Altus Power (AMPS) 10-Q 17 May 21 2021 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2021	May 14, 2021
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Document Quarterly Report	true
Document Transition Report	false
Entity Registrant Name	CBRE Acquisition Holdings, Inc.
Entity Central Index Key	0001828723
Entity Interactive Data Current	Yes
Entity Current Reporting Status	Yes
Entity Address, State or Province	TX
Entity Incorporation, State or Country Code	DE
Entity Filer Category	Non-accelerated Filer
Entity Shell Company	true
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Title of 12(b) Security	Class A common stock included as part of the SAILSM securities
Trading Symbol	CBAH
Security Exchange Name	NYSE
SAILSM (Stakeholder Aligned Initial Listing) securities, each consisting of one share of Class A common stock, $0.0001 par value, and one-fourth of one redeemable warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	SAILSM securities, each consisting of one share of Class A common stock, $0.0001 par value, and one-fourth of one redeemable warrant
Trading Symbol	CBAH.U
Security Exchange Name	NYSE
Warrants included as part of the SAILSM securities, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.00 [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants included as part of the SAILSM securities, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11
Trading Symbol	CBAH WS
Security Exchange Name	NYSE
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		40,250,000
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		2,012,500

Balance Sheets

Balance Sheets - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Current Assets:
Cash	$ 279,819	$ 625,916
Prepaid and other current assets	1,418,423	1,447,037
Total Current Assets	1,698,242	2,072,953
Assets held in Trust Account	402,507,058	402,501,008
Total Assets	404,205,300	404,573,961
Current Liabilities:
Accounts payable		4,835
Due to related party	21,156	6,144
Franchise tax payable		26,218
Accrued expenses	697,423	96,850
Total Current Liabilities	718,579	134,047
Deferred underwriting commission	14,087,500	14,087,500
Redeemable Warrant Liability	9,257,500	18,716,250
Total Liabilities	24,063,579	32,937,797
Commitments and contingencies
Class A common stock subject to possible redemption, 40,250,000 shares at a redemption value of $10.00 per share	402,507,058	402,501,008
Stockholders' Equity (Deficit)
Preferred stock, $0.0001 par value; 1,000,000 shares authorized, none issued and outstanding
Additional paid-in capital
Accumulated deficit	(22,365,538)	(30,865,045)
Total Stockholders' Deficit	(22,365,337)	(30,864,844)
Total Liabilities and Stockholders' Deficit	404,205,300	404,573,961
Common Class A [Member]
Stockholders' Equity (Deficit)
Common Stock, Value
Common Class B [Member]
Stockholders' Equity (Deficit)
Common Stock, Value	$ 201	$ 201

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 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	40,250,000	40,250,000
Temporary equity redemption price per share	$ 10	$ 10
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	250,000,000	250,000,000
Common Class B [Member]
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	10,000,000	10,000,000
Common stock shares issued	2,012,500	2,012,500
Common stock shares outstanding	2,012,500	2,012,500

Statement of Operations

Statement of Operations	3 Months Ended
	Mar. 31, 2021USD ($)$ / shares
Operating expenses	$ 959,243
Loss from operations	959,243
Other income (expense):
Change in fair value of redeemable warrant liability	9,458,750
Interest income earned on assets held in Trust Account	6,050
Loss before income tax expense	8,505,557
Provision for income taxes	0
Net income (loss)	$ 8,505,557
Common Class A [Member]
Other income (expense):
Basic and diluted net loss per share | $ / shares	$ 0.20
Common Class B [Member]
Other income (expense):
Basic and diluted net loss per share | $ / shares	$ 0.20

Statement of Changes In Stockho

Statement of Changes In Stockholders' Deficit - 3 months ended Mar. 31, 2021 - USD ($)	Total	Common Stock [Member]Common Class A [Member]	Common Stock [Member]Common Class B [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]
Beginning Balance at Dec. 31, 2020	$ (30,864,844)	$ 0	$ 201	$ 0	$ (30,865,045)
Beginning Balance (in Shares) at Dec. 31, 2020		0	2,012,500
Subsequent measurement under ASC 480-10-S99	(6,050)				(6,050)
Net income	8,505,557				8,505,557
Ending Balance at Mar. 31, 2021	$ (22,365,337)	$ 0	$ 201	$ 0	$ (22,365,538)
Ending Balance (in Shares) at Mar. 31, 2021		0	2,012,500

Statement of Cash Flows

Statement of Cash Flows	3 Months Ended
	Mar. 31, 2021USD ($)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$ 8,505,557
Adjustments to reconcile net income to net cash used in operating activities:
Accrued interest income (from Trust Account)	(6,050)
Change in fair value of redeemable warrant liability	(9,458,750)
Changes in operating assets and liabilities:
Prepaid and other current assets	28,614
Accounts payable	(4,835)
Due to related party	15,012
Franchise tax payable	(26,218)
Accrued expenses	600,573
Net cash used in operating activities	(346,097)
CASH FLOWS FROM INVESTING ACTIVITIES:	0
CASH FLOWS FROM FINANCING ACTIVITIES:	0
Decrease in cash	(346,097)
Cash at beginning of period	625,916
Cash at end of period	279,819
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES:
Change in Class A common stock subject to possible redemption	$ 6,050

