Mason Industrial Technology (MIT) 10-Q 29 Jul 21 2021 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2021	Jul. 23, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Amendment Flag	false
Document Fiscal Period Focus	Q2
Document Period End Date	Jun. 30, 2021
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity Registrant Name	MASON INDUSTRIAL TECHNOLOGY, INC.
Entity Central Index Key	0001826058
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Entity Address, State or Province	NY
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity File Number	001-39955
Entity Tax Identification Number	85-2856616
Entity Address, Address Line One	110 East 59th Street
Entity Address, City or Town	New York
Entity Address, Postal Zip Code	10022
City Area Code	212
Local Phone Number	771-1200
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	MIT
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		50,000,000
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		12,500,000
Capital Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A common stock and one-third of one redeemable warrant to purchase one share of Class A common stock
Trading Symbol	MIT.U
Security Exchange Name	NYSE
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants exercisable for one share of Class A common stock at an exercise price of $11.50
Trading Symbol	MIT.W
Security Exchange Name	NYSE

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2021	Dec. 31, 2020
CURRENT ASSETS
Cash	$ 1,511,389	$ 167,224
Prepaid expenses	532,000	274,442
Total current assets	2,043,389	441,666
NONCURRENT ASSETS
Cash held in trust account	500,012,358
Other assets	304,616
Derivative forward purchase agreement	292,812
Total noncurrent assets	500,609,786
TOTAL ASSETS	502,653,175	441,666
CURRENT LIABILTIES
Accounts payable	2,216	75,000
Accrued deferred offering costs		125,000
Franchise tax payable	168,310
Note payable – related party		300,000
Total current liabilities	170,526	500,000
LONG-TERM LIABILTIES
Deferred underwriting commissions	17,500,000
Derivative warrant liabilities	23,020,134
Total liabilities	40,690,660	500,000
Commitments and Contingencies
Class A common stock, $0.0001 par value; 45,696,251 and 0 shares as of June 30, 2021 and December 31, 2020, respectively, subject to possible redemption at $10.00 per share	456,962,510
STOCKHOLDERS' EQUITY
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding as of June 30, 2021 and December 31, 2020, respectively
Additional paid-in capital		23,706
Retained earnings (Accumulated deficit)	4,998,325	(83,334)
Total stockholders' equity (deficit)	5,000,005	(58,334)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	502,653,175	441,666
Common Class A [Member]
STOCKHOLDERS' EQUITY
Common stock	430
Total stockholders' equity (deficit)	430
Common Class B [Member]
STOCKHOLDERS' EQUITY
Common stock	1,250	1,294
Total stockholders' equity (deficit)	$ 1,250	$ 1,294

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2021	Dec. 31, 2020
Preferred stock, par or stated value per share	$ 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
Common Class A [Member]
Temporary equity, shares outstanding	45,696,251	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	4,303,749	0
Common stock, shares outstanding	4,303,749	0
Common Class A [Member] | Shares Subject To Possible Redemption [Member]
Temporary equity, par or stated value per share	$ 0.0001	$ 0.0001
Temporary equity, shares outstanding	45,696,251	0
Temporary equity, redemption price per share	$ 10	$ 10
Common Class B [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	12,500,000	12,937,500
Common stock, shares outstanding	12,500,000	12,937,500

Condensed Statements Of Operati

Condensed Statements Of Operations - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
OPERATING EXPENSES
General and administrative expenses	$ 303,740	$ 412,617
Franchise tax expense	50,000	168,310
Total operating expenses	(353,740)	(580,927)
OTHER INCOME (EXPENSE)
Interest income on marketable securities held in Trust Account	7,599	12,358
Underwriting discounts and offering costs attributed to derivative warrant liability		(1,321,353)
Change in fair value of warrant liabilities	(5,205,067)	13,699,867
Change in fair value of derivative forward purchase agreement	258,095	620,226
Total other income (expense)	(4,939,373)	13,011,098
INCOME (LOSS) BEFORE INCOME TAX	(5,293,113)	12,430,171
Income tax expense (benefit)		0
NET INCOME (LOSS)	$ (5,293,113)	$ 12,430,171
Class A Common Stock Subject To Possible Redemption [Member]
OTHER INCOME (EXPENSE)
Basic and diluted net income (loss) per share	$ 0	$ 0
Redeemable Class A Common Stock [Member]
OTHER INCOME (EXPENSE)
Interest income on marketable securities held in Trust Account	$ 7,024	$ 11,246
NET INCOME (LOSS)	$ 0	$ 0
Basic and diluted weighted average shares outstanding	46,219,745	45,501,726
Basic and diluted net income (loss) per share	$ 0	$ 0
Non Redeemable Class A And Class B Common Stock [Member]
OTHER INCOME (EXPENSE)
Basic and diluted weighted average shares outstanding	16,280,255	16,277,197
Basic and diluted net income (loss) per share	$ (0.33)	$ 0.76

Condensed Statements Of Changes

Condensed Statements Of Changes In Stockholders' Equity - USD ($)	Total	Additional Paid-in Capital [Member]	Retained Earnings (Accumulated Deficit) [Member]	Class A Common Stock [Member]	Class B Common Stock [Member]
Beginning Balance , Shares at Dec. 31, 2020					12,937,500
Beginning Balance at Dec. 31, 2020	$ (58,334)	$ 23,706	$ (83,334)		$ 1,294
Sale of units in initial public offering, net of offering costs and initial fair value of public warrants, Shares				50,000,000
Sale of units in initial public offering, net of offering costs and initial fair value of public warrants	449,918,092	449,913,092		$ 5,000
Forfeiture of Founder Shares, Shares					(437,500)
Forfeiture of Founder Shares		44			$ (44)
Initial classification of derivative forward purchase agreement	(327,414)	(327,414)
Initial classification of common stock subject to possible redemption, Shares				(44,322,018)
Initial classification of common stock subject to possible redemption	(443,220,180)	(443,215,748)		$ (4,432)
Change in common stock subject to possible redemption, Shares				(1,903,544)
Change in common stock subject to possible redemption	(19,035,440)	(6,393,680)	(12,641,569)	$ (191)
Net income (loss)	17,723,284		17,723,284
Ending Balance , Shares at Mar. 31, 2021				3,774,438	12,500,000
Ending Balance at Mar. 31, 2021	5,000,008		4,998,381	$ 377	$ 1,250
Beginning Balance , Shares at Dec. 31, 2020					12,937,500
Beginning Balance at Dec. 31, 2020	(58,334)	$ 23,706	(83,334)		$ 1,294
Net income (loss)	12,430,171
Ending Balance , Shares at Jun. 30, 2021				4,303,749	12,500,000
Ending Balance at Jun. 30, 2021	5,000,005		4,998,325	$ 430	$ 1,250
Beginning Balance , Shares at Mar. 31, 2021				3,774,438	12,500,000
Beginning Balance at Mar. 31, 2021	5,000,008		4,998,381	$ 377	$ 1,250
Change in common stock subject to possible redemption, Shares				529,311
Change in common stock subject to possible redemption	5,293,110		5,293,057	$ 53
Net income (loss)	(5,293,113)		(5,293,113)
Ending Balance , Shares at Jun. 30, 2021				4,303,749	12,500,000
Ending Balance at Jun. 30, 2021	$ 5,000,005		$ 4,998,325	$ 430	$ 1,250

