Atlantic Avenue Acquisition (ASAQ) 10-Q 11 Aug 21 2021 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2021	Aug. 10, 2021
Entity Listings [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Jun. 30, 2021
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q2
Document Transition Report	false
Entity File Number	001-39951
Entity Registrant Name	Atlantic Avenue Acquisition Corp
Entity Central Index Key	0001819510
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-2200249
Entity Address, Address Line One	2200 Atlantic Street
Entity Address, City or Town	Stamford
Entity Address, State or Province	CT
Entity Address, Postal Zip Code	06902
City Area Code	203
Local Phone Number	989-9709
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Units [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant
Trading Symbol	ASAQ.U
Security Exchange Name	NYSE
Class A Common Stock [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	ASAQ
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		25,000,000
Class B Common Stock [Member]
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		6,250,000
Redeemable Warrants [Member]
Entity Listings [Line Items]
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable
Trading Symbol	ASAQ WS
Security Exchange Name	NYSE

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Assets
Cash	$ 1,190,861	$ 1,527,662
Prepaid expense	168,300	246,814
Total current assets	1,359,161	1,774,476
Investments held in Trust Account	250,011,976	250,004,549
Total assets	251,371,137	251,779,025
Current liabilities:
Accounts payable and accrued expenses	162,919	176,057
Total current liabilities	162,919	176,057
Warrant liabilities	17,143,200	21,370,200
Deferred legal fees	640,067	640,067
Total liabilities	17,946,186	22,186,324
Commitments and contingencies
Common stock subject to possible redemption, 22,842,494 shares and 22,459,270 shares at redemption value as of June 30, 2021 and December 31, 2020, respectively	228,424,942	224,592,700
Stockholders' equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding	0	0
Additional paid-in capital	3,469,434	7,301,636
Retained earnings (accumulated deficit)	1,529,735	(2,302,514)
Total stockholders' equity	5,000,009	5,000,001
Total liabilities and stockholders' equity	251,371,137	251,779,025
Class A Common Stock [Member]
Stockholders' equity:
Common stock	215	254
Class B Common Stock [Member]
Stockholders' equity:
Common stock	$ 625	$ 625

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Liabilities and stockholders' equity
Common stock subject to possible redemption (in shares)	22,842,494	22,459,270
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Class A Common Stock [Member]
Liabilities and stockholders' equity
Common stock subject to possible redemption (in shares)	22,842,494	22,459,270
Stockholders' equity:
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, shares issued (in shares)	2,157,506	2,540,730
Common stock, shares outstanding (in shares)	2,157,506	2,540,730
Class B Common Stock [Member]
Stockholders' equity:
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	30,000,000	30,000,000
Common stock, shares issued (in shares)	6,250,000	6,250,000
Common stock, shares outstanding (in shares)	6,250,000	6,250,000

UNAUDITED CONDENSED STATEMENT O

UNAUDITED CONDENSED STATEMENT OF OPERATIONS - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Loss from Operations
Formation and operating costs	$ 308,963	$ 402,246
Loss from operations	(308,963)	(402,246)
Other income (expense)
Interest earned on investments held in trust	3,734	7,427
Interest earned on working capital account	31	68
Unrealized gain (loss) on change in fair value of warrants	(2,732,800)	4,227,000
Total other income (expense)	(2,729,035)	4,234,495
Net income (loss)	$ (3,037,998)	$ 3,832,249
Class A Common Stock [Member]
Other income (expense)
Basic weighted average shares outstanding (in shares)	25,000,000	25,000,000
Basic net income (loss) per share (in dollars per share)	$ 0	$ 0
Diluted weighted average shares outstanding (in shares)	25,000,000	25,000,000
Diluted net income (loss) per share (in dollars per share)	$ 0	$ 0
Class B Common Stock [Member]
Other income (expense)
Basic weighted average shares outstanding (in shares)	6,250,000	6,250,000
Basic net income (loss) per share (in dollars per share)	$ (0.49)	$ 0.61
Diluted weighted average shares outstanding (in shares)	6,250,000	6,250,000
Diluted net income (loss) per share (in dollars per share)	$ (0.49)	$ 0.61

UNAUDITED CONDENSED STATEMENT_2

UNAUDITED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)	Common Stock [Member]Class A Common Stock [Member]	Common Stock [Member]Class B Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings (Accumulated Deficit) [Member]	Total
Balance at Dec. 31, 2020	$ 254	$ 625	$ 7,301,636	$ (2,302,514)	$ 5,000,001
Balance (in shares) at Dec. 31, 2020	2,540,730	6,250,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 0	$ 0	0	6,870,247	6,870,247
Change in shares subject to possible redemption	$ (69)	$ 0	(6,870,171)	0	(6,870,240)
Change in shares subject to possible redemption (in shares)	(687,024)	0
Balance at Mar. 31, 2021	$ 185	$ 625	431,465	4,567,733	5,000,008
Balance (in shares) at Mar. 31, 2021	1,853,706	6,250,000
Balance at Dec. 31, 2020	$ 254	$ 625	7,301,636	(2,302,514)	5,000,001
Balance (in shares) at Dec. 31, 2020	2,540,730	6,250,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)					3,832,249
Balance at Jun. 30, 2021	$ 215	$ 625	3,469,434	1,529,735	5,000,009
Balance (in shares) at Jun. 30, 2021	2,157,506	6,250,000
Balance at Mar. 31, 2021	$ 185	$ 625	431,465	4,567,733	5,000,008
Balance (in shares) at Mar. 31, 2021	1,853,706	6,250,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 0	$ 0	0	(3,037,998)	(3,037,998)
Change in shares subject to possible redemption	$ 30	$ 0	3,037,969	0	3,037,999
Change in shares subject to possible redemption (in shares)	303,800	0
Balance at Jun. 30, 2021	$ 215	$ 625	$ 3,469,434	$ 1,529,735	$ 5,000,009
Balance (in shares) at Jun. 30, 2021	2,157,506	6,250,000

UNAUDITED CONDENSED STATEMENT_3

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021
Cash flows from operating activities:
Net income	$ (3,037,998)	$ 6,870,247	$ 3,832,249
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on investments held in Trust Account			(7,427)
Unrealized gain on change in fair value of warrants			(4,227,000)
Changes in operating assets and current liabilities:
Prepaid expense			78,515
Accounts payable and accrued expenses			(13,138)
Net cash used in operating activities			(336,802)
Net change in cash			(336,802)
Cash, beginning of the period		$ 1,527,662	1,527,662
Cash, end of the period	$ 1,190,861		1,190,861
Supplemental disclosure of noncash investing and financing activities:
Change in value of Class A common stock subject to possible redemption			$ 3,832,242

