of conditionally redeemable Class A common stock (including Class A common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, shares of Class A common stock are classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at December 31, 2020, 16,083,903 shares of Class A common stock subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.
Derivative Warrant liabilities	Derivative Warrant liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. In accordance with ASC 825-10 “Financial Instruments”, offering costs attributable to the issuance of the derivative warrant liabilities have been allocated based on their relative fair value of total proceeds and are recognized in the statement of operations as incurred. The 10,000,000 issued in connection with the Initial Public Offering (the “Public Warrants”) and the 6,000,000 Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of the Public Warrants issued in connection with the Public Offering and Private Placement Warrants were initially measured at fair value using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model each measurement date. The fair value of Public Warrants issued in connection with the Initial Public Offering have subsequently been measured based on the listed market price of such warrants.
Net Income (Loss) Per Common Share	Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income (loss) per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. The Company has not considered the effect of the warrants sold in the Initial Public Offering and Private Placement to purchase an aggregate of 16,000,000 shares of Class A common stock in the calculation of diluted loss per share, since their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted loss per common share is the same as basic loss per common share for the period presented. The Company’s statement of operations includes a presentation of income (loss) per common share for common stock subject to redemption in a manner similar to the two-class method of loss per share. Net income (loss) per share, basic and diluted for Class A common stock is calculated by dividing the investment income earned on the Trust Account, net of applicable income and franchise taxes, which resulted in $0 for the period from June 4, 2020 (inception) to December 31, 2020, by the weighted average number of shares of Class A common stock outstanding for the period. Net loss per share, basic and diluted for Class B common stock is calculated by dividing the net loss of approximately $16.1 million, less income attributable to Class A common stock, by the weighted average number of shares of Class B common stock outstanding for the period.
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of December 31, 2020. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company’s management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	7 Months Ended
	Dec. 31, 2020
Condensed Financial Information Disclosure [Abstract]
Schedule of statements of balance sheet	As of December 31, 2020 As Previously Restatement As Restated Balance Sheet Total assets $ 201,401,935 $ - $ 201,401,935 Liabilities and stockholders’ equity Total current liabilities $ 242,903 $ - $ 242,903 Deferred underwriting commissions 7,000,000 - 7,000,000 Derivative warrant liabilities - 28,320,000 28,320,000 Total liabilities 7,242,903 28,320,000 35,562,903 Class A common stock, $0.0001 par value; shares subject to possible redemption 189,159,030 (28,320,000 ) 160,839,030 Stockholders’ equity Preferred stock- $0.0001 par value - - - Class A common stock - $0.0001 par value 108 284 392 Class B common stock - $0.0001 par value 500 - 500 Additional paid-in-capital 5,319,519 15,814,106 21,133,625 Accumulated deficit (320,125 ) (15,814,390 ) (16,134,515 ) Total stockholders’ equity 5,000,002 - 5,000,002 Total liabilities and stockholders’ equity $ 201,401,935 $ - $ 201,401,935
Schedule of statements of operations	Period From June 4, 2020 (Inception) As Previously Restatement As Restated Statement of Operations Loss from operations $ (387,696 ) $ - $ (387,696 ) Other (expense) income: Change in fair value of derivative warrant liabilities - (15,340,000 ) (15,340,000 ) Financing costs - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 67,571 - 67,571 Total other (expense) income 67,571 (15,814,390 ) (15,746,819 ) Net loss $ (320,125 ) $ (15,814,390 ) $ (16,134,515 ) Basic and Diluted weighted-average Class A common stock outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A common shares $ 0.00 - $ - Basic and Diluted weighted-average Class B common stock outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B common shares $ (0.06 ) $ (3.17 ) $ (3.23 )
Schedule of statements of cash flows	Period From June 4, 2020 (Inception) Through December 31, 2020 As Previously Reported Restatement Adjustment As Restated Statement of Cash Flows Net loss $ (320,125 ) $ (15,814,390 ) $ (16,134,515 ) Change in fair value of derivative warrant liabilities $ - $ 15,340,000 $ 15,340,000 Financing Costs - derivative warrant liabilities $ - $ 474,390 $ 474,390 Initial value of Class A common stock subject to possible redemption $ 189,429,260 $ (12,981,000 ) $ 176,448,260 Change in fair value of Class A common stock subject to possible redemption $ 95,610 $ (15,704,840 ) $ (15,609,230 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	7 Months Ended
	Dec. 31, 2020
Fair Value Disclosures [Abstract]
Schedule of financial assets that are measured at fair value on a recurring basis	December 31, 2020 Description Quoted Significant Significant Assets Investments held in Trust Account $ 200,067,535 $ - $ - Liabilities Derivative warrant liabilities -Public Warrants $ 17,400,000 $ - $ - Derivative warrant liabilities -Private Warrants $ - $ - $ 10,920,000
Schedule of information regarding Level 3 fair value measurements inputs as their measurement dates	As of As of As of Stock Price $ 9.60 $ 9.58 $ 10.24 Volatility 15.5 % 15.5 % 24.0 % Expected life of the options to convert 6 5.75 5.5 Risk-free rate 0.40 % 0.35 % 0.43 % Dividend yield 0.0 % 0.0 % 0.0 %
Schedule of changes in the fair value of warrant liabilities	Issuance of Public and Private Warrants, Level 3 measurments $ 12,980,000 Transfer out of Public Public Warrants to Level 1 (7,900,000 ) Change in fair value of derivative warrant liabilities measured with Level 3 inputs 5,840,000 Derivative warrant liabilities measured with Level 3 inputs, December 31, 2020 $ 10,920,000

