Bakkt (BKKT) 10-Q/A 8 Dec 21 2021 Q3 Quarterly report (amended) Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2021	Nov. 30, 2021
Document Information [Line Items]
Document Type	10-Q/A
Amendment Flag	true
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity Registrant Name	Bakkt Holdings, Inc.
Entity Central Index Key	0001820302
Entity Tax Identification Number	98-1550750
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity File Number	001-39544
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	10000 Avalon Boulevard,
Entity Address, Address Line Two	Suite 1000
Entity Address, City or Town	Alpharetta
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30009
City Area Code	678
Local Phone Number	534-5849
Document Transition Report	false
Entity Shell Company	true
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Common Stock, Shares Outstanding		57,164,266
Amendment Description	Bakkt Holdings, Inc., formerly known as VPC Impact Acquisition Holdings (the “Company”) is filing this Amendment No. 1 to its Quarterly Report on Form 10-Q/A for the three and nine month period ended September 30, 2021 (the “Amended Form 10-Q” or “10-Q/A”), as originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on October 13, 2021 (the “Original Form 10-Q”), as further described below. This amended and restated report on Form 10-Q/A is presented as of the filing date of the Original Form 10-Q and does not reflect events occurring after that date, or modify or update disclosures in any way other than as required to reflect the restatement as described below. Accordingly, this Amended Form10-Q/A should be read in conjunction with our filings with the SEC subsequent to the date on which we filed the Original Form 10-Q. The Company is filing this Amended Form 10-Q/A to reflect a restatement of the Company’s condensed financial statements for the three months ended March 31, 2021, as of and for the three and six months ended June 30, 2021. On October 15, 2021, subsequent to the fiscal quarter ended September 30, 2021, the Company consummated the previously announced merger (the “Merger”), among other transactions (the Merger and other transactions contemplated by the Merger Agreement, collectively the “Business Combination”), pursuant to that certain Agreement and Plan of Merger, dated as of January 11, 2021 (as amended, the “Merger Agreement”), by and among the Company, Pylon Merger Company LLC, a Delaware corporation and direct wholly owned subsidiary of the Company (“Merger Sub”), and Bakkt Opco Holdings, LLC, a Delaware limited liability corporation (f/k/a Bakkt Holdings, LLC) (“Opco”). On October 18, 2021, the trading day following the Closing Date, the Company’s Class A common stock and warrants began trading on the NYSE under the symbols “BKKT” and “BKKT WS,” respectively. The Company’s public units automatically separated into their component securities upon consummation of the Business Combination and, as a result, no longer trade as a separate security and were delisted from NASDAQ. Unless stated otherwise, this report contains information about the Company before the consummation of the Business Combination. References to the “Company” in this report refer to Bakkt Holdings, Inc. before the consummation of the Business Combination. All other capitalized but unidentified terms in this Explanatory Note have the meanings ascribed to such terms elsewhere within this Amendment No. 1.
Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	BKKT
Security Exchange Name	NYSE
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants to purchase Class A Common Stock
Trading Symbol	BKKT WS
Security Exchange Name	NYSE

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current assets
Cash	$ 708,642	$ 1,177,678
Prepaid expenses	134,813	234,959
Total Current Assets	843,455	1,412,637
Cash and investments held in Trust Account	207,396,111	207,376,213
TOTAL ASSETS	208,239,566	208,788,850
Current liabilities
Accounts payable and accrued expenses	6,144,562	893,415
Accrued offering costs	0	2,230
Total Current Liabilities	6,144,562	895,645
Warrant liabilities	29,599,970	22,513,065
Deferred underwriting fee payable	7,258,021	7,258,021
Total Liabilities	43,002,553	30,666,731
Commitments and Contingencies
Class A ordinary shares subject to possible redemption, 20,737,202 shares at $10.00 per share as of September 30, 2021 and December 31, 2020	207,372,020	207,372,020
Shareholders' Deficit
Preference shares, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding	0	0
Additional paid-in capital	0	0
Accumulated deficit	(42,135,525)	(29,250,419)
Total Shareholders' Deficit	(42,135,007)	(29,249,901)
TOTAL LIABILITIES AND SHAREHOLDERS' DEFICIT	208,239,566	208,788,850
Class A [Member]
Current liabilities
Class A ordinary shares subject to possible redemption, 20,737,202 shares at $10.00 per share as of September 30, 2021 and December 31, 2020	207,372,020
Shareholders' Deficit
Common stock	0	0
Class B [Member]
Shareholders' Deficit
Common stock	$ 518	$ 518

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Preferred Stock, Par Value	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	1,000,000	1,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Class A [Member]
Temporary Equity, Shares Authorized	20,737,202	20,737,202
Temporary Equity, Par Value	$ 10	$ 10
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	200,000,000	200,000,000
Class B [Member]
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	20,000,000	20,000,000
Common Stock, Shares, Issued	5,184,300	5,184,300
Common Stock, Shares, Outstanding	5,184,300	5,184,300