Description of Organization and

Description of Organization and Business Operations	3 Months Ended
	Mar. 31, 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 General CBRE Acquisition Holdings, Inc. (the “Company”) was incorporated as a Delaware corporation on October 13, 2020. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”). The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, or the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). On October 13, 2020, the Company was funded by its Sponsor (as defined below) in the amount of $25,100, purchasing 100 undesignated shares of common stock for $100 and advancing $25,000 in exchange for a promissory note. The registration statement for the Company’s initial public offering (the “Initial Public Offering”) was declared effective on December 10, 2020. On December 15, 2020, the Company consummated the Initial Public Offering (as described below). As of March 31, 2021, the Company had neither engaged in any operations nor generated any revenues to date. The Company will not generate operating revenues prior to the completion of its Business Combination and will generate non-operating Sponsor The Company’s sponsor is CBRE Acquisition Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). On November 6, 2020, the Sponsor purchased an aggregate of 2,300,000 shares of Class B common stock (“Class B common stock” or “Alignment Shares”) for an aggregate purchase price of $25,000, or approximately $0.01 per share, paid through the cancellation of an equivalent outstanding amount under the promissory note between the Company and the Sponsor, and the tender to the Company of all 100 shares of the Company’s undesignated common stock held by the Sponsor. On November 27, 2020, 287,500 shares of Class B common stock were forfeited by the Sponsor. In connection with the Initial Public Offering, the Company amended and restated its certificate of incorporation to reclassify its Class B common stock. See “Note 3—Initial Public Offering—Alignment Shares” below. In connection with the Initial Public Offering, the Sponsor sold an aggregate of 201,250 Alignment Shares to certain of the Company’s directors, or their respective designees, and an officer of the Company. Initial Public Offering The Company intends to finance a Business Combination with proceeds of $402,500,000 from the Initial Public Offering of 40,250,000 SAIL SM one-fourth was held in a Trust Account (as defined below) as of the closing of the Initial Public Offering and the sale of Private Placement Warrants. The underwriter’s over-allotment option, which was exercised in full by the underwriter on December 11, 2020, included SM On and following February 1, 2021, holders of the Company’s SAIL SM SM SM SM The Trust Account Of the $413,550,000 in proceeds from the Initial Public Offering and the sale of the Private Placement Warrants, $402,500,000 was deposited in an interest-bearing U.S. based trust account (“Trust Account”). The funds in the Trust Account will be invested only in specified U.S. government treasury bills with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 Funds will remain in the Trust Account except for the withdrawal of interest earned on the funds that may be released to the Company to pay taxes. The proceeds from the Initial Public Offering and the sale of the Private Placement Warrants will not be released from the Trust Account until the earliest of (i) the completion of a Business Combination, (ii) the redemption of any public shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s Business Combination or to redeem 100% of the public shares if the Company does not complete a Business Combination within 24 months (or 27 months from the consummation of the Initial Public Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for a Business Combination within 24 months from the consummation of the Initial Public Offering but has not completed the Business Combination within such 24-month period) from the closing of the Initial Public Offering or (B) with respect to other specified provisions relating to stockholders’ rights or pre-Business The remaining proceeds outside the Trust Account may be used to pay business, legal and accounting due diligence costs on prospective acquisitions, listing fees and continuing general and administrative expenses. Business Combination The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering, although substantially all of the net proceeds of the Initial Public Offering are intended to be generally applied toward consummating a Business Combination with (or acquisition of) a target business. As used herein, a Business Combination must be with one or more target businesses that together have an aggregate fair market value equal to at least 80% of the balance in the Trust Account (less any deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the Company signing a definitive agreement. After signing a definitive agreement for a Business Combination, the Company will provide the public stockholders with the opportunity to redeem all or a portion of their shares of Class A common stock either (i) in connection with a stockholder meeting to approve the Business Combination or (ii) by means of a tender offer. Each public stockholder may elect to redeem their public shares irrespective of whether they vote for or against the Business Combination at a per share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two business days prior to the consummation of the Business Combination including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes, divided by the number of then outstanding public shares, subject to the limitations described herein. The amount in the Trust Account is initially anticipated to be approximately $10.00 per public share. The per-share The Company has 24 months from the closing date of the Initial Public Offering to complete its Business Combination (or 27 months, as applicable). If the Company does not complete a Business Combination within this period, it shall (i) cease all operations except for the purposes of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, subject to lawfully available funds therefore, 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 in the Trust Account and not previously released to the Company to pay its taxes (and up to $100,000 of interest to pay dissolution expenses) divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the 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 officers and directors have entered into a letter agreement with the Company, pursuant to which they will waive their rights to liquidating distributions from the Trust Account with respect to their Alignment Shares if the Company fails to complete a Business Combination within 24 months from the closing of the Initial Public Offering (or 27 months, as applicable). However, if the Sponsor and the Company’s officers and directors acquire public shares after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such public shares if the Company fails to complete a Business Combination within the allotted 24 month period (or 27 month period, as applicable). The underwriter has agreed to waive its rights to any deferred underwriting commission held in the Trust Account in the event the Company does not complete a Business Combination and those amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s public shares. If the Company fails to complete a Business Combination, the redemption of the Company’s public shares will reduce the book value of the shares held by the Sponsor and the Company’s directors and officers, who will be the only remaining stockholders after such redemptions. If the Company holds a stockholder vote or there is a tender offer for shares in connection with a 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 Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes, subject to the Redemption Floor. As a result, such shares have been recorded at their redemption amount and classified as temporary equity in accordance with FASB Accounting Standards Codification (ASC) 480, “Distinguishing Liabilities from Equity” (ASC 480). Going Concern Consideration In connection with the Company’s assessment of going concern considerations in accordance with FASB’s Accounting Standards Update (“ASU”) 2014-15, Revision of Prior Period Financial Statements Pursuant to the Initial Public Offering, the Company sold 40,250,000 SAIL SM SM SM one-fourth On April 12, 2021, the Securities and Exchange Commission (the “SEC”) released a public statement (the “Public Statement”) informing market participants that warrants issued by special purpose acquisition companies may require classification as a liability. Due to the clarifying guidance within the Public Statement, the Company determined that the Redeemable Warrants should be classified as liabilities, which requires the Redeemable Warrants to be measured at fair value with any changes in fair value each period reported in earnings. Additionally, since the Redeemable Warrants are classified as liabilities, the issuance costs associated with the Initial Public Offering that are allocated to the Redeemable Warrants are expensed in the Statement of Operations. The Company also reconsidered its historical accounting policy related to its Class A common stock subject to redemption and determined that all Class A common stock are subject to redemption, except pursuant to the Redemption Floor, and have a redemption value reflective of the balance in the Trust Account. The Company assessed the materiality of the errors on the prior periods’ financial statements in accordance with ASC 250, “Accounting Changes and Error Corrections” (ASC 250), and concluded that the errors were not material to prior reporting periods. Therefore, in accordance with ASC 250 (“SEC Staff Accounting Bulletin No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements”), the financial statements as of December 31, 2020, which are presented herein, have been revised. The following are selected line items from the Company’s financial statements illustrating the effect of the error correction thereon: Balance Sheet as of December 31, 2020 As Reported Adjustment As Revised Redeemable warrant liability $ — $ 18,716,250 $ 18,716,250 Class A common stock subject to possible redemption 385,352,413 17,148,595 402,501,008 Class A common stock 171 (171 ) — Additional paid-in 5,295,372 (5,295,372 ) — Accumulated deficit (295,743 ) (30,569,302 ) (30,865,045 ) Total Stockholders’ Equity (Deficit) $ 5,000,001 $ (35,864,845 ) $ (30,864,844 )