Income Taxes (Tables)

Income Taxes (Tables)	7 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Schedule of income tax provision (benefit)	Current Federal $ (22,355 ) State - Deferred Federal (44,871 ) State - Change in valuation allowance 67,226 Income tax provision $ -
Schedule of net deferred tax assets	Deferred tax asset: Start-up/organization costs $ 44,871 Net operating loss carryforwards 22,355 Total deferred tax assets 67,226 Valuation allowance (67,226 ) Deferred tax asset, net of allowance $ –
Schedule of reconciliation of the statutory federal income tax rate (benefit)	Statutory Federal income tax rate 21.0 % Change in fair value of derivative warrant liabilities (20.0 ) Financing cost on derivative warrant liabilities (0.6 ) Change in Valuation Allowance (0.4 )% Effective tax rate 0.0 %

Quarterly Financial Informati_2

Quarterly Financial Information (Unaudited) (Tables)	7 Months Ended
	Dec. 31, 2020
Quarterly Financial Information Disclosure [Abstract]
Schedule of unaudited condensed balance sheet	As of September 30, 2020 As Previously Restatement As Restated Unaudited Condensed Balance Sheet Total assets $ 201,529,675 $ - $ 201,529,675 Liabilities and stockholders’ equity Total current liabilities $ 197,020 $ - $ 197,020 Deferred underwriting commissions 7,000,000 - 7,000,000 Derivative warrant liabilities - 12,640,000 12,640,000 Total liabilities 7,197,020 12,640,000 19,837,020 Class A common stock, $0.0001 par value; shares subject to possible redemption 189,332,650 (12,640,000 ) 176,692,650 Stockholders’ equity Preferred stock- $0.0001 par value - - - Class A common stock - $0.0001 par value 107 126 233 Class B common stock - $0.0001 par value 575 - 575 Additional paid-in-capital 5,145,825 134,264 5,280,089 Accumulated deficit (146,502 ) (134,390 ) (280,892 ) Total stockholders’ equity 5,000,005 - 5,000,005 Total liabilities and stockholders’ equity $ 201,529,675 $ - $ 201,529,675
Schedule of unaudited condensed statement of operations	Three Months Ended As Previously Restatement As Restated Unaudited Condensed Statement of Operations Loss from operations $ (146,829 ) $ - $ (146,829 ) Other (expense) income: Change in fair value of derivative warrant liabilities - 340,000 340,000 Financing cost - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 18,534 - 18,534 Total other (expense) income 18,534 (134,390 ) (115,856 ) Net loss $ (128,295 ) $ (134,390 ) $ (262,685 ) Basic and Diluted weighted-average Class A common shares outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A common shares $ 0.00 - $ 0.00 Basic and Diluted weighted-average Class B common shares outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B common shares $ (0.03 ) $ (0.02 ) $ (0.05 ) Period From June 4, 2020 (Inception) As Previously Restatement As Restated Unaudited Condensed Statement of Operations Loss from operations $ (165,036 ) $ - $ (165,036 ) Other (expense) income: Change in fair value of derivative warrant liabilities - 340,000 340,000 Financing cost - derivative warrant liabilities - (474,390 ) (474,390 ) Net gain from investments held in Trust Account 18,534 - 18,534 Total other (expense) income 18,534 (134,390 ) (115,856 ) Net loss $ (146,502 ) $ (134,390 ) $ (280,892 ) Basic and Diluted weighted-average Class A common shares outstanding 20,000,000 - 20,000,000 Basic and Diluted net loss per Class A share $ 0.00 - $ 0.00 Basic and Diluted weighted-average Class B common shares outstanding 5,000,000 - 5,000,000 Basic and Diluted net loss per Class B share $ (0.03 ) $ (0.03 ) $ (0.06 )
Schedule of unaudited condensed statement of cash flows	Period From June 4, 2020 (Inception) Through September 30, 2020 As Previously Reported Restatement Adjustment As Restated Unaudited Condensed Statement of Cash Flows Net loss $ (146,502 ) $ (134,390 ) $ (280,892 ) Change in fair value of derivative warrant liabilities $ - $ (340,000 ) $ (340,000 ) Financing Costs - derivative warrant liabilities $ - $ 474,390 $ 474,390 Initial value of Class A common stock subject to possible redemption $ 189,429,260 $ (12,981,000 ) $ 176,448,260 Change in fair value of Class A common stock subject to possible redemption $ 95,610 $ 148,780 $ 244,390