ORGANIZATION AND BUSINESS OPERA

ORGANIZATION AND BUSINESS OPERATIONS	6 Months Ended
	Jun. 30, 2021
ORGANIZATION AND BUSINESS OPERATIONS [Abstract]
ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1 — ORGANIZATION AND BUSINESS OPERATIONS Organization and General Atlantic Avenue Acquisition Corp (formerly known as “Atlantic Street Acquisition Corp”) (the “Company”) was incorporated in Delaware on July 27, 2020. The Company is a blank check company and 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 that the Company had not yet identified (the “Business Combination”). Although the Company is not limited to a particular industry or geographic region for consummating a Business Combination, the Company intends to capitalize on the ability of its management team to identify, acquire and operate a business that may provide opportunities for attractive risk-adjusted returns. The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of June 30, 2021, the Company had not commenced any operations. All activity for the period from July 27, 2020 (inception) through June 30, 2021, relates to the Company’s formation and initial public offering (“Public Offering” or “IPO”), and, since the completion of the Public Offering, searching for a target to consummate a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Public Offering and placed in the Trust Account (defined below). Public Offering On October 6, 2020, the Company consummated the Public Offering of 25,000,000 units (the “Units” and, with respect to the shares of Class A common stock included in the Units sold, the “Public Shares”), at $10.00 per Unit, generating gross proceeds of $250,000,000, which is described in Note 3. Simultaneously with the closing of the Public Offering on October 6, 2020, the Company consummated the sale of an aggregate of 7,000,000 private warrants (the “Private Placement Warrants”) to Atlantic Avenue Partners LLC (the “Sponsor”), ASA Co-Investment LLC (“ASA Co-Investment”) and the Company’s independent directors, generating gross proceeds to the Company of $7,000,000, which is described in Note 4. The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A - “Expenses of Offering”. Offering costs consist principally of professional and registration fees incurred through the balance sheet date that are related to the IPO. The Company allocates the offering costs between common stock and public warrants using relative fair value method, the offering costs allocated to the public warrants will be expensed immediately and offering costs associated with equity components will be charged to stockholders’ equity. Accordingly, as of June 30, 2021, the Company incurred offering costs in the aggregate of $5,886,260 of which $5,591,035 have been charged to stockholders’ equity and $295,225 was allocated to the public warrants and was expensed immediately. Initial Business Combination The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Public Offering and Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. Because the Company’s securities are listed on the New York Stock Exchange (the “NYSE”), the Company’s initial Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (net of amounts disbursed to management for working capital purposes and excluding the amount of any deferred underwriting discount held in trust) at the time of the Company signing a definitive agreement in connection with its 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 sufficient for it not to be required to register as an investment company under the Investment Company Act. Upon the closing of the Public Offering, management has agreed that an amount equal to at least $10.00 per Unit sold in the Public Offering, including a portion of the proceeds of the Private Placement Warrants, will be held in a Trust Account and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting certain conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account, as described below. The Company will provide its stockholders of Public Shares (“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. If, however, stockholder approval of the transaction is required by applicable law or stock exchange listing requirement, or the Company decides to obtain stockholder approval for business or other reasons, it will: (i) conduct the redemptions in conjunction with a proxy solicitation pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), which regulates the solicitation of proxies, and not pursuant to the tender offer rules; and (ii) file proxy materials with the SEC. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount in the Trust Account (initially approximately $10.00 per share), plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay for the Company’s tax obligations, calculated as of two If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten In connection with the redemption of 100% of the Company’s outstanding Public Shares for a portion of the funds held in the Trust Account, each holder will receive a full pro rata portion of the amount then in the Trust Account, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes payable (less up to $100,000 of interest to pay dissolution expenses). The initial stockholders have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial stockholders should acquire Public Shares in or after the 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 their marketing fee (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s 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 per share initially held in the Trust Account (or less than that in certain circumstances). 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 for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all third parties, service providers (other than the Company’s independent auditors), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity and Capital Resources As of June 30, 2021, the Company had cash of $1,190,861, and working capital of $1,196,242. The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating the business. However, if the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the Business Combination. Moreover, in addition to the access of the Working Capital Loans (as defined below in Note 5), the Company may need to obtain other financing either to complete its Business Combination or because the Company becomes obligated to redeem a significant number of the public shares upon consummation of the Business Combination, in which case the Company may issue additional securities or incur debt in connection with such Business Combination. Subject to compliance with applicable securities laws, the Company would only complete such financing simultaneously with the completion of the Business Combination. If the Company is unable to complete the Business Combination because the Company does not have sufficient funds available, the Company will be forced to cease operations and liquidate the Trust Account. In addition, following the Business Combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors 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.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Jun. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Amendment No. 1 to its Annual Report on Form 10-K/A for the year ended December 31, 2020, as filed with the SEC on June 15, 2021. The interim results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. 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 a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020. Investments Held in 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, investments in money market funds that invest in U.S. government securities, cash, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on Investments Held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. At June 30, 2021, the assets held in the Trust Account were invested in money market funds. Fair Value Measurements ASC Topic 820 “Fair Value Measurements and Disclosures” (“ASC 820”) defines fair value, the methods used to measure fair value and the expanded disclosures about fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between the buyer and the seller at the measurement date. In determining fair value, the valuation techniques consistent with the market approach, income approach and cost approach shall be used to measure fair value. ASC 820 establishes a fair value hierarchy for inputs, which represent the assumptions used by the buyer and seller in pricing the asset or liability. These inputs are further defined as observable and unobservable inputs. Observable inputs are those that buyer and seller would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs that the buyer and seller would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level 1 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. Level 2 — Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. The fair values of cash, prepaid assets, and accounts payable are estimated to approximate the carrying values as of June 30, 2021 due to the short maturities of such instruments. The Company’s warrant liability is based on a valuation model utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair value. 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. See Note 6 for additional information on assets and liabilities measured at fair value. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limits of $250,000. As of June 30, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including 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) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s 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, 22,842,494 and 22,459,270 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets at June 30, 2021 and December 31, 2020, respectively. Net Income Per Common Share Net income per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding for the period. The calculation of diluted income per common share does not consider the effect of the warrants issued in connection with the (i) Public Offering, and (ii) Private Placement (as defined below in Note 4) since the exercise of the warrants are contingent upon the occurrence of future events. As a result, diluted income per common share is the same as basic income per share for the period presented. The warrants are exercisable to purchase 19,500,000 shares of Class A common stock in the aggregate. The Company’s statement of operations includes a presentation of income per share of Class A common stock subject to possible redemption in a manner similar to the two-class method of income per common share. Net income per common share, basic and diluted, for redeemable Class A common stock is calculated by dividing the interest income earned on the Trust Account, net of applicable franchise and income taxes, by the weighted average number of shares of redeemable Class A common stock outstanding since original issuance. Net income per share of common stock, basic and diluted, for non-redeemable Class B common stock is calculated by dividing the net income, adjusted for income attributable to non-redeemable Class B common stock, by the weighted average number of shares of non-redeemable Class B common stock outstanding for the period. Non-redeemable Class B common stock includes the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. Redeemable Class A common stock subject to possible redemption For the three months ended 2021 For the six months ended June 30, 2021 Numerator: Net income allocable to Redeemable Class A common stock  Interest income on investments held in trust account $ 3,734 $ 7,427 Less: interest available to be withdrawn for payment of taxes (3,734 ) (7,427 ) Net income allocable to Redeemable Class A common stock $ - $ - Denominator: Weighted Average Redeemable Class A common stock Basic and diluted weighted average shares outstanding, Redeemable Class A common stock 25,000,000 25,000,000 Basic and Diluted net income per share, Redeemable Class A common stock $ - $ - Non-Redeemable Class B common stock Numerator: Net Income minus Redeemable Net Earnings Net Income (Loss) $ (3,037,998 ) $ 3,832,249 Redeemable Net Earnings (3,734 ) (7,427 ) Non-Redeemable Net Income (Loss) $ (3,041,732 ) $ 3,824,822 Denominator: Weighted Average Non-Redeemable Class B common stock Basic and diluted weighted average shares outstanding, Non-Redeemable Class B common stock 6,250,000 6,250,000 Basic and diluted net income (loss) per share, Non-Redeemable Class B common stock $ (0.49 ) $ 0.61 Offering Costs The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A - “Expenses of Offering”. Offering costs consist of legal, accounting, underwriting fees and other costs incurred in connection with the preparation for the Public Offering. Offering costs are allocated to the separable financial instruments issued in the IPO based on a relative fair value basis compared to total proceeds received. Offering costs associated with warrant liabilities is expensed, and offering costs associated with the Class A common stock are charged to the stockholders’ equity. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. Derivative instruments are recorded at fair value on the grant date and re-valued at each reporting date, with changes in the fair value reported in the statements of income. Derivative assets and liabilities are classified on the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The Company has determined the warrants are a derivative instrument. ASC 470-20, Debt with Conversion and Other Options addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this guidance to allocate IPO proceeds from the Units between common stock and warrants, using the residual method by allocating IPO proceeds first to fair value of the warrants and then the common stock. Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 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. The Company’s management determined that the United States of America is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2021. 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 may be subject to potential examination by federal, state and city taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal, state and city tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is subject to income tax examinations by major taxing authorities since inception. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, 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. Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update No. 2020-06, ”Debt --Debt with Conversion and Other Options (Subtopic 470-20)” and “Derivatives and Hedging --Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2020-06 effective as of January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