Condensed Statement Of Cash Fl

Condensed Statement Of Cash Flows	6 Months Ended
	Jun. 30, 2021USD ($)
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$ 12,430,171
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on cash held in Trust Account	(12,358)
Underwriting discounts and offering costs attributed to warrant liability	1,321,353
Change in fair value of derivative warrant liabilities	(13,699,867)
Change in fair value of derivative forward purchase agreement	(620,226)
Changes in operating assets and liabilities:
Prepaid expenses	(257,558)
Accounts payable and accrued expenses	(72,784)
Other assets	(304,616)
Franchise tax payable	168,310
Net cash used in operating activities	(1,047,575)
CASH FLOWS FROM INVESTING ACTIVITIES
Investment of cash in Trust Account	(500,000,000)
Net cash used in investing activities	(500,000,000)
CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from sale of Units, net of underwriting discounts paid	489,596,740
Proceeds from sale of Private Placement Warrants	13,220,000
Repayment of note payable – related party	(300,000)
Payment of offering costs	(125,000)
Net cash provided by financing activities	502,391,740
NET CHANGE IN CASH	1,344,165
CASH, BEGINNING OF PERIOD	167,224
CASH, END OF PERIOD	1,511,389
SUPPLEMENTAL DISCLOSURES OF NONCASH ACTIVITIES
Initial classification of derivative warrant liability	36,720,001
Initial classification of derivative forward purchase agreement	327,414
Initial classification of common stock subject to possible redemption	443,220,180
Change in value of common stock subject to possible redemption	13,742,330
Deferred underwriting fees charged to additional paid in capital	$ 17,500,000