Description of Organization, _2

Description of Organization, Business Operations and Basis of Presentation (Details) - USD ($)	Jun. 03, 2020	Aug. 25, 2020	Dec. 31, 2020
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Deferred underwriting commissions		$ 7,000,000
Sale of stock description		The underwriters were granted a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at $10.00 per Unit.	The Company granted the underwriters a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price, less underwriting discounts and commissions. The over-allotment expired unexercised on October 5, 2020.
Minimum percentage specified for aggregate fair market value of assets held in trust account			80.00%
Business combination outstanding voting securities acquires percentage			50.00%
Amount per share initially held in trust account (in Dollars per share)			$ 10
Minimum amount of net tangible assets for business combination			$ 5,000,001
Minimum threshold percentage of common stock sold in initial public offering			15.00%
Dissolution expenses			$ 100,000
Trust account description			The initial stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to the deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 or potentially less. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) 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”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses and 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.
Description of debt instrument			The value of the aggregate consideration will change between now and the Closing based on (i) the difference between the net debt of FEI at the Closing and the current target net debt of $4.6 billion and (ii) (x) the difference between the 60-day average closing stock price of a share of Golden Nugget Online Gaming, Inc. (“GNOG”) as of the day prior to the Closing and $18.46, the closing stock price of GNOG on January 28, 2021, multiplied by (y) 31,350,625 (subject to adjustment by reason of any stock dividend, subdivision, reclassification, reorganization, recapitalization, split, combination or exchange of shares, or any other similar event between the date of the Merger Agreement and the Closing).
Net debt			$ 4,600,000,000
Number of votes per share (in Dollars per share)			$ 10
Number of shares percentage			20.00%
Transaction expenses			$ 1,240,000,000
Net tangible assets			5,000,001
Operating bank account			1,000,000
Working capital			1,100,000
Related party debt		$ 54,000	$ 53,947
Initial Public Offering [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Number of units issued in transaction (in Shares)		20,000,000
Price per unit (in Dollars per share)		$ 10
Gross proceeds from issuance offering		$ 200,000,000
Offering costs		$ 11,500,000
Sale of stock description			Upon the closing of the Initial Public Offering and the Private Placement, $200.0 million ($10.00 per Unit) of the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement were placed in a trust account (“Trust Account”) located in the United States at JP Morgan Chase Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, and are invested only in U.S. “government securities,” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act of 1940, as amended (the “Investment Company Act”) which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account as described below.
Redemption percentage of public shares			100.00%
Description of debt instrument	the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest bearing and payable upon the completion of the Initial Public Offering. Through August 25, 2020, the Company borrowed $300,000 under the Note and received additional advances of approximately $54,000 from the Sponsor to cover for certain offering expenses. The Company fully repaid the Note and the advances to the Sponsor on August 25, 2020.
Over-Allotment Option [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Number of units issued in transaction (in Shares)		3,000,000
Price per unit (in Dollars per share)		$ 10
Gross proceeds from issuance offering		$ 600,000
Sale of stock description		If the over-allotment option was exercised, the Sponsor could have purchased an additional amount of up to 600,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant.
Private placement warrant [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Number of units issued in transaction (in Shares)		6,000,000
Price per unit (in Dollars per share)		$ 1
Gross proceeds from issuance offering		$ 6,000,000
Warrants price per shrare (in Dollars per share)		$ 1
Private placement warrant [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Price per unit (in Dollars per share)			$ 10
Gross proceeds from issuance offering			$ 200
Proposed Public Offering [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Capital contribution		$ 25,000
Class A Common Stock [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Gross proceeds from issuance offering			$ 1,970,000,000
Class A Common Stock [Member] | Initial Public Offering [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Sale of stock description			Each Unit consists of one share of Class A common stock, and one-half of one redeemable warrant (each, a “Public Warrant”). Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment (see Note 7).
Class A Common Stock [Member] | Private placement warrant [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Price per unit (in Dollars per share)		$ 11.50
Class B Common Stock [Member]
Description of Organization, Business Operations and Basis of Presentation (Details) [Line Items]
Price per unit (in Dollars per share)			$ 10

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements (Details) - USD ($)	1 Months Ended
	Aug. 25, 2020	Dec. 31, 2020
Restatement of Previously Issued Financial Statements (Details) [Line Items]
Warrants liabilities at fair value	$ 13,100,000
Additional paid-in capital	13,500,000	$ 21,133,625
Accumulated deficit	13,500,000	(16,134,515)
Class A Common Shares [Member]
Restatement of Previously Issued Financial Statements (Details) [Line Items]
Class A common stock subject to possible redemption	$ 25,900,000	$ 392

