FTAC Athena Acquisition (FTAA) 10-Q/A 2 Dec 21 2021 Q3 Quarterly report (amended) Financial data

Document And Entity Information

Document And Entity Information - shares	9 Months Ended
	Sep. 30, 2021	Nov. 12, 2021
Document Information Line Items
Entity Registrant Name	FTAC ATHENA ACQUISITION CORP.
Trading Symbol	FTAA
Document Type	10-Q/A
Current Fiscal Year End Date	--12-31
Amendment Flag	true
Amendment Description	FTAC Athena Acquisition Corp. (the “Company,” “we”, “our” or “us”) is filing this Quarterly Report on Form 10-Q/A (“Amendment No. 1” or the “Amendment”), or this Quarterly Report, to amend our Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, originally filed with the Securities and Exchange Commission, or the SEC, on November 12, 2021 (the “Original Filing”), to restate certain of our financial statements (collectively, the “Original Financial Statements”) as a result of a reclassification error related to temporary equity and permanent equity described in more detail below.
Entity Central Index Key	0001832696
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Sep. 30, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-40096
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	98-1566664
Entity Address, Address Line One	2929 Arch Street
Entity Address, Address Line Two	Suite 1703
Entity Address, City or Town	Philadelphia
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	19104
City Area Code	(215)
Local Phone Number	701-9555
Security Exchange Name	NASDAQ
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Entity Interactive Data Current	Yes
Class A Ordinary Shares
Document Information Line Items
Entity Common Stock, Shares Outstanding		25,660,000
Class B Ordinary Shares
Document Information Line Items
Entity Common Stock, Shares Outstanding		8,553,333

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Sep. 30, 2021	Dec. 31, 2020
Current assets
Cash	$ 602,409
Prepaid expense	385,215
Total Current Assets	987,624
Deferred offering costs		49,190
Marketable securities held in Trust Account	250,014,865
TOTAL ASSETS	251,002,489	49,190
Current liabilities
Accrued expenses	672,965	6,139
Accrued offering costs		24,190
Total Current Liabilities	672,965	30,329
Warrant liabilities	8,339,500
Deferred underwriting fee payable	10,600,000
Total Liabilities	19,612,465	30,329
Commitments and Contingencies
Class A ordinary shares subject to possible redemption, 25,000,000 and no shares, at $10.00 per share at September 30, 2021 and December 31, 2020, respectively	250,000,000
Shareholders’ (Deficit) Equity
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding
Class A ordinary shares, $0.0001 par value; 500,000,000 shares authorized; 660,000 and no shares issued and outstanding (excluding 25,000,000 and no shares subject to possible redemption) at September 30, 2021 and December 31, 2020, respectively	66
Class B ordinary shares, $0.0001 par value; 50,000,000 shares authorized; 8,553,333 and 8,653,333 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively	855	865
Additional paid-in capital		24,135
Accumulated deficit	(18,610,897)	(6,139)
Total Shareholders’ (Deficit) Equity	(18,609,976)	18,861
TOTAL LIABILITIES AND SHAREHOLDERS’ (DEFICIT) EQUITY	$ 251,002,489	$ 49,190

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parentheticals) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Preference shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preference shares, shares authorized	5,000,000	5,000,000
Preference shares, shares issued
Preference shares, shares outstanding
Class A Ordinary Shares
Shares subject to possible redemption	25,000,000
Shares subject to possible redemption at Per Share (in Dollars per share)	$ 10	$ 10
Ordinary shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	500,000,000	500,000,000
Ordinary shares, shares issued	660,000
Ordinary shares, shares outstanding	660,000
Class B Ordinary Shares
Ordinary shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	50,000,000	50,000,000
Ordinary shares, shares issued	8,553,333	8,653,333
Ordinary shares, shares outstanding	8,553,333	8,653,333

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Income Statement [Abstract]
General and administrative expenses	$ 1,006,060	$ 1,394,959
Loss from operations	(1,006,060)	(1,394,959)
Other income (expense):
Interest earned on marketable securities held in Trust Account	6,302	14,865
Changes in fair value of warrant liabilities	1,283,000	1,475,450
Offering costs allocable to warrants		(592,728)
Total other income (expense), net	1,289,302	897,587
Net income (loss)	$ 283,242	$ (497,372)
Basic and diluted weighted average shares outstanding, Class A ordinary shares (in Shares)	25,660,000	20,396,410
Basic and diluted net income (loss) per share, Class A ordinary shares (in Dollars per share)	$ 0.01	$ (0.02)
Weighted average shares outstanding, Class B ordinary shares (in Shares)	8,553,333	8,348,205
Basic and diluted net income (loss) per share, Class B ordinary shares (in Dollars per share)	$ 0.01	$ (0.02)

Condensed Statements of Changes

Condensed Statements of Changes in Shareholders’ Equity (Deficit) (Unaudited) - USD ($)	Class AOrdinary Shares	Class BOrdinary Shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2020		$ 865	$ 24,135	$ (6,139)	$ 18,861
Balance (in Shares) at Dec. 31, 2020		8,653,333
Sale of 660,000 Private Placement Units, net of warrant liabilities	$ 66		6,347,484		6,347,550
Sale of 660,000 Private Placement Units, net of warrant liabilities (in Shares)	660,000
Forfeiture of Founder Shares		$ (10)	10
Forfeiture of Founder Shares (in Shares)		(100,000)
Accretion for Class A ordinary shares to redemption amount			(6,371,629)	(18,107,386)	(24,479,015)
Net income (loss)				456,162	456,162
Balance at Mar. 31, 2021	$ 66	$ 855		(17,657,363)	(17,656,442)
Balance (in Shares) at Mar. 31, 2021	660,000	8,553,333
Net income (loss)				(1,236,776)	(1,236,776)
Balance at Jun. 30, 2021	$ 66	$ 855		(18,894,139)	(18,893,218)
Balance (in Shares) at Jun. 30, 2021	660,000	8,553,333
Net income (loss)				283,242	283,242
Balance at Sep. 30, 2021	$ 66	$ 855		$ (18,610,897)	$ (18,609,976)
Balance (in Shares) at Sep. 30, 2021	660,000	8,553,333