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position at March 31, 2021 and the results of operations and cash flows for the period presented. Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities and Exchange Act of 1934, as amended) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Cash Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. The Company did not have any cash equivalents as of March 31, 2021 or December 31, 2020. Assets Held in Trust Account The Company invests in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of Rule 2a-7 As of March 31, 2021, the assets held in the Trust Account were comprised of $402,505,042 invested in marketable debt securities and $2,016 of interest receivable associated with those investments. As of December 31, 2020, the assets held in the Trust Account were comprised of $402,500,000 invested in marketable debt securities and $1,008 of interest receivable associated with those investments. The Company classifies the marketable debt securities held in the Trust Account as available for sale. Available for sale debt securities are carried at their fair value and any difference between cost and fair value is recorded as an unrealized gain or loss, net of income taxes, and is reported as accumulated other comprehensive income (loss) in the statements of equity. The cost of securities sold is based on the specific identification method. The estimated fair values of marketable debt securities held in the Trust Account are determined using available market information. During the three months ended March 31, 2021 and the period ended December 31, 2020, there have been no realized or unrealized gains or losses or declines in value resulting from credit losses on the debt securities held in the Trust Account. Interest and dividends on the debt securities held in the Trust Account are included in Interest income earned on assets held in Trust Account in the S Operations. During the three months ended March 31, 2021 and the period ended December 31, 2020, the Company did not withdraw any interest income from the Trust Account to pay its tax obligations. Class A Common Stock Subject to Possible Redemptions The Company accounts for its common stock as subject to possible redemption in accordance with the guidance in ASC 480. Common stock subject to mandatory redemption 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, the Company’s Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s Balance Sheet. 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. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures” (ASC 820), approximates the carrying amounts represented in the Balance Sheet due to their short-term nature. Fair Value Measurement ASC 820 establishes a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to measure investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment, characteristics specific to the investment, market conditions and other factors. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I measurements) and the lowest priority to unobservable inputs (Level III measurements). Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets will typically have a higher degree of input observability and a lesser degree of judgment applied in determining fair value. The three levels of the fair value hierarchy under ASC 820 are as follows: Level I Level II Level III In some cases, the inputs used to measure fair value might fall within different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the investment is categorized in its entirety is determined based on the lowest level input that is significant to the investment. Assessing the significance of a particular input to the valuation of an investment in its entirety requires judgment and considers factors specific to the investment. The categorization of an investment within the hierarchy is based upon the pricing transparency of the investment and does not necessarily correspond to the perceived risk of that investment. Offering Costs The Company incurred $22,926,943 in offering costs in connection with the Initial Public Offering. Offering costs consist of legal, accounting, underwriting fees and other costs incurred that are directly related to the Initial Public Offering. The Company complies with the requirements of ASC 340, “Other Assets and Deferred Costs” (ASC 340), and SEC Staff Accounting Bulletin Topic 5A “Expenses of Offering.” These offering costs were allocated between the Redeemable Warrant liability ($997,322) and Class A common stock subject to redemption ($21,929,621) in proportion to the proceeds of the Initial Public Offering. Income Taxes Income taxes are accounted for under the asset and liability method in accordance with the “Accounting for Income Taxes” Topic of the FASB ASC (Topic 740). Deferred tax assets and liabilities are determined based on temporary differences between the financial reporting and tax basis of assets and liabilities and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured by applying enacted tax rates and laws and are released in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not Net Income per Share of Common Stock The Company has two classes of common stock, Class A common stock and Class B common stock. Earnings and losses are shared pro rata between the two classes of common stock. Net income per share of common stock is computed by dividing pro rata net income by the weighted average number of shares of common stock outstanding during the period, plus to the extent dilutive, the incremental number of shares of common stock to settle warrants, as calculated using the treasury stock method. The Company has not considered the effect of the Redeemable Warrants and Private Placement Warrants to purchase an aggregate of 17,429,167 Class A common stock in the calculation of diluted income per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants are out of the money and hence would not result in the issuance of incremental shares of common stock under the treasury stock method. As a result, diluted income per share of common stock is the same as basic income per share of common stock for the period. No warrants were exercised during the three months ended March 31, 2021. Class A common stock Class B common stock Basic and diluted net income per share: Numerator: Allocation of net loss including accretion of temporary equity $ 8,094,768 $ 404,738 Denominator: Weighted-average shares outstanding 40,250,000 2,012,500 Basic and diluted net loss per share $ 0.20 $ 0.20 Stock-Based Compensation Stock-based compensation expense associated with the Company’s equity awards is measured at fair value upon the grant date and recognized over the requisite service period. To the extent a stock-based award is subject to a performance condition, the amount of expense recorded in a given period, if any, reflects an assessment of the probability of achieving such performance condition, with compensation recognized once the event is deemed probable to occur. The fair value of equity awards has been estimated using Monte Carlo simulations. Forfeitures are recognized as incurred. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Refer to “Note 7—Redeemable Warrant Liability” for the valuation of the Company’s Redeemable Warrant liability. Refer to “Note 8—Stock-Based Compensation” for the valuation of our stock-based compensation. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (FASB) issued ASU 2019-12, 2019-12 Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	3 Months Ended
	Mar. 31, 2021
Initial Public Offering [Abstract]
Initial Public Offering	NOTE 3—INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 40,250,000 SAIL SM per SAIL SM SM one-fourth Redeemable Warrants in the aggregate). Under the terms of the warrant agreement, the Company has agreed to use its commercially reasonable efforts to file a registration statement under the Securities Act following the completion of the Business Combination covering the shares of common stock issuable upon exercise of the Redeemable Warrants. Each whole Redeemable Warrant entitles the holder to purchase SM 45-day SM Alignment Shares As of March 31, 2021, the Sponsor and the Company’s directors and officers hold 2,012,500 Alignment Shares. The Alignment Shares are designated as shares of Class B common stock and were reclassified in connection with the Initial Public Offering by the Company’s second amended and restated certificate of incorporation, filed on December 10, 2020. As discussed further in Note 4, the Sponsor purchased the shares of Class B common stock for an aggregate purchase price of $25,000 or approximately $0.01 per share. The purchase price of the Alignment Shares was determined by dividing the amount contributed to the Company by the number of Alignment Shares issued. In connection with the Initial Public Offering, the Sponsor sold an aggregate of 201,250 Alignment Shares to certain of the Company’s directors, or their respective designees, and an officer of the Company. The Alignment Shares are entitled to 20% of the voting power of the Company’s common stock prior to the completion of the Company’s Business Combination. The Alignment Shares are designated as shares of Class B common stock and are different from the shares of Class A common stock included in the SAIL SM • Only holders of the Alignment Shares have the right to vote on the election of directors prior to the Business Combination; • The Alignment Shares are subject to certain transfer restrictions, as described in more detail below; • The Sponsor and the Company’s officers and directors have entered a letter agreement with the Company, pursuant to which they have agreed (i) to waive their redemption rights with respect to any Alignment Shares and public shares they hold in connection with the completion of the Business Combination, (ii) to waive their redemption rights with respect to any Alignment Shares and public shares they hold in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if the Company has not consummated a Business Combination within 24 months (or 27 months, as applicable) from the closing of the Initial Public Offering or with respect to other specified provisions relating to stockholders’ rights or pre-Business • The 2,012,500 shares of Class B common stock, par value $0.0001 per share, will convert as follows: on the last day of each measurement period, which will occur annually over ten fiscal years following the consummation of the Business Combination (and, with respect to any measurement period in which the Company undergoes a change of control or in which the Company is liquidated, dissolved or wound up, on the business day immediately prior to such event instead of on the last day of such measurement period), 2 01,250 Alignment Shares will automatically convert, subject to adjustment as described herein, into shares of the Company’s Class A common stock (“conversion shares”), as follows: • If the sum (such sum, the “Total Return”) of (i) the VWAP, calculated in accordance with “Item 15. Exhibits, and Financial Statement Schedules—Exhibit 4.5 Description of Securities—Alignment Shares—Volume weighted average price” of the Company’s 10-K • If the Total Return exceeds the price threshold but does not exceed an amount equal to 130% of the price threshold, then the number of conversion shares for such measurement period will be the greater of (i) 2,013 shares of Class A common stock and (ii) 20% of the difference between the Total Return and the price threshold, multiplied by (A) the sum (such sum (as proportionally adjusted to give effect to any stock splits, stock capitalizations, stock combinations, stock dividends, reorganizations, recapitalizations or any such similar transactions), the “Closing Share Count”) of (x) the number of shares of Class A common stock outstanding immediately after the closing of the Initial Public Offering (including any exercise of