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	2 Months Ended	3 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2021
General and administrative expenses	$ 17,543	$ 2,241,776	$ 5,822,575
Loss from operations	(17,543)	(2,241,776)	(5,822,575)
Other income (expense):
Other income			4,476
Interest earned on investments held in Trust Account	164	2,669	19,898
Change in fair value of warrant liabilities	(2,260,000)	1,755,959	(7,086,905)
Offering costs—warrants	(754,990)
Total other income (expense), net	(3,014,826)	1,758,628	(7,062,531)
Net loss	(3,032,369)	(483,148)	(12,885,106)
Class A [Member]
Other income (expense):
Net loss	$ (1,323,216)	$ (368,518)	$ (10,308,085)
Weighted average shares outstanding	3,870,968	20,737,202	20,737,202
Basic and diluted net loss per share	$ (0.34)	$ (0.02)	$ (0.50)
Class B [Member]
Other income (expense):
Net loss	$ (1,709,153)	$ (96,630)	$ (2,577,021)
Weighted average shares outstanding	5,000,000	5,184,300	5,184,300
Basic and diluted net loss per share	$ (0.34)	$ (0.02)	$ (0.50)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Shareholders' Deficit - USD ($)	Total	Class A [Member]	Class B [Member]	Ordinary Shares [Member]Class A [Member]	Ordinary Shares [Member]Class B [Member]	Additional Paid in Capital [Member]	Accumulated Deficit [Member]
Beginning balance at Jul. 30, 2020	$ 0			$ 0	$ 0	$ 0	$ 0
Beginning balance, shares at Jul. 30, 2020				0	0
Issuance of Class B ordinary shares to Sponsor	25,000				$ 575	24,425
Issuance of Class B ordinary shares to Sponsor, shares					5,750,000
Forfeiture of Founder Shares					$ (57)		57
Forfeiture of Founder Shares, shares					(565,700)
Accretion for Class A ordinary shares to redemption amount	(23,546,156)			$ 0		(24,425)	(23,521,731)
Net income (loss)	(3,032,369)	$ (1,323,216)	$ (1,709,153)				(3,032,369)
Ending balance at Sep. 30, 2020	(26,553,525)			$ 0	$ 518	0	(26,554,043)
Ending balance, shares at Sep. 30, 2020				0	5,184,300
Beginning balance at Dec. 31, 2020	(29,249,901)			$ 0	$ 518	0	(29,250,419)
Beginning balance, shares at Dec. 31, 2020				0	5,184,300
Net income (loss)	(33,671,616)				$ 0	0	(33,671,616)
Ending balance at Mar. 31, 2021	(62,921,517)			$ 0	$ 518	0	(62,922,035)
Ending balance, shares at Mar. 31, 2021				0	5,184,300
Beginning balance at Dec. 31, 2020	(29,249,901)			$ 0	$ 518	0	(29,250,419)
Beginning balance, shares at Dec. 31, 2020				0	5,184,300
Net income (loss)	(12,885,106)	(10,308,085)	(2,577,021)
Ending balance at Sep. 30, 2021	(42,135,007)			$ 0	$ 518	0	(42,135,525)
Ending balance, shares at Sep. 30, 2021				0	5,184,300
Beginning balance at Mar. 31, 2021	(62,921,517)			$ 0	$ 518	0	(62,922,035)
Beginning balance, shares at Mar. 31, 2021				0	5,184,300
Net income (loss)	21,269,658				$ 0	0	21,269,658
Ending balance at Jun. 30, 2021	(41,651,859)			$ 0	$ 518	0	(41,652,377)
Ending balance, shares at Jun. 30, 2021				0	5,184,300
Net income (loss)	(483,148)	$ (368,518)	$ (96,630)		$ 0	0	(483,148)
Ending balance at Sep. 30, 2021	$ (42,135,007)			$ 0	$ 518	$ 0	$ (42,135,525)
Ending balance, shares at Sep. 30, 2021				0	5,184,300

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows - USD ($)	2 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2021
Cash Flows from Operating Activities:
Net loss	$ (3,032,369)	$ (12,885,106)
Adjustments to reconcile net loss to net cash used in operating activities:
Change in fair value of warrant liabilities	2,260,000	7,086,905
Formation cost paid by Sponsor in exchange for issuance of founder shares	6,606
Interest earned on investments held in Trust Account	(164)	(19,898)
Transaction costs allocated to warrants	754,990
Changes in operating assets and liabilities:
Prepaid expenses	(278,363)	100,146
Accounts payable and accrued expenses	0	5,248,917
Net cash used in operating activities	(289,300)	(469,036)
Cash Flows from Investing Activities:
Investment of cash into Trust Account	(200,000,000)
Net cash used in investing activities	(200,000,000)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discount paid	196,000,000
Proceeds from sale of Private Placement Units	6,000,000
Payment of offering costs	(397,793)
Repayment of promissory note – related party	(82,729)
Net cash provided by financing activities	201,519,478
Net Change in Cash	1,230,178	(469,036)
Cash – Beginning of period	0	1,177,678
Cash – End of period	1,230,178	$ 708,642
Non-Cash investing and financing activities:
Offering costs included in accrued offering costs	2,230
Offering costs paid by Sponsor in exchange for issuance of Founder shares	18,394
Offering costs paid through promissory note	82,729
Initial classification of Class A ordinary shares subject to possible redemption	207,372,020
Deferred underwriting fee payable	$ 7,000,000

Description of Organization and

Description of Organization and Business Operations	9 Months Ended
	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	NOTE 1—DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS VPC Impact Acquisition Holdings (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on July 31, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). On January 11, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), with Pylon Merger Company LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Bakkt Holdings, LLC, a Delaware limited liability company (“Bakkt”), a transformative digital asset marketplace launched in 2018 by Intercontinental Exchange, Inc. (“ICE”) and a group of investors and strategic partners (see Note 7). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of September 30, 2021, the Company had not commenced any operations. All activity from inception through September 30, 2021 relates to the Company’s formation, its initial public offering (“Initial Public Offering”), which is described below, and subsequent to the Initial Public Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company generates non-operating The registration statement for the Company’s Initial Public Offering was declared effective on September 22, 2020. On September 25, 2020 the Company consummated the Initial Public Offering of 20,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), generating gross proceeds of $200,000,000 which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 6,000,000 warrants (the “Private Placement Warrants”) at a price of $1.00 per Private Placement Warrant in a private placement to VPC Impact Acquisition Holdings Sponsor, LLC (the “Sponsor”), generating gross proceeds of $6,000,000, which is described in Note 5. On September 29, 2020, the underwriters notified the Company of their intention to partially exercise their over-allotment option on October 1, 2020. As such, on October 1, 2020, the Company consummated the sale of an additional 737,202 Units, at $10.00 per Unit, and the sale of an additional 147,440 Private Placement Warrants, at $1.00 per Private Warrant, generating total gross proceeds of $7,519,460. Transaction costs charged to equity amounted to $11,906,607, consisting of $4,147,440 of underwriting fees, $7,258,021 of deferred underwriting fees and $501,146 of other offering costs. Following the closing of the Initial Public Offering on September 25, 2020 and the partial exercise of the underwriter’s over-allotment on October 1, 2020, an amount of $207,372,020 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide the holders of the public shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their public shares upon the completion of the Business Combination, either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two business days prior to the consummation of the Business Combination (initially $10.00 per Public Share), including interest (which interest shall be net of taxes payable), divided by the number of then issued and outstanding public shares, subject to certain limitations as described in the prospectus. The per-share The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 6) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. T pre-initial The Company will have until September 25, 2022 to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the Public Shares, at a of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. 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 Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 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 other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per Public Share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as ame n Liquidity and Capital Resources As of September 30, 2021, the Company had approximately $709,000 in its operating bank accounts and working capital deficit of approximately $5.3 million. Prior to the completion of the Initial Public Offering, the Company’s liquidity needs had been satisfied through a contribution of $25,000 from Sponsor to cover for certain formation and offering costs in exchange for the issuance of the Founder Shares, the loan of up to $300,000 from the Sponsor pursuant to the Note (see Note 6), and the proceeds from the consummation of the Private Placement not held in the Trust Account. The Note was repaid on September 25, 2020. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 6). As of September 30, 2021 and December 31, 2020, there were no amounts outstanding under any Working Capital Loan. A