Condensed Statements of Chang_2

Condensed Statements of Changes in Shareholders’ Equity (Deficit) (Unaudited) (Parentheticals)	3 Months Ended
	Mar. 31, 2021shares
Class A | Ordinary Shares
Sale of Private Placement Units	660,000

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows (Unaudited)	9 Months Ended
	Sep. 30, 2021USD ($)
Cash Flows from Operating Activities:
Net loss	$ (497,372)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on marketable securities held in Trust Account	(14,865)
Changes in fair value of warrant liabilities	(1,475,450)
Offering costs allocable to warrants	592,728
Changes in operating assets and liabilities:
Prepaid expenses	(385,215)
Accrued expenses	666,826
Net cash used in operating activities	(1,113,348)
Cash Flows from Investing Activities:
Investment of cash in Trust Account	(250,000,000)
Net cash used in investing activities	(250,000,000)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discounts paid	245,600,000
Proceeds from sale of Private Placement Units	6,600,000
Proceeds from promissory note – related party	100
Repayment of promissory note – related party	(71,153)
Payment of offering costs	(413,190)
Net cash provided by financing activities	251,715,757
Net Change in Cash	602,409
Cash – Beginning of period
Cash – End of period	602,409
Non-Cash investing and financing activities:
Offering costs paid through promissory note	71,053
Deferred underwriting fee payable	$ 10,600,000