the over-allotment option) and (y) if in connection with the Business Combination there are issued any shares of Class A common stock or Equity-Linked Securities (as defined below), the number of shares of Class A common stock so issued and the maximum number of shares of Class A common stock issuable (whether settled in shares or in cash) upon conversion or exercise of such Equity-Linked Securities, divided by (B) the Total Return; and • If the Total Return exceeds an amount equal to 130% of the price threshold, then the number of conversion shares for such measurement period will be the greater of (i) 2,013 shares of Class A common stock and (ii) the sum of (x) 20% of the difference between an amount equal to 130% of the price threshold and the price threshold and (y) 30% of the difference between the Total Return and an amount equal to 130% of the price threshold, multiplied by (A) the Closing Share Count, divided by (B) the Total Return. The term “measurement period” means (i) the period beginning on the date of the Company’s Business Combination and ending with, and including, the first fiscal quarter following the end of the fiscal year in which the Company consummates the Business Combination and (ii) each of the nine successive four-fiscal-quarter periods. The “price threshold” will initially equal $10.00 for the first measurement period and will thereafter be adjusted at the beginning of each subsequent measurement period to be equal to the greater of (i) the price threshold for the immediately preceding measurement period and (ii) the VWAP for the immediately preceding measurement period (in each case, as proportionally adjusted to give effect to any stock splits, stock capitalizations, stock combinations, stock dividends, reorganizations, recapitalizations or any such similar transactions). “Equity-Linked Securities” means securities issued by the Company and/or any entities that (after giving effect to completion of the Business Combination) are subsidiaries of the Company that are directly or indirectly convertible into or exercisable for shares of Class A common stock, or for a cash settlement value in lieu thereof. The foregoing calculations will be based on the Company’s fiscal year and fiscal quarters, which may change as a result of the Business Combination. Upon a change of control occurring after the Business Combination (but not in connection with the Business Combination), for the measurement period in which the change of control transaction occurs, the 201,250 Alignment Shares will automatically convert into conversion shares (on the business day immediately prior to such event), as follows: • If, prior to the date of such change of control, the Alignment Shares have already cumulatively converted into a number of shares of Class A common stock equal in the aggregate to at least 5% of the Closing Share Count (the “5% Threshold Amount”), the number of conversion shares will equal the greater of (i) 2,013 shares of Class A common stock and (ii) the number of shares of Class A common stock that would be issuable based on the excess of the Total Return above the price threshold as described above with such Total Return calculated based on the purchase price or deemed value agreed upon in the change of control transaction rather than the VWAP for the final fiscal quarter in the relevant measurement period; • If, prior to the date of the change of control, the Alignment Shares have not already cumulatively converted into a number of shares of Class A common stock equal in the aggregate to at least the 5% Threshold Amount, the number of conversion shares will equal the greater of (i) the 5% Threshold Amount less any shares of Class A common stock previously issued upon conversion of Alignment Shares and (ii) the number of shares that would be issuable based on the excess of the Total Return above the price threshold described above with the Total Return calculated based on the purchase price or deemed value agreed upon in the change of control transaction rather than the VWAP for the final fiscal quarter in the relevant measurement period; and • To the extent any remaining tranches of 201,250 Alignment Shares remain outstanding, each remaining tranche of 201,250 Alignment Shares will automatically convert into 2,013 shares of the Company’s Class A common stock. The Company’s Sponsor, directors and officers have agreed not to transfer, assign or sell (i) any of their respective Alignment Shares except to any permitted transferees and (ii) any of their respective shares of Class A common stock deliverable upon conversion of the Alignment Shares for 30 days following the completion of the Company’s Business Combination. Private Placement Warrants On December 10, 2020 the Sponsor purchased from the Company an aggregate of 7,366,667 Private Placement Warrants at a price of $1.50 per warrant (approximately $11,050,000 in the aggregate), in a private placement that occurred simultaneously with the completion of the Initial Public Offering (the “Private Placement Warrants”). Each Private Placement Warrant entitles the holder to purchase one share of Class A common stock at $11.00 per share, subject to adjustment. A portion of the purchase price of the Private Placement Warrants were added to the proceeds from the Initial Public Offering to be held in the Trust Account such that at the time of closing $402,500,000 are held in the Trust Account. The Private Placement Warrants are not redeemable by the Company so long as they are held by the Sponsor or its permitted transferees. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants are redeemable by the Company and exercisable by the holders on the same basis as the warrants included in the SAIL SM If the Company does not complete a Business Combination within 24 months from the closing of th e Registration and Stockholder Rights The registration and stockholder rights agreement of the Company (the “Registration and Stockholder Rights Agreement”) provides that holders of the Alignment Shares, Private Placement Warrants and warrants that may be issued upon conversion of working capital loans, if any, have registration rights to require the Company to register a sale of any of the Company’s securities held by such holders. These holders are entitled to make demands that the Company register such securities for sale under the Securities Act. In addition, these holders have certain “piggy-back” registration rights to include such securities in other registration statements filed by the Company 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 costs and expenses incurred in connection with filing any such registration statements. Pursuant to the Registration and Stockholder Rights Agreement, the Sponsor is entitled to nominate three individuals for election to the Company’s board of directors, as long as the Sponsor holds any securities covered by the Registration and Stockholder Rights Agreement. Indemnity The Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third-party vendor (other than the Company’s independent auditors) for services rendered or products sold to the Company, or a prospective target business with which the Company discussed entering into a transaction agreement, reduces the amount of funds in the Trust Account to below (i) $10.00 per public share or (ii) such lesser amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of the trust assets, in each case net of the interest which may be withdrawn to pay taxes, except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act. Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company has not independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Sponsor’s only assets are securities of the Company and, therefore, the Sponsor may not be able to satisfy those obligations. The Company has not asked the Sponsor to reserve for such eventuality as the Company believes the likelihood of the Sponsor having to indemnify the Trust Account is limited because the Company will endeavor to have all third party vendors (other than the Company’s independent auditors) and prospective target businesses as well as other entities execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2021
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 4—RELATED PARTY TRANSACTIONS Shares of Common Stock On October 13, 2020, the Sponsor purchased 100 undesignated shares of common stock for a purchase price of $100, or $1 per share, and advanced $25,000 in exchange for a promissory note. Prior to the Sponsor’s initial investment in the Company, the Company had no assets. On November 6, 2020, the Sponsor purchased an aggregate of 2,300,000 shares of Class B common stock for an aggregate purchase price of $25,000, or approximately $0.01 per share, paid through the cancellation of an equivalent outstanding amount under the promissory note between the Company and the Sponsor, and the tender to the Company of all 100 shares of the Company’s undesignated common stock held by the Sponsor. See “Note payable—Sponsor” and “Note 6—Stockholders’ Deficit” below. On November 27, 2020, 287,500 shares of Class B common stock were forfeited by the Sponsor. In connection with the Initial Public Offering, the Sponsor sold an aggregate of 201,250 Alignment Shares to certain of the Company’s directors, or their respective designees, and an officer of the Company. As of March 31, 2021 and December 31, 2020, the Sponsor and the Company’s directors and officers held 2,012,500 Alignment Shares. Private Placement Warrants Purchase On December 10, 2020, the Sponsor purchased from the Company an aggregate of 7,366,667 Private Placement Warrants at a price of $1.50 per warrant or approximately $11,050,000 in the aggregate. See “Note 3—Initial Public Offering—Private Placement Warrants.” Approximately $3,000,000 of proceeds of the Private Placement Warrants purchase were added to the capital of the Company. Note Payable—Sponsor On October 13, 2020, the Sponsor advanced $25,000 to the Company in exchange for a promissory note. On November 6, 2020, the Sponsor purchased an aggregate of 2,300,000 shares of Class B common stock for an aggregate purchase price of $25,000, or approximately $0.01 per share, paid through the cancellation of an equivalent outstanding amount under the promissory note between the Company and the Sponsor, and the tender to the Company of all 100 shares of the Company’s undesignated common stock held by the Sponsor. Prior to the Initial Public Offering, the Sponsor loaned the Company $215,316 pursuant to an amended and restated unsecured promissory note to cover expenses related to the Company’s Initial Public Offering. These loans were noninterest bearing, unsecured and due at the earlier of June 30, 2021 and the closing of the Initial Public Offering. The $215,316 loan made pursuant to the amended and restated unsecured promissory note was repaid upon the completion of the Initial Public Offering out of the offering proceeds that have been allocated for the payment of offering expenses (other than underwriting commissions) not held in the Trust Account. On February 16, 2021, the Company entered into a Second Amended and Restated Promissory Note with the Sponsor, with borrowing capacity up to $3,000,000, in order to finance transaction costs in connection with an intended Business Combination. The note is non-interest the Company borrowed $1,100,000 under the note, which remains outstanding as of May 17, 2021. Administrative Service Agreement On December 10, 2020, the Company entered into an agreement to pay $10,000 a month for office space, administrative and support services to an affiliate of the Sponsor and will terminate the agreement upon the earlier of a Business Combination or the liquidation of the Company. For the three months ended March 31, 2021, the Company recorded $30,000 of expense related to this agreement, which is included in Operating expenses on the Statement of Operations.