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	9 Months Ended
	Sep. 30, 2021
Revision Of Previously Issued Financial Statements [Abstract]
Restatement of Previously Issued Financial Statements	NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS In connection with the preparation of the Company’s financial statements as of September 30, 2021, management determined it should restate its previously reported financial statements. The Company determined, at the closing of the Company’s Initial Public Offering and shares sold pursuant to the exercise of the underwriters’ overallotment, it had improperly valued its Class A ordinary shares subject to possible redemption. The Company previously determined the Class A ordinary shares subject to possible redemption to be equal to the redemption value of $10.00 per Class A ordinary share while also taking into consideration a redemption cannot result in net tangible assets being less than $5,000,001. Management determined that the Class A ordinary shares issued during the Initial Public Offering and pursuant to the exercise of the underwriters’ overallotment can be redeemed or become redeemable subject to the occurrence of future events considered outside the Company’s control. Therefore, management concluded that the redemption value should include all Class A ordinary shares subject to possible redemption, resulting in the Class A ordinary shares subject to possible redemption being equal to their redemption value. As a result, management has noted a reclassification adjustment related to temporary equity and permanent equity. This resulted in an adjustment to the initial carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also revised its earnings per share calculation to allocate net income (loss) evenly to Class A and Class B ordinary shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of ordinary shares share pro rata in the income (loss) of the Company. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,” the Company evaluated the corrections and has determined that the related impact was material to the previously filed financial statements that contained the error, reported in the Company’s Form 10-Qs There has been no change in the Company’s total assets, liabilities or operating results. T As Previously Reported Adjustment As Restated Balance Sheet as of March 31, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 139,450,500 $ 67,921,520 $ 207,372,020 Class A ordinary shares $ 679 $ (679 ) $ — Additional paid-in $ 43,531,612 $ (43,531,612 ) $ — Accumulated deficit $ (38,532,806 ) $ (24,389,229 ) $ (62,922,035 ) Total shareholders’ equity (deficit) $ 5,000,003 $ (67,921,520 ) $ (62,921,517 ) Number of shares subject to redemption 13,945,050 6,792,152 20,737,202 Balance Sheet as of June 30, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 160,720,160 $ 46,651,860 $ 207,372,020 Class A ordinary shares $ 467 $ (467 ) $ — Additional paid-in $ 22,262,164 $ (22,262,164 ) $ — Accumulated deficit $ (17,263,148 ) $ (24,389,229 ) $ (41,652,377 ) Total shareholders’ equity (deficit) $ 5,000,001 $ (46,651,860 ) $ (41,651,859 ) Number of shares subject to redemption 16,072,016 4,665,186 20,737,202 Statement of Cash Flows for the three months ended March 31, 2021 (unaudited) Change in value of Class A ordinary shares subject to possible redemption $ 33,671,610 $ (33,671,610 ) $ — Statement of Cash Flows for the six months ended June 30, 2021 (unaudited) Change in value of Class A ordinary shares subject to possible redemption $ (12,401,950 ) $ 12,401,950 $ — Statement of Operation for the three months ended March 31, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ (1.30 ) $ (1.30 ) Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ (6.50 ) $ 5.20 $ (1.30 ) Statement of Operation for the three months ended June 30, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ 0.82 $ 0.82 Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ 4.10 $ (3.28 ) $ 0.82 Statement of Operation for the six months ended June 30, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ (0.48 ) $ (0.48 ) Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ (2.40 ) $ 1.92 $ (0.48 )

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 3—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K o . Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly 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 auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information 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 September 30, 2021 and December 31, 2020. Investments held in Trust Account The Company’s portfolio of investments held in trust is comprised solely of investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these investments are included in interest earned on marketable securities held in Trust Account in the accompanying condensed consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021 and December 31, 2020, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed consolidated balance sheets . The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2021 and December 31, 2020, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 207,372,020 Less: Proceeds allocated to Public Warrants $ (13,275,495 ) Class A ordinary shares issuance costs $ (11,138,216 ) Plus: Accretion of carrying value to redemption value $ 24,413,711 Class A ordinary shares subject to possible redemption $ 207,372,020 Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs amounting to $11,906,606, of which $11,138,216 were charged to shareholders’ equity upon the completion of the Initial Public Offering and $768,391 were expensed to the condensed consolidated statements of operations. Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. The Company does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) Per Ordinary Share (Restated) The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating earnings per share. Accretion associated with the redeemable shares of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,516,041 Class A ordinary shares in the aggregate. As of September 30, 2021 and 2020, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 For the Period from July 31, 2020 (Inception) Through September 30, 2020 Class A Class B Class A Class B Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (368,518 ) $ (96,630 ) $ (10,308,085 ) $ (2,577,021 ) $ (1,323,216 ) $ (1,709,153 ) Denominator: Basic and diluted weighted average shares outstanding 20,737,202 5,184,300 20,737,202 5,184,300 3,870,968 5,000,000 Basic and diluted net loss per ordinary share $ (0.02 ) $ (0.02 ) $ (0.50 ) $ (0.50 ) $ (0.34 ) $ (0.34 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as finan c Recent Accounting Standards In August 2020, the FASB issued Accounting Standards UpdateNo.2020-06, “Debt—Debt 470-20) 815-40): Equity”(“ASU2020-06”),which ASU2020-06 ASU2020-06 ASU2020-06 ASU2020-06 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 consolidated financial statements.