Restatement of Previously Iss_4

Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet - USD ($)	Dec. 31, 2020	Sep. 30, 2020
As Previously Reported [Member]
Balance Sheet
Total assets	$ 201,401,935	$ 201,529,675
Liabilities and stockholders’ equity
Total current liabilities	242,903	197,020
Deferred underwriting commissions	7,000,000
Derivative warrant liabilities
Total liabilities	7,242,903	7,197,020
Class A common stock, $0.0001 par value; shares subject to possible redemption	189,159,030	189,332,650
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	108	107
Class B common stock - $0.0001 par value	500
Additional paid-in-capital	5,319,519	5,145,825
Accumulated deficit	(320,125)	(146,502)
Total stockholders’ equity	5,000,002	5,000,005
Total liabilities and stockholders’ equity	201,401,935	201,529,675
Restatement Adjustment [Member]
Balance Sheet
Total assets
Liabilities and stockholders’ equity
Total current liabilities
Deferred underwriting commissions
Derivative warrant liabilities	28,320,000
Total liabilities	28,320,000	12,640,000
Class A common stock, $0.0001 par value; shares subject to possible redemption	(28,320,000)	(12,640,000)
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	284	126
Class B common stock - $0.0001 par value
Additional paid-in-capital	15,814,106	134,264
Accumulated deficit	(15,814,390)	(134,390)
Total stockholders’ equity
Total liabilities and stockholders’ equity
As Restated [Member]
Balance Sheet
Total assets	201,401,935	201,529,675
Liabilities and stockholders’ equity
Total current liabilities	242,903	197,020
Deferred underwriting commissions	7,000,000
Derivative warrant liabilities	28,320,000
Total liabilities	35,562,903	19,837,020
Class A common stock, $0.0001 par value; shares subject to possible redemption	160,839,030	176,692,650
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	392	233
Class B common stock - $0.0001 par value	500
Additional paid-in-capital	21,133,625	5,280,089
Accumulated deficit	(16,134,515)	(280,892)
Total stockholders’ equity	5,000,002	5,000,005
Total liabilities and stockholders’ equity	$ 201,401,935	$ 201,529,675

Restatement of Previously Iss_5

Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals)	Dec. 31, 2020$ / shares
As Previously Reported [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Preferred stock, par value	$ 0.0001
As Previously Reported [Member] | Class A Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock subject to possible redemption, par value	0.0001
Common stock, par value	0.0001
As Previously Reported [Member] | Class B Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock, par value	0.0001
Restatement Adjustment [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Preferred stock, par value	0.0001
Restatement Adjustment [Member] | Class A Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock subject to possible redemption, par value	0.0001
Common stock, par value	0.0001
Restatement Adjustment [Member] | Class B Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock, par value	0.0001
As Restated [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Preferred stock, par value	0.0001
As Restated [Member] | Class A Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock subject to possible redemption, par value	0.0001
Common stock, par value	0.0001
As Restated [Member] | Class B Common Stock [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of balance sheet (Parentheticals) [Line Items]
Common stock, par value	$ 0.0001

Restatement of Previously Iss_6

Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of operations - USD ($)	3 Months Ended	4 Months Ended	7 Months Ended
	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
As Previously Reported [Member]
Statement of Operations
Loss from operations	$ (146,829)	$ (165,036)	$ (387,696)
Change in fair value of derivative warrant liabilities
Financing costs - derivative warrant liabilities
Net gain from investments held in Trust Account			67,571
Total other (expense) income	18,534	18,534	67,571
Net loss	$ (128,295)	$ (146,502)	$ (320,125)
As Previously Reported [Member] | Class A Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)	20,000,000	20,000,000	20,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ 0	$ 0	$ 0
As Previously Reported [Member] | Class B Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)	5,000,000	5,000,000	5,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ (0.03)	$ (0.03)	$ (0.06)
Restatement Adjustment [Member]
Statement of Operations
Loss from operations
Change in fair value of derivative warrant liabilities	340,000	340,000	(15,340,000)
Financing costs - derivative warrant liabilities	(474,390)	(474,390)	(474,390)
Net gain from investments held in Trust Account
Total other (expense) income	(134,390)	(134,390)	(15,814,390)
Net loss	$ (134,390)	$ (134,390)	$ (15,814,390)
Restatement Adjustment [Member] | Class A Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)
Basic and Diluted net loss per share (in Dollars per share)
Restatement Adjustment [Member] | Class B Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)
Basic and Diluted net loss per share (in Dollars per share)	$ (0.02)	$ (0.03)	$ (3.17)
As Restated [Member]
Statement of Operations
Loss from operations			$ (387,696)
Change in fair value of derivative warrant liabilities			(15,340,000)
Financing costs - derivative warrant liabilities			(474,390)
Net gain from investments held in Trust Account			67,571
Total other (expense) income			(15,746,819)
Net loss			$ (16,134,515)
As Restated [Member] | Class A Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)			20,000,000
Basic and Diluted net loss per share (in Dollars per share)
As Restated [Member] | Class B Common Stock [Member]
Statement of Operations
Basic and Diluted weighted-average stock outstanding (in Shares)			5,000,000
Basic and Diluted net loss per share (in Dollars per share)			$ (3.23)