Description of Organization and

Description of Organization and Business Operations	6 Months Ended
	Jun. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Organization and Operations Mason Industrial Technology, Inc. (the “Company”) was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination with one or more businesses (the “Business Combination”). The Company is an 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 June 30, 2021, the Company had not commenced any operations. All activity through June 30, 2021 relates to the Company’s formation, its Initial Public Offering (the “IPO”) and identifying a target company for a Business Combination. The Company will not generate any operating revenues until after completion of its initial Business Combination, at the earliest. The Company will generate non-operating and forward purchase agreement Corporate Organization and Initial Public Offering The Company was incorporated in Delaware on August 31, 2020. The Company’s sponsor is Mason Industrial Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). On February 2, 2021, the Company consummated its IPO of 50,000,000 units (the “Units” and, with respect to the Class A common stock included in the Units being offered, the “Public Shares”) at $10.00 per Unit, raising $500.0 million of gross proceeds. Of the 50,000,000 units issued, 45,000,000 Units were included in the Company’s initial offering, and 5,000,000 Units resulted from the underwriter partially exercising its over- allotment option. The net proceeds of the IPO were $472.1 million, after deducting expenses and underwriting discounts and commissions of approximately $27.9 million, which includes $17.5 million in deferred underwriting commissions (see Note 8 Commitments and Contingencies Public Warrants Each Unit consists of one share of Class A common stock and one-third 20-trading-day No fractional shares will be issued upon separation of the Units and only whole Public Warrants will trade. Each Public Warrant will become exercisable on the later of 30 days after the completion of the Company’s Initial Business Combination or 12 months from the closing of the Initial Public Offering and will expire five years after the completion of the Company’s Initial Business Combination or earlier upon redemption or liquidation. Once the Public Warrants become exercisable, the Company may redeem the outstanding Public Warrants in whole and not in part at a price of $0.01 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption, if and only if the last sale price of the Company’s Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the Public Warrant holders. Private Placement Warrants Simultaneously with the closing of the IPO, the Company consummated a private sale (the “Private Placement”) of 8,813,334 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants” and together with the Public Warrants, the “Warrants”) to the Sponsor at a price of $1.50 per Private Placement Warrant, generating gross proceeds of approximately $13.2 million (see Note 5 Related Party Transactions Forward Purchase Agreement Simultaneously with the closing of the IPO, the Company entered into a Forward Purchase Agreement (the “FPA”) with the Sponsor, pursuant to which the Sponsor committed that it will purchase up to 8,000,000 forward purchase units (the “FPA Units”), consisting of one share of Class A common stock (the “FPA Share”) and one-third Related Party Transactions Transaction Costs Transaction costs amounted to $27.9 million, consisting of $10.0 million of underwriting fees, $17.5 million of deferred underwriting commissions, and $0.4 million of other offering costs. The Trust Account Following the closing of the IPO, $500.0 million of the net proceeds of the sale of the Units and the Private Placement Warrants were placed in a trust account (the “Trust Account”). The funds in the Trust Account will be invested only in U.S. government treasury bills with a maturity of one hundred eighty (180) days or less or in money market funds that meet certain conditions under Rule 2a-7 Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, the proceeds from the IPO and the Private Placement will not be released from the Trust Account until the earlier of: (i) the completion of the Company’s Initial Business Combination; (ii) the redemption of any shares of the Public Shares that have been properly tendered in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation (A) to modify the substance or timing of the Company’s obligation to redeem 100% of Public Shares if the Company does not complete its Initial Business Combination within 24 months from the closing of the IPO (or 30 months from the closing of the IPO if the Company has executed a letter of intent, agreement in principle or definitive agreement for the initial Business Combination within 24 months from the closing of the IPO but has not completed the initial Business Combination within such 24 month period) (the “Combination Period ”) pre-initial Initial Business Combination The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO, although substantially all of the net proceeds of the IPO are intended to be generally applied toward consummating an initial Business Combination. The initial Business Combination must occur with one or more target businesses that together have an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the amount of any deferred underwriting discount held in the trust account) at the time of the agreement to enter into the initial Business Combination. Furthermore, there is no assurance that the Company will be able to successfully effect an initial Business Combination. The Company, after signing a definitive agreement for an initial Business Combination, will either (i) seek stockholder approval of the initial Business Combination at a meeting called for such purpose in connection with which stockholders may seek to redeem their shares, regardless of whether they vote for or against the initial Business Combination, for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes, or (ii) provide stockholders with the opportunity to sell their Public Shares to the Company by means of a tender offer (and thereby avoid the need for a stockholder vote) for an amount in cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes. The decision as to whether the Company will seek stockholder approval of the initial Business Combination or will allow stockholders to sell their Public Shares in a tender offer will be made by the Company, solely in its discretion, and will be based on a variety of factors such as the timing of the transaction and whether the terms of the transaction would otherwise require the Company to seek stockholder approval, unless a vote is required by law or under New York Stock Exchange rules. If the Company seeks stockholder approval, it will complete its initial Business Combination only if a majority of the outstanding shares of common stock voted are voted in favor of the initial Business Combination. However, in no event will the Company redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001 upon consummation of the initial Business Combination. In such case, the Company would not proceed with the redemption of its Public Shares and the related initial Business Combination, and instead may search for an alternate initial Business Combination. If the Company holds a stockholder vote or there is a tender offer for shares in connection with an initial Business Combination, a public stockholder will have the right to redeem its shares for an amount in cash equal to its pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes. Pursuant to the Company’s amended and restated certificate of incorporation, if the Company is unable to complete the initial Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes (less $100,000 to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, dissolve and liquidate, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. The Sponsor and the Company’s directors, director nominees and officers have entered into a letter agreement with the Company, pursuant to which they have agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares (as defined below in Note 5 Related Party Transactions Separate trading of Class A common shares and Public Warrants On March 18, 2021, the Company announced that, commencing March 22, 2021, the holders of the Company’s Units may elect to separately trade the Class A common stock and Public Warrants comprising the Units. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. Those units not separated will continue to trade on the New York Stock Exchange under the symbol “MIT.U,” and each of the shares of Class A common stock and Public Warrants that are separated will trade on the New York Stock Exchange under the symbols “MIT” and “MIT.W,” respectively.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2 Basis of presentation The accompanying unaudited interim condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in conjunction with the Company’s financial statements, summary of significant accounting policies and footnotes included in the Company’s Annual Report on Form 10-K 10-K”). 10-K 10-K. It is the opinion of management that all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of interim financial information, have been included. The Company has no items of other comprehensive income or loss; therefore, its net income or loss is identical to its comprehensive income or loss. Operating results for the periods presented are not necessarily indicative of expected results for the full year or for any future interim periods. Use of Estimates In the course of preparing the condensed financial statements, management makes various assumptions, judgments and estimates to determine the reported amounts of assets, liabilities, income and expenses, and in the disclosures of commitments and contingencies. Changes in these assumptions, judgments and estimates will occur as a result of the passage of time and the occurrence of future events. Although management believes these estimates are reasonable, actual results could differ from these estimates. Estimates made in preparing these condensed financial statements include, among other things, (1) the measurement of derivative warrant liabilities, (2) the measurement of the derivative forward purchase agreement and (3) accrued expenses. Changes in these estimates and assumptions could have a significant impact on results in future periods. Cash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020. Cash held in Trust Account At June 30, 2021, the Company had $500.0 million in cash held in the Trust Account that were held in U.S. Treasury Bills. Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). Certain financial assets and liabilities, such as the derivative warrant liability, are measured at fair value on a recurring basis. Nonfinancial assets and liabilities, if any, are recognized at fair value on a nonrecurring basis. The Company categorizes the inputs to the fair value of its financial assets and liabilities using a three-tier fair value hierarchy, established by the FASB, that prioritizes the significant inputs used in measuring fair value. These levels are: Level 1—inputs are based on unadjusted quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Examples of Level 1 inputs include financial instruments such as exchange-traded derivatives, listed securities and U.S. government treasury securities. Level 2—inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques (e.g., the Black-Scholes over-the-counter Level 3—inputs that are generally unobservable from objective sources and typically reflect management’s estimates and assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques, including option pricing models and discounted cash flow models. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash held in Trust Account. The Company’s Trust Account is maintained with a high-quality financial institution, with the compositions and maturities of the Trust Account’s investments are regularly monitored by management. Derivative warrant liabilities and forward purchase agreement The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. 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 ASC 480 and 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. The Company evaluated the Public Warrants, the Private Placement Warrants, and the FPA (which are discussed in Note 3 4 5 815-40 from being accounted for as a component of equity. As the Warrants and FPA meet the definition of a derivative as contemplated in ASC 815, the Warrants and FPA were measured at fair value at inception (on the date of the IPO) and recorded as assets or liabilities on the condensed balance sheets. The Warrants and FPA are subject to remeasurement at each reporting date until exercised in accordance with ASC 820, Fair Value Measurement 3 Fair Value Measurements, Allocation of Issuance costs The Company accounts for the allocation of its issuance costs to its Warrants using the guidance in ASC 470-20, s Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC 480. Shares of Class A common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021, Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets. Recently issued accounting standards In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The new standard is effective for the Company on January 1, 2024, although early adoption is permitted. The ASU allows the use of the modified retrospective method or the fully retrospective method. The Company is still in the process of evaluating the impact of this new standard; however, the Company does not believe the initial impact of adopting the standard will result in any changes to the Company’s statements of financial position, operations or cash flows.