Commitment And Contingencies

Commitment And Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitment And Contingencies	NOTE 5— COMMITMENT AND CONTINGENCIES Underwriting Agreement The underwriter was entitled to underwriting discounts and commissions of $0.55 per SAIL SM of accrued offering costs in the accompanying Balance Sheet, representing deferred underwriting commissions that will become payable to the underwriter from the amounts held in the Trust Account solely in the event that the Company completes the Business Combination, subject to the terms of the underwriting agreement. A portion of such amount, not to exceed of the total amount of the deferred underwriting commissions held in the Trust Account, may be re-allocated re-allocate

Stockholders' Deficit

Stockholders' Deficit	3 Months Ended
	Mar. 31, 2021
Equity [Abstract]
Stockholders' Deficit	NOTE 6—STOCKHOLDERS’ DEFICIT Common Stock The Company is authorized to issue 250,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of March 31, 2021 and December 31, 2020, there were 40,250,000 shares of Class A common stock outstanding, all of which are presented as temporary equity outside of the stockholders’ deficit section of the Company’s Balance Sheet due to their redemption features. Refer to “Note 1—Description of Organization and Business Operations—Business Combination” and “Note 2—Summary of Significant Accounting Policies—Class A Common Stock Subject to Redemptions” for details on the redemption features associated with the Company’s Class A common stock. The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of March 31, 2021 and December 31, 2020, there were 2,012,500 shares of Class B common stock issued and outstanding. The underwriter’s over-allotment option, which was exercised in full by the underwriter on December 11, 2020, included 5,250,000 SAIL SM Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of March 31, 2021 and December 31, 2020, there were no shares of preferred stock issued or outstanding. Warrants Upon the closing of the Initial Public Offering, the Company simultaneously issued the Private Placement Warrants. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants are redeemable by the Company and exercisable by the holders on the same basis as the warrants included in the SAIL SM 27-months,

Redeemable Warrant Liability

Redeemable Warrant Liability	3 Months Ended
	Mar. 31, 2021
Redeemable Warrant Liability [Abstract]
Redeemable Warrant Liability	NOTE 7—REDEEMABLE WARRANT LIABILITY Pursuant to the Initial Public Offering, the Company sold 40,250,000 SAIL SM SM SM one-fourth The Company determined that the Redeemable Warrants qualified as freestanding financial instruments that are bifurcated from the Class A common stock and classified as a separate liability pursuant to ASC 815, “Derivatives and Hedging” (ASC 815). According to ASC 815, financial instruments classified as liabilities are presented at fair value each reporting period, with changes in fair value recorded through earnings. As of March 31, 2021 and December 31, 2020, the value of the Redeemable Warrants was $9,257,500 and $18,716,250, respectively, and the Company recorded a gain on the remeasurement value of the Redeemable Warrants of $9,458,750 for the three months ended March 31, 2021 in the Change in fair value of redeemable warrant liability line in the Statement of Operations. As the Redeemable Warrants, effective February 1, 2021, are separately traded on NYSE under the symbol “CBAH WS,” as of March 31, 2021, the fair value of the Redeemable Warrants was determined based on the quoted trading price of these instruments. As of December 31, 2020, the fair value of these instruments was estimated using Monte Carlo simulation. The key assumptions in the option pricing model utilized are assumptions related to expected underlying share-price volatility, expected term of the warrants, the risk-free interest rate and the Company’s dividend yield. The expected volatility as of the December 15, 2020 was derived from observable public warrant pricing on comparable ‘blank-check’ companies that went public in 2019 and 2020. The risk-free interest rate is based on the interpolated U.S. Constant Maturity Treasury yield. The expected term of the warrants is assumed to be one year until the closing of a Business Combination, and an estimated five year holding period, based on typical equity investor holding periods. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2021
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	NOTE 8—STOCK-BASED COMPENSATION The Company sold an aggregate of 2,300,000 Alignment Shares to the Sponsor on November 6, 2020. On November 27, 2020, the Sponsor sold 201,250 Alignment Shares to certain of the Company’s directors, or their respective designees, and an officer of the Company and forfeited 287,500 Alignment Shares due to an adjustment pursuant to the Initial Public Offering. See “Note 3—Initial Public Offering—Alignment Shares” for additional details. As of December 31, 2020 and March 31, 2021, 2,012,500 Alignment Shares were issued and outstanding. On December 10, 2020, the Company sold an aggregate of 7,366,667 Private Placement Warrants at a price of $1.50 per warrant to the Sponsor in a private placement that occurred simultaneously with the completion of the Initial Public Offering. See “Note 3—Initial Public Offering—Private Placement Warrants” for additional details. The Company determined that the incremental fair value over the price paid for the Alignment Shares and Private Placement Warrants would qualify as stock-based compensation within scope of ASC 718, “Compensation—Stock Compensation” (ASC 718) as a result of the services the Sponsor and directors and officers are providing to the Company through the date of a Business Combination. Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date and recognized over the requisite service period. The Alignment Shares and Private Placement Warrants were granted subject to a performance condition (i.e., the occurrence of a Business Combination ), as well as various market conditions (i.e., stock price targets after consummation of the Business Combination). The various market conditions are considered in determining the grant date fair value of these instruments using Monte Carlo simulation. Compensation expense related to the Alignment Shares and Private Placement Warrants is recognized only when the satisfaction of the performance condition is probable. As March 31, 2020, the Company determined that a Business Combination is not considered probable, and, therefore, no stock-based compensation expense has been recognized through March 31, 2021. Unrecognized stock-based compensation expense in excess of $250 million would be recognized at the date a Business Combination is considered probable (i.e., upon consummation).

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Fair Value Measurements	NOTE 9—FAIR VALUE MEASUREMENTS The following table presents information about the Company’s assets and liabilities that are measured on a recurring basis as of March 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Description Quoted Prices in Significant Other Significant Other Money market fund held by Trust Account $ 402,505,042 — — Redeemable warrant liability 9,257,500 — — Total $ 411,762,542 $ — $ — The following table presents information about the Company’s assets and liabilities that are measured on a recurring basis as of December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Description Quoted Prices in Significant Other Significant Other Money market fund held by Trust Account $ 402,500,000 — — Redeemable warrant liability — — 18,716,250 Total $ 402,500,000 $ — $ 18,716,250