Restatement of Previously Iss_7

Restatement of Previously Issued Financial Statements (Details) - Schedule of statements of cash flows - USD ($)	3 Months Ended	4 Months Ended	7 Months Ended
	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
As Previously Reported [Member]
Statement of Cash Flows
Net loss	$ (128,295)	$ (146,502)	$ (320,125)
Change in fair value of derivative warrant liabilities
Financing Costs - derivative warrant liabilities
Initial value of Class A common stock subject to possible redemption		189,429,260	189,429,260
Change in fair value of Class A common stock subject to possible redemption		95,610	95,610
Restatement Adjustment [Member]
Statement of Cash Flows
Net loss	(134,390)	(134,390)	(15,814,390)
Change in fair value of derivative warrant liabilities	$ (340,000)	(340,000)	15,340,000
Financing Costs - derivative warrant liabilities			474,390
Initial value of Class A common stock subject to possible redemption		(12,981,000)	(12,981,000)
Change in fair value of Class A common stock subject to possible redemption		$ 148,780	(15,704,840)
As Restated [Member]
Statement of Cash Flows
Net loss			(16,134,515)
Change in fair value of derivative warrant liabilities			15,340,000
Financing Costs - derivative warrant liabilities			474,390
Initial value of Class A common stock subject to possible redemption			176,448,260
Change in fair value of Class A common stock subject to possible redemption			$ (15,609,230)

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details)	7 Months Ended
	Dec. 31, 2020USD ($)shares
Summary of Significant Accounting Policies (Details) [Line Items]
Federal depository insurance coverage, amount | $	$ 250,000
Cash | $	$ 1,000,000
Initial public offering | shares	6,000,000
Applicable income and franchise taxes | $	$ 0
Derivative Warrant liabilities [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Initial public offering | shares	10,000,000
Class A Common Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Common stock subject to possible redemption | shares	16,083,903
Purchase an aggregate common stock, shares | shares	16,000,000
Class B Common Stock [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Dividing net loss | $	$ 16,100,000

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	7 Months Ended
	Aug. 25, 2020	Dec. 31, 2020
Initial Public Offering (Details) [Line Items]
Deferred underwriting commissions	$ 7
Description of initial public offering	The underwriters were granted a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at $10.00 per Unit.	The Company granted the underwriters a 45-day option from the date of the final prospectus relating to the Initial Public Offering to purchase up to 3,000,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price, less underwriting discounts and commissions. The over-allotment expired unexercised on October 5, 2020.
IPO [Member]
Initial Public Offering (Details) [Line Items]
Number of units issued in transaction (in Shares)	20,000,000
Price per share (in Dollars per share)	$ 10
Generating gross proceeds	$ 200
Offering costs	$ 11.5
Description of initial public offering		Upon the closing of the Initial Public Offering and the Private Placement, $200.0 million ($10.00 per Unit) of the net proceeds of the sale of the Units in the Initial Public Offering and the Private Placement were placed in a trust account (“Trust Account”) located in the United States at JP Morgan Chase Bank, N.A. with Continental Stock Transfer & Trust Company acting as trustee, and are invested only in U.S. “government securities,” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act of 1940, as amended (the “Investment Company Act”) which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account as described below.
Class A Common Stock [Member] | IPO [Member]
Initial Public Offering (Details) [Line Items]
Description of initial public offering		Each Unit consists of one share of Class A common stock, and one-half of one redeemable warrant (each, a “Public Warrant”). Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment (see Note 7).

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Aug. 04, 2020	Jun. 03, 2020	Aug. 25, 2020	Jun. 19, 2020	Dec. 31, 2020
Related Party Transactions (Details) [Line Items]
Stock split reverse, description					Notwithstanding the foregoing, if (1) the last reported sales price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination or (2) if the Company consummates a transaction after the initial Business Combination which results in the Company’s stockholders having the right to exchange their shares for cash, securities or other property, the Founder Shares will be released from the lock-up.
Private placement warrants, description					the closing of the Initial Public Offering, the Company consummated the Private Placement of 6,000,000 Private Placement Warrants to the Sponsor, each exercisable to purchase one share of Class A common stock at $11.50 per share, at a price of $1.00 per Private Placement Warrant, generating gross proceeds to the Company of $6.0 million. If the over-allotment option was exercised, the Sponsor could have purchased an additional amount of up to 600,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant.
Debt instrument, description					The value of the aggregate consideration will change between now and the Closing based on (i) the difference between the net debt of FEI at the Closing and the current target net debt of $4.6 billion and (ii) (x) the difference between the 60-day average closing stock price of a share of Golden Nugget Online Gaming, Inc. (“GNOG”) as of the day prior to the Closing and $18.46, the closing stock price of GNOG on January 28, 2021, multiplied by (y) 31,350,625 (subject to adjustment by reason of any stock dividend, subdivision, reclassification, reorganization, recapitalization, split, combination or exchange of shares, or any other similar event between the date of the Merger Agreement and the Closing).
Related party loans, description					the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lenders’ discretion, up to $1.5 million of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans.
Secretarial administrative services					$ 15,000
incurred related services					$ 60,000
Over-Allotment Option [Member]
Related Party Transactions (Details) [Line Items]
Purchased amount			3,000,000
Price per share			$ 10
Aggregate price			$ 600,000
Number of founder shares	750,000
Percentage of issued and outstanding common stock	20.00%
Initial Public Offering [Member]
Related Party Transactions (Details) [Line Items]
Purchased amount			20,000,000
Price per share			$ 10
Aggregate price			$ 200,000,000
Debt instrument, description		the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest bearing and payable upon the completion of the Initial Public Offering. Through August 25, 2020, the Company borrowed $300,000 under the Note and received additional advances of approximately $54,000 from the Sponsor to cover for certain offering expenses. The Company fully repaid the Note and the advances to the Sponsor on August 25, 2020.
Class B Common Stock [Member]
Related Party Transactions (Details) [Line Items]
Price per share					$ 10
Number of common stock holding by the sponsor	5,750,000
Class B Common Stock [Member] | Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Purchased amount				7,187,500
Price per share				$ 0.0001
Aggregate price				$ 25,000