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	NOTE 3 Financial Assets and Liabilities Measured on a Recurring Basis Certain assets and liabilities are reported at fair value on a recurring basis. These assets and liabilities include the investments held in Trust Account, and derivative warrant liabilities. The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and where they are classified within the fair value hierarchy at June 30, 2021. The Company did not have any assets or liabilities that were measured at fair value on a recurring basis at December 31, 2020. Fair Value Measured as of June 30, 2021 Level 1 Level 2 Level 3 Assets: Investments held in Trust Account (1) $ 500,012,358 $ — $ — Derivative forward purchase agreement (2) $ — $ — $ 292,812 Liabilities: Derivative warrant liabilities—Public Warrants (3) $ 15,000,000 $ — $ — Derivative warrant liabilities—Private Placement Warrants (4) $ — $ — $ 8,020,134 (1) The fair value of the investments held in Trust Account was based on the quoted market price. (2) The fair value of the derivative forward purchase agreement was based on the forward price formula . (3) The fair value of the derivative warrant liabilities – Public Warrants was based the quoted market price for MIT.W as of the reporting date. (4) The fair value of the derivative warrant liabilities – Private Placement Warrants was based on a modified Black-Scholes Investments held in Trust Account . Derivative warrant liabilities . 815-40 s Initial Measurement The estimated fair value of the Public Warrants and the Private Warrants on February 2, 2021 was estimated using a Binomial Lattice and modified Black-Scholes The following table presents information and assumptions used to determine the estimated fair values of the Warrants at the initial measurement date, February 2, 2021, using the pricing models: February 2, 2021 Strike price $ 11.50 Term (in years) 5.2 Risk-free rate 0.7 % Volatility 25.5 % Dividend yield 0.0 % Fair value of Public Warrants $ 1.41 Fair value of Private Placement Warrants $ 1.50 Subsequent Measurement The Warrants are measured at fair value on a recurring basis. The subsequent measurement of the Public Warrants as of June 30, 2021 is classified as Level 1 due to the use of an observable market quote in an active market under the ticker MIT.W. The fair value of the Private Warrants continues to be estimated using a modified Black-Scholes The following table presents information and assumptions used in the modified Black-Scholes June 30, 2021 Strike price $ 11.50 Term (in years) 5.2 Risk-free rate 1.0 % Volatility 15.5 % Dividend yield 0.0 % Fair value of Private Placement Warrants $ 0.91 The following contains additional information regarding the inputs used in the pricing models: • Term – the expected life of the warrants was assumed to be equivalent to their remaining contractual term. • Risk-free rate – the risk-free interest rate is based on the U.S. Treasury yield curve in effect on the date of valuation equal to the remaining expected life of the Warrants. • Volatility – the Company estimated the volatility of its common stock warrants based on implied volatility and actual historical volatility of a group of comparable publicly traded companies observed over a historical period equal to the expected remaining life of the Warrants. • Dividend yield – the dividend yield percentage is zero because the Company does not currently pay dividends, nor does it intend to do so during the expected term of the Private Placement Warrants. The change in fair value of the derivative warrant liabilities through June 30, 2021 is as follows: Public Private Placement Total Derivative Derivative warrant liabilities at January 1, 2021 $ — $ — $ — Issuance of Public and Private Warrants (1) 23,500,000 13,220,001 36,720,001 Change in fair value of warrant liabilities (13,000,000 ) (5,904,934 ) (18,904,934 ) Derivative warrant liabilities at March 31, 2021 $ 10,500,000 $ 7,315,067 $ 17,815,067 Change in fair value of warrant liabilities 4,500,000 705,067 5,205,067 Derivative warrant liabilities at June 30, 2021 $ 15,000,000 $ 8,020,134 $ 23,020,134 (1) – during the 1 st Derivative forward purchase agreement . 815-40 s The FPA was valued using an adjusted net assets method, which is considered to be a Level 3 fair value measurement. Under the adjusted net assets method utilized, the aggregate commitment of $80.0 million, pursuant to the FPA, is discounted to present value and compared to the fair value of the common stock and warrants to be issued pursuant to the FPA. The fair value of the common stock and warrants to be issued under the FPA were based on the public trading price of the Units issued in the IPO. The excess (liability) or deficit (asset) of the fair value of the common stock and warrants to be issued compared to the $80.0 million fixed commitment is then reduced to account for the probability of consummation of the Business Combination. The primary unobservable input utilized in determining the fair value of the FPA is the probability of consummation of the Business Combination. As of June 30, 2021, the probability assigned to the consummation of the Business Combination was 90%, which was determined based on observed success rates of business combinations for special purpose acquisition companies. The change in fair value of the derivative forward purchase agreement through June 30, 2021 is as follows: FPA Asset (Liability) Derivative forward purchase agreement at January 1, 2021 $ — Executed forward purchase agreement in connection with IPO (327,414 ) Change in fair value of the derivative forward purchase agreement 362,131 Derivative forward purchase agreement at March 31, 2021 34,717 Change in fair value of the derivative forward purchase agreement 258,095 Derivative forward purchase agreement at June 30, 2021 $ 292,812 Fair Value of Other Financial Instruments The carrying value of cash, accounts payable and accrued expenses are considered to be representative of their respective fair values due to the nature of and short-term maturities of those instruments.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2021
Stockholders' Equity Note [Abstract]
Stockholders' Equity	NOTE 4 Preferred Stock Class A Common Stock There was no Class A Common Stock outstanding as of December 31, 2020. If the Company enters into an initial Business Combination, it may (depending on the terms of such an initial Business Combination) be required to increase the number of shares of Class A common stock which the Company is authorized to issue at the same time as the Company’s stockholders vote on the initial Business Combination to the extent the Company seeks stockholder approval in connection with the initial Business Combination. In addition, 45,696,251 shares of Class A common stock are redeemable upon the consummation of the Company’s initial Business Combination, subject to limitation described in Note 1 , Description of Organization and Business Operations per-share Description of Organization and Business Operations Class B Common Stock over-allotment 5 Related Party Transactions Holders of the Class A common stock and holders of the Class B common stock will vote together as a single class on all matters submitted to a vote of the stockholders, except as required by law. The Sponsor, the Company’s officers and directors entered into a letter agreement with the Company, pursuant to which they agreed (i) to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of the initial Business Combination, (ii) to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with a stockholder vote to approve an amendment to the Company’s certificate of incorporation and (iii) to waive their rights to liquidating distributions from the Trust Account with respect to their Founder Shares if the Company fails to complete the initial Business Combination within the Combination Period, although they will be entitled to liquidating distributions from the Trust Account with respect to their Public Shares if the Company fails to complete the initial Business Combination within such time period. Warrants The Private Placement Warrants are identical to the Public Warrants underlying the Units being sold in the IPO, except that the Private Placement Warrants and the Class A common stock 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 The Company may redeem the Public Warrants (except with respect to the Private Placement Warrants): • in whole and not in part; • at a price of $0.01 per warrant; • at any time during the exercise period; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the last sale price of the Company’s Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading • If, and only if, there is a current registration statement in effect with respect to the shares of Class A common stock underlying such warrants. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the 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 warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 5 Founder Shares On September 15, 2020, the Sponsor purchased 11,500,000 shares of Class B common stock (the “Founder Shares”) for an aggregate price of $25,000, or approximately $0.002 per share. The Sponsor has agreed to forfeit up to 1,500,000 Founder Shares to the extent that the over-allotment option is not exercised in full by the underwriters. On January 28, 2021, the Company effected a stock dividend of 0.125 shares of Class B common stock, resulting in the Sponsor holding an aggregate of 12,937,500 Founder Shares (up to 1,687,500 Founder Shares of which are subject to forfeiture to the extent that the underwriters’ over-allotment option is not exercised), representing an adjusted purchase price of approximately $0.002 per share. The financial statement has been retroactively restated to reflect the stock dividend. On January 29, 2021, the Sponsor forfeited 437,500 Founder Shares as a result of the underwriters’ election to partially exercise their over- allotment option. The Founder Shares are identical to the Class A common stock included in the Units being sold in the IPO except that the Founder Shares automatically convert into shares of Class A common stock at the time of the Company’s initial Business Combination, on a one-for-one The Company’s initial stockholders have agreed not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination or (B) subsequent to the initial Business Combination, (x) if the last sale price of the Company’s Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement As described in Note 1, Description of Organization and Business Operations The Private Placement Warrants are non-redeemable Forward Purchase Agreement As described in Note 1, Description of Organization and Business Operations one-third Consulting Agreement On May 1, 2021, Mason Capital Management LLC, an affiliate of the managing member of the Sponsor, entered into a two-year (the “Initial Term”) consulting agreement with Philip Whitehead, the Vice Chairman of t Related Party Loan The Company’s Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the IPO pursuant to a promissory note (the “Note”). This Note was non-interest bearing and payable on the earlier of June 30, 2021 or the completion of the IPO. The outstanding balance under the Note of $300,000 was repaid in full on February 16, 2021. In order to fund working capital deficiencies or finance transaction costs in connection with the initial Business Combination, the Sponsor or an affiliate of the Sponsor or certain of the Company’s directors and officers may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes the initial Business Combination, the Company would repay the Working Capital Loans. In the event that the initial Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used to repay the Working Capital Loans. Up to $1.5 million of the Working Capital Loans may be convertible into warrants, at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants, including as to exercise price, exercisability and exercise period. To date, the Company has had no Working Capital Loans outstanding.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 6 The Company’s provision for income taxes for the three and six months ended June 30, 2021 is based on the estimated annual effective tax rate, in addition to discrete items. As of June 30, 2021 and December 31, 2020, the Company has provided a valuation allowance against its net deferred tax assets that it believes, based on the weight of available evidence, are not more likely than not to be realized. Therefore, no material current tax liability or expense has been recorded in the condensed financial statements.