INITIAL PUBLIC OFFERING

INITIAL PUBLIC OFFERING	6 Months Ended
	Jun. 30, 2021
INITIAL PUBLIC OFFERING [Abstract]
INITIAL PUBLIC OFFERING	NOTE 3 — INITIAL PUBLIC OFFERING On October 6, 2020, the Company sold 25,000,000 Units at a price of $10.00 per Unit. Each Unit consists of one share of Class A common stock, par value $0.0001 per share and one-half The Company paid an underwriting discount at the closing of the Public Offering of $5,000,000. Upon the closing of the Public Offering and Private Placement, $250 million ($10.00 per Unit) of the net proceeds was placed in a trust account (“Trust Account”) located in the United States and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with 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 which invest only in direct U.S. government treasury obligations, until the earlier of: (a) the completion of the Company’s initial Business Combination, (b) the redemption of any public shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, and (c) the redemption of the Company’s public shares if the Company is unable to complete the initial Business Combination within 24 months from October 6, 2020 (the “Combination Period”), the closing of the Public Offering. Warrants As of June 30, 2021, there were 19,500,000 warrants outstanding, including 12,500,000 public warrants (the “Public Warrants”) and 7,000,000 Private Placement Warrants. Public Warrants may only be exercised 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 Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the 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 a registration statement covering the issuance of shares of Class A common stock issuable upon exercise of the Public Warrants. The Company will use its best efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration or redemption of the warrants in accordance with the provisions of the warrant agreement. If the Class A common stock, at the time of any exercise of a warrant, is not listed on a national securities exchange such that it satisfies the definition of a “covered security” under Section (18)(b)(1) of the Securities Act, the Company may require warrant holders who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Public Offering, except that (i) the Private Placement Warrants and the 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, (ii) the Private Placement Warrants will be non-redeemable (except under scenario 2 below) so long as they are held by the initial purchasers or such purchasers’ permitted transferees, (iii) the Private Placement Warrants may be exercised by the holders on a cashless basis, and (iv) the Private Placement Warrants and the Class A common stock issuable upon exercise of the Private Placement Warrants are entitled to registration rights. If the Private Placement Warrants are held by someone other than the initial stockholders or their permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by such holders on the same basis as the Public Warrants. With respect to Private Placement Warrants held by ASA Co-Investment, they will not be exercisable more than five years from the commencement of sales of the offering in accordance with FINRA Rule 5110(g)(8)(c). The Company may call the Public Warrants for redemption: 1. For cash: ■ 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 reported sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders. 2. For Class A common stock (commencing 90 days after the warrants become exercisable): ■ in whole and not in part; ■ at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares of Class A common stock to be determined by reference to a table included in the warrant agreement, based on the redemption date and the fair market value of Class A common stock; ■ if, and only if, the last reported sale price of the Class A common stock equals or exceeds $10.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) on the trading day prior to the date on which the Company sends the notice of redemption to warrant holders; ■ if, and only if, the Private Placement Warrants are also concurrently exchanged at the same price (equal to a number of shares of Class A common stock) as the outstanding Public Warrants; and ■ if, and only if, there is an effective registration statement covering the issuance of the shares of Class A common stock issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day period after written notice of redemption is given. If the Company calls the Public Warrants for redemption under scenario 1 above, 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. The exercise price and number of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. If the Company issues additional shares of common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at a newly issued price of less than $9.20 per share of common stock, then the exercise price of the warrants will be adjusted to be equal to 115% of the newly issued price. Additionally, in no event will the Company be required to net cash settle the warrants shares. 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. In such a situation, the warrants would expire worthless.

PRIVATE PLACEMENT

PRIVATE PLACEMENT	6 Months Ended
	Jun. 30, 2021
PRIVATE PLACEMENT [Abstract]
PRIVATE PLACEMENT	NOTE 4 — PRIVATE PLACEMENT Simultaneously with the closing of the Public Offering, the Sponsor purchased an aggregate of 3,950,000 warrants (“Private Placement Warrants”), ASA Co-Investment purchased an aggregate of 2,750,000 Private Placement Warrants and the Company’s independent directors purchased an aggregate of 300,000 Private Placement Warrants, at a price of $1.00 per unit, for an aggregate purchase price of $7,000,000 (the “Private Placement”). A portion of the proceeds from the Private Placements were added to the net proceeds from the Public Offering held in the Trust Account. Each Private Placement Warrant is exercisable to purchase one share of Class A common stock at $11.50 per share.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Jun. 30, 2021
RELATED PARTY TRANSACTIONS [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 5 — RELATED PARTY TRANSACTIONS Founder Shares On August 5, 2020, the Company issued an aggregate of 7,187,500 shares of Class B common stock to the Sponsor and ASA Co-Investment (the “Founder Shares”) in exchange for an aggregate capital contribution of $25,000. The Founders had agreed to forfeit an aggregate of up to 937,500 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. On November 16, 2020, the over-allotment option expired unexercised, hence, 937,500 Founder Shares were forfeited. The initial stockholders have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (i) one year after the completion of the initial Business Combination; or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial Business Combination that results in all of the Company’s stockholders having the right to exchange their Class A common stock for cash, securities or other property; except to certain permitted transferees and under certain circumstances (the “lock-up”). Notwithstanding the foregoing, if (1) the closing price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the 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. Promissory Note — Related Party The Sponsor and ASA Co-Investment agreed to loan the Company an aggregate of up to $300,000 to be used for the payment of costs related to the Public Offering (the Sponsor up to $182,143 and ASA Co-Investment up to $117,857). The promissory notes were non-interest bearing, unsecured and due on the earlier of June 30, 2021 and the closing of the Public Offering. The Company borrowed $183,143 under the promissory notes and repaid the amount in full on the consummation of the IPO. The loan was repaid out of the offering proceeds not held in the Trust Account. Working Capital Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is 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 may 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, other than the interest on such proceeds that may be released for working capital purposes. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 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 Warrant. As of June 30, 2021 and December 31, 2020, no Working Capital Loans were outstanding. Administrative Services Agreement The Company has agreed, commencing on October 1, 2020 through the earlier of the Company’s consummation of a Business Combination or its liquidation, to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, administrative and support services. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. For the period from July 27, 2020 (inception) through June 30, 2021, the Company has not been invoiced nor has it paid any fees for these services.