Commitments and Contingencies (

Commitments and Contingencies (Details)	7 Months Ended
	Dec. 31, 2020
Initial Public Offering [Member]
Commitments and Contingencies (Details) [Line Items]
Description of underwriting agreement	The underwriters were entitled to an underwriting discount of $0.20 per unit, or $4.0 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, $0.35 per unit, or $7.0 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement.
Over Allotment Option [Member]
Commitments and Contingencies (Details) [Line Items]
Description of underwriting agreement	The underwriters would have been entitled to an additional fee of $0.6 million upon closing of the underwriters’ over-allotment option and approximately $1.1 million in deferred underwriting commissions if the over-allotment option was exercised in full. The over-allotment expired unexercised on October 5, 2020.

Derivative Warrant Liabilities

Derivative Warrant Liabilities (Details)	7 Months Ended
	Dec. 31, 2020$ / sharesshares
Derivative Warrant Liabilities (Details) [Line Items]
Initial public offering	6,000,000
Warrants term	5 years
Warrant exercise price | $ / shares	$ 11.50
Private Placement [Member]
Derivative Warrant Liabilities (Details) [Line Items]
Warrants, description	the Company may redeem the outstanding warrants for cash (except as described herein with respect to the Private Placement Warrants): ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon a minimum of 30 days’ prior written notice of redemption; and ● if, and only if, the last sales price of the Class A common stock equals or exceeds $18.00 per share on each of 20 trading days within the 30-trading day period ending on the third business day prior to the date on which the Company sends the notice of redemption to the warrant holders.
Derivative Warrant Liabilities [Member]
Derivative Warrant Liabilities (Details) [Line Items]
Initial public offering	10,000,000
Class A Common Stock [Member]
Derivative Warrant Liabilities (Details) [Line Items]
Description of warrants	the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the Company’s initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A common stock during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants for cash” will be adjusted (to the nearest cent) to be equal to 185% of the higher of the Market Value and the Newly Issued Price.
Class A Common Stock [Member] | Derivative Warrant Liabilities [Member]
Derivative Warrant Liabilities (Details) [Line Items]
Description of warrants	In the case that additional shares of Class A common stock or equity-linked securities are issued or deemed issued in connection with the initial Business Combination, the number of shares of Class A common stock issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the total number of shares of Class A common stock outstanding after such conversion (after giving effect to any redemptions of shares of Class A common stock by Public Stockholders), including the total number of shares of Class A common stock issued, or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any shares of Class A common stock or equity-linked securities or rights exercisable for or convertible into shares of Class A common stock issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of Working Capital Loans, provided that such conversion of Founder Shares will never occur on a less than one-for-one basis.

Stockholders_ Equity (Details)

Stockholders’ Equity (Details) - $ / shares	7 Months Ended
	Dec. 31, 2020	Oct. 05, 2020	Aug. 04, 2020	Jun. 19, 2020
Stockholders’ Equity (Details) [Line Items]
Preference shares authorized	1,000,000
Preference shares, par value (in Dollars per share)	$ 0.0001
Class A Common Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Common stock, shares authorized	380,000,000
Common stock, par value (in Dollars per share)	$ 0.0001
Common stock, issued	3,916,097
Common stock, shares outstanding	3,916,097
Common stock subject to possible redemption	18,915,903
Description of warrants	the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the Company’s initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A common stock during the 20 trading day period starting on the trading day after the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants for cash” will be adjusted (to the nearest cent) to be equal to 185% of the higher of the Market Value and the Newly Issued Price.
Class A Common Stock [Member] | Warrant [Member]
Stockholders’ Equity (Details) [Line Items]
Description of warrants	In the case that additional shares of Class A common stock or equity-linked securities are issued or deemed issued in connection with the initial Business Combination, the number of shares of Class A common stock issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the total number of shares of Class A common stock outstanding after such conversion (after giving effect to any redemptions of shares of Class A common stock by Public Stockholders), including the total number of shares of Class A common stock issued, or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any shares of Class A common stock or equity-linked securities or rights exercisable for or convertible into shares of Class A common stock issued, or to be issued, to any seller in the initial Business Combination and any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of Working Capital Loans, provided that such conversion of Founder Shares will never occur on a less than one-for-one basis.
Class B Common Stock [Member]
Stockholders’ Equity (Details) [Line Items]
Common stock, shares authorized	20,000,000
Common stock, par value (in Dollars per share)	$ 0.0001
Common stock, issued	5,000,000			7,187,500
Common stock, shares outstanding	5,000,000	5,000,000	5,750,000
Subject to forfeiture	750,000
Issued and outstanding, percentage	20.00%