Net Income (Loss) Per Common Sh

Net Income (Loss) Per Common Share	6 Months Ended
	Jun. 30, 2021
Earnings Per Share [Abstract]
Net Income (Loss) Per Common Share	NOTE 7 The Company applies the two-class two-class The Company’s statement s two-class Net income (loss) per common share, basic and diluted, for non-redeemable non-redeemable Reconciliation of Net Income (loss) per Common Share The following table reflects the calculation of basic and diluted net income (loss) per common share (in dollars, except per share amounts):​​​​​​​ Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A common stock Interest income earned on Trust Account $ 7,024 $ 11,246 Less: Applicable franchise and income taxes (7,024 ) (11,246 ) Net income attributable to Redeemable Class A common stock $ — $ — Denominator: Weighted Average Stock Outstanding, Redeemable Class A Basic and diluted weighted average shares outstanding, Redeemable Class A 46,219,745 45,501,726 Basic and diluted net income (loss) per share, Redeemable Class A $ 0.00 $ 0.00 Non-Redeemable Numerator: Net income (loss) minus net earnings Net income (loss) $ (5,293,113 ) $ 12,430,171 Less: Net income allocable to Redeemable Class A common stock — — Net income (loss) attributable to Non-Redeemable $ (5,293,113 ) $ 12,430,171 Denominator: Weighted Average Stock Outstanding, Non-Redeemable Basic and diluted weighted average shares outstanding, Non-Redeemable 16,280,255 16,277,197 Basic and diluted net income (loss) per share, Non-Redeemable $ (0.33 ) $ 0.76

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 8 Registration Rights Pursuant to a registration rights agreement, dated January 28, 2021, the holders of the Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants or warrants that may be issued upon conversion of Working Capital Loans and upon conversion of the Founder Shares) will be entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A common stock). 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 and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters were paid a cash underwriting discount of 2.0% of the gross proceeds of the IPO, or $10.0 million, with an additional fee (the “Deferred Discount”) of 3.5% of the gross offering proceeds payable upon the Company’s completion of an initial Business Combination. This Deferred Discount of $17.5 million has been recorded as Deferred Underwriting Commissions in the balance sheet as of June 30, 2021. The Deferred Discount will become payable to the underwriters from the amounts held in the Trust Account solely in the event the Company completes its initial Business Combination.

Subsequent Events

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

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2021
Accounting Policies [Abstract]
Basis of presentation	Basis of presentation The accompanying unaudited interim condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in conjunction with the Company’s financial statements, summary of significant accounting policies and footnotes included in the Company’s Annual Report on Form 10-K 10-K”). 10-K 10-K. It is the opinion of management that all adjustments, consisting of normal recurring adjustments considered necessary for a fair presentation of interim financial information, have been included. The Company has no items of other comprehensive income or loss; therefore, its net income or loss is identical to its comprehensive income or loss. Operating results for the periods presented are not necessarily indicative of expected results for the full year or for any future interim periods.
Use of Estimates	Use of Estimates In the course of preparing the condensed financial statements, management makes various assumptions, judgments and estimates to determine the reported amounts of assets, liabilities, income and expenses, and in the disclosures of commitments and contingencies. Changes in these assumptions, judgments and estimates will occur as a result of the passage of time and the occurrence of future events. Although management believes these estimates are reasonable, actual results could differ from these estimates. Estimates made in preparing these condensed financial statements include, among other things, (1) the measurement of derivative warrant liabilities, (2) the measurement of the derivative forward purchase agreement and (3) accrued expenses. Changes in these estimates and assumptions could have a significant impact on results in future periods.
Cash and cash equivalents	Cash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and December 31, 2020.
Cash held in Trust Account	Cash held in Trust Account At June 30, 2021, the Company had $500.0 million in cash held in the Trust Account that were held in U.S. Treasury Bills.
Fair Value Measurements	Fair Value Measurements Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). Certain financial assets and liabilities, such as the derivative warrant liability, are measured at fair value on a recurring basis. Nonfinancial assets and liabilities, if any, are recognized at fair value on a nonrecurring basis. The Company categorizes the inputs to the fair value of its financial assets and liabilities using a three-tier fair value hierarchy, established by the FASB, that prioritizes the significant inputs used in measuring fair value. These levels are: Level 1—inputs are based on unadjusted quoted prices that are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Examples of Level 1 inputs include financial instruments such as exchange-traded derivatives, listed securities and U.S. government treasury securities. Level 2—inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques (e.g., the Black-Scholes over-the-counter Level 3—inputs that are generally unobservable from objective sources and typically reflect management’s estimates and assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques, including option pricing models and discounted cash flow models. Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash held in Trust Account. The Company’s Trust Account is maintained with a high-quality financial institution, with the compositions and maturities of the Trust Account’s investments are regularly monitored by management.
Derivative warrant liabilities and forward purchase agreement	Derivative warrant liabilities and forward purchase agreement The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. 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 ASC 480 and 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. The Company evaluated the Public Warrants, the Private Placement Warrants, and the FPA (which are discussed in Note 3 4 5 815-40 from being accounted for as a component of equity. As the Warrants and FPA meet the definition of a derivative as contemplated in ASC 815, the Warrants and FPA were measured at fair value at inception (on the date of the IPO) and recorded as assets or liabilities on the condensed balance sheets. The Warrants and FPA are subject to remeasurement at each reporting date until exercised in accordance with ASC 820, Fair Value Measurement 3 Fair Value Measurements,
Allocation of Issuance costs	Allocation of Issuance costs The Company accounts for the allocation of its issuance costs to its Warrants using the guidance in ASC 470-20, s
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC 480. Shares of Class A common stock subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2021, Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets.
Recently issued accounting standards	Recently issued accounting standards In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current U.S. GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The new standard is effective for the Company on January 1, 2024, although early adoption is permitted. The ASU allows the use of the modified retrospective method or the fully retrospective method. The Company is still in the process of evaluating the impact of this new standard; however, the Company does not believe the initial impact of adopting the standard will result in any changes to the Company’s statements of financial position, operations or cash flows.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Summary of the company's financial assets that are measured at fair value on a recurring basis	The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis and where they are classified within the fair value hierarchy at June 30, 2021. The Company did not have any assets or liabilities that were measured at fair value on a recurring basis at December 31, 2020. Fair Value Measured as of June 30, 2021 Level 1 Level 2 Level 3 Assets: Investments held in Trust Account (1) $ 500,012,358 $ — $ — Derivative forward purchase agreement (2) $ — $ — $ 292,812 Liabilities: Derivative warrant liabilities—Public Warrants (3) $ 15,000,000 $ — $ — Derivative warrant liabilities—Private Placement Warrants (4) $ — $ — $ 8,020,134 (1) The fair value of the investments held in Trust Account was based on the quoted market price. (2) The fair value of the derivative forward purchase agreement was based on the forward price formula . (3) The fair value of the derivative warrant liabilities – Public Warrants was based the quoted market price for MIT.W as of the reporting date. (4) The fair value of the derivative warrant liabilities – Private Placement Warrants was based on a modified Black-Scholes
Summary of the table presents information and assumptions used to determine the estimated fair values using the pricing models	The following table presents information and assumptions used to determine the estimated fair values of the Warrants at the initial measurement date, February 2, 2021, using the pricing models: February 2, 2021 Strike price $ 11.50 Term (in years) 5.2 Risk-free rate 0.7 % Volatility 25.5 % Dividend yield 0.0 % Fair value of Public Warrants $ 1.41 Fair value of Private Placement Warrants $ 1.50 The following table presents information and assumptions used in the modified Black-Scholes June 30, 2021 Strike price $ 11.50 Term (in years) 5.2 Risk-free rate 1.0 % Volatility 15.5 % Dividend yield 0.0 % Fair value of Private Placement Warrants $ 0.91
Summary of change in the fair value of the derivative warrant liabilities	The change in fair value of the derivative warrant liabilities through June 30, 2021 is as follows: Public Private Placement Total Derivative Derivative warrant liabilities at January 1, 2021 $ — $ — $ — Issuance of Public and Private Warrants (1) 23,500,000 13,220,001 36,720,001 Change in fair value of warrant liabilities (13,000,000 ) (5,904,934 ) (18,904,934 ) Derivative warrant liabilities at March 31, 2021 $ 10,500,000 $ 7,315,067 $ 17,815,067 Change in fair value of warrant liabilities 4,500,000 705,067 5,205,067 Derivative warrant liabilities at June 30, 2021 $ 15,000,000 $ 8,020,134 $ 23,020,134 (1) – during the 1 st
Summary of change in fair value of the FPA Units liability	The change in fair value of the derivative forward purchase agreement through June 30, 2021 is as follows: FPA Asset (Liability) Derivative forward purchase agreement at January 1, 2021 $ — Executed forward purchase agreement in connection with IPO (327,414 ) Change in fair value of the derivative forward purchase agreement 362,131 Derivative forward purchase agreement at March 31, 2021 34,717 Change in fair value of the derivative forward purchase agreement 258,095 Derivative forward purchase agreement at June 30, 2021 $ 292,812