Description of Organization and

Description of Organization and Business Operations	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS FTAC Athena Acquisition Corp. (the “Company”) is a blank check company incorporated in the Cayman Islands on November 5, 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 (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of September 30, 2021, the Company had not commenced any operations. All activity from inception through September 30, 2021 relates to the Company’s formation, the initial public offering (“Initial Public Offering”), identifying a target company for a Business Combination and consummating the Business Combination, more fully described in Note 7. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering pleased in the Trust Account (described below). The registration statement for the Company’s Initial Public Offering was declared effective on February 22, 2021. On February 25, 2021, the Company consummated the Initial Public Offering of 25,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), which includes the partial exercise by the underwriter of its over-allotment option in the amount of 3,000,000 Units, at $10.00 per Unit, generating gross proceeds of $250,000,000 which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 660,000 Units (the “Placement Units”) at a price of $10.00 per Placement Unit in a private placement to FTAC Athena Sponsor, LLC, a Delaware limited liability company (together with FTAC Athena Advisors, LLC, the “Sponsor”) and Cantor Fitzgerald & Co. (“Cantor Fitzgerald”), generating gross proceeds of $6,600,000, which is described in Note 5. Transaction costs amounted to $15,509,243, consisting of $4,400,000 in cash underwriting fees, $10,600,000 of deferred underwriting fees and $509,243 of other offering costs. Following the closing of the Initial Public Offering on February 25, 2021, an amount of $250,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Placement Units was placed in a trust account (the “Trust Account”), located in the United States and invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 of the Investment Company Act, which invest only in direct U.S. government treasury obligations, until the earlier of (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account, as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account). The Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company will provide the holders of the outstanding Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially $10.00 per Public Share, plus any pro rata interest then in the Trust Account, net of taxes payable). There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 either immediately prior to or upon such consummation of a Business Combination and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required by applicable law or stock exchange listing requirements and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (the “SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by applicable law or stock exchange listing requirements, or the Company decides to obtain shareholder approval for business or other reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote any Founder Shares (as defined in Note 6), Placement Shares (as defined in Note 5) and Public Shares held by it in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Company’s Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares, without the prior consent of the Company. The Company may waive this restriction in its sole discretion. The Sponsor and Cantor Fitzgerald have agreed to waive (i) their redemption rights with respect to any Founder Shares and Placement Shares held by them in connection with the completion of the Company’s Business Combination and (ii) their redemption rights with respect to the Founder Shares and Placement Shares held by them in connection with a shareholder vote to approve an amendment to the Company’s Amended and Restated Memorandum and Articles of Association (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity. However, the Sponsor will be entitled to redemption rights with respect to Public Shares if the Company fails to consummate a Business Combination or liquidates within 24 months from the closing of the Initial Public Offering. Cantor Fitzgerald will have the same redemption rights as the Public Shareholders with respect to any Public Shares it acquires. The Company will have until February 25, 2023 to complete a Business Combination (the “Combination Period”). If the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations (less up to $100,000 of interest to pay dissolution expenses and which interest shall be net of taxes payable), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Company’s board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The underwriter has agreed to waive its rights to its deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to monies held in the Trust Account nor will it apply 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 of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses and other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	9 Months Ended
	Sep. 30, 2021
Condensed Financial Information Disclosure [Abstract]
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS	NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS In connection with the preparation of the Company’s unaudited condensed financial statements as of September 30, 2021, management identified errors made in its historical financial statements where, at the closing of the Company’s Initial Public Offering, the Company improperly valued its Class A ordinary shares subject to possible redemption. The Company previously determined the Class A ordinary shares subject to possible redemption to be equal to the redemption value of $10.00 per share of Class A ordinary shares while also taking into consideration a redemption cannot result in net tangible assets being less than $5,000,001. Management determined that the Class A ordinary shares issued during the Initial Public Offering can be redeemed or become redeemable subject to the occurrence of future events considered outside the Company’s control. Therefore, management concluded that the redemption value should include all shares of Class A ordinary shares subject to possible redemption, resulting in the Class A ordinary shares subject to possible redemption being equal to their redemption value. As a result, management has noted an error related to temporary equity and permanent equity. This resulted in a restatement of the initial carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in capital (to the extent available), accumulated deficit and Class A ordinary shares. In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also restated its income (loss) per share calculation to allocate net loss pro rata to Class A and Class B ordinary shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, both classes of ordinary shares share pro rata in the loss of the Company. There is no impact to the reported amounts for total assets, total liabilities, cash flows, or net loss. The impact of the restatement on the Company’s financial statements is reflected in the following table. Balance Sheet as of February 25, 2021 As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 226,294,660 $ 23,705,340 $ 250,000,000 Class A ordinary shares $ 303 $ (237 ) $ 66 Additional paid-in capital $ 5,597,717 $ (5,597,717 ) $ — Accumulated deficit $ (598,867 ) $ (18,107,386 ) $ (18,706,253 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (23,705,340 ) $ (18,705,332 ) Balance Sheet as of March 31, 2021 (unaudited) As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 227,343,550 $ 22,656,450 $ 250,000,000 Class A ordinary shares $ 293 $ (227 ) $ 66 Additional paid-in capital $ 4,548,837 $ (4,548,837 ) $ — Accumulated deficit $ 450,023 $ (18,107,386 ) $ (17,657,363 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (22,656,450 ) $ (17,656,442 ) Balance Sheet as of June 30, 2021 (unaudited) As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 226,106,780 $ 23,893,220 $ 250,000,000 Class A ordinary shares $ 305 $ (239 ) $ 66 Additional paid-in capital $ 5,785,595 $ (5,785,595 ) $ — Accumulated deficit $ (786,753 ) $ (18,107,386 ) $ (18,894,139 ) Total Shareholders’ Equity (Deficit) $ 5,000,002 $ (23,893,220 ) $ (18,893,218 ) Statement of Operations for the Three Months March 31, 2021 (unaudited) As Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 (15,306,222 ) 9,693,778 Basic and diluted income per share, Class A ordinary shares $ — $ 0.03 $ 0.03 Weighted average shares outstanding, Class B ordinary shares 8,180,444 (249,333 ) 7,931,111 Basic and diluted income per share, Class B ordinary shares $ 0.06 $ (0.03 ) $ 0.03 Statement of Operations for the Three Months June 30, 2021 (unaudited) As Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 660,000 25,660,000 Basic and diluted loss per share, Class A ordinary shares $ — $ (0.04 ) $ (0.04 ) Weighted average shares outstanding, Class B ordinary shares 9,213,333 (660,000 ) 8,553,333 Basic and diluted loss per share, Class B ordinary shares $ (0.13 ) $ 0.09 $ (0.04 ) Statement of Operations for the Six Months June 30, 2021 (unaudited) As Previously Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 (7,279,006 ) 17,720,994 Basic and diluted loss per share, Class A ordinary shares $ — $ (0.03 ) $ (0.03 ) Weighted average shares outstanding, Class B ordinary shares 8,699,742 (455,801 ) 8,243,941 Basic and diluted loss per share, Class B ordinary shares $ (0.09 ) $ (0.06 ) $ (0.03 ) Statement of Cash Flows for the Three Months March 31, 2021 (unaudited) As Adjustment As Restated Non-Cash investing and financing activities: Initial classification of Class A ordinary shares subject to possible redemption $ 226,294,660 $ (226,294,660 ) $ — Change in value of Class A ordinary shares subject to possible redemption $ 1,048,890 $ (1,048,890 ) $ — Statement of Cash Flows for the Six Months June 30, 2021 (unaudited) As Adjustment As Restated Non-Cash investing and financing activities: Initial classification of Class A ordinary shares subject to possible redemption $ 226,294,660 $ (226,294,660 ) $ — Change in value of Class A ordinary shares subject to possible redemption $ (187,880 ) $ 187,880 $ —

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on February 24, 2021, as well as the Company’s Current Report on Form 8-K, as filed with the SEC on March 3, 2021 and revised in accordance with Note 2 above. The interim results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021 and December 31, 2020. Marketable Securities Held in Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. At September 30, 2021, the assets held in the Trust Account were held in money market funds which are invested primarily in U.S. Treasury Securities. Offering Costs Offering costs consisted of legal, accounting and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the statements of operations. Offering costs amounting to $15,509,243 associated with the Class A ordinary shares issued were charged to temporary equity upon the completion of the Initial Public Offering. Offering costs amounting to $592,728 were associated with the warrant liabilities and were expensed to the condensed statements of operations. Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The company has evaluated all of their financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The company accounts for the Placement Warrants and the Public Warrants (together with the Public Warrants, the “Warrants”) in accordance with the guidance contained in ASC 815-40 under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjust the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The Placement Warrants and the Public Warrants for periods where no observable traded price was available are valued using a Black Scholes Option Pricing Model and a binomial lattice model, respectively. For periods subsequent to the detachment of the Public Warrants from the Units, the Public Warrant quoted market price will be used as the fair value as of each relevant date, if any. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that 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) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021 and December 31, 2020, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets. Under ASC 480-10-S99, the Company has elected to recognize changes in the redemption value immediately as they occur and adjust the carrying value of the security to equal the redemption value at the end of each reporting period. This method would view the end of the reporting period as if it were also the redemption date for the security. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 250,000,000 Less: Proceeds allocated to Public Warrants $ (9,562,500 ) Class A ordinary shares issuance costs $ (14,916,515 ) Plus: Accretion of carrying value to redemption value $ 24,479,015 Class A ordinary shares subject to possible redemption $ 250,000,000 Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the condensed financial statements recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating earnings per share. Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 6,415,000 Class A ordinary shares in the aggregate. As of September 30, 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net income (loss) per ordinary share is the same as basic net income (loss) per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended Nine Months Ended Class A Class B Class A Class B Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss), as adjusted $ 212,432 $ 70,810 $ (352,922 ) $ (144,450 ) Denominator: Basic and diluted weighted average shares outstanding 25,660,000 8,553,333 20,396,410 8,348,205 Basic and diluted net income (loss) per ordinary share $ 0.01 $ 0.01 $ (0.02 ) $ (0.02 ) 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 Corporation coverage limit 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. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature other than warrant liabilities (see Note 8). Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company adopted ASU 2020-06 effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s condensed financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2021
Regulated Operations [Abstract]
INITIAL PUBLIC OFFERING	NOTE 4. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 25,000,000 Units, which includes a partial exercise by the underwriter of its overallotment option in the amount of 3,000,000 Units, at a price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 8).

