Summary of Significant Accounting Policies | Note 2—Summary of Significant Accounting Policies (as restated) Restatement of Previously Reported Financial Statements In preparation of the Company’s unaudited condensed financial statements for the quarterly period ended September 30, 2021, the Company concluded it should restate its previously issued financial statements to classify all Public Shares in temporary equity. In accordance with ASC 480-10-S99, redemption provisions not solely within the control of the Company, require shares subject to redemption to be classified outside of permanent equity. The Company had previously classified a portion of its Public Shares in permanent equity. Although the Company did not specify a maximum redemption threshold, its charter currently provides that the Company will not redeem its Public Shares in an amount that would cause its net tangible assets to be less than Previously, the Company did not consider redeemable shares classified as temporary equity as part of net tangible assets. Effective with these unaudited condensed financial statements, the Company revised this interpretation to include temporary equity in net tangible assets. In accordance with SEC Staff Accounting Bulletin 10-Qs The impact of the restatement on the financial statements for the Affected Quarterly Peri o The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported balance sheet as of March 31, 2021: As of March 31, 2021 (unaudited) As Reported Adjustment As Restated Total assets $ 251,368,069 $ 251,368,069 Total liabilities $ 23,370,865 $ 23,370,865 Class A ordinary shares subject to possible redemption $ 222,997,200 27,002,800 $ 250,000,000 Preference shares — — — Class A ordinary shares 270 (270 ) — Class B ordinary shares 625 — 625 Additional paid-in 7,201,327 (7,201,327 ) — Accumulated deficit (2,202,218 ) (19,801,203 ) (22,003,421 ) Total shareholders’ equity (deficit) $ 5,000,004 $ (27,002,800 ) $ (22,002,796 ) Total Liabilities, Class A Ordinary Shares Subject to Possible $ 251,368,069 $ — $ 251,368,069 Class A ordinary shares subject to redemption 22,299,720 2,700,280 25,000,000 Class A ordinary shares 2,700,280 (2,700,280 ) — The Company’s statement of shareholders’ equity has been restated to reflect the changes to the impacted shareholders’ equity accounts described above. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported statement of cash flows for the three months ended March 31, 2021: Form 10-Q As Reported Adjustment As Restated Supplemental Disclosure of Noncash Financing Activities: Change in value of Class A ordinary shares subject to possible redemption $ 7,069,020 $ (7,069,020 ) $ — The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported balance sheet as of June 30, 2021: As of June 30, 2021 (unaudited) As Reported Adjustment As Restated Total assets $ 251,181,784 $ 251,181,784 Total liabilities $ 23,410,268 $ 23,410,268 Class A ordinary shares subject to possible redemption $ 222,771,510 27,228,490 $ 250,000,000 Preference shares — — — Class A ordinary shares 272 (272 ) — Class B ordinary shares 625 — 625 Additional paid-in 7,427,015 (7,427,015 ) — Accumulated deficit (2,427,906 ) (19,801,203 ) (22,229,109 ) Total shareholders’ equity (deficit) $ 5,000,006 $ (27,228,490 ) $ (22,228,484 ) Total Liabilities, Class A Ordinary Shares Subject to Possible $ 251,181,784 $ — $ 251,181,784 Class A ordinary shares subject to redemption 22,277,151 2,722,849 25,000,000 Class A ordinary shares 2,722,849 (2,722,849 ) — The Company’s statement of shareholders’ equity has been restated to reflect the changes to the impacted shareholders’ equity accounts described above. The table below presents the effect of the financial statement adjustments related to the restatement discussed above of the Company’s previously reported statement of cash flows for the six months ended June 30, 2021: Form 10-Q As Reported Adjustment As Restated Supplemental Disclosure of Noncash Financing Activities: Change in value of Class A ordinary shares subject to possible redemption $ 6,843,330 $ (6,843,330 ) $ — In connection with the change in presentation for the Public Shares, the Company has revised its earnings per share calculation to allocate income and losses shared pro rata between the two classes of shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of shares participate pro rata in the income and losses of the Company. The impact to the reported amounts of weighted average shares outstanding and basic and diluted earnings per common share is presented below for the Affected Quarterly Periods: Earnings Per Share for Class A ordinary shares As Reported Adjustment As Adjusted Form 10-Q 1 Net income $ 7,069,017 $ — $ 7,069,017 Weighted average shares outstanding 25,000,000 — 25,000,000 Basic and diluted earnings per share $ 0.00 $ 0.23 $ 0.23 Form 10-Q 1 Net loss $ (225,688 ) $ — $ (225,688 ) Weighted average shares outstanding 25,000,000 — 25,000,000 Basic and diluted loss per share $ 0.00 $ (0.01 ) $ (0.01 ) Form 10-Q 1 Net income $ 6,843,329 $ — $ 6,843,329 Weighted average shares outstanding 25,000,000 — 25,000,000 Basic and diluted earnings