Fair Value Measurements (Detail

Fair Value Measurements (Details) $ in Millions	7 Months Ended
	Dec. 31, 2020USD ($)
Fair Value Disclosures [Abstract]
Change in fair value of derivative warrant liabilities	$ 15.3

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of financial assets that are measured at fair value on a recurring basis	Dec. 31, 2020USD ($)
Quoted Prices in Active Markets (Level 1) [Member]
Assets
Investments held in Trust Account	$ 200,067,535
Liabilities
Derivative warrant liabilities – Public Warrants	17,400,000
Derivative warrant liabilities - Private Warrants
Significant Other Observable Inputs (Level 2) [Member]
Assets
Investments held in Trust Account
Liabilities
Derivative warrant liabilities – Public Warrants
Derivative warrant liabilities - Private Warrants
Significant Other Unobservable Inputs (Level 3) [Member]
Assets
Investments held in Trust Account
Liabilities
Derivative warrant liabilities – Public Warrants
Derivative warrant liabilities - Private Warrants	$ 10,920,000

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of information regarding Level 3 fair value measurements inputs as their measurement dates - Level 3 fair value measurements inputs as their measurement dates - Level 3 [Member] - $ / shares	3 Months Ended
	Dec. 31, 2020	Sep. 30, 2020	Aug. 25, 2020
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Stock Price (in Dollars per share)	$ 10.24	$ 9.58	$ 9.60
Volatility	24.00%	15.50%	15.50%
Expected life of the options to convert	5 years 6 months	5 years 9 months	6 years
Risk-free rate	0.43%	0.35%	0.40%
Dividend yield	0.00%	0.00%	0.00%

Fair Value Measurements (Deta_4

Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities	7 Months Ended
	Dec. 31, 2020USD ($)
Schedule of changes in the fair value of warrant liabilities [Abstract]
Issuance of Public and Private Warrants, Level 3 measurments	$ 12,980,000
Transfer out of Public Public Warrants to Level 1	(7,900,000)
Change in fair value of derivative warrant liabilities measured with Level 3 inputs	5,840,000
Derivative warrant liabilities measured with Level 3 inputs, December 31, 2020	$ 10,920,000

Income Taxes (Details)

Income Taxes (Details)	7 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Valuation allowance	$67,000

Income Taxes (Details) - Schedu

Income Taxes (Details) - Schedule of income tax provision (benefit)	7 Months Ended
	Dec. 31, 2020USD ($)
Current
Federal	$ (22,355)
State
Deferred
Federal	(44,871)
State
Change in valuation allowance	67,226
Income tax provision

Income Taxes (Details) - Sche_2

Income Taxes (Details) - Schedule of net deferred tax assets	Dec. 31, 2020USD ($)
Deferred tax asset:
Start-up/organization costs	$ 44,871
Net operating loss carryforwards	22,355
Total deferred tax assets	67,226
Valuation allowance	(67,226)
Deferred tax asset, net of allowance

Income Taxes (Details) - Sche_3

Income Taxes (Details) - Schedule of reconciliation of the statutory federal income tax rate (benefit)	7 Months Ended
	Dec. 31, 2020
Schedule of reconciliation of the statutory federal income tax rate (benefit) [Abstract]
Statutory Federal income tax rate	21.00%
Change in fair value of derivative warrant liabilities	(20.00%)
Financing cost on derivative warrant liabilities	(0.60%)
Change in Valuation Allowance	(0.40%)
Effective tax rate	0.00%

Quarterly Financial Informati_3

Quarterly Financial Information (Unaudited) (Details) - Schedule of unaudited condensed balance sheet - USD ($)	Dec. 31, 2020	Sep. 30, 2020
As Previously Reported Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total assets	$ 201,401,935	$ 201,529,675
Liabilities and stockholders’ equity
Total current liabilities	242,903	197,020
Deferred underwriting commissions		7,000,000
Derivative warrant liabilities
Total liabilities	7,242,903	7,197,020
Class A common stock, $0.0001 par value; shares subject to possible redemption	189,159,030	189,332,650
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	108	107
Class B common stock - $0.0001 par value		575
Additional paid-in-capital	5,319,519	5,145,825
Accumulated deficit	(320,125)	(146,502)
Total stockholders’ equity	5,000,002	5,000,005
Total liabilities and stockholders’ equity	201,401,935	201,529,675
Restatement Adjustment Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total assets
Liabilities and stockholders’ equity
Total current liabilities
Deferred underwriting commissions
Derivative warrant liabilities		12,640,000
Total liabilities	28,320,000	12,640,000
Class A common stock, $0.0001 par value; shares subject to possible redemption	(28,320,000)	(12,640,000)
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	284	126
Class B common stock - $0.0001 par value
Additional paid-in-capital	15,814,106	134,264
Accumulated deficit	(15,814,390)	(134,390)
Total stockholders’ equity
Total liabilities and stockholders’ equity
As Restated [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total assets	201,401,935	201,529,675
Liabilities and stockholders’ equity
Total current liabilities	242,903	197,020
Deferred underwriting commissions		7,000,000
Derivative warrant liabilities		12,640,000
Total liabilities	35,562,903	19,837,020
Class A common stock, $0.0001 par value; shares subject to possible redemption	160,839,030	176,692,650
Stockholders’ equity
Preferred stock- $0.0001 par value
Class A common stock - $0.0001 par value	392	233
Class B common stock - $0.0001 par value		575
Additional paid-in-capital	21,133,625	5,280,089
Accumulated deficit	(16,134,515)	(280,892)
Total stockholders’ equity	5,000,002	5,000,005
Total liabilities and stockholders’ equity	$ 201,401,935	$ 201,529,675