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2021
Private Placement [Abstract]
PRIVATE PLACEMENT	NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor and Cantor Fitzgerald purchased in a private placement an aggregate of 660,000 Placement Units at a price of $10.00 per Placement Unit, for an aggregate purchase price of $6,600,000, of which 560,000 Placement Units were purchased by the Sponsor and 100,000 Placement Units were purchased by Cantor Fitzgerald. Each Placement Unit consists of one Class A ordinary share (“Placement Share” or, collectively, “Placement Shares”) and one-fourth of one warrant (each, a “Placement Warrant”). Each whole Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. A portion of the proceeds from the Placement Units were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Placement Units will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law), and the Placement Units and all underlying securities will expire worthless.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 6. RELATED PARTY TRANSACTIONS Founder Shares On November 19, 2020, the Sponsor paid $25,000 to cover certain offering costs of the Company in consideration for 7,873,333 Class B ordinary shares (the “Founder Shares”). On January 18, 2021, the Company effected a share capitalization pursuant to which the Company issued an additional 780,000 Founder Shares, resulting in an aggregate of 8,653,333 Founder Shares outstanding. The Founder Shares included an aggregate of up to 1,100,000 shares subject to forfeiture to the extent that the underwriter’s over-allotment option was not exercised in full or in part, so that the number of Founder Shares will equal 25% of the Company’s issued and outstanding shares after the Initial Public Offering. As a result of the underwriter’s election to partially exercise its over-allotment option, a total of 1,000,000 shares are no longer subject to forfeiture and 100,000 shares were forfeited as the underwriter does not intend to exercise its option in full. The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares (i) with respect to 25% of such shares, until consummation of a Business Combination, (ii) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $12.00 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination, (iii) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $13.50 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination, and (iv) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $17.00 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination or earlier, in any case, if, following a Business Combination, the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Administrative Services Agreement The Company agreed, commencing on February 23, 2021 through the earlier of the Company’s consummation of a Business Combination or its liquidation, to pay an affiliate of the Sponsor a total of $25,000 per month for office space, administrative and shared personnel support services. On June 7, 2021, the administrative services agreement was amended and restated to increase the monthly charge from $25,000 to $32,500 effective July 1, 2021. For the three and nine months ended September 30, 2021, the Company incurred and paid $97,500 and $222,500, respectively, in fees for these services. As of September 30, 2021 there were no amounts accrued for administrative service fees in the accompanying condensed balance sheet. Promissory Note — Related Party On November 19, 2020, the Sponsor issued an unsecured promissory note to the Company (the “Promissory Note”), pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Promissory Note is non-interest bearing and payable on the earlier of June 30, 2021 or the consummation of the Initial Public Offering. The Promissory Note balance of $71,153 was repaid on February 25, 2021 and is no longer available to be drawn down by the Company. Related Party Loans In addition, in order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. In the event that a Business Combination does not close, the Company may use a portion of the proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into units upon consummation of the Business Combination at a price of $10.00 per unit. The units would be identical to the Placement Units. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of September 30, 2021 and December 31, 2020, there were no amounts outstanding under the Working Capital Loans.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 7. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or close of the proposed Business Combination, the specific impact is not readily determinable as of the date of these condensed financial statements. The condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty. Registration Rights Pursuant to a registration rights agreement entered into on February 22, 2021, the holders of the Founder Shares, Placement Units (including securities contained therein) and units (including securities contained therein) that may be issued upon conversion of Working Capital Loans, and any Class A ordinary shares issuable upon the exercise of the Placement Warrants and any Class A ordinary shares and warrants (and underlying Class A ordinary shares) that may be issued upon conversion of the units issued as part of the Working Capital Loans and Class A ordinary shares issuable upon conversion of the Founder Shares, are entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A ordinary shares). The holders of a majority of these securities are entitled to make up to three demands, excluding short form registration demands, that the Company register such securities for sale under the Securities Act. In addition, these holders will have “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. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up period. The registration rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering the Company’s securities. Notwithstanding the foregoing, Cantor Fitzgerald may not exercise its demand and “piggyback” registration rights after five (5) and seven (7) years after the commencement of sales of the Initial Public Offering, and may not exercise its demand rights on more than one occasion. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriter a 45-day option from the date of the Initial Public Offering to purchase up to 3,300,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. As a result of the underwriter’s election to partially exercise the over-allotment option to purchase an additional 3,000,000 Units and forfeit the remaining option, no Units remain available for purchase. The underwriter is entitled to a deferred fee of (i) $0.40 per Unit of the gross proceeds of the initial 22,000,000 Units sold in the Initial Public Offering, or $8,800,000 and (ii) $0.60 per Unit of the gross proceeds from the 3,000,000 Units sold pursuant to the over-allotment option, or $1,800,000. The deferred fee will become payable to the underwriter from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Business Combination Agreement On August 3, 2021, the Company entered into a Business Combination Agreement with Pico Quantitative Trading Holdings LLC (“ Pico Pursuant to the Business Combination Agreement, the Company will acquire 100% of the newly-created voting Class A common units of Pico in exchange for cash in an amount equal to the outstanding balance of the Company’s trust account plus the proceeds from the PIPE Investment (as defined below) as of Closing, net of redemptions elected by the Company’s public shareholders and the Company will issue to Pico for distribution to its existing members, shares of newly created Class C ordinary shares. The Company has also entered into PIPE subscription agreements with certain investors pursuant to which such investors have collectively subscribed for 20,000,000 shares of the Company’s Class A ordinary shares at a purchase price per share of $10.00 (the “PIPE Investment”), a portion of which is expected to be funded by one or more affiliates of Sponsor. The PIPE Investment will be consummated substantially concurrently with the closing of the Business Combination. The closing of the transactions contemplated by the Business Combination Agreement is subject to customary closing conditions as set forth in the Business Combination Agreement. Concurrently with the execution of the Business Combination Agreement, the Company entered into a Support agreement with the Company’s sponsors, Pico and certain of Pico’s shareholders pursuant to which the parties agree to vote in favor of the Business Combination.