RECURRING FAIR VALUE MEASUREMEN

RECURRING FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2021
RECURRING FAIR VALUE MEASUREMENTS [Abstract]
RECURRING FAIR VALUE MEASUREMENTS	NOTE 6 — RECURRING FAIR VALUE MEASUREMENTS Warrant Liability At June 30, 2021 and December 31, 2020, the Company’s warrant liability was valued at $17,143,200 and $21,370,200, respectively. Under the guidance in ASC 815-40 the warrants do not meet the criteria for equity treatment. As such, the warrants must be recorded on the balance sheet at fair value. This valuation is subject to re-measurement at each balance sheet date. With each re-measurement, the warrant valuation will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. Recurring Fair Value Measurements The following tables present information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020, and indicate the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. June 30, Quoted Prices In Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs 2021 (Level 1) (Level 2) (Level 3) Assets: Money Market funds held in Trust Account $ 250,011,976 $ 250,011,976 $ - $ - $ 250,011,976 $ 250,011,976 $ - $ - Liabilities: Warrant Liabilities—Public Warrants $ 11,000,000 $ 11,000,000 $ - $ - Warrant Liabilities—Private Placement Warrants 6,143,200 - - 6,143,200 $ 17,143,200 $ 11,000,000 $ - $ 6,143,200 The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of December 31, 2020, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. December 31, Quoted Significant Significant 2020 (Level 1) (Level 2) (Level 3) Assets: Money Market funds held in Trust Account $ 250,004,549 $ 250,004,549 $ - $ - $ 250,004,549 $ 250,004,549 $ - $ - Liabilities: Warrant Liabilities—Public Warrants $ 13,750,000 $ 13,750,000 $ - $ - Warrant Liabilities—Private Placement Warrants 7,620,200 - - 7,620,200 $ 21,370,200 $ 13,750,000 $ - $ 7,620,200 The following table sets forth a summary of the changes in the fair value of the warrant liability for the period from December 31, 2020 through June 30, 2021: Public Warrant Liabilities Private Placement Warrant Liabilities Warrant Liabilities Fair value as of December 31, 2020 $ 13,750,000 $ 7,620,200 $ 21,370,200 Revaluation of warrant liability included in other income within the statement of income for the period from December 31, 2020 through March 31, 2021 (4,500,000 ) (2,459,800 ) (6,959,800 ) Fair value as of March 31, 2021 $ 9,250,000 $ 5,160,400 $ 14,410,400 Revaluation of warrant liability included in other income within the statement of income for the period from March 31, 2021 through June 30 2021 1,750,000 982,800 2,732,800 Fair value as of June 30 2021 $ 11,000,000 $ 6,143,200 $ 17,143,200 The Private Placement Warrants were initially valued at purchase price, since the Company noted that the Private Placement Warrants were purchased substantially concurrently with the consummation of the IPO on the Valuation Date, providing a robust indication of fair value given the transaction in the Private Placement Warrants occurred on or about the Valuation Date. At December 31, 2020 and at June 30, 2021, the Private Placement Warrants were valued using a Monte Carlo Model. The Private Placement Warrants are considered to be a Level 3 fair value measurements due to the use of unobservable inputs. The Monte Carlo Model’s primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the expected volatility of the common stock. The expected volatility as of December 31, 2020 and as of June 30, 2021 was derived from the historical volatility of similar SPACs at a similar stage in their life cycle. A Monte Carlo Simulation Method was used in estimating the fair value of the Public Warrants for periods where no observable traded price was available, using the same expected volatility as was used in measuring the fair value of the Private Placement Warrants. For periods subsequent to the detachment of the warrants from the Units, including the quarters ended March 31, 2021 and June 30, 2021, the closing price of the Public Warrants was used as the fair value as of each relevant date. Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no transfers between levels during the three months or six months ending June 30, 2021. The Public Warrants were valued at their market prices of $1.10 and $0.88 per warrant as of December 31, 2020 and June 30, 2021, respectively. The key inputs into the Monte Carlo simulation for the Private Placement Warrants were as follows: Input December 31, 2020 June 30, 2021 Stock price $ 10.05 $ 9.71 Exercise price $ 11.50 $ 11.50 Risk free rate 0.93% 0.91% Trading days per year 252 252 Annual volatility 15.0% 15.5% Time to exercise (years) 5.50 5.00 The following table provides a reconciliation of changes in fair value balance for warrants classified as Level 3 from December 31, 2020 to June 30, 2021: Warrant Liabilities Fair value as of December 31, 2020 $ 7,620,200 Transfers to/(from) Level 3 - Revaluation of warrant liability included in other income within the statement of operations for the period from December 31, 2020 through June 30, 2021 (1,477,000 ) Fair value as of June 30, 2021 $ 6,143,200 The Company’s use of models required the use of subjective assumptions: • The expected term was determined to be 5.75 years assuming the Company takes nine months after the valuation date to complete a business combination. An increase in the expected term, in isolation, would result in an increase in the fair value measurement of the warrant liabilities and vice versa. • The expected volatility assumption was based on the implied volatility from a set of comparable publicly-traded warrants as determined based on the size and proximity of other similar SPACs at a similar stage in their life cycle. An increase in the expected volatility, in isolation, would result in an increase in the fair value measurement of the warrant liabilities and vice versa.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Jun. 30, 2021
COMMITMENTS AND CONTINGENCIES [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 7 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the Founder Shares and Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any 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) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the closing date of the Public Offering. The holders of these securities are entitled to make up to three demands (ASA Co-Investment will be entitled to one demand in accordance with FINRA Rules), excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up period. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Notwithstanding the foregoing, ASA Co-Investment may not exercise its demand or “piggyback” registration rights after five Underwriting Agreement The Company granted the underwriters a 45-day option beginning October 6, 2020 to purchase up to an additional 3,750,000 units to cover over-allotments, if any. On November 16, 2020, the over-allotment option was terminated. On October 6, 2020, the underwriters were paid a cash underwriting fee of $5,000,000, which constituted 2% of the gross proceeds of the Public Offering. Business Combination Marketing Agreement The Company has engaged the underwriters as an advisor in connection with a Business Combination to assist the Company in holding meetings with its stockholders to discuss the potential Business Combination and the target business’ attributes, introduce the Company to potential investors that are interested in purchasing the Company’s securities in connection with a Business Combination, assist the Company in obtaining stockholder approval for the Business Combination and assist the Company with its press releases and public filings in connection with the Business Combination. The Company will pay the underwriters a cash fee for such services, yet to be performed, upon the consummation of a Business Combination in an amount equal to, in the aggregate, 3.5% of the gross proceeds of Public Offering, including any proceeds from the full or partial exercise of the over-allotment option. Deferred legal fees The Company obtained legal advisory services in connection with the Public Offering and agreed to pay approximately $640,067 of their fees upon the consummation of the initial Business Combination, which was recorded as deferred legal fees in the accompanying balance sheet. Such fees will not be paid in the event the Company does not complete an initial Business Combination.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	6 Months Ended
	Jun. 30, 2021
STOCKHOLDERS' EQUITY [Abstract]
STOCKHOLDERS' EQUITY	NOTE 8 — STOCKHOLDERS’ EQUITY Preferred Stock — The Company is authorized to issue a total of 1,000,000 shares of preferred stock at par value of $0.0001 each. As of June 30, 2021 and December 31, 2020, there were no preferred shares issued or outstanding. Class A Common Stock — The Company is authorized to issue a total of 300,000,000 shares of Class A common stock at par value of $0.0001 each. Holders of the Company’s Class A common stock are entitled to one vote for each share on each matter on which they are entitled to vote. As of June 30, 2021 and December 31, 2020, there were 2,157,506 and 2,540,730 shares of Class A common stock issued and outstanding, excluding 22,842,494 and 22,459,270 shares of Class A common stock subject to possible redemption, respectively. Class B Common Stock — The Company is authorized to issue a total of 30,000,000 shares of Class B common stock at par value of $0.0001 each. Holders of the Company’s Class B common stock are entitled to one vote for each share on each matter on which they are entitled to vote. As of June 30, 2021 and December 31, 2020, there were 6,250,000 shares of Class B common stock issued and outstanding. The Class B common stock will automatically convert into Class A common stock at the time of the consummation of the initial Business Combination, or earlier at the option of the holder, on a one-for-one basis. Only holders of the Founder Shares will have the right to elect all of the Company’s directors prior to the initial Business Combination. Otherwise, holders of Class A common stock and Class B common stock will vote together as a single class on all matters submitted to a vote of stockholders except as required by law or the applicable rules of the NYSE then in effect. In the case that additional Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts sold in the Public Offering and related to the closing of the initial Business Combination, the ratio at which the Class B common stock shall convert into Class A common stock will be adjusted (unless the holders of a majority of the outstanding Class B common stock agree to waive such anti-dilution adjustment with respect to any such issuance or deemed issuance) so that the number of Class A common stock issuable upon conversion of all Class B common stock will equal, in the aggregate, 20% of the sum of the total number of all common stock outstanding upon the completion of the Public Offering plus all Class A common stock and equity-linked securities issued or deemed issued in connection with the initial Business Combination, excluding any shares or equity-linked securities issued, or to be issued, to any seller in the initial Business Combination.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Jun. 30, 2021