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2021
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 10—INCOME TAXES The Company’s provision for income taxes for the three months ended March 31, 2021 was $0.0 million. The Company’s effective tax rate for the three months ended March 31, 2021 was 0% as the Company continues to record full valuation allowance for all of its deferred tax assets. As of March 31, 2021 and December 31, 2020, the Company has concluded that it is more likely than not that the Company will not realize the benefit of its deferred tax assets associated with net operating losses and capitalized start-up Start-up As of March 31, 2021 and December 31, 2020, the Company has not recorded any tax liability for uncertain tax positions. The Company’s continuing practice is to recognize potential accrued interest and/or penalties related to income tax matters within income tax expense. During the three months ended March 31, 2021, the Company did not accrue any interest and penalties.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 11—SUBSEQUENT EVENTS Subsequent Events Management has evaluated subsequent events and transactions that occurred after the balance sheet date up to May 17, 2021, the date the financial statements were issued.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the Company’s financial position at March 31, 2021 and the results of operations and cash flows for the period presented.
Emerging Growth Company	Emerging Growth Company Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities and Exchange Act of 1934, as amended) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Cash	Cash Cash and cash equivalents include cash on hand and on deposit at banking institutions as well as all highly liquid short-term investments with original maturities of 90 days or less. The Company did not have any cash equivalents as of March 31, 2021 or December 31, 2020.
Assets Held in Trust Account	Assets Held in Trust Account The Company invests in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of Rule 2a-7 As of March 31, 2021, the assets held in the Trust Account were comprised of $402,505,042 invested in marketable debt securities and $2,016 of interest receivable associated with those investments. As of December 31, 2020, the assets held in the Trust Account were comprised of $402,500,000 invested in marketable debt securities and $1,008 of interest receivable associated with those investments. The Company classifies the marketable debt securities held in the Trust Account as available for sale. Available for sale debt securities are carried at their fair value and any difference between cost and fair value is recorded as an unrealized gain or loss, net of income taxes, and is reported as accumulated other comprehensive income (loss) in the statements of equity. The cost of securities sold is based on the specific identification method. The estimated fair values of marketable debt securities held in the Trust Account are determined using available market information. During the three months ended March 31, 2021 and the period ended December 31, 2020, there have been no realized or unrealized gains or losses or declines in value resulting from credit losses on the debt securities held in the Trust Account. Interest and dividends on the debt securities held in the Trust Account are included in Interest income earned on assets held in Trust Account in the S Operations. During the three months ended March 31, 2021 and the period ended December 31, 2020, the Company did not withdraw any interest income from the Trust Account to pay its tax obligations.
Class A Common Stock Subject to Possible Redemptions	Class A Common Stock Subject to Possible Redemptions The Company accounts for its common stock as subject to possible redemption in accordance with the guidance in ASC 480. Common stock subject to mandatory redemption 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, the Company’s Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s Balance Sheet.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which at times may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Financial Instruments	Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures” (ASC 820), approximates the carrying amounts represented in the Balance Sheet due to their short-term nature.
Fair Value Measurement	Fair Value Measurement ASC 820 establishes a fair value hierarchy that prioritizes and ranks the level of observability of inputs used to measure investments at fair value. The observability of inputs is impacted by a number of factors, including the type of investment, characteristics specific to the investment, market conditions and other factors. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level I measurements) and the lowest priority to unobservable inputs (Level III measurements). Investments with readily available quoted prices or for which fair value can be measured from quoted prices in active markets will typically have a higher degree of input observability and a lesser degree of judgment applied in determining fair value. The three levels of the fair value hierarchy under ASC 820 are as follows: Level I Level II Level III In some cases, the inputs used to measure fair value might fall within different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the investment is categorized in its entirety is determined based on the lowest level input that is significant to the investment. Assessing the significance of a particular input to the valuation of an investment in its entirety requires judgment and considers factors specific to the investment. The categorization of an investment within the hierarchy is based upon the pricing transparency of the investment and does not necessarily correspond to the perceived risk of that investment.
Offering Costs	Offering Costs The Company incurred $22,926,943 in offering costs in connection with the Initial Public Offering. Offering costs consist of legal, accounting, underwriting fees and other costs incurred that are directly related to the Initial Public Offering. The Company complies with the requirements of ASC 340, “Other Assets and Deferred Costs” (ASC 340), and SEC Staff Accounting Bulletin Topic 5A “Expenses of Offering.” These offering costs were allocated between the Redeemable Warrant liability ($997,322) and Class A common stock subject to redemption ($21,929,621) in proportion to the proceeds of the Initial Public Offering.
Income Taxes	Income Taxes Income taxes are accounted for under the asset and liability method in accordance with the “Accounting for Income Taxes” Topic of the FASB ASC (Topic 740). Deferred tax assets and liabilities are determined based on temporary differences between the financial reporting and tax basis of assets and liabilities and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured by applying enacted tax rates and laws and are released in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are provided against deferred tax assets when it is more likely than not that some portion or all of the deferred tax asset will not be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not
Net Income per Share of Common Stock	Net Income per Share of Common Stock The Company has two classes of common stock, Class A common stock and Class B common stock. Earnings and losses are shared pro rata between the two classes of common stock. Net income per share of common stock is computed by dividing pro rata net income by the weighted average number of shares of common stock outstanding during the period, plus to the extent dilutive, the incremental number of shares of common stock to settle warrants, as calculated using the treasury stock method. The Company has not considered the effect of the Redeemable Warrants and Private Placement Warrants to purchase an aggregate of 17,429,167 Class A common stock in the calculation of diluted income per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants are out of the money and hence would not result in the issuance of incremental shares of common stock under the treasury stock method. As a result, diluted income per share of common stock is the same as basic income per share of common stock for the period. No warrants were exercised during the three months ended March 31, 2021. Class A common stock Class B common stock Basic and diluted net income per share: Numerator: Allocation of net loss including accretion of temporary equity $ 8,094,768 $ 404,738 Denominator: Weighted-average shares outstanding 40,250,000 2,012,500 Basic and diluted net loss per share $ 0.20 $ 0.20
Stock-Based Compensation	Stock-Based Compensation Stock-based compensation expense associated with the Company’s equity awards is measured at fair value upon the grant date and recognized over the requisite service period. To the extent a stock-based award is subject to a performance condition, the amount of expense recorded in a given period, if any, reflects an assessment of the probability of achieving such performance condition, with compensation recognized once the event is deemed probable to occur. The fair value of equity awards has been estimated using Monte Carlo simulations. Forfeitures are recognized as incurred.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Refer to “Note 7—Redeemable Warrant Liability” for the valuation of the Company’s Redeemable Warrant liability. Refer to “Note 8—Stock-Based Compensation” for the valuation of our stock-based compensation.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (FASB) issued ASU 2019-12, 2019-12 Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Description of Organization a_2

Description of Organization and Business Operations (Tables)	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Summary of Reclassification of Selected Items In The Balance Sheet	Balance Sheet as of December 31, 2020 As Reported Adjustment As Revised Redeemable warrant liability $ — $ 18,716,250 $ 18,716,250 Class A common stock subject to possible redemption 385,352,413 17,148,595 402,501,008 Class A common stock 171 (171 ) — Additional paid-in 5,295,372 (5,295,372 ) — Accumulated deficit (295,743 ) (30,569,302 ) (30,865,045 ) Total Stockholders’ Equity (Deficit) $ 5,000,001 $ (35,864,845 ) $ (30,864,844 )

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Summary of Basic and Diluted Net Income (Loss)	Class A common stock Class B common stock Basic and diluted net income per share: Numerator: Allocation of net loss including accretion of temporary equity $ 8,094,768 $ 404,738 Denominator: Weighted-average shares outstanding 40,250,000 2,012,500 Basic and diluted net loss per share $ 0.20 $ 0.20

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Abstract]
Summary of Assets And Liabilities Measured At Fair Value	The following table presents information about the Company’s assets and liabilities that are measured on a recurring basis as of March 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Description Quoted Prices in Significant Other Significant Other Money market fund held by Trust Account $ 402,505,042 — — Redeemable warrant liability 9,257,500 — — Total $ 411,762,542 $ — $ — The following table presents information about the Company’s assets and liabilities that are measured on a recurring basis as of December 31, 2020 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. Description Quoted Prices in Significant Other Significant Other Money market fund held by Trust Account $ 402,500,000 — — Redeemable warrant liability — — 18,716,250 Total $ 402,500,000 $ — $ 18,716,250

Description of Organization a_3

Description of Organization and Business Operations - Summary of Reclassification of Selected Items In The Balance Sheet (Detail) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Redeemable warrant liability	$ 9,257,500	$ 18,716,250
Class A common stock subject to possible redemption	402,507,058	402,501,008
Additional Paid in Capital
Accumulated deficit	(22,365,538)	(30,865,045)
Total Stockholders' Equity (Deficit)	$ (22,365,337)	(30,864,844)
Previously Reported [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class A common stock subject to possible redemption		385,352,413
Class A common stock		171
Additional Paid in Capital		5,295,372
Accumulated deficit		(295,743)
Total Stockholders' Equity (Deficit)		5,000,001
Revision of Prior Period, Adjustment [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Redeemable warrant liability		18,716,250
Class A common stock subject to possible redemption		17,148,595
Class A common stock		(171)
Additional Paid in Capital		(5,295,372)
Accumulated deficit		(30,569,302)
Total Stockholders' Equity (Deficit)		$ (35,864,845)