Shareholders' Equity

Shareholders' Equity	9 Months Ended
	Sep. 30, 2021
Stockholders' Equity Note [Abstract]
SHAREHOLDERS’ EQUITY	NOTE 8. SHAREHOLDERS’ EQUITY Preference Shares Class A Ordinary Shares Class B Ordinary Shares Holders of Class B ordinary shares will vote on the appointment of directors prior to the consummation of a Business Combination. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination on a one-for-one basis, subject to adjustment. In the case that additional Class A ordinary shares, or equity-linked securities, are issued or deemed issued in excess of the amounts sold in the Initial Public Offering and related to the closing of a Business Combination, the ratio at which Class B ordinary shares shall convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the issued and outstanding Class B ordinary shares agree to waive such anti-dilution adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, 25% of the sum of all ordinary shares outstanding upon completion of the Initial Public Offering and the private placement plus all Class A ordinary shares and equity-linked securities issued or deemed issued in connection with a Business Combination (excluding any shares or equity-linked securities issued, or to be issued, to any seller in a Business Combination, and any private placement-equivalent shares and warrants underlying units issued to the Sponsor or its affiliates upon conversion of loans made to the Company).

Warrant Liabilities

Warrant Liabilities	9 Months Ended
	Sep. 30, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]
WARRANT LIABILITIES	NOTE 9. WARRANT LIABILITIES As of September 30, 2021, there were 6,250,000 Public Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue any Class A ordinary shares upon exercise of a warrant unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption is available. The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of a Business Combination, the Company will use its best efforts to file, and within 60 business days following a Business Combination to have declared effective, a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the warrants in accordance with the provisions of the warrant agreement. Notwithstanding the foregoing, if a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective within a specified period following the consummation of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00. ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon not less than 30 days’ prior written notice of redemption to each warrant holder; and ● if, and only if, the closing price of the Company’s Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the notice of redemption is given to the warrant holders. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants for Class A Ordinary Shares when the price per Class A ordinary share equals or exceeds $10.00. ● in whole and not in part; ● at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of the Class A ordinary shares; ● if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per Public Share (as adjusted for share sub-divisions, share dividends, reorganizations, reclassifications, recapitalizations and the like) on the trading day before the Company sends the notice of redemption to the warrant holders; ● if, and only if, the Placement Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above; and ● if, and only if, there is an effective registration statement covering the issuance of Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day period after written notice of redemption is sent. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors, and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or its affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 50% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the completion of a Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company completes a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $10.00 and $18.00 per share redemption trigger prices will be adjusted (to the nearest cent) to be equal to 100% and 180% of the higher of the Market Value and the Newly Issued Price, respectively. As of September 30, 2021, there were 165,000 Placement Warrants outstanding. The Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Placement Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees, subject to certain limited exceptions. If the Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 10. FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on an assessment of the assumptions that market participants would use in pricing the asset or liability. At September 30, 2021, assets held in the Trust Account were comprised of $250,014,865 in money market funds which are invested primarily in U.S. Treasury Securities. Through September 30, 2021, the Company has not withdrawn any interest earned on the Trust Account. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at September 30, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The fair value of the money market fund at September 30, 2021 is as follows: Level Fair Value September 30, 2021 Marketable securities held in Trust Account – Money Market Fund 1 $ 250,014,865 The following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis at September 30, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. Description Level September 30, Liabilities: Warrant liabilities – Public Warrants 1 $ 8,125,000 Warrant liabilities – Placement Warrants 2 214,500 The Warrants were accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities in the accompanying condensed balance sheets. The warrant liabilities are measured at fair value at issuance and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the condensed statements of operations. As of February 25, 2021, the Public Warrants were valued using a binomial lattice model, which is considered to be a Level 3 fair value measurement and the Placement Warrants were valued using a Black Scholes Option Pricing Model. The models’ primary unobservable input utilized in determining the fair value of the Warrants is the expected volatility of the ordinary shares. The expected volatility as of February 25, 2021 was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The subsequent measurements of the Public Warrants after the detachment of the Public Warrants from the Units is classified as Level 1 due to the use of an observable market quote in an active market under the ticker FTAAW. For periods subsequent to the detachment of the Public Warrants from the Units, the Public Warrant closing price was used as the fair value of the Warrants as of each relevant date. The subsequent measurements of the Placement Warrants were determined using the Public Warrant closing price as the fair value of the Public Warrants as of each relevant date approximates the fair value of the Placement Warrants. The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Public Warrant Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on February 25, 2021 252,450 9,562,500 9,814,950 Change in fair value of warrant liabilities (29,700 ) (1,125,000 ) (1,154,700 ) Fair value as of March 31, 2021 222,750 8,437,500 8,660,250 Change in fair value of warrant liabilities 24,750 937,500 962,250 Transfer to Level 1 — (9,375,000 ) (9,375,000 ) Transfer to Level 2 (247,500 ) (247,500 ) Fair value as of September 30, 2021 $ — $ — $ — Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement during the nine months ended September 30, 2021 was $9,375,000. The estimated fair value of the Placement Warrants transferred from a Level 3 measurement to a Level 2 fair value measurement during the nine months ended September 30, 2021 was $247,500.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 11. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on February 24, 2021, as well as the Company’s Current Report on Form 8-K, as filed with the SEC on March 3, 2021 and revised in accordance with Note 2 above. The interim results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future periods.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s condensed financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021 and December 31, 2020.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. At September 30, 2021, the assets held in the Trust Account were held in money market funds which are invested primarily in U.S. Treasury Securities.