SUBSEQUENT EVENTS [Abstract]
SUBSEQUENT EVENTS	NOTE 9 — SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed financial statements were issued. Based on this review, the Company did not identify any subsequent events that would have required recognition or disclosure in the condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Jun. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the U.S. Securities and Exchange Commission (“SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Amendment No. 1 to its Annual Report on Form 10-K/A for the year ended December 31, 2020, as filed with the SEC on June 15, 2021. The interim results for the three and six months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020.
Investments Held in Trust Account	Investments Held in 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, investments in money market funds that invest in U.S. government securities, cash, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on Investments Held in Trust Account in the accompanying statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. At June 30, 2021, the assets held in the Trust Account were invested in money market funds.
Fair Value Measurements	Fair Value Measurements ASC Topic 820 “Fair Value Measurements and Disclosures” (“ASC 820”) defines fair value, the methods used to measure fair value and the expanded disclosures about fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between the buyer and the seller at the measurement date. In determining fair value, the valuation techniques consistent with the market approach, income approach and cost approach shall be used to measure fair value. ASC 820 establishes a fair value hierarchy for inputs, which represent the assumptions used by the buyer and seller in pricing the asset or liability. These inputs are further defined as observable and unobservable inputs. Observable inputs are those that buyer and seller would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs reflect the Company’s assumptions about the inputs that the buyer and seller would use in pricing the asset or liability developed based on the best information available in the circumstances. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level 1 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. Level 2 — Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. The fair values of cash, prepaid assets, and accounts payable are estimated to approximate the carrying values as of June 30, 2021 due to the short maturities of such instruments. The Company’s warrant liability is based on a valuation model utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair value. 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. See Note 6 for additional information on assets and liabilities measured at fair value.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limits of $250,000. As of June 30, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including 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) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s 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, 22,842,494 and 22,459,270 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets at June 30, 2021 and December 31, 2020, respectively.
Net Income Per Common Share	Net Income Per Common Share Net income per common share is computed by dividing net income by the weighted average number of shares of common stock outstanding for the period. The calculation of diluted income per common share does not consider the effect of the warrants issued in connection with the (i) Public Offering, and (ii) Private Placement (as defined below in Note 4) since the exercise of the warrants are contingent upon the occurrence of future events. As a result, diluted income per common share is the same as basic income per share for the period presented. The warrants are exercisable to purchase 19,500,000 shares of Class A common stock in the aggregate. The Company’s statement of operations includes a presentation of income per share of Class A common stock subject to possible redemption in a manner similar to the two-class method of income per common share. Net income per common share, basic and diluted, for redeemable Class A common stock is calculated by dividing the interest income earned on the Trust Account, net of applicable franchise and income taxes, by the weighted average number of shares of redeemable Class A common stock outstanding since original issuance. Net income per share of common stock, basic and diluted, for non-redeemable Class B common stock is calculated by dividing the net income, adjusted for income attributable to non-redeemable Class B common stock, by the weighted average number of shares of non-redeemable Class B common stock outstanding for the period. Non-redeemable Class B common stock includes the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. Redeemable Class A common stock subject to possible redemption For the three months ended 2021 For the six months ended June 30, 2021 Numerator: Net income allocable to Redeemable Class A common stock  Interest income on investments held in trust account $ 3,734 $ 7,427 Less: interest available to be withdrawn for payment of taxes (3,734 ) (7,427 ) Net income allocable to Redeemable Class A common stock $ - $ - Denominator: Weighted Average Redeemable Class A common stock Basic and diluted weighted average shares outstanding, Redeemable Class A common stock 25,000,000 25,000,000 Basic and Diluted net income per share, Redeemable Class A common stock $ - $ - Non-Redeemable Class B common stock Numerator: Net Income minus Redeemable Net Earnings Net Income (Loss) $ (3,037,998 ) $ 3,832,249 Redeemable Net Earnings (3,734 ) (7,427 ) Non-Redeemable Net Income (Loss) $ (3,041,732 ) $ 3,824,822 Denominator: Weighted Average Non-Redeemable Class B common stock Basic and diluted weighted average shares outstanding, Non-Redeemable Class B common stock 6,250,000 6,250,000 Basic and diluted net income (loss) per share, Non-Redeemable Class B common stock $ (0.49 ) $ 0.61
Offering Costs	Offering Costs The Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A - “Expenses of Offering”. Offering costs consist of legal, accounting, underwriting fees and other costs incurred in connection with the preparation for the Public Offering. Offering costs are allocated to the separable financial instruments issued in the IPO based on a relative fair value basis compared to total proceeds received. Offering costs associated with warrant liabilities is expensed, and offering costs associated with the Class A common stock are charged to the stockholders’ equity.
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. Derivative instruments are recorded at fair value on the grant date and re-valued at each reporting date, with changes in the fair value reported in the statements of income. Derivative assets and liabilities are classified on the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The Company has determined the warrants are a derivative instrument. ASC 470-20, Debt with Conversion and Other Options addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this guidance to allocate IPO proceeds from the Units between common stock and warrants, using the residual method by allocating IPO proceeds first to fair value of the warrants and then the common stock.
Income Taxes	Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 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. The Company’s management determined that the United States of America is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2021. 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 may be subject to potential examination by federal, state and city taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal, state and city tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is subject to income tax examinations by major taxing authorities since inception.
Risks and Uncertainties	Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, 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.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update No. 2020-06, ”Debt --Debt with Conversion and Other Options (Subtopic 470-20)” and “Derivatives and Hedging --Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company adopted ASU 2020-06 effective as of January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Jun. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract]
Basic and Diluted Net Loss per Common Stock	Net income per share of common stock, basic and diluted, for non-redeemable Class B common stock is calculated by dividing the net income, adjusted for income attributable to non-redeemable Class B common stock, by the weighted average number of shares of non-redeemable Class B common stock outstanding for the period. Non-redeemable Class B common stock includes the Founder Shares as these shares do not have any redemption features and do not participate in the income earned on the Trust Account. Redeemable Class A common stock subject to possible redemption For the three months ended 2021 For the six months ended June 30, 2021 Numerator: Net income allocable to Redeemable Class A common stock  Interest income on investments held in trust account $ 3,734 $ 7,427 Less: interest available to be withdrawn for payment of taxes (3,734 ) (7,427 ) Net income allocable to Redeemable Class A common stock $ - $ - Denominator: Weighted Average Redeemable Class A common stock Basic and diluted weighted average shares outstanding, Redeemable Class A common stock 25,000,000 25,000,000 Basic and Diluted net income per share, Redeemable Class A common stock $ - $ - Non-Redeemable Class B common stock Numerator: Net Income minus Redeemable Net Earnings Net Income (Loss) $ (3,037,998 ) $ 3,832,249 Redeemable Net Earnings (3,734 ) (7,427 ) Non-Redeemable Net Income (Loss) $ (3,041,732 ) $ 3,824,822 Denominator: Weighted Average Non-Redeemable Class B common stock Basic and diluted weighted average shares outstanding, Non-Redeemable Class B common stock 6,250,000 6,250,000 Basic and diluted net income (loss) per share, Non-Redeemable Class B common stock $ (0.49 ) $ 0.61