Initial Public offering

Initial Public offering	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Initial Public Offering	NOTE 4—INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 20,000,000 Units, at a purchase price of $10.00 per Unit. In connection with the underwriters’ partial exercise of the over-allotment option on October 1, 2020, the Company sold an additional 737,202 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Private Placement	NOTE 5—PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 6,000,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $6,000,000. In connection with the underwriters’ partial exercise of the over-allotment option on October 1, 2020, the Company sold an additional 147,440 Private Placement Warrants, at a purchase price of $1.00 per Private Placement Warrants, for an aggregate purchase price of $147,440. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 6—RELATED PARTY TRANSACTIONS Founder Shares On August 3, 2020, the Sponsor paid $25,000 to cover certain offering and formation costs of the Company in consideration for 5,750,000 Class B ordinary shares (the “Founder Shares”). In September 2020, the Sponsor transferred an aggregate of 60,000 Founder Shares to members of the Company’s board of directors, resulting in the Sponsor holding 5,690,000 Founder Shares. The Founder Shares included an aggregate of up to 750,000 shares that were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was exercised, so that the number of Founder Shares would equal, on an as-converted The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, Administrative Services Agreement Commencing on September 25, 2020, the Company entered into an agreement to pay the Sponsor up to $10,000 per month for office space, utilities, secretarial and administrative support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these monthly fees. For the three and nine months ended September 30, 2021 and for the period from July 31, 2020 (inception) through September 30, 2020, the Company incurred $30,000, $90,000 and $0 in fees for these services, respectively. As of September 30, 2021 and December 31, 2020, $110,000 and $30,000 remained unpaid in the accrued expenses line item on the condensed balance sheets, respectively. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon completion of a Business Combination into warrants at a price of $1.00 per warrant. Such warrants would be identical to the Private Placement Warrants. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. As of September 30, 2021 and December 30, 2020, the Company had no outstanding borrowings under the Working Capital Loans.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 7—COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of theCOVID-19global 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 condensed consolidated financial statements. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Registration and Shareholders Rights Pursuant to a registration rights agreement entered into on September 22, 2020, the holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans) are entitled to registration rights requiring the Company to register a sale of any of its securities held by them. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $7,258,021 in the aggregate. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Merger Agreement On January 11, 2021, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), with Pylon Merger Company LLC, a Delaware limited liability company and a direct wholly owned subsidiary of the Company (“Merger Sub”), and Bakkt Holdings, LLC, a Delaware limited liability company (“Bakkt”), a transformative digital asset marketplace launched in 2018 by Intercontinental Exchange, Inc. (“ICE”) and a group of investors and strategic partners. The Merger Agreement provides that, among other things and upon the terms and subject to the conditions thereof, the following transactions will occur (together with the other agreements and transactions contemplated by the Merger Agreement, the “Proposed Transaction”): (i) at the closing of the transactions contemplated by the Merger Agreement, Merger Sub will merge (the “Merger”) with and into Bakkt, the separate corporate existence of Merger Sub will cease and Bakkt will be the surviving limited liability company, to be renamed Bakkt Opco Holdings, LLC (“Bakkt Opco”); (ii) immediately prior to the closing of the PIPE Investment and the effective time of the Merger, the Company will be renamed “Bakkt Holdings, Inc.” (referred to hereinafter as “Bakkt Pubco”); and (iii) as a result of the Merger, the aggregate consideration to be received in respect of the Merger by all of the Bakkt interest holders will be an aggregate of 208,200,000 common units of Bakkt Opco (“Bakkt Opco Units”) and 208,200,000 shares of class V common stock of Bakkt Pub c non-economic Subscription Agreement s On January 11, 2021, concurrently with the execution of the Merger Agreement, the Company entered into subscription agreements (the “Subscription Agreements”) with certain investors (collectively, the “PIPE Investors” which include certain existing equity holders of the Company and Bakkt), pursuant to, and on the terms and subject to the conditions of which, the PIPE Investors have collectively subscribed for 32,500,000 Bakkt Pubco Class A Shares for an aggregate purchase price equal to $325,000,000 (the “PIPE Investment”). The PIPE Investment will be consummated immediately prior to the closing of the Merger Agreement. The Subscription Agreements provide for certain customary registration rights for the PIPE Investors. The Subscription Agreements will terminate with no further force and effect upon the earliest to occur of: (a) such date and time as the Merger Agreement is terminated in accordance with its terms; (b) the mutual written agreement of the parties to such Subscription Agreement; and (c) December 31, 2021.

Shareholders' Equity

Shareholders' Equity	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Shareholders' Equity	NOTE 8 — SHAREHOLDERS’ EQUIT Y Preference Shares Class A Ordinary Shares and December 31, 2020 , . Class B Ordinary Shares Only holders of the Class B ordinary shares will have the right to vote on the appointment of directors prior to the Business Combination. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except as required by law and except that in a vote to continue the Company in a jurisdiction outside the Cayman Islands, holders of Class B ordinary shares will have ten votes per share and holders of Class A ordinary shares will have one vote per share. The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of a Business Combination on a one-for-one one-for-one

Warrants Liabilities

Warrants Liabilities	9 Months Ended
	Sep. 30, 2021
Warrants and Rights Note Disclosure [Abstract]
Warrants Liabilities	NOTE 9 — WARRANTS LIABILITIES At September 30, 2021 and December 31, 2020, the fair value of the Public Warrants was $16,694,484 and $11,509,147, respectively and the fair value of the Private Placement Warrants was $12,905,486 and $11,003,918 respectively. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) one year from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 15 business days, after the closing of a Business Combination, it will use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement and a current prospectus relating thereto until the expiration of the warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the sixtieth (60th) business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00 . • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a three If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00 . • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption; provided • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the three • if the closing price of the Class A ordinary shares for any 20 trading days within a If the Company calls the Public Warrants for redemption, as described above, its management will have the option to require any holder that wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A ordinary shares during the 10 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable,

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	NOTE 10 — FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. At September 30, 2021 and December 31, 2020, assets held in the Trust Account were comprised of $207,396,111 and $207,376,213 in money market funds which are invested primarily in U.S. Treasury Securities, respectively. Through September 30, 2021, the Company did not withdraw any interest income from the Trust Account. At September 30, 2021 and December 31, 2020, there were 10,368,601 Public Warrants and 6,147,440 Private Placement Warrants outstanding. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity Description September 30, 2021 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Cash and Investments $ 207,396,111 $ 207,396,111 $ — $ — Liabilities: Warrant Liability – Public Warrants $ 16,694,484 $ 16,694,484 $ — $ — Warrant Liability – Private Placement Warrants $ 12,905,486 $ — $ — $ 12,905,486 Description December 31, 2020 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Cash and Investments $ 207,376,213 $ 207,376,213 $ — $ — Liabilities: Warrant Liability – Public Warrants $ 11,509,147 $ 11,509,147 $ — $ — Warrant Liability – Private Placement Warrants $ 11,003,918 $ — $ — $ 11,003,918 The Warrants were accounted for as liabilities in accordance with ASC815-40 The Private Placement Warrants were valued using a Black-Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The measurement of the Public Warrants after the detachment of the Public Warrants from the Units is classified as Level 1 due to the use of an observable market quote in an active market. For periods subsequent to the detachment of the Public Warrants from the Units, the close price of the Public Warrant price was used as the fair value of the Public Warrants as of each relevant date. The following table presents the quantitative information regarding Level 3 fair value measurements: September 30, 2021 December 31, 2020 Stock price $ 10.11 $ 10.08 Exercise price $ 11.50 $ 11.50 Risk-free rate 0.98 % 0.36 % Volatility 27.0 % 25.0 % Term (in years) 5.0 5.0 Dividend yield 0.0 % 0.0 % The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Fair value as of January 1, 2021 $ 11,003,918 Change in fair value 12,110,456 Fair value as of March 31, 2021 $ 23,114,374 Change in fair value (9,592,439 ) Fair value as of June 30, 2021 $ 13,521,935 Change in fair value (616,449 ) Fair value as of September 30, 2021 $ 12,905,486 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no transfers between levels for the three and nine months ended September 30, 2021.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 11 — SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed consolidated financial statements were issued. Based upon this review, the Company did not identify, other than as described below and in Note 2 (Restatement of Previously Issued Financial Statements), any subsequent events that would have required adjustment or disclosure in the unaudited condensed consolidated financial statements. A