Description of Organization a_4

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	Dec. 11, 2020	Dec. 10, 2020	Nov. 27, 2020	Nov. 06, 2020	Oct. 13, 2020	Mar. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Date of incorporation						Oct. 13, 2020
Proceeds from related party debt					$ 25,000
Sale of stock issue price per share				$ 0.01
Proceeds from initial public offering	$ 402,500,000
Payment to acquire restricted investments	402,500,000
Allocation of proceeds from common stock and warrant	$ 413,550,000
Term of restricted investments						185 days
Percentage of public shares due for redemption in case business combination is not consummated						100.00%
Minimum fair market value of assets of acquire as percentage of assets in the trust account						80.00%
Minimum per share amount to be maintained in the trust account						$ 10
Minimum net worth to effect business combination						$ 5,000,001
Threshold period for redemption of public shares post the cut off time for completion of business combination						10 days
Estimated expenses payable for dissolution						$ 100,000
Redemption Period One [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Period within which public shares shall be redeemed in case business combination does not occur						24 months
Redemption Period Two [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Period within which public shares shall be redeemed in case business combination does not occur						27 months
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issued during the period shares	10,062,500
Securities sold during the year units	40,250,000
Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from issuance of warrants	$ 11,050,000
Class of warrants or rights issued during the period shares	7,366,667
Class of warrants or rights issued during the period price per warrant	$ 1.50
Private Placement Warrants [Member] | Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issued during the period shares	1,312,500
Common Class A [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Sale of stock issue price per share	$ 0.0001
Common Class A [Member] | Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares	5,250,000
Class of warrants or rights issued during the period shares	1,312,500
Common Class A [Member] | IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares	40,250,000
Sponsor [Member] | Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from issuance of warrants		$ 11,050,000
Class of warrants or rights issued during the period shares		7,366,667
Class of warrants or rights issued during the period price per warrant		$ 1.50
Sponsor [Member] | Common Class B [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during period shares share based compensation gross				2,300,000
Stock issued during period value share based compensation gross				$ 25,000
Stock issued during period shares share based compensation forfeited			287,500
Shares transferred to directors officers			201,250
Sale of stock issue price per share				$ 0.01

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Summary of Basic and Diluted Net Income (Loss) (Detail)	3 Months Ended
	Mar. 31, 2021USD ($)$ / sharesshares
Common Class A [Member]
Numerator:
Allocation of net loss including accretion of temporary equity | $	$ 8,094,768
Denominator:
Weighted-average shares outstanding | shares	40,250,000
Basic and diluted net loss per share | $ / shares	$ 0.20
Common Class B [Member]
Numerator:
Allocation of net loss including accretion of temporary equity | $	$ 404,738
Denominator:
Weighted-average shares outstanding | shares	2,012,500
Basic and diluted net loss per share | $ / shares	$ 0.20

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Accounting Policies [Line Items]
Term of restricted investments	185 days
Assets held in Trust Account	$ 402,507,058	$ 402,501,008
Adjustment to additional paid in capital stock issuance costs	$ 22,926,943
Class of warrants or rights exercised	0
Private Placement Warrants [Member] | Redeemable Warrants [Member]
Accounting Policies [Line Items]
Antidilutive securities excluded from the computation of earnings per share	17,429,167
Class A Common Stock Subject To Possible Redemption [Member]
Accounting Policies [Line Items]
Adjustment to additional paid in capital stock issuance costs	$ 997,322
Redeemable warrant liability [Member]
Accounting Policies [Line Items]
Adjustment to additional paid in capital stock issuance costs	21,929,621
Minimum [Member]
Accounting Policies [Line Items]
Cash insured with federal deposit insurance corporation	250,000
US Government Corporations and Agencies Securities [Member]
Accounting Policies [Line Items]
Assets held in Trust Account	402,505,042	402,500,000
Interest Receivable On Government Securities [Member]
Accounting Policies [Line Items]
Assets held in Trust Account	$ 2,016	$ 1,008

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)	Dec. 11, 2020	Dec. 10, 2020	Nov. 27, 2020	Nov. 06, 2020	Mar. 31, 2021	Dec. 31, 2020
Class of Stock [Line Items]
Sale of stock issue price per share				$ 0.01
Percentage of public shares due for redemption in case business combination is not consummated					100.00%
Assets held in trust non current					$ 402,507,058	$ 402,501,008
Minimum per share amount to be maintained in the trust account					$ 10
Private Placement Warrants [Member]
Class of Stock [Line Items]
Class of warrants or rights issued during the period shares	7,366,667
Class of warrants or rights issued during the period price per warrant	$ 1.50
Proceeds from issuance of warrants	$ 11,050,000
Class of warrants or rights lock in period					30 days
Redemption Period One [Member]
Class of Stock [Line Items]
Period within which public shares shall be redeemed in case business combination does not occur					24 months
Redemption Period Two [Member]
Class of Stock [Line Items]
Period within which public shares shall be redeemed in case business combination does not occur					27 months
Sponsor [Member] | Private Placement Warrants [Member]
Class of Stock [Line Items]
Class of warrants or rights issued during the period shares		7,366,667
Class of warrants or rights exercise price of warrant or right		$ 11
Class of warrants or rights issued during the period price per warrant		$ 1.50
Proceeds from issuance of warrants		$ 11,050,000
Assets held in trust non current		$ 402,500,000
Redeemable Warrants [Member]
Class of Stock [Line Items]
Class of warrants or rights number of shares called by each warrant or right	1
Class of warrants or rights exercise price of warrant or right	$ 11
Redeemable Warrants [Member] | After Completion Of Business Combination [Member]
Class of Stock [Line Items]
Class of warrants or rights period after which they are exercisable	30 days
Redeemable Warrants [Member] | After Completion Of Initital Public Offering [Member]
Class of Stock [Line Items]
Class of warrants or rights period after which they are exercisable	12 months
Common Class B [Member]
Class of Stock [Line Items]
Common stock shares issued					2,012,500	2,012,500
Percentage of the voting power entitlement before business combination					20.00%
Common Class B [Member] | Sponsor [Member]
Class of Stock [Line Items]
Stock issued during period value share based compensation gross				$ 25,000
Sale of stock issue price per share				$ 0.01
Shares transferred to directors officers			201,250
Common Class B [Member] | Sponsor [Member] | Alignment Shares [Member]
Class of Stock [Line Items]
Lock in period of shares					30 days
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member]
Class of Stock [Line Items]
Initial price threshold					$ 10
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member] | Alignment Shares [Member] | Change Of Control [Member]
Class of Stock [Line Items]
Number of conversion shares for the measurement period					2,013
Number of shares of common stock converted from one class to another as percentage of closing share count					5.00%
Shares issuable as a percentage of closing share count less shares already issued					5.00%
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member] | Alignment Shares [Member] | Change Of Control [Member] | Remaining Tranche Convertible [Member]
Class of Stock [Line Items]
Number of conversion shares for the measurement period					2,013
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member] | Triggering Event One [Member]
Class of Stock [Line Items]
Number of conversion shares for the measurement period					2,013
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member] | Triggering Event Two [Member]
Class of Stock [Line Items]
Number of conversion shares for the measurement period					2,013
Total return as a percentage of price threshold					130.00%
Percentage of the difference between total return and price threshold					20.00%
Common Class B [Member] | Sponsor [Member] | Prospective Conversion Of Class B Common Stock Into Class A Common Stock [Member] | Triggering Event Three [Member]
Class of Stock [Line Items]
Number of conversion shares for the measurement period					2,013
Total return as a percentage of price threshold					130.00%
Percentage of the difference between total return and price threshold					20.00%
Percentage of the difference between total return and price threshold factor					30.00%
IPO [Member]
Class of Stock [Line Items]
Securities sold during the year units	40,250,000
Class of warrants or rights issued during the period shares	10,062,500
IPO [Member] | Redeemable Warrants [Member]
Class of Stock [Line Items]
Class of warrants or rights issued during the period shares	10,062,500
IPO [Member] | Class A Common Stock And One Fourth Of One Redeemable Warrant [Member] | SAILSM Securities [Member]
Class of Stock [Line Items]
Securities sold during the year units	40,250,000
Sale of stock issue price per share	$ 10
Over-Allotment Option [Member] | Private Placement Warrants [Member]
Class of Stock [Line Items]
Class of warrants or rights issued during the period shares	1,312,500
Over-Allotment Option [Member] | Class A Common Stock And One Fourth Of One Redeemable Warrant [Member] | SAILSM Securities [Member]
Class of Stock [Line Items]
Securities sold during the year units	5,250,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	Dec. 11, 2020	Dec. 10, 2020	Nov. 27, 2020	Nov. 06, 2020	Oct. 13, 2020	Mar. 31, 2021	May 17, 2021	Feb. 16, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Proceeds from related party debt					$ 25,000
Sale of stock issue price per share				$ 0.01
Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants or rights issued during the period shares	7,366,667
Class of warrants or rights issued during the period price per warrant	$ 1.50
Proceeds from Issuance of Warrants	$ 11,050,000
Common Class B [Member]
Related Party Transaction [Line Items]
Common Stock, Shares, Outstanding						2,012,500			2,012,500
Sponsor [Member] | Administrative Service Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction administration and support service expenses per month payable		$ 10,000
Sponsor [Member] | General and Administrative Expense [Member] | Administrative Service Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction administration expenses						$ 30,000
Sponsor [Member] | Second Amended And Restated Promissory Note [Member]
Related Party Transaction [Line Items]
Debt instrument face value								$ 3,000,000
Long term date of maturity								Dec. 31, 2022
Debt instrument conversion price per share								$ 1.50
Sponsor [Member] | Second Amended And Restated Promissory Note [Member] | Forecast [Member]
Related Party Transaction [Line Items]
Long term notes payable							$ 1,100,000
Sponsor [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants or rights issued during the period shares		7,366,667
Class of warrants or rights issued during the period price per warrant		$ 1.50
Proceeds from Issuance of Warrants		$ 11,050,000
Warrants amount allocated to the capital of the company		$ 3,000,000
Sponsor [Member] | Common Class B [Member]
Related Party Transaction [Line Items]
Shares issued shares share based payment arrangement before forfeiture				2,300,000
Shares issued value share based payment arrangement before forfeiture				$ 25,000
Sale of stock issue price per share				$ 0.01
Shares issued shares share based payment arrangement forfeited			287,500
Shares Transferred To Directors And Officers			201,250
Sponsor [Member] | Common Class B [Member] | Alignment Shares [Member]
Related Party Transaction [Line Items]
Common Stock, Shares, Outstanding						2,012,500			2,012,500
Promissory Note [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt					25,000
Extinguishment of debt and stock issued value				$ 25,000
Amended And Restated Unsecured Promissory Note [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Proceeds from related party debt					215,316
Repayment of related party debt					$ 215,316