Offering Costs	Offering Costs Offering costs consisted of legal, accounting and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to warrant liabilities were expensed as incurred in the statements of operations. Offering costs amounting to $15,509,243 associated with the Class A ordinary shares issued were charged to temporary equity upon the completion of the Initial Public Offering. Offering costs amounting to $592,728 were associated with the warrant liabilities and were expensed to the condensed statements of operations.
Warrant Liabilities	Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The company has evaluated all of their financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The company accounts for the Placement Warrants and the Public Warrants (together with the Public Warrants, the “Warrants”) in accordance with the guidance contained in ASC 815-40 under which the Warrants do not meet the criteria for equity treatment and must be recorded as liabilities. Accordingly, the Company classifies the Warrants as liabilities at their fair value and adjust the Warrants to fair value at each reporting period. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the statement of operations. The Placement Warrants and the Public Warrants for periods where no observable traded price was available are valued using a Black Scholes Option Pricing Model and a binomial lattice model, respectively. For periods subsequent to the detachment of the Public Warrants from the Units, the Public Warrant quoted market price will be used as the fair value as of each relevant date, if any.
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that 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) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at September 30, 2021 and December 31, 2020, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets. Under ASC 480-10-S99, the Company has elected to recognize changes in the redemption value immediately as they occur and adjust the carrying value of the security to equal the redemption value at the end of each reporting period. This method would view the end of the reporting period as if it were also the redemption date for the security. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2021, the Class A ordinary shares reflected in the condensed balance sheets are reconciled in the following table: Gross proceeds $ 250,000,000 Less: Proceeds allocated to Public Warrants $ (9,562,500 ) Class A ordinary shares issuance costs $ (14,916,515 ) Plus: Accretion of carrying value to redemption value $ 24,479,015 Class A ordinary shares subject to possible redemption $ 250,000,000
Income Taxes	Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which prescribes a recognition threshold and a measurement attribute for the condensed financial statements recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021 and December 31, 2020, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.
Net Income (Loss) per Ordinary Share	Net Income (Loss) per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating earnings per share. Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted income (loss) per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 6,415,000 Class A ordinary shares in the aggregate. As of September 30, 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net income (loss) per ordinary share is the same as basic net income (loss) per ordinary share for the periods presented. The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): Three Months Ended Nine Months Ended Class A Class B Class A Class B Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss), as adjusted $ 212,432 $ 70,810 $ (352,922 ) $ (144,450 ) Denominator: Basic and diluted weighted average shares outstanding 25,660,000 8,553,333 20,396,410 8,348,205 Basic and diluted net income (loss) per ordinary share $ 0.01 $ 0.01 $ (0.02 ) $ (0.02 )
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 Corporation coverage limit 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.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature other than warrant liabilities (see Note 8).
Recent Accounting Standards	Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”), to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company adopted ASU 2020-06 effective January 1, 2021. The adoption of ASU 2020-06 did not have an impact on the Company’s condensed financial statements. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2021
Condensed Financial Information Disclosure [Abstract]
Schedule of summarizes restatement of financial statement	Balance Sheet as of February 25, 2021 As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 226,294,660 $ 23,705,340 $ 250,000,000 Class A ordinary shares $ 303 $ (237 ) $ 66 Additional paid-in capital $ 5,597,717 $ (5,597,717 ) $ — Accumulated deficit $ (598,867 ) $ (18,107,386 ) $ (18,706,253 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (23,705,340 ) $ (18,705,332 ) Balance Sheet as of March 31, 2021 (unaudited) As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 227,343,550 $ 22,656,450 $ 250,000,000 Class A ordinary shares $ 293 $ (227 ) $ 66 Additional paid-in capital $ 4,548,837 $ (4,548,837 ) $ — Accumulated deficit $ 450,023 $ (18,107,386 ) $ (17,657,363 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (22,656,450 ) $ (17,656,442 ) Balance Sheet as of June 30, 2021 (unaudited) As Adjustment As Restated Class A ordinary shares subject to possible redemption $ 226,106,780 $ 23,893,220 $ 250,000,000 Class A ordinary shares $ 305 $ (239 ) $ 66 Additional paid-in capital $ 5,785,595 $ (5,785,595 ) $ — Accumulated deficit $ (786,753 ) $ (18,107,386 ) $ (18,894,139 ) Total Shareholders’ Equity (Deficit) $ 5,000,002 $ (23,893,220 ) $ (18,893,218 ) Statement of Operations for the Three Months March 31, 2021 (unaudited) As Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 (15,306,222 ) 9,693,778 Basic and diluted income per share, Class A ordinary shares $ — $ 0.03 $ 0.03 Weighted average shares outstanding, Class B ordinary shares 8,180,444 (249,333 ) 7,931,111 Basic and diluted income per share, Class B ordinary shares $ 0.06 $ (0.03 ) $ 0.03 Statement of Operations for the Three Months June 30, 2021 (unaudited) As Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 660,000 25,660,000 Basic and diluted loss per share, Class A ordinary shares $ — $ (0.04 ) $ (0.04 ) Weighted average shares outstanding, Class B ordinary shares 9,213,333 (660,000 ) 8,553,333 Basic and diluted loss per share, Class B ordinary shares $ (0.13 ) $ 0.09 $ (0.04 ) Statement of Operations for the Six Months June 30, 2021 (unaudited) As Previously Adjustment As Restated Weighted average shares outstanding, Class A ordinary shares 25,000,000 (7,279,006 ) 17,720,994 Basic and diluted loss per share, Class A ordinary shares $ — $ (0.03 ) $ (0.03 ) Weighted average shares outstanding, Class B ordinary shares 8,699,742 (455,801 ) 8,243,941 Basic and diluted loss per share, Class B ordinary shares $ (0.09 ) $ (0.06 ) $ (0.03 ) Statement of Cash Flows for the Three Months March 31, 2021 (unaudited) As Adjustment As Restated Non-Cash investing and financing activities: Initial classification of Class A ordinary shares subject to possible redemption $ 226,294,660 $ (226,294,660 ) $ — Change in value of Class A ordinary shares subject to possible redemption $ 1,048,890 $ (1,048,890 ) $ — Statement of Cash Flows for the Six Months June 30, 2021 (unaudited) As Adjustment As Restated Non-Cash investing and financing activities: Initial classification of Class A ordinary shares subject to possible redemption $ 226,294,660 $ (226,294,660 ) $ — Change in value of Class A ordinary shares subject to possible redemption $ (187,880 ) $ 187,880 $ —