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K o .
Principles of Consolidation	Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Use of Estimates	Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information 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 September 30, 2021 and December 31, 2020.
Investments held in Trust Account	Investments held in Trust Account The Company’s portfolio of investments held in trust is comprised solely of investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these investments are included in interest earned on marketable securities held in Trust Account in the accompanying condensed consolidated statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Warrant Liabilities	Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021 and December 31, 2020, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed consolidated balance sheets . The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2021 and December 31, 2020, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 207,372,020 Less: Proceeds allocated to Public Warrants $ (13,275,495 ) Class A ordinary shares issuance costs $ (11,138,216 ) Plus: Accretion of carrying value to redemption value $ 24,413,711 Class A ordinary shares subject to possible redemption $ 207,372,020
Offering Costs	Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs amounting to $11,906,606, of which $11,138,216 were charged to shareholders’ equity upon the completion of the Initial Public Offering and $768,391 were expensed to the condensed consolidated statements of operations.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. The Company does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Net Income (Loss) Per Ordinary Share (Restated)	Net Income (Loss) Per Ordinary Share (Restated) The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating earnings per share. Accretion associated with the redeemable shares of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,516,041 Class A ordinary shares in the aggregate. As of September 30, 2021 and 2020, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 For the Period from July 31, 2020 (Inception) Through September 30, 2020 Class A Class B Class A Class B Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (368,518 ) $ (96,630 ) $ (10,308,085 ) $ (2,577,021 ) $ (1,323,216 ) $ (1,709,153 ) Denominator: Basic and diluted weighted average shares outstanding 20,737,202 5,184,300 20,737,202 5,184,300 3,870,968 5,000,000 Basic and diluted net loss per ordinary share $ (0.02 ) $ (0.02 ) $ (0.50 ) $ (0.50 ) $ (0.34 ) $ (0.34 )
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as finan c
Recent Accounting Standards	Recent Accounting Standards In August 2020, the FASB issued Accounting Standards UpdateNo.2020-06, “Debt—Debt 470-20) 815-40): Equity”(“ASU2020-06”),which ASU2020-06 ASU2020-06 ASU2020-06 ASU2020-06 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 consolidated financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2021
Revision Of Previously Issued Financial Statements [Abstract]
Summary of Restatement of Warrants in Financial Statements	T As Previously Reported Adjustment As Restated Balance Sheet as of March 31, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 139,450,500 $ 67,921,520 $ 207,372,020 Class A ordinary shares $ 679 $ (679 ) $ — Additional paid-in $ 43,531,612 $ (43,531,612 ) $ — Accumulated deficit $ (38,532,806 ) $ (24,389,229 ) $ (62,922,035 ) Total shareholders’ equity (deficit) $ 5,000,003 $ (67,921,520 ) $ (62,921,517 ) Number of shares subject to redemption 13,945,050 6,792,152 20,737,202 Balance Sheet as of June 30, 2021 (unaudited) Class A ordinary shares subject to possible redemption $ 160,720,160 $ 46,651,860 $ 207,372,020 Class A ordinary shares $ 467 $ (467 ) $ — Additional paid-in $ 22,262,164 $ (22,262,164 ) $ — Accumulated deficit $ (17,263,148 ) $ (24,389,229 ) $ (41,652,377 ) Total shareholders’ equity (deficit) $ 5,000,001 $ (46,651,860 ) $ (41,651,859 ) Number of shares subject to redemption 16,072,016 4,665,186 20,737,202 Statement of Cash Flows for the three months ended March 31, 2021 (unaudited) Change in value of Class A ordinary shares subject to possible redemption $ 33,671,610 $ (33,671,610 ) $ — Statement of Cash Flows for the six months ended June 30, 2021 (unaudited) Change in value of Class A ordinary shares subject to possible redemption $ (12,401,950 ) $ 12,401,950 $ — Statement of Operation for the three months ended March 31, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ (1.30 ) $ (1.30 ) Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ (6.50 ) $ 5.20 $ (1.30 ) Statement of Operation for the three months ended June 30, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ 0.82 $ 0.82 Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ 4.10 $ (3.28 ) $ 0.82 Statement of Operation for the six months ended June 30, 2021 (unaudited) Weighted average shares outstanding, Class A ordinary shares 20,737,202 — 20,737,202 Basic and diluted net income per share, Class A ordinary shares $ — $ (0.48 ) $ (0.48 ) Weighted average shares outstanding, Class B ordinary shares 5,184,300 — 5,184,300 Basic and diluted net loss per share, Class B ordinary shares $ (2.40 ) $ 1.92 $ (0.48 )

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2021
Earnings Per Share [Abstract]
Schedule of Reconciliation of Class A Ordinary Shares Reflected in the Condensed Balance Sheet	At September 30, 2021 and December 31, 2020, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 207,372,020 Less: Proceeds allocated to Public Warrants $ (13,275,495 ) Class A ordinary shares issuance costs $ (11,138,216 ) Plus: Accretion of carrying value to redemption value $ 24,413,711 Class A ordinary shares subject to possible redemption $ 207,372,020
Schedule of Earnings Per Share Basic And Diluted	The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 For the Period from July 31, 2020 (Inception) Through September 30, 2020 Class A Class B Class A Class B Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (368,518 ) $ (96,630 ) $ (10,308,085 ) $ (2,577,021 ) $ (1,323,216 ) $ (1,709,153 ) Denominator: Basic and diluted weighted average shares outstanding 20,737,202 5,184,300 20,737,202 5,184,300 3,870,968 5,000,000 Basic and diluted net loss per ordinary share $ (0.02 ) $ (0.02 ) $ (0.50 ) $ (0.50 ) $ (0.34 ) $ (0.34 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value, Assets Measured on Recurring Basis	The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at September 30, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The gross holding gains and fair value of held-to-maturity Description September 30, 2021 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Cash and Investments $ 207,396,111 $ 207,396,111 $ — $ — Liabilities: Warrant Liability – Public Warrants $ 16,694,484 $ 16,694,484 $ — $ — Warrant Liability – Private Placement Warrants $ 12,905,486 $ — $ — $ 12,905,486 Description December 31, 2020 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets: Cash and Investments $ 207,376,213 $ 207,376,213 $ — $ — Liabilities: Warrant Liability – Public Warrants $ 11,509,147 $ 11,509,147 $ — $ — Warrant Liability – Private Placement Warrants $ 11,003,918 $ — $ — $ 11,003,918
Fair Value Measurements Inputs	The following table presents the quantitative information regarding Level 3 fair value measurements: September 30, 2021 December 31, 2020 Stock price $ 10.11 $ 10.08 Exercise price $ 11.50 $ 11.50 Risk-free rate 0.98 % 0.36 % Volatility 27.0 % 25.0 % Term (in years) 5.0 5.0 Dividend yield 0.0 % 0.0 %
Fair Value of Derivative Warrant Liabilities	The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Fair value as of January 1, 2021 $ 11,003,918 Change in fair value 12,110,456 Fair value as of March 31, 2021 $ 23,114,374 Change in fair value (9,592,439 ) Fair value as of June 30, 2021 $ 13,521,935 Change in fair value (616,449 ) Fair value as of September 30, 2021 $ 12,905,486