Net Income (Loss) Per Common _2

Net Income (Loss) Per Common Share (Tables)	6 Months Ended
	Jun. 30, 2021
Earnings Per Share [Abstract]
Summary of basic and diluted net income (loss) per ordinary share	The following table reflects the calculation of basic and diluted net income (loss) per common share (in dollars, except per share amounts): Three Months Ended Six Months Ended June 30, 2021 June 30, 2021 Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A common stock Interest income earned on Trust Account $ 7,024 $ 11,246 Less: Applicable franchise and income taxes (7,024 ) (11,246 ) Net income attributable to Redeemable Class A common stock $ — $ — Denominator: Weighted Average Stock Outstanding, Redeemable Class A Basic and diluted weighted average shares outstanding, Redeemable Class A 46,219,745 45,501,726 Basic and diluted net income (loss) per share, Redeemable Class A $ 0.00 $ 0.00 Non-Redeemable Numerator: Net income (loss) minus net earnings Net income (loss) $ (5,293,113 ) $ 12,430,171 Less: Net income allocable to Redeemable Class A common stock — — Net income (loss) attributable to Non-Redeemable $ (5,293,113 ) $ 12,430,171 Denominator: Weighted Average Stock Outstanding, Non-Redeemable Basic and diluted weighted average shares outstanding, Non-Redeemable 16,280,255 16,277,197 Basic and diluted net income (loss) per share, Non-Redeemable $ (0.33 ) $ 0.76

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	Feb. 02, 2021	Mar. 31, 2021	Mar. 31, 2021	Jun. 30, 2021
Description Of Organization And Business Operations [Line Items]
Proceeds from issuance initial public offering				$ 489,596,740
Warrants expire term				5 years
Class of warrant or right, exercise price of warrants or rights				$ 0.01
Adjustments to additional paid in capital stock issuance costs				$ 27,900,000
Underwriting fee				10,000,000
Deferred underwriting commissions				17,500,000
Other offering cost				400,000
Payment to acquire restricted investments				$ 500,000,000
Term of restricted investments				180 days
Percentage of the public shareholding to be redeemed in case the business combination is not consummated				100.00%
Percentage of the fair value of assets in the trust account of the prospective acquiree excluding deferred underwriting commission and discount				80.00%
Networth needed post business combination				$ 5,000,001
Proceeds from sale of Private Placement Warrants				$ 13,220,000
Maximum [Member]
Description Of Organization And Business Operations [Line Items]
Threshold limit to be redeemed in case the business combination is not consummated from closing of IPO				30 months
Minimum [Member]
Description Of Organization And Business Operations [Line Items]
Threshold limit to be redeemed in case the business combination is not consummated from closing of IPO				24 months
Stock Trigger Price One [Member]
Description Of Organization And Business Operations [Line Items]
Sale of stock, price per share				$ 9.20
Percent of exercise price of the public warrants will be adjusted				115.00%
Stock Trigger Price Two [Member]
Description Of Organization And Business Operations [Line Items]
Sale of stock, price per share				$ 18
Percent of exercise price of the public warrants will be adjusted				180.00%
Public Warrants [Member]
Description Of Organization And Business Operations [Line Items]
Class of warrant or right issue price				$ 11.50
Additional class of warrant or right issued for capital rising purpose with the closing of IPO effective exercise price				$ 9.20
Percentage of proceeds from issuance of additional shares issuance equal to total equity proceeds				60.00%
Private Placement Warrants [Member]
Description Of Organization And Business Operations [Line Items]
Class of warrant or right issue price				$ 1.50
Class of warrant or right, issued during the period				8,813,334
Proceeds from issuance of warrants				$ 13,200,000
Common Class A [Member]
Description Of Organization And Business Operations [Line Items]
Stock issued during period, shares, new issues			50,000,000
Stock Conversion Basis				one vote for each share
Common Class A [Member] | Forward Purchase Agreement [Member]
Description Of Organization And Business Operations [Line Items]
Stock Conversion Basis	consisting of one share of Class A common stock (the “FPA Share”) and one-third of one warrant to purchase one share of Class A common stock
IPO [Member]
Description Of Organization And Business Operations [Line Items]
Stock issued during period, shares, new issues		45,000,000
Proceeds from issuance initial public offering		$ 472,100,000
Deferred offering costs	$ 27,900,000
Deferred underwriting commissions	$ 17,500,000
IPO [Member] | Forward Purchase Agreement [Member]
Description Of Organization And Business Operations [Line Items]
Stock issued during period, shares, new issues	8,000,000
Share price	$ 10
Proceeds from sale of Private Placement Warrants	$ 80,000,000
IPO [Member] | Class A Common Stock And Public Warrants [Member]
Description Of Organization And Business Operations [Line Items]
Stock issued during period, shares, new issues		50,000,000
Proceeds from issuance initial public offering		$ 500,000,000
IPO [Member] | Common Class A [Member]
Description Of Organization And Business Operations [Line Items]
Class of warrant or right, exercise price of warrants or rights				$ 11.50
Over-Allotment Option [Member]
Description Of Organization And Business Operations [Line Items]
Sale of stock, price per share	$ 10