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Schedule of ordinary shares reflected in the condensed balance sheets	Gross proceeds $ 250,000,000 Less: Proceeds allocated to Public Warrants $ (9,562,500 ) Class A ordinary shares issuance costs $ (14,916,515 ) Plus: Accretion of carrying value to redemption value $ 24,479,015 Class A ordinary shares subject to possible redemption $ 250,000,000
Schedule of basic and diluted net income (loss) per ordinary share	Three Months Ended Nine Months Ended Class A Class B Class A Class B Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss), as adjusted $ 212,432 $ 70,810 $ (352,922 ) $ (144,450 ) Denominator: Basic and diluted weighted average shares outstanding 25,660,000 8,553,333 20,396,410 8,348,205 Basic and diluted net income (loss) per ordinary share $ 0.01 $ 0.01 $ (0.02 ) $ (0.02 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Schedule of the company’s assets measured at fair value	Level Fair Value September 30, 2021 Marketable securities held in Trust Account – Money Market Fund 1 $ 250,014,865
Schedule of the company’s assets and liabilities that are measured at fair value on a recurring basis	Description Level September 30, Liabilities: Warrant liabilities – Public Warrants 1 $ 8,125,000 Warrant liabilities – Placement Warrants 2 214,500
Schedule of changes in the fair value of warrant liabilities	Private Public Warrant Fair value as of January 1, 2021 $ — $ — $ — Initial measurement on February 25, 2021 252,450 9,562,500 9,814,950 Change in fair value of warrant liabilities (29,700 ) (1,125,000 ) (1,154,700 ) Fair value as of March 31, 2021 222,750 8,437,500 8,660,250 Change in fair value of warrant liabilities 24,750 937,500 962,250 Transfer to Level 1 — (9,375,000 ) (9,375,000 ) Transfer to Level 2 (247,500 ) (247,500 ) Fair value as of September 30, 2021 $ — $ — $ —

Description of Organization a_2

Description of Organization and Business Operations (Details) - USD ($)	1 Months Ended	9 Months Ended
	Feb. 25, 2021	Sep. 30, 2021
Description of Organization and Business Operations (Details) [Line Items]
Proceeds from sale of private placement units		$ 6,600,000
Transaction Costs		15,509,243
Underwriting fees		4,400,000
Deferred underwriting fees.		10,600,000
Offering Costs		$ 509,243
Percentage of trust account required for business combination		80.00%
Initial public share price (in Dollars per share)		$ 10
Aggregate of the public shares, percentage		15.00%
Business combination of public offering, description		If the Company has not completed a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations (less up to $100,000 of interest to pay dissolution expenses and which interest shall be net of taxes payable), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Company’s board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.
Initial public offering price per unit (in Dollars per share)		$ (10)
Transaction agreement, description		In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to monies held in the Trust Account nor will it apply 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 of 1933, as amended (the “Securities Act”).
IPO [Member]
Description of Organization and Business Operations (Details) [Line Items]
Shares issued (in Shares)	25,000,000
Over-Allotment Option [Member]
Description of Organization and Business Operations (Details) [Line Items]
Shares issued (in Shares)	3,000,000
Share price (in Dollars per share)	$ 10
Gross proceeds	$ 250,000,000
Private Placement [Member]
Description of Organization and Business Operations (Details) [Line Items]
Sale of stock (in Shares)	660,000
Price per share (in Dollars per share)	$ 10
Proceeds from sale of private placement units	$ 6,600,000
Business Combination [Member]
Description of Organization and Business Operations (Details) [Line Items]
Business combination, description		Following the closing of the Initial Public Offering on February 25, 2021, an amount of $250,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Placement Units was placed in a trust account (the “Trust Account”), located in the United States and invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 of the Investment Company Act, which invest only in direct U.S. government treasury obligations, until the earlier of (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account, as described below.
Business combination percentage		50.00%
Business Acquisition [Member]
Description of Organization and Business Operations (Details) [Line Items]
Net tangible assets of business combination		$ 5,000,001
Business Acquisition [Member] | IPO [Member]
Description of Organization and Business Operations (Details) [Line Items]
Redeem public shares, percentage		100.00%