Quarterly Financial Informati_4

Quarterly Financial Information (Unaudited) (Details) - Schedule of unaudited condensed statement of operations - USD ($)	3 Months Ended	4 Months Ended	7 Months Ended
	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
As Previously Reported [Member]
Condensed Income Statements, Captions [Line Items]
Loss from operations	$ (146,829)	$ (165,036)	$ (387,696)
Other (expense) income:
Change in fair value of derivative warrant liabilities
Financing cost - derivative warrant liabilities
Net gain from investments held in Trust Account	18,534	18,534
Total other (expense) income	18,534	18,534	67,571
Net loss	$ (128,295)	$ (146,502)	$ (320,125)
As Previously Reported [Member] | Class A Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)	20,000,000	20,000,000	20,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ 0	$ 0	$ 0
As Previously Reported [Member] | Class B Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)	5,000,000	5,000,000	5,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ (0.03)	$ (0.03)	$ (0.06)
Restatement Adjustment [Member]
Condensed Income Statements, Captions [Line Items]
Loss from operations
Other (expense) income:
Change in fair value of derivative warrant liabilities	340,000	340,000	(15,340,000)
Financing cost - derivative warrant liabilities	(474,390)	(474,390)	(474,390)
Net gain from investments held in Trust Account
Total other (expense) income	(134,390)	(134,390)	(15,814,390)
Net loss	$ (134,390)	$ (134,390)	$ (15,814,390)
Restatement Adjustment [Member] | Class A Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)
Basic and Diluted net loss per share (in Dollars per share)
Restatement Adjustment [Member] | Class B Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)
Basic and Diluted net loss per share (in Dollars per share)	$ (0.02)	$ (0.03)	$ (3.17)
As Restated [Member]
Condensed Income Statements, Captions [Line Items]
Loss from operations	$ (146,829)	$ (165,036)
Other (expense) income:
Change in fair value of derivative warrant liabilities	340,000	340,000
Financing cost - derivative warrant liabilities	(474,390)	(474,390)
Net gain from investments held in Trust Account	18,534	18,534
Total other (expense) income	(115,856)	(115,856)
Net loss	$ (262,685)	$ (280,892)
As Restated [Member] | Class A Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)	20,000,000	20,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ 0	$ 0
As Restated [Member] | Class B Common Shares [Member]
Other (expense) income:
Basic and Diluted weighted-average shares outstanding (in Shares)	5,000,000	5,000,000
Basic and Diluted net loss per share (in Dollars per share)	$ (0.05)	$ (0.06)

Quarterly Financial Informati_5

Quarterly Financial Information (Unaudited) (Details) - Schedule of unaudited condensed statement of cash flows - USD ($)	3 Months Ended	4 Months Ended	7 Months Ended
	Sep. 30, 2020	Sep. 30, 2020	Dec. 31, 2020
As Previously Reported [Member]
Condensed Cash Flow Statements, Captions [Line Items]
Net loss	$ (128,295)	$ (146,502)	$ (320,125)
Change in fair value of derivative warrant liabilities
Financing Costs - derivative warrant liabilities
Initial value of Class A common stock subject to possible redemption		189,429,260	189,429,260
Change in fair value of Class A common stock subject to possible redemption		95,610	95,610
Restatement Adjustment [Member]
Condensed Cash Flow Statements, Captions [Line Items]
Net loss	(134,390)	(134,390)	(15,814,390)
Change in fair value of derivative warrant liabilities	(340,000)	(340,000)	15,340,000
Financing Costs - derivative warrant liabilities	474,390	474,390	474,390
Initial value of Class A common stock subject to possible redemption		(12,981,000)	(12,981,000)
Change in fair value of Class A common stock subject to possible redemption		148,780	$ (15,704,840)
As Restated [Member]
Condensed Cash Flow Statements, Captions [Line Items]
Net loss	(262,685)	(280,892)
Change in fair value of derivative warrant liabilities	(340,000)	(340,000)
Financing Costs - derivative warrant liabilities	$ 474,390	474,390
Initial value of Class A common stock subject to possible redemption		176,448,260
Change in fair value of Class A common stock subject to possible redemption		$ 244,390