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	Oct. 01, 2020	Sep. 25, 2020	Aug. 03, 2020	Sep. 30, 2020	Sep. 30, 2021	Dec. 31, 2020	Jul. 30, 2020
Proceeds from warrants issued				$ 6,000,000
Stock issued, transaction costs		$ 11,906,607
Underwriting fees		4,147,440
Deferred underwriting fees		7,258,021
Other offering costs		501,146
Cash held				1,230,178	$ 708,642	$ 1,177,678	$ 0
Investments in Trust Account	$ 207,372,020
Percentage Of Assets Held in Trust Account					80.00%
Percent Of Shares Restricted For Redemption					15.00%
Minimum Net Tangible Assets Required For Business Combination					$ 5,000,001
Percent of Shares Redeemable					100.00%
Interest On Dissolution Expenses					$ 100,000
Working capital					5,300,000
Working capital loans outstanding					0	$ 0
Stock shares issued during the period value for services rendered				$ 25,000
Sponsor [Member]
Debt instrument face value					300,000
Class B [Member] | Founder Shares [Member]
Stock shares issued during the period value for services rendered			$ 25,000		$ 25,000
Trust Account member [Member]
Share Price					$ 10
Minimum [Member]
Equity Method Investment, Ownership Percentage					50.00%
Share Price					$ 10
Minimum [Member] | Trust Account member [Member]
Share Price					$ 10
IPO [Member]
Number of units issued		20,000,000
Gross proceeds from units issued		$ 200,000,000
Shares issued, price per share		$ 10
Private Placement Warrants [Member]
Number of warrants issued		6,000,000
Number of warrants issued, price per share		$ 1
Proceeds from warrants issued		$ 6,000,000
Over-Allotment Option [Member]
Number of units issued	$ 737,202
Number of warrants issued	147,440
Number of warrants issued, price per share	$ 1
Proceeds from warrants issued	$ 7,519,460
Shares issued, price per share	$ 10

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements - Additional Information (Detail)	Sep. 30, 2021USD ($)$ / shares
Revision Of Previously Issued Financial Statements [Abstract]
Temporary equity redemption price per share | $ / shares	$ 10
Minimum Net Tangible Assets Required For Business Combination | $	$ 5,000,001

Restatement of Previously Iss_4

Restatement of Previously Issued Financial Statements - Summary of Restatement of Warrants in Financial Statements (Detail) - USD ($)	2 Months Ended	3 Months Ended			6 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Sep. 30, 2021	Dec. 31, 2020	Jul. 30, 2020
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock subject to possible redemption		$ 207,372,020				$ 207,372,020	$ 207,372,020
Additional paid-in capital		0				0	0
Retained earnings (Accumulated deficit)		(42,135,525)				(42,135,525)	(29,250,419)
Total shareholders' equity (deficit)	$ (26,553,525)	(42,135,007)	$ (41,651,859)	$ (62,921,517)	$ (41,651,859)	(42,135,007)	(29,249,901)	$ 0
Class A [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock subject to possible redemption		207,372,020				207,372,020
Class A common stock		$ 0				$ 0	0
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding	3,870,968	20,737,202				20,737,202
Basic and diluted net income (loss) per share	$ (0.34)	$ (0.02)				$ (0.50)
Class B [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock		$ 518				$ 518	$ 518
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding	5,000,000	5,184,300				5,184,300
Basic and diluted net income (loss) per share	$ (0.34)	$ (0.02)				$ (0.50)
As Reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Additional paid-in capital			22,262,164	43,531,612	22,262,164
Retained earnings (Accumulated deficit)			(17,263,148)	(38,532,806)	(17,263,148)
Total shareholders' equity (deficit)			$ 5,000,001	$ 5,000,003	$ 5,000,001
Number of shares subject to redemption			16,072,016	13,945,050	16,072,016
Change in value of Class A ordinary shares subject to possible redemption				$ 33,671,610	$ (12,401,950)
As Reported | Class A [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock subject to possible redemption			$ 160,720,160	139,450,500	160,720,160
Class A common stock			$ 467	$ 679	$ 467
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding			20,737,202	20,737,202	20,737,202
As Reported | Class B [Member]
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding			5,184,300	5,184,300	5,184,300
Basic and diluted net income (loss) per share			$ 4.10	$ (6.50)	$ (2.40)
Period Adjustment
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Additional paid-in capital			$ (22,262,164)	$ (43,531,612)	$ (22,262,164)
Retained earnings (Accumulated deficit)			(24,389,229)	(24,389,229)	(24,389,229)
Total shareholders' equity (deficit)			$ (46,651,860)	$ (67,921,520)	$ (46,651,860)
Number of shares subject to redemption			4,665,186	6,792,152	4,665,186
Change in value of Class A ordinary shares subject to possible redemption				$ (33,671,610)	$ 12,401,950
Period Adjustment | Class A [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock subject to possible redemption			$ 46,651,860	67,921,520	46,651,860
Class A common stock			$ (467)	$ (679)	$ (467)
Restatement Of Statement Of Operations [Abstract]
Basic and diluted net income (loss) per share			$ 0.82	$ (1.30)	$ (0.48)
Period Adjustment | Class B [Member]
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding				0
Basic and diluted net income (loss) per share			$ (3.28)	$ 5.20	$ 1.92
As Restated
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Retained earnings (Accumulated deficit)			$ (41,652,377)	$ (62,922,035)	$ (41,652,377)
Total shareholders' equity (deficit)			$ (41,651,859)	$ (62,921,517)	$ (41,651,859)
Number of shares subject to redemption			20,737,202	20,737,202	20,737,202
As Restated | Class A [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Class A common stock subject to possible redemption			$ 207,372,020	$ 207,372,020	$ 207,372,020
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding			20,737,202	20,737,202	20,737,202
Basic and diluted net income (loss) per share			$ 0.82	$ (1.30)	$ (0.48)
As Restated | Class B [Member]
Restatement Of Statement Of Operations [Abstract]
Weighted average shares outstanding			5,184,300	5,184,300	5,184,300
Basic and diluted net income (loss) per share			$ 0.82	$ (1.30)	$ (0.48)