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended	6 Months Ended
	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2020
Summary Of Significant Accounting Policies [Line Items]
Cash equivalents, at carrying value		$ 0	$ 0
Payments of stock issuance costs		125,000
Underwriting commission expense		17,500,000
Other offering cost		400,000
Stock issued during period, value, new issues	$ 449,918,092
Underwriting discounts and offering costs attributed to derivative warrant liability		(1,321,353)
Warrant [Member]
Summary Of Significant Accounting Policies [Line Items]
Payments of stock issuance costs		27,903,259
Payments for underwriting expense		10,000,000
Other offering cost		403,259
Underwriting discounts and offering costs attributed to derivative warrant liability		1,321,352
Common Class A [Member]
Summary Of Significant Accounting Policies [Line Items]
Stock issued during period, value, new issues	$ 5,000
Common Class A [Member] | Warrant [Member]
Summary Of Significant Accounting Policies [Line Items]
Stock issued during period, value, new issues		26,581,907
US Treasury Securities [Member]
Summary Of Significant Accounting Policies [Line Items]
Assets held-in-trust		$ 500,000,000

Fair Value Measurements - Summa

Fair Value Measurements - Summary of the Company's Financial Assets That Are Measured at Fair Value On A Recurring Basis (Detail) - USD ($)		Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
Liabilities:
Derivative warrant liabilities		$ 23,020,134	$ 17,815,067
Public Warrants [Member]
Liabilities:
Derivative warrant liabilities		15,000,000	10,500,000
Fair value of Private Placement Warrants [Member]
Liabilities:
Derivative warrant liabilities		8,020,134	$ 7,315,067
Fair Value, Recurring [Member] | Level 1 [Member]
Assets:
Investments held in Trust Account	[1]	500,012,358
Fair Value, Recurring [Member] | Level 1 [Member] | Public Warrants [Member]
Liabilities:
Derivative warrant liabilities	[2]	15,000,000
Fair Value, Recurring [Member] | Level 3 [Member] | Fair value of Private Placement Warrants [Member]
Liabilities:
Derivative warrant liabilities	[3]	8,020,134
Fair Value, Recurring [Member] | Level 3 [Member] | Derivative Forward Purchase Agreement [Member]
Assets:
Derivative forward purchase agreement	[4]	$ 292,812
[1]	The fair value of the investments held in Trust Account was based on the quoted market price.
[2]	The fair value of the derivative warrant liabilities – Public Warrants was based the quoted market price for MIT.W as of the reporting date.
[3]	The fair value of the derivative warrant liabilities – Private Placement Warrants was based on a modified Black-Scholes model.
[4]	The fair value of the derivative forward purchase agreement was based on the forward price formula.

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of the Table Presents Information and Assumptions Used to Determine the Estimated Fair Values Using the Pricing Models (Detail)	Jun. 30, 2021d$ / shares	Feb. 02, 2021d$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Term	5 years
Strike Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Average Price Risk Option Strike Price | $ / shares	$ 11.50	$ 11.50
Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Term	5 years 2 months 12 days	5 years 2 months 12 days
Risk-free rate Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	1	0.7
Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	15.5	25.5
Dividend yield [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	0	0
Measurement Input, Exercise Price [Member] | Fair value of Public Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		1.41
Measurement Input, Exercise Price [Member] | Fair value of Private Placement Warrants [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.91	1.50

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Change in the Fair Value of the Derivative Warrant Liabilities (Detail) - USD ($)		3 Months Ended		6 Months Ended
		Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]
Derivative warrant liabilities		$ 17,815,067
Issuance of Public and Private Warrants	[1]		36,720,001
Change in fair value of warrant liabilities		5,205,067	(18,904,934)	(13,699,867)
Derivative warrant liabilities		23,020,134	17,815,067	23,020,134
Public Warrants [Member]
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]
Derivative warrant liabilities		10,500,000
Issuance of Public and Private Warrants	[1]		23,500,000
Change in fair value of warrant liabilities		4,500,000	(13,000,000)
Derivative warrant liabilities		15,000,000	10,500,000	15,000,000
Private Placement Warrants [Member]
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]
Derivative warrant liabilities		7,315,067
Issuance of Public and Private Warrants	[1]		13,220,001
Change in fair value of warrant liabilities		705,067	(5,904,934)
Derivative warrant liabilities		$ 8,020,134	$ 7,315,067	$ 8,020,134
[1]	– during the 1st quarter of 2021, these warrants were transferred from Level 3 in the fair value hierarchy to Level 1 in the fair value hierarchy

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 30, 2021USD ($)
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items]
Fair value, investments, entities that calculate net asset value per share, unfunded commitments	$ 80
Fair value, net derivative asset (liability) period increase (dcrease)	$ 80
Percentage of probability on initial business Combination	90.00%

Fair Value Measurements - Sum_4

Fair Value Measurements - Summary of Change in Fair Value of the FPA Units Liability (Detail) - USD ($)	3 Months Ended
	Jun. 30, 2021	Mar. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Abstract]
Derivative forward purchase agreement at December 31, 2020	$ 34,717
Executed forward purchase agreement in connection with IPO		(327,414)
Change in fair value of the derivative forward purchase agreement	258,095	362,131
Derivative forward purchase agreement at June 30, 2021	$ 292,812	$ 34,717