per share $ 0.00 $ 0.22 $ 0.22 Earnings Per Share for Class B ordinary shares As Reported Adjustment As Adjusted Form 10-Q 1 Net income $ 7,069,017 $ — $ 7,069,017 Weighted average shares outstanding 6,250,000 — 6,250,000 Basic and diluted earnings per share $ 1.13 $ (0.90 ) $ 0.23 Form 10-Q 1 Net loss $ (225,688 ) $ — $ (225,688 ) Weighted average shares outstanding 6,250,000 — 6,250,000 Basic and diluted loss per share $ (0.04 ) $ 0.03 $ (0.01 ) Form 10-Q 1 Net income $ 6,843,329 $ — $ 6,843,329 Weighted average shares outstanding 6,250,000 — 6,250,000 Basic and diluted earnings per share $ 1.09 $ (0.87 ) $ 0.22 Use of Estimates The preparation of these unaudited condensed financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents at September 30, 2021 or December 30, 2020. Investments Held in Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the condensed balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in unrealized gain on investments held in Trust Account in the accompanying unaudited condensed statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000, and investments held in Trust Account. As of September 30, 2021 and December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Fair Value of Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. U.S. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. Fair Value Measurements The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets other than quoted prices included within Level 1 that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to remeasurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s unaudited condensed statement of operations. The fair value of warrants issued in connection with the Initial Public Offering and Private Placement were initially measured at fair value using a Monte Carlo simulation model. The fair value of warrants issued in connection with our Initial Public Offering have subsequently been measured based on the listed market price of such warrants. The subsequent fair value estimates of the Private Placement Warrants are measured using a combination of a Monte Carlo simulation model and the listed public warrant price. Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating expenses in the condensed statements of operations. Offering costs associated with issuance of the Class A ordinary shares were charged against the carrying value of the Class A ordinary shares subject to possible redemption upon the completion of the Initial Public Offering. The Company classifies deferred underwriting commissions as non-current Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with ASC 480. Class A ordinary shares subject to mandatory redemption (if any) is classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that features redemption rights that are either within th e are Effective with the closing of the Initial Public Offering, the Company recognized the Income Taxes FASB ASC Topic 740, “Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of September 30, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of September 30, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management 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 The Company has two classes of shares, Class A ordinary shares and Class B ordinary shares. Income and losses are shared pro rata between the two classes of shares. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted-average number of ordinary shares outstanding during the periods. The Company has not considered the effect of the warrants sold in the Initial Public Offering and the Private Placement to purchase an aggregate of 10,916,667, of the Company’s Class A ordinary shares in the calculation of diluted net income (loss) per share, because their exercise is contingent upon future events and their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted net income (loss) per share is the same as basic net income (loss) per share for the three and nine months ended September 30, 2021. The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of ordinary share: For the Three Months Ended For the Nine Months Ended Class A Class B Class A Class B Basic and diluted net income per ordinary share: Numerator: Allocation of net income $ 878,934 $ 219,734 $ 6,353,598 $ 1,588,399 Denominator: Basic and diluted weighted average ordinary shares outstanding 25,000,000 6,250,000 25,000,000 6,250,000 Basic and diluted net income per ordinary share $ 0.04 $ 0.04 $ 0.25 $ 0.25 For The Period Class A Class B Basic and diluted net loss per ordinary Numerator: Allocation of net loss $ (723,074 ) $ (912,880 ) Denominator: Basic and diluted weighted average ordinary shares outstanding 4,545,455 5,738,636 Basic and diluted net loss per ordinary $ (0.16 ) $ (0.16 ) Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt (Subtopic 470-20) and (Subtopic 815-40): Accounting Equity” (“ASU 2020-06”), which ASU 2020-06 on The Company’s management does not believe that any other recently issued, but not yet effective, accounting pronouncement if currently adopted would have a material effect on the Company’s unaudited condensed financial statements. |