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	Sep. 25, 2020	Sep. 30, 2021	Dec. 31, 2020
Cash equivalents		$ 0	$ 0
Offering costs charged to equity	$ 11,906,606
Unrecognized Tax Benefits		0	0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued		0	$ 0
FDIC Insured Amount		250,000
Payments for underwriting expense		768,391
IPO [Member]
Payment of stock issuance cost		$ 11,138,216
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount		16,516,041

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Reconciliation of Class A Ordinary Shares Reflected in the Condensed Balance Sheet (Detail) - USD ($)	2 Months Ended	9 Months Ended
	Sep. 30, 2020	Sep. 30, 2021	Dec. 31, 2020
Reconciliation of Class A Ordinary Shares Reflected in the Condensed Balance Sheet [Line Items]
Gross proceeds	$ 196,000,000
Class A ordinary shares issuance costs	$ (397,793)
Class A ordinary shares subject to possible redemption		$ 207,372,020	$ 207,372,020
Class A [Member]
Reconciliation of Class A Ordinary Shares Reflected in the Condensed Balance Sheet [Line Items]
Gross proceeds		207,372,020
Proceeds allocated to Public Warrants		(13,275,495)
Class A ordinary shares issuance costs		(11,138,216)
Accretion of carrying value to redemption value		24,413,711
Class A ordinary shares subject to possible redemption		$ 207,372,020

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Earnings Per Share Basic And Diluted (Detail) - USD ($)	2 Months Ended	3 Months Ended			9 Months Ended
	Sep. 30, 2020	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2021
Numerator:
Allocation of net loss, as adjusted	$ (3,032,369)	$ (483,148)	$ 21,269,658	$ (33,671,616)	$ (12,885,106)
Common Class A [Member]
Numerator:
Allocation of net loss, as adjusted	$ (1,323,216)	$ (368,518)			$ (10,308,085)
Denominator:
Basic and diluted weighted average shares outstanding	3,870,968	20,737,202			20,737,202
Basic and diluted net loss per ordinary share	$ (0.34)	$ (0.02)			$ (0.50)
Common Class B [Member]
Numerator:
Allocation of net loss, as adjusted	$ (1,709,153)	$ (96,630)			$ (2,577,021)
Denominator:
Basic and diluted weighted average shares outstanding	5,000,000	5,184,300			5,184,300
Basic and diluted net loss per ordinary share	$ (0.34)	$ (0.02)			$ (0.50)

Initial Public offering - Addit

Initial Public offering - Additional Information (Detail) - USD ($)	Oct. 01, 2020	Sep. 25, 2020
Disclosure Of Initial Public Offer [Line Items]
Exercise price of warrants		$ 11.50
Public Warrants [Member]
Disclosure Of Initial Public Offer [Line Items]
Number Of Securities Called By Each Warrant Or Right	1
Exercise price of warrants	$ 11.50
IPO [Member]
Disclosure Of Initial Public Offer [Line Items]
Number of units issued		$ 20,000,000
Shares issued, price per share		$ 10
Over-Allotment Option [Member]
Disclosure Of Initial Public Offer [Line Items]
Number of units issued	$ 737,202
Shares issued, price per share	$ 10

Private Placement - Additional

Private Placement - Additional Information (Detail) - USD ($)	Oct. 01, 2020	Sep. 25, 2020	Sep. 30, 2020	Jun. 30, 2021
Private Placement [Line Items]
Proceeds from warrants issued			$ 6,000,000
Exercise price of warrants		$ 11.50
Private Placement Warrants [Member]
Private Placement [Line Items]
Proceeds from warrants issued		$ 6,000,000
Private Placement [Member] | Private Placement Warrants [Member]
Private Placement [Line Items]
Number of warrants issued	147,440	6,000,000
Number of warrants issued, price per share	$ 1			$ 1

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	Oct. 01, 2020	Aug. 03, 2020	Sep. 30, 2020	Sep. 30, 2021	Dec. 31, 2020	Sep. 30, 2021	Dec. 30, 2020
Related Party Transaction [Line Items]
Stock shares issued during the period value for services rendered			$ 25,000
Minimum [Member]
Related Party Transaction [Line Items]
Share Price				$ 10		$ 10
Sponsor [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Working capital loan convertible into warrants				$ 1,500,000		$ 1,500,000
Debt instrument conversion price				$ 1		$ 1
Working capital loans outstanding				$ 0		$ 0	$ 0
Sponsor [Member] | Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction expenses			$ 0	30,000	$ 10,000	90,000
Due to officers or stockholders, current				$ 110,000	$ 30,000	$ 110,000
Class B [Member]
Related Party Transaction [Line Items]
Common Stock, Shares, Outstanding				5,184,300	5,184,300	5,184,300
Founder Shares [Member] | Lock In Period One [Member]
Related Party Transaction [Line Items]
Lock in period after business combination founder shares						1 year
Founder Shares [Member] | Lock In Period Two [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Lock in period after business combination founder shares						150 days
Founder Shares [Member] | Class A [Member]
Related Party Transaction [Line Items]
Percentage of common stock shares outstanding				20.00%		20.00%
Number of consecutive trading days for determining the share price						20 days
Number of trading days for determining the share price						30 days
Founder Shares [Member] | Class A [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Share Price				$ 12		$ 12
Founder Shares [Member] | Class B [Member]
Related Party Transaction [Line Items]
Stock shares issued during the period shares for services rendered		5,750,000
Stock shares issued during the period value for services rendered		$ 25,000				$ 25,000
Common Stock, Shares, Outstanding	5,184,300	5,690,000
Common stock share subject to forfeiture						750,000
Percentage of common stock shares outstanding				20.00%		20.00%
Share based compensation other than employee stock scheme shares forfeited during the period	565,700
Common stock shares not subject to forfeiture				184,300		184,300
Founder Shares [Member] | Class B [Member] | Board Of Directors [Member]
Related Party Transaction [Line Items]
Shares transferred to related party		60,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	Jan. 11, 2021	Sep. 30, 2021	Dec. 31, 2020
Commitments And Contingencies [Line Items]
Common stock shares subscribed but not yet issued		32,500,000
Deferred underwriting fee payable		$ 7,258,021	$ 7,258,021
Bakkt Pubco [Member]
Commitments And Contingencies [Line Items]
Business combination, consideration received through shares	208,200,000
Underwriting Agreement [Member]
Commitments And Contingencies [Line Items]
Deferred underwriting fee payable per share		$ 0.35
Deferred underwriting fee payable		$ 7,258,021
Class A [Member] | Subscription Agreement [Member] | PIPE Investors [Member]
Commitments And Contingencies [Line Items]
Common stock shares subscribed value		$ 325,000,000
Common Class V [Member] | Bakkt Pubco [Member]
Commitments And Contingencies [Line Items]
Business combination, consideration received through shares	208,200,000