RECURRING FAIR VALUE MEASUREM_2

RECURRING FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Jun. 30, 2021
RECURRING FAIR VALUE MEASUREMENTS [Abstract]
Assets and Liabilities Measured at Fair Value on Recurring Basis	The following tables present information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2021 and December 31, 2020, and indicate the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. June 30, Quoted Prices In Active Markets Significant Other Observable Inputs Significant Other Unobservable Inputs 2021 (Level 1) (Level 2) (Level 3) Assets: Money Market funds held in Trust Account $ 250,011,976 $ 250,011,976 $ - $ - $ 250,011,976 $ 250,011,976 $ - $ - Liabilities: Warrant Liabilities—Public Warrants $ 11,000,000 $ 11,000,000 $ - $ - Warrant Liabilities—Private Placement Warrants 6,143,200 - - 6,143,200 $ 17,143,200 $ 11,000,000 $ - $ 6,143,200 The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of December 31, 2020, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. December 31, Quoted Significant Significant 2020 (Level 1) (Level 2) (Level 3) Assets: Money Market funds held in Trust Account $ 250,004,549 $ 250,004,549 $ - $ - $ 250,004,549 $ 250,004,549 $ - $ - Liabilities: Warrant Liabilities—Public Warrants $ 13,750,000 $ 13,750,000 $ - $ - Warrant Liabilities—Private Placement Warrants 7,620,200 - - 7,620,200 $ 21,370,200 $ 13,750,000 $ - $ 7,620,200
Changes in Fair Value of Warrant Liability	The following table sets forth a summary of the changes in the fair value of the warrant liability for the period from December 31, 2020 through June 30, 2021: Public Warrant Liabilities Private Placement Warrant Liabilities Warrant Liabilities Fair value as of December 31, 2020 $ 13,750,000 $ 7,620,200 $ 21,370,200 Revaluation of warrant liability included in other income within the statement of income for the period from December 31, 2020 through March 31, 2021 (4,500,000 ) (2,459,800 ) (6,959,800 ) Fair value as of March 31, 2021 $ 9,250,000 $ 5,160,400 $ 14,410,400 Revaluation of warrant liability included in other income within the statement of income for the period from March 31, 2021 through June 30 2021 1,750,000 982,800 2,732,800 Fair value as of June 30 2021 $ 11,000,000 $ 6,143,200 $ 17,143,200
Key Inputs in Monte Carlo Simulation for Public and Private Placement Warrants	The key inputs into the Monte Carlo simulation for the Private Placement Warrants were as follows: Input December 31, 2020 June 30, 2021 Stock price $ 10.05 $ 9.71 Exercise price $ 11.50 $ 11.50 Risk free rate 0.93% 0.91% Trading days per year 252 252 Annual volatility 15.0% 15.5% Time to exercise (years) 5.50 5.00
Reconciliation of Changes in Fair Value for Warrants Classified as Level 3	The following table provides a reconciliation of changes in fair value balance for warrants classified as Level 3 from December 31, 2020 to June 30, 2021: Warrant Liabilities Fair value as of December 31, 2020 $ 7,620,200 Transfers to/(from) Level 3 - Revaluation of warrant liability included in other income within the statement of operations for the period from December 31, 2020 through June 30, 2021 (1,477,000 ) Fair value as of June 30, 2021 $ 6,143,200

ORGANIZATION AND BUSINESS OPE_2

ORGANIZATION AND BUSINESS OPERATIONS (Details)	Oct. 06, 2020USD ($)$ / sharesshares	Jun. 30, 2021USD ($)Business$ / shares	Dec. 31, 2020USD ($)
Public Offering [Abstract]
Offering costs		$ 5,886,260
Offering costs charged to stockholders equity		5,591,035
Offering expense related to warrant issuance		$ 295,225
Initial Business Combination [Abstract]
Number of business days prior to completion of business combination		2 days
Period to redeem Public Shares if Business Combination is not completed within Initial Combination Period		10 days
Percentage of Public Shares that would not be redeemed if Business Combination is not completed within Initial Combination Period		100.00%
Cash deposited in Trust Account per Unit (in dollars per share) | $ / shares		$ 10
Liquidity and Capital Resources [Abstract]
Cash		$ 1,190,861	$ 1,527,662
Working capital		$ 1,196,242
Maximum [Member]
Initial Business Combination [Abstract]
Interest on trust account that can be held to pay dissolution expenses	$ 100,000
Minimum [Member]
Organization and General [Abstract]
Number of operating businesses included in initial business combination | Business		1
Initial Business Combination [Abstract]
Fair market value as percentage of net assets held in Trust Account included in initial Business Combination		80.00%
Percentage of outstanding voting securities for post-transaction company to acquire or own in order to complete business combination	50.00%
Unit price, Public Offering and Private Placement (in dollars per share) | $ / shares	$ 10
Private Placement Warrants [Member]
Public Offering [Abstract]
Share price (in dollars per unit) | $ / shares		$ 1
Warrants issued (in shares) | shares	7,000,000
Gross proceeds from issuance of warrants	$ 7,000,000	$ 7,000,000
Public Offering [Member]
Public Offering [Abstract]
Gross proceeds from public offering	$ 250,000,000
Public Offering [Member] | Public Shares [Member]
Public Offering [Abstract]
Sale of units (in shares) | shares	25,000,000
Share price (in dollars per unit) | $ / shares	$ 10
Initial Business Combination [Abstract]
Redemption price (in dollars per share) | $ / shares	10
Public Offering [Member] | Private Placement Warrants [Member]
Public Offering [Abstract]
Share price (in dollars per unit) | $ / shares	$ 10

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
Cash and Cash Equivalents [Abstract]
Cash equivalents	$ 0		$ 0	$ 0
Class A Common Stock Subject to Possible Redemption [Abstract]
Common stock subject to possible redemption (in shares)	22,842,494		22,842,494	22,459,270
Numerator: Net income allocable to Redeemable Class A common stock [Abstract]
Interest income on investments held in trust account	$ 3,734		$ 7,427
Less: interest available to be withdrawn for payment of taxes	(3,734)		(7,427)
Net income allocable to Redeemable Class A common stock	0		0
Numerator: Net Income minus Redeemable Net Earnings [Abstract]
Net Income (Loss)	(3,037,998)	$ 6,870,247	3,832,249
Redeemable Net Earnings	(3,734)		(7,427)
Non-Redeemable Net Income (Loss)	(3,041,732)		3,824,822
Income Taxes [Abstract]
Unrecognized tax benefits	0		0
Accrued interest and penalties	$ 0		$ 0
Class A Common Stock [Member]
Class A Common Stock Subject to Possible Redemption [Abstract]
Common stock subject to possible redemption (in shares)	22,842,494		22,842,494	22,459,270
Net Income Per Common Share [Abstract]
Warrants exercisable to purchase, Class A common stock (in shares)	19,500,000		19,500,000
Denominator: Weighted Average Redeemable common stock [Abstract]
Weighted average shares outstanding, basic (in shares)	25,000,000		25,000,000
Basic net income (loss) per share (in dollars per share)	$ 0		$ 0
Weighted average shares outstanding, diluted (in shares)	25,000,000		25,000,000
Diluted net income (loss) per share (in dollars per share)	$ 0		$ 0
Class B Common Stock [Member]
Denominator: Weighted Average Redeemable common stock [Abstract]
Weighted average shares outstanding, basic (in shares)	6,250,000		6,250,000
Basic net income (loss) per share (in dollars per share)	$ (0.49)		$ 0.61
Weighted average shares outstanding, diluted (in shares)	6,250,000		6,250,000
Diluted net income (loss) per share (in dollars per share)	$ (0.49)		$ 0.61