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Detail) - $ / shares	Jan. 28, 2021	Jun. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Class of Stock [Line Items]
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
Fair Value of Private Placement Warrants [Member] | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member]
Class of Stock [Line Items]
Class of warrants redemption price per unit		$ 0.01
Number of days of notice to be given for the redemption of warrants		30 days
Common Class A [Member]
Class of Stock [Line Items]
Common stock, par value		$ 0.0001		$ 0.0001
Common stock, shares authorized		400,000,000		400,000,000
Common stock, conversion basis		one vote for each share
Common stock, shares issued		4,303,749		0
Common stock, shares outstanding		4,303,749		0
Common stock shares subject to possible redemption		45,696,251		0
Common Class A [Member] | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member]
Class of Stock [Line Items]
Share Price		$ 18
Common Class A [Member] | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member] | Maximum [Member]
Class of Stock [Line Items]
Number of trading days for determining the share price		30 days
Common Class A [Member] | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member] | Minimum [Member]
Class of Stock [Line Items]
Number of consecutive trading days for determining the share price		20 days
Common Class A [Member] | IPO [Member]
Class of Stock [Line Items]
Common stock, shares issued		4,303,749
Common Class A [Member] | Public Warrants [Member]
Class of Stock [Line Items]
Class of warrant or right, threshold period for exercise from date of closing public offering		15 days
Common Class A [Member] | Public Warrants [Member] | IPO [Member]
Class of Stock [Line Items]
Class of warrant or right redemption threshold consecutive trading days | trading days		30 days
Class of warrant or right, threshold period for exercise from date of closing public offering		12 months
Common Class A [Member] | Fair Value of Private Placement Warrants [Member] | IPO [Member]
Class of Stock [Line Items]
Class of warrant or right redemption threshold consecutive trading days | trading days		30 days
Common Class B [Member]
Class of Stock [Line Items]
Common stock, par value		$ 0.0001		$ 0.0001
Common stock, shares authorized		50,000,000		50,000,000
Common stock, shares issued		12,500,000		12,937,500
Common stock, shares outstanding		12,500,000		12,937,500
Shares issued, shares, share-based payment arrangement, forfeited			1,687,500
Common stock, dividends, per share, declared	$ 0.125
Common Class B [Member] | IPO [Member]
Class of Stock [Line Items]
Common stock, shares issued				12,937,500

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	May 01, 2021	Jan. 29, 2021	Jan. 28, 2021	Sep. 15, 2020	Mar. 31, 2021	Mar. 31, 2021	Jun. 30, 2021	Dec. 31, 2021	Feb. 02, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Stock issued during period, value, new issues						$ 449,918,092
Exercise price of warrants or rights							$ 0.01
Sponsor [Member] | Related Party Loan [Member]
Related Party Transaction [Line Items]
Debt face amount							$ 300,000
Debt instrument, maturity date							Jun. 30, 2021
Repayments of debt							$ 300,000
Sponsor [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Debt conversion price per share							$ 1.50
Sponsor [Member] | Maximum [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Debt face amount							$ 1,500,000
Consulting fee [Member] | Mason Capital Management LLC [Member]
Related Party Transaction [Line Items]
Consulting agreement fee	$ 250,000
Consulting agreement, Initial term	two-year
Founder Shares [Member] | Share Price Equal Or Exceeds Tweleve Rupees Per Dollar [Member]
Related Party Transaction [Line Items]
Share price							$ 12
Common stock, transfers, restriction on number of days from the date of business combination							180 days
Founder Shares [Member] | Share Price Equal Or Exceeds Tweleve Rupees Per Dollar [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Common stock, transfers, threshold trading days							30 days
Founder Shares [Member] | Share Price Equal Or Exceeds Tweleve Rupees Per Dollar [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Common stock, transfers, threshold trading days							20 days
Forward Purchase Units [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during period, shares, new issues							8,000,000
Stock issued during period, value, new issues							$ 80,000,000
Shares issued, price per share							$ 10
Number of shares issued in transaction							1
Stockholders' equity note, stock split							one-third of one warrant to purchase one share
Over-Allotment Option [Member]
Related Party Transaction [Line Items]
Sale of stock, price per share									$ 10
Over-Allotment Option [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Shares issued, shares, share-based payment arrangement, forfeited		437,500
Over-Allotment Option [Member] | Founder Shares [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during period, shares, new issues			12,937,500
Common stock shares subject to possible redemption			1,687,500
Sale of stock, price per share			$ 0.002
IPO [Member]
Related Party Transaction [Line Items]
Stock issued during period, shares, new issues					45,000,000
Fair Value of Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants or rights, transfers, restriction on number of days from the date of business combination							30 days
Common Class A [Member]
Related Party Transaction [Line Items]
Stock issued during period, shares, new issues						50,000,000
Stock issued during period, value, new issues						$ 5,000
Common stock shares subject to possible redemption							45,696,251			0
Common Class A [Member] | IPO [Member]
Related Party Transaction [Line Items]
Exercise price of warrants or rights							$ 11.50
Class of warrant or right, number of securities called by warrants or rights							1
Common Class B [Member]
Related Party Transaction [Line Items]
Shares issued, shares, share-based payment arrangement, forfeited								1,687,500
Common stock, dividends, per share, declared			$ 0.125
Common Class B [Member] | Founder Shares [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during period, shares, new issues				11,500,000
Stock issued during period, value, new issues				$ 25,000
Shares issued, shares, share-based payment arrangement, forfeited				1,500,000
Shares issued, price per share				$ 0.002

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2021
Income Tax Disclosure [Abstract]
Income tax expense (benefit)		$ 0

Net Income (Loss) Per Common _3

Net Income (Loss) Per Common Share - Additional Information (Detail)	6 Months Ended
	Jun. 30, 2021shares
Common Class A [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	25,480,001

Net Income (Loss) Per Common _4

Net Income (Loss) Per Common Share - Summary of Basic and Diluted Net Income (loss) Per Ordinary Share (Detail) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021
Numerator:
Interest income earned on Trust Account	$ 7,599		$ 12,358
Net income (loss) attributable to common stock	(5,293,113)	$ 17,723,284	12,430,171
Redeemable Class A Common Stock
Numerator:
Interest income earned on Trust Account	7,024		11,246
Less: Applicable franchise and income taxes	(7,024)		(11,246)
Net income (loss) attributable to common stock	$ 0		$ 0
Basic and diluted weighted average shares outstanding	46,219,745		45,501,726
Basic and diluted net income (loss) per share	$ 0		$ 0
Non Redeemable Common Stock Class A and Class B [Member]
Numerator:
Net income (loss)	$ (5,293,113)		$ 12,430,171
Less: Net income allocable to Redeemable Class A common stock
Net income (loss) attributable to common stock	$ (5,293,113)		$ 12,430,171
Basic and diluted weighted average shares outstanding	16,280,255		16,277,197
Basic and diluted net income (loss) per share	$ (0.33)		$ 0.76

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 30, 2021USD ($)
Commitments and Contingencies Disclosure [Abstract]
Under writing discount percentage	2.00%
Proceeds from issuance deferred discount	$ 10
Percentage of gross offering proceeds payable upon after completion of an initial business combination	3.50%
Deferred underwriting commissions	$ 17.5