Shareholders' Equity - Addition

Shareholders' Equity - Additional Information (Detail) - $ / shares	9 Months Ended
	Sep. 30, 2021	Dec. 31, 2020	Oct. 01, 2020	Aug. 03, 2020
Subsidiary or Equity Method Investee [Line Items]
Preferred stock shares authorized	1,000,000	1,000,000
Preferred Stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Class A [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, Par Value	$ 0.0001	$ 0.0001
Class A [Member] | Non-US [Member]
Subsidiary or Equity Method Investee [Line Items]
Common stock description of voting rights	ten votes per share
Class A [Member] | Founder Shares [Member]
Subsidiary or Equity Method Investee [Line Items]
Percentage of common stock shares outstanding	20.00%
Class B [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares Authorized	20,000,000	20,000,000
Common stock description of voting rights	one vote
Common Stock, Par Value	$ 0.0001	$ 0.0001
Common Stock, Shares, Issued	5,184,300	5,184,300
Common Stock, Shares, Outstanding	5,184,300	5,184,300
Class B [Member] | Non-US [Member]
Subsidiary or Equity Method Investee [Line Items]
Common stock description of voting rights	one vote per share
Class B [Member] | Founder Shares [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares, Outstanding			5,184,300	5,690,000
Percentage of common stock shares outstanding	20.00%
Class A Common Stock Subject to Possible Redemption [Member]
Subsidiary or Equity Method Investee [Line Items]
Temporary equity shares outstanding	20,737,202	20,737,202
Temporary equity shares issued	20,737,202	20,737,202

Warrants Liabilities - Addition

Warrants Liabilities - Additional Information (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights term	5 years
Sale of stock issue price per share	$ 9.20
Event Trigerring The Value Of Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price	$ 9.20
Number of consecutive trading days for determining the share price	10 days
Percentage of gross proceeds from share issue for the purposes of business combination	60.00%
Event Trigerring The Value Of Warrants [Member] | Market Value [Member]
Subsidiary or Equity Method Investee [Line Items]
Redemption price of warrants in percentage	115.00%
Redemption price of common stock percentage	180.00%
Event Trigerring The Value Of Warrants [Member] | Newly Issued Price [Member]
Subsidiary or Equity Method Investee [Line Items]
Redemption price of warrants in percentage	115.00%
Redemption price of common stock percentage	180.00%
Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price	$ 10
Triggering Share Price One [Member] | Maximum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price	$ 18
Number of consecutive trading days for determining the share price	20 days
Number of trading days for determining the share price	30 days
Triggering Share Price One [Member] | Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price	$ 18
Number of days of notice to be given for the redemption of warrants	30 days
Number of consecutive trading days for determining the share price	20 days
Number of trading days for determining the share price	30 days
Number of days prior to the date of notifying the warrant holders for determining the total trading period	3 days
Triggering Share Price One [Member] | Minimum [Member] | Warrant Redemption Price One [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights redemption price	$ 0.01
Triggering Share Price Two [Member] | Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price	$ 10
Number of days of notice to be given for the redemption of warrants	30 days
Number of consecutive trading days for determining the share price	20 days
Number of trading days for determining the share price	30 days
Number of days prior to the date of notifying the warrant holders for determining the total trading period	3 days
Triggering Share Price Two [Member] | Minimum [Member] | Warrant Redemption Price Two [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights redemption price	$ 0.10
Warrant Excercise Period One [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights number of days from the closure of business combination within which excersing can be done	30 days
Warrant Excercise Period Two [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights number of days from the closure of business combination within which excersing can be done	1 year
Public Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Warrants fair value disclosure	$ 16,694,484	$ 11,509,147
Private Warrants [Member] | Private Placement [Member]
Subsidiary or Equity Method Investee [Line Items]
Warrants fair value disclosure	$ 12,905,486	$ 11,003,918
Private Placement Warrants And Class A Stock Issuable Upon Exercise Of Private Placement Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights lock in period	30 days

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis (Detail) - USD ($)	Sep. 30, 2021	Dec. 31, 2020	Oct. 01, 2020
Assets:
Cash and Investments held in Trust Account			$ 207,372,020
Public Warrants [Member]
Liabilities:
Warrant Liability	$ 10,368,601	$ 10,368,601
Fair Value, Recurring [Member]
Assets:
Cash and Investments held in Trust Account	207,396,111	207,376,213
Fair Value, Recurring [Member] | Private Placement Warrants [Member]
Liabilities:
Warrant Liability	12,905,486	11,003,918
Fair Value, Recurring [Member] | Public Warrants [Member]
Liabilities:
Warrant Liability	16,694,484	11,509,147
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Assets:
Cash and Investments held in Trust Account	207,396,111	207,376,213
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Private Placement Warrants [Member]
Liabilities:
Warrant Liability	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Public Warrants [Member]
Liabilities:
Warrant Liability	16,694,484	11,509,147
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]
Assets:
Cash and Investments held in Trust Account	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Private Placement Warrants [Member]
Liabilities:
Warrant Liability	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Public Warrants [Member]
Liabilities:
Warrant Liability	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]
Assets:
Cash and Investments held in Trust Account	0	0
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Private Placement Warrants [Member]
Liabilities:
Warrant Liability	12,905,486	11,003,918
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Public Warrants [Member]
Liabilities:
Warrant Liability	$ 0	$ 0

Fair Value Measurements - Fai_2

Fair Value Measurements - Fair Value Measurements Inputs (Detail) - Fair Value, Inputs, Level 3 [Member]	Sep. 30, 2021yr	Dec. 31, 2020yr
Stock Price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	10.11	10.08
Exercise price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	11.50	11.50
Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	0.98	0.36
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	27	25
Term (in years)
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	5	5
Dividend yield
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Fair value measurements	0	0

Fair Value Measurements - Fai_3

Fair Value Measurements - Fair Value of Derivative Warrant Liabilities (Detail) - Private Placement Warrants [Member] - Fair Value, Inputs, Level 3 [Member] - USD ($)	3 Months Ended		9 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2021
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value, Beginning balance	$ 23,114,374	$ 11,003,918	$ 11,003,918
Change in fair value	(9,592,439)	12,110,456	(616,449)
Fair value, Ending balance	$ 13,521,935	$ 23,114,374	$ 12,905,486

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021	Dec. 31, 2020
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in trust non current	$ 207,396,111	$ 207,396,111	$ 207,376,213
Transfer from level one to level two assets	0	0
Transfer from level two to level one assets	0	0
Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants outstanding	6,147,440	6,147,440	6,147,440
Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants outstanding	10,368,601	10,368,601	10,368,601
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfer from level one to level three assets	0	0
Transfer from level three to level one assets	0	0
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfer from level one to level three assets	0	0
Transfer from level three to level one assets	0	0
US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in trust non current	$ 207,396,111	$ 207,396,111	$ 207,376,213