INITIAL PUBLIC OFFERING (Detail

INITIAL PUBLIC OFFERING (Details) - USD ($)	Oct. 06, 2020	Jun. 30, 2021	Dec. 31, 2020
Public Offering [Abstract]
Period to complete Business Combination from closing of Initial Public Offering		24 months
Public Warrants [Member]
Public Offering [Abstract]
Warrants exercise price (in dollars per share)		$ 0.88	$ 1.10
Private Placement Warrants [Member]
Public Offering [Abstract]
Unit price (in dollars per share)		1
Class A Common Stock [Member]
Public Offering [Abstract]
Common stock, par value (in dollars per share)		$ 0.0001	$ 0.0001
Class A Common Stock [Member] | Private Placement Warrants [Member]
Public Offering [Abstract]
Number of securities called by each warrant (in shares)		1
Warrants exercise price (in dollars per share)		$ 11.50
Public Offering [Member]
Public Offering [Abstract]
Payments for underwriting expense	$ 5,000,000
Public Offering [Member] | Public Shares [Member]
Public Offering [Abstract]
Sale of units (in shares)	25,000,000
Unit price (in dollars per share)	$ 10
Public Offering [Member] | Public Warrants [Member]
Public Offering [Abstract]
Number of securities called by each unit (in shares)	0.5
Warrants exercise price (in dollars per share)	$ 11.50
Public Offering [Member] | Private Placement Warrants [Member]
Public Offering [Abstract]
Unit price (in dollars per share)	$ 10
Net proceeds from public offering	$ 250,000,000
Public Offering [Member] | Class A Common Stock [Member]
Public Offering [Abstract]
Common stock, par value (in dollars per share)	$ 0.0001
Number of securities called by each unit (in shares)	1
Number of securities called by each warrant (in shares)	1

INITIAL PUBLIC OFFERING, Warran

INITIAL PUBLIC OFFERING, Warrants (Details)	6 Months Ended
	Jun. 30, 2021$ / sharesshares
Warrants [Abstract]
Warrants outstanding (in shares) | shares	19,500,000
Period for warrants to become exercisable	30 days
Number of days to file registration statement	15 days
Period for registration statement to become effective	60 days
Expiration period of warrants	5 years
Period to exercise warrants after business combination	30 days
Notice period to redeem warrants	30 days
Warrant redemption price (in dollars per share)	$ 0.01
Number of trading days	20 days
Trading day threshold period	30 days
Period for redemption of outstanding public warrants	90 days
Minimum [Member]
Warrants [Abstract]
Period for warrants to become exercisable	30 days
Maximum [Member]
Warrants [Abstract]
Period for warrants to become exercisable	12 months
Class A Common Stock [Member]
Warrants [Abstract]
Warrant redemption price (in dollars per share)	$ 0.10
Share price (in dollars per share)	10
Class A Common Stock [Member] | Additional Issue of Common Stock or Equity-linked Securities [Member]
Warrants [Abstract]
Share price (in dollars per share)	$ 9.20
Percentage of newly issued price to which exercise price of warrants will be adjusted upon issuance of additional shares below trigger price	115.00%
Class A Common Stock [Member] | Minimum [Member]
Warrants [Abstract]
Share price (in dollars per share)	$ 18
Public Warrants [Member]
Warrants [Abstract]
Warrants outstanding (in shares) | shares	12,500,000
Private Placement Warrants [Member]
Warrants [Abstract]
Warrants outstanding (in shares) | shares	7,000,000

PRIVATE PLACEMENT (Details)

PRIVATE PLACEMENT (Details) - Private Placement Warrants [Member] - USD ($)	Oct. 06, 2020	Jun. 30, 2021
Private Placement Warrants [Abstract]
Warrants to be issued (in shares)		3,950,000
Share price (in dollars per unit)		$ 1
Gross proceeds to be received from issuance of warrants	$ 7,000,000	$ 7,000,000
ASA Co-Investment [Member]
Private Placement Warrants [Abstract]
Warrants to be issued (in shares)		2,750,000
Share price (in dollars per unit)		$ 1
Independent Director [Member]
Private Placement Warrants [Abstract]
Warrants to be issued (in shares)		300,000
Share price (in dollars per unit)		$ 1
Class A Common Stock [Member]
Private Placement Warrants [Abstract]
Number of securities called by each warrant (in shares)		1
Warrants exercise price (in dollars per share)		$ 11.50

RELATED PARTY TRANSACTIONS, Fou

RELATED PARTY TRANSACTIONS, Founder Shares (Details) - USD ($)	Aug. 05, 2020	Jun. 30, 2021	Nov. 16, 2020
Founder Shares [Abstract]
Holding period for transfer, assignment or sale of Founder Shares		1 year
Number of trading days		20 days
Trading day threshold period		30 days
Class A Common Stock [Member]
Founder Shares [Abstract]
Share price (in dollars per share)		$ 10
Class A Common Stock [Member] | Minimum [Member]
Founder Shares [Abstract]
Share price (in dollars per share)		$ 18
Sponsor [Member] | Class A Common Stock [Member]
Founder Shares [Abstract]
Number of trading days		20 days
Trading day threshold period		30 days
Sponsor [Member] | Class A Common Stock [Member] | Minimum [Member]
Founder Shares [Abstract]
Share price (in dollars per share)	$ 12
Threshold period after initial business combination		150 days
Sponsor [Member] | Class B Common Stock [Member]
Founder Shares [Abstract]
Shares issued (in shares)	7,187,500
Proceeds from issuance of Class B common stock to sponsor	$ 25,000
Sponsor [Member] | Class B Common Stock [Member] | Maximum [Member]
Founder Shares [Abstract]
Number of shares subject to forfeiture (in shares)	937,500
Sponsor [Member] | Class B Common Stock [Member] | Over-Allotment Option [Member]
Founder Shares [Abstract]
Number of shares forfeited (in shares)			937,500

RELATED PARTY TRANSACTIONS, Pro

RELATED PARTY TRANSACTIONS, Promissory Note, Working Capital Loans and Administrative Service Agreement (Details) - USD ($)	Oct. 01, 2020	Jun. 30, 2021	Dec. 31, 2020
Promissory Note [Member]
Related Party Transactions [Abstract]
Amount of debt borrowed		$ 183,143
Repayment of debt		183,143
Promissory Note [Member] | Maximum [Member]
Related Party Transactions [Abstract]
Promissory note to related party		300,000
Sponsor [Member] | Administrative Support Agreement [Member] | Public Offering [Member]
Related Party Transactions [Abstract]
Related party transaction	$ 10,000
Sponsor [Member] | Promissory Note [Member] | Maximum [Member]
Related Party Transactions [Abstract]
Promissory note to related party		182,143
ASA Co-Investment [Member] | Promissory Note [Member] | Maximum [Member]
Related Party Transactions [Abstract]
Promissory note to related party		117,857
Sponsor or an Affiliate of the Sponsor, or Certain of the Company's Officers and Directors [Member] | Working Capital Loans [Member]
Related Party Transactions [Abstract]
Related party transaction		$ 1,500,000
Unit price (in dollars per share)		$ 1
Loans outstanding		$ 0	$ 0