Commitment And Contingencies -

Commitment And Contingencies - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2021USD ($)$ / shares
Commitments and Contingencies Disclosure [Abstract]
Underwriting discounts and commissions per share | $ / shares	$ 0.55
Underwriting discounts and commissions value	$ 22,137,500
Payment of Financing and Stock Issuance Costs	8,050,000
Accrued offering costs	$ 14,087,500
Percent of underwriting agreement to deferred underwriting commissions held in the Trust Account	20.00%

Stockholders' Deficit - Additio

Stockholders' Deficit - Additional Information (Detail) - $ / shares	Dec. 11, 2020	Mar. 31, 2021	Dec. 31, 2020
Class of Stock [Line Items]
Preferred stock shares authorized		1,000,000	1,000,000
Preferred stock par or stated value per share		$ 0.0001	$ 0.0001
Preferred shares issued		0	0
Preferred shares outstanding		0	0
SAILSM Securities [Member] | Over-Allotment Option [Member]
Class of Stock [Line Items]
Stock issued during the period shares	5,250,000
Common Class A [Member]
Class of Stock [Line Items]
Common stock shares authorized		250,000,000	250,000,000
Common stock par or stated value per share		$ 0.0001	$ 0.0001
Temporary equity shares outstanding		40,250,000	40,250,000
Common Class A [Member] | Over-Allotment Option [Member]
Class of Stock [Line Items]
Stock issued during the period shares	5,250,000
Class of warrants or rights issued during the period shares	1,312,500
Common Class B [Member]
Class of Stock [Line Items]
Common stock shares authorized		10,000,000	10,000,000
Common stock par or stated value per share		$ 0.0001	$ 0.0001
Common stock shares issued		2,012,500	2,012,500
Common stock shares outstanding		2,012,500	2,012,500

Redeemable Warrant Liability -

Redeemable Warrant Liability - Additional Information (Detail) - USD ($)	Nov. 06, 2020	Mar. 31, 2021	Dec. 31, 2020
Redeemable Warrant Liability [Line Items]
Sale of stock, number of shares issued in transaction	2,300,000
Sale of stock issue price per share	$ 0.01
Warrants and rights outstanding		$ 9,257,500	$ 18,716,250
Gain on the re-measurement		$ 9,458,750
SAILSM Securities [Member]
Redeemable Warrant Liability [Line Items]
Number of redeemable warrants		10,062,500
IPO [Member] | SAILSM Securities [Member]
Redeemable Warrant Liability [Line Items]
Sale of stock, number of shares issued in transaction		40,250,000
Sale of stock issue price per share		$ 10
Common Class A [Member] | SAILSM Securities [Member]
Redeemable Warrant Liability [Line Items]
Common stock par or stated value per share		$ 0.0001

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	Dec. 10, 2020	Nov. 27, 2020	Nov. 06, 2020	Mar. 31, 2021	Dec. 31, 2020
Stock Based Compensation [Line Items]
Sale of stock, number of shares issued in transaction			2,300,000
Sale of stock issue price per share			$ 0.01
Unrecognized stock-based compensation expense				$ 250
Private Placement Warrants [Member]
Stock Based Compensation [Line Items]
Sale of stock, number of shares issued in transaction	7,366,667
Sale of stock issue price per share	$ 1.50
Common Class B [Member]
Stock Based Compensation [Line Items]
Common stock shares issued				2,012,500	2,012,500
Common stock shares outstanding				2,012,500	2,012,500
Director [Member]
Stock Based Compensation [Line Items]
Sale of stock, number of shares issued in transaction		201,250
Shares issued shares share based payment arrangement forfeited		287,500

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Assets And Liabilities Measured At Fair Value (Detail) - USD ($)	Mar. 31, 2021	Dec. 31, 2020
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total	$ 411,762,542	$ 402,500,000
Fair Value, Inputs, Level 1 [Member] | Redeemable warrant liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Redeemable warrant liability	9,257,500
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market fund held by Trust Account	$ 402,505,042	402,500,000
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total		18,716,250
Fair Value, Inputs, Level 3 [Member] | Redeemable warrant liability [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Redeemable warrant liability		$ 18,716,250

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income tax expense benefit	$ 0
Effective income tax rate percentage	0.00%
Liability for uncertain tax position	$ 0	$ 0