RECURRING FAIR VALUE MEASUREM_3

RECURRING FAIR VALUE MEASUREMENTS, Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Assets [Abstract]
Assets held in trust account	$ 250,011,976	$ 250,004,549
Liabilities [Abstract]
Warrant liabilities	17,143,200	21,370,200
Money Market Funds Held in Trust Account [Member]
Assets [Abstract]
Assets held in trust account	250,011,976	250,004,549
Public Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	11,000,000	13,750,000
Private Placement Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	6,143,200	7,620,200
Quoted Prices In Active Markets (Level 1) [Member]
Assets [Abstract]
Assets held in trust account	250,011,976	250,004,549
Liabilities [Abstract]
Warrant liabilities	11,000,000	13,750,000
Quoted Prices In Active Markets (Level 1) [Member] | Money Market Funds Held in Trust Account [Member]
Assets [Abstract]
Assets held in trust account	250,011,976	250,004,549
Quoted Prices In Active Markets (Level 1) [Member] | Public Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	11,000,000	13,750,000
Quoted Prices In Active Markets (Level 1) [Member] | Private Placement Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	0	0
Significant Other Observable Inputs (Level 2) [Member]
Assets [Abstract]
Assets held in trust account	0	0
Liabilities [Abstract]
Warrant liabilities	0	0
Significant Other Observable Inputs (Level 2) [Member] | Money Market Funds Held in Trust Account [Member]
Assets [Abstract]
Assets held in trust account	0	0
Significant Other Observable Inputs (Level 2) [Member] | Public Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	0	0
Significant Other Observable Inputs (Level 2) [Member] | Private Placement Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	0	0
Significant Other Unobservable Inputs (Level 3) [Member]
Assets [Abstract]
Assets held in trust account	0	0
Liabilities [Abstract]
Warrant liabilities	6,143,200	7,620,200
Significant Other Unobservable Inputs (Level 3) [Member] | Money Market Funds Held in Trust Account [Member]
Assets [Abstract]
Assets held in trust account	0	0
Significant Other Unobservable Inputs (Level 3) [Member] | Public Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	0	0
Significant Other Unobservable Inputs (Level 3) [Member] | Private Placement Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	$ 6,143,200	$ 7,620,200

RECURRING FAIR VALUE MEASUREM_4

RECURRING FAIR VALUE MEASUREMENTS, Changes in Fair Value of Warrant Liabilities (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
Changes in Fair Value of Warrant Liabilities [Roll Forward]
Asset transfers from Level 1 to Level 2	$ 0		$ 0
Asset transfers from Level 2 to Level 1	0		0
Liability transfers from Level 1 to Level 2	0		0
Liability transfers from Level 2 to Level 1	0		0
Transfers into Level 3			0
Transfer from Level 3			0
Warrant Liabilities [Member]
Changes in Fair Value of Warrant Liabilities [Roll Forward]
Fair value, beginning of period	14,410,400	$ 21,370,200	21,370,200
Revaluation of warrant liability included in other income within the statement of income	2,732,800	(6,959,800)
Fair value, end of period	17,143,200	14,410,400	17,143,200
Public Warrant Liabilities [Member]
Changes in Fair Value of Warrant Liabilities [Roll Forward]
Fair value, beginning of period	9,250,000	13,750,000	13,750,000
Revaluation of warrant liability included in other income within the statement of income	1,750,000	(4,500,000)
Fair value, end of period	$ 11,000,000	9,250,000	$ 11,000,000
Warrants exercise price (in dollars per share)	$ 0.88		$ 0.88	$ 1.10
Private Placement Warrant Liabilities [Member]
Changes in Fair Value of Warrant Liabilities [Roll Forward]
Fair value, beginning of period	$ 5,160,400	7,620,200	$ 7,620,200
Revaluation of warrant liability included in other income within the statement of income	982,800	(2,459,800)	(1,477,000)
Fair value, end of period	$ 6,143,200	$ 5,160,400	6,143,200
Transfers into Level 3			$ 0

RECURRING FAIR VALUE MEASUREM_5

RECURRING FAIR VALUE MEASUREMENTS, Key Inputs into the Monte Carlo simulation (Details)	Jun. 30, 2021	Dec. 31, 2020	Oct. 06, 2020
Fair Value Measurements [Abstract]
Time to exercise	5 years
Public and Private Placement Warrants [Member]
Fair Value Measurements [Abstract]
Time to exercise	5 years	5 years 6 months	5 years 9 months
Public and Private Placement Warrants [Member] | Stock Price [Member]
Fair Value Measurements [Abstract]
Measurement input	9.71	10.05
Public and Private Placement Warrants [Member] | Exercise Price [Member]
Fair Value Measurements [Abstract]
Measurement input	11.50	11.50
Public and Private Placement Warrants [Member] | Risk Free Rate [Member]
Fair Value Measurements [Abstract]
Measurement input	0.0091	0.0093
Public and Private Placement Warrants [Member] | Trading Days Per Year [Member]
Fair Value Measurements [Abstract]
Time to exercise	252 days	252 days
Public and Private Placement Warrants [Member] | Annual Volatility[Member]
Fair Value Measurements [Abstract]
Measurement input	0.155	0.150

RECURRING FAIR VALUE MEASUREM_6

RECURRING FAIR VALUE MEASUREMENTS, Reconciliation of Changes in Fair Value for Warrants Classified as Level 3 (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2020	Oct. 06, 2020
Reconciliation of Changes in Fair Value of Warrant Liabilities [Roll Forward]
Transfers to/(from) Level 3			$ 0
Fair Value Measurements [Abstract]
Time to exercise	5 years		5 years
Number of months after the valuation date to complete a business combination			9 months
Private Placement Warrant Liabilities [Member]
Reconciliation of Changes in Fair Value of Warrant Liabilities [Roll Forward]
Fair value, beginning of period	$ 5,160,400	$ 7,620,200	$ 7,620,200
Transfers to/(from) Level 3			0
Revaluation of warrant liability included in other within the statement of operations	982,800	(2,459,800)	(1,477,000)
Fair value, end of period	$ 6,143,200	$ 5,160,400	$ 6,143,200
Public and Private Placement Warrants [Member]
Fair Value Measurements [Abstract]
Time to exercise	5 years		5 years	5 years 6 months	5 years 9 months

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	Oct. 06, 2020USD ($)shares	Jun. 30, 2021USD ($)OccasionDemand
Underwriters Agreement [Abstract]
Sale of stock underwriter option term		45 days
Minimum [Member]
Underwriters Agreement [Abstract]
Term of registration rights		5 years
Maximum [Member]
Underwriters Agreement [Abstract]
Number of demands eligible security holder can make | Demand		3
Term of registration rights		7 years
Number of opportunities to exercise demand rights | Occasion		1
Public Offering [Member]
Underwriters Agreement [Abstract]
Payments for underwriting expense	$ 5,000,000
Cash underwriting discount	2.00%
Deferred underwriting discount		3.50%
Deferred underwriting fees		$ 640,067
Over-Allotment Option [Member] | Maximum [Member]
Underwriters Agreement [Abstract]
Units issued (in shares) | shares	3,750,000

STOCKHOLDERS' EQUITY, Preferred

STOCKHOLDERS' EQUITY, Preferred Stock and Common Stock (Details)	6 Months Ended
	Jun. 30, 2021Right$ / sharesshares	Dec. 31, 2020$ / sharesshares
Stockholders' Equity [Abstract]
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock subject to possible redemption (in shares)	22,842,494	22,459,270
Stock conversion basis at time of business combination	1
Stock conversion percentage threshold	20.00%
Class A Common Stock [Member]
Stockholders' Equity [Abstract]
Common stock, shares authorized (in shares)	300,000,000	300,000,000
Common stock, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Voting right per share | Right	1
Common stock, shares issued (in shares)	2,157,506	2,540,730
Common stock, shares outstanding (in shares)	2,157,506	2,540,730
Common stock subject to possible redemption (in shares)	22,842,494	22,459,270
Class B Common Stock [Member]
Stockholders' Equity [Abstract]
Common stock, shares authorized (in shares)	30,000,000	30,000,000
Common stock, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Voting right per share | Right	1
Common stock, shares issued (in shares)	6,250,000	6,250,000
Common stock, shares outstanding (in shares)	6,250,000	6,250,000