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements (Details)	9 Months Ended
	Sep. 30, 2021USD ($)$ / shares
Condensed Financial Information Disclosure [Abstract]
Subject to possible redemption | $ / shares	$ 10
Net tangible assets | $	$ 5,000,001

Restatement of Previously Iss_4

Restatement of Previously Issued Financial Statements (Details) - Schedule of summarizes restatement of financial statement - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Feb. 25, 2021
As Previously Reported [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of summarizes restatement of financial statement [Line Items]
Class A ordinary shares subject to possible redemption	$ 226,106,780	$ 227,343,550	$ 226,106,780	$ 226,294,660
Class A ordinary shares	305	293	305	303
Additional paid-in capital	5,785,595	4,548,837	5,785,595	5,597,717
Accumulated deficit	(786,753)	450,023	(786,753)	(598,867)
Total Shareholders’ Equity (Deficit)	$ 5,000,002	$ 5,000,008	$ 5,000,002	5,000,008
Weighted average shares outstanding, Class A ordinary shares (in Shares)	25,000,000	25,000,000	25,000,000
Basic and diluted income(loss) per share, Class A ordinary shares (in Dollars per share)
Weighted average shares outstanding, Class B ordinary shares (in Shares)	9,213,333	8,180,444	8,699,742
Basic and diluted income(loss) per share, Class B ordinary shares (in Dollars per share)	$ (0.13)	$ 0.06	$ (0.09)
Non-Cash investing and financing activities:
Initial classification of Class A ordinary shares subject to possible redemption		$ 226,294,660	$ 226,294,660
Change in value of Class A ordinary shares subject to possible redemption		1,048,890	(187,880)
Adjustment [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of summarizes restatement of financial statement [Line Items]
Class A ordinary shares subject to possible redemption	$ 23,893,220	22,656,450	23,893,220	23,705,340
Class A ordinary shares	(239)	(227)	(239)	(237)
Additional paid-in capital	(5,785,595)	(4,548,837)	(5,785,595)	(5,597,717)
Accumulated deficit	(18,107,386)	(18,107,386)	(18,107,386)	(18,107,386)
Total Shareholders’ Equity (Deficit)	$ (23,893,220)	$ (22,656,450)	$ (23,893,220)	(23,705,340)
Weighted average shares outstanding, Class A ordinary shares (in Shares)	660,000	(15,306,222)	(7,279,006)
Basic and diluted income(loss) per share, Class A ordinary shares (in Dollars per share)	$ (0.04)	$ 0.03	$ (0.03)
Weighted average shares outstanding, Class B ordinary shares (in Shares)	(660,000)	(249,333)	(455,801)
Basic and diluted income(loss) per share, Class B ordinary shares (in Dollars per share)	$ 0.09	$ (0.03)	$ (0.06)
Non-Cash investing and financing activities:
Initial classification of Class A ordinary shares subject to possible redemption		$ (226,294,660)	$ (226,294,660)
Change in value of Class A ordinary shares subject to possible redemption		(1,048,890)	187,880
As Restated [Member]
Restatement of Previously Issued Financial Statements (Details) - Schedule of summarizes restatement of financial statement [Line Items]
Class A ordinary shares subject to possible redemption	$ 250,000,000	250,000,000	250,000,000	250,000,000
Class A ordinary shares	66	66	66	66
Additional paid-in capital
Accumulated deficit	(18,894,139)	(17,657,363)	(18,894,139)	(18,706,253)
Total Shareholders’ Equity (Deficit)	$ (18,893,218)	$ (17,656,442)	$ (18,893,218)	$ (18,705,332)
Weighted average shares outstanding, Class A ordinary shares (in Shares)	25,660,000	9,693,778	17,720,994
Basic and diluted income(loss) per share, Class A ordinary shares (in Dollars per share)	$ (0.04)	$ 0.03	$ (0.03)
Weighted average shares outstanding, Class B ordinary shares (in Shares)	8,553,333	7,931,111	8,243,941
Basic and diluted income(loss) per share, Class B ordinary shares (in Dollars per share)	$ (0.04)	$ 0.03	$ (0.03)
Non-Cash investing and financing activities:
Change in value of Class A ordinary shares subject to possible redemption

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details)	9 Months Ended
	Sep. 30, 2021USD ($)shares
Summary of Significant Accounting Policies (Details) [Line Items]
Maturity date	185 days
Offering cost	$ 15,509,243
Class A ordinary shares in the aggregate (in Shares) | shares	6,415,000
Federal depository insurance coverage expense	$ 250,000
Initial Public Offering [Member]
Summary of Significant Accounting Policies (Details) [Line Items]
Offering cost	$ 592,728

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of ordinary shares reflected in the condensed balance sheets	9 Months Ended
	Dec. 31, 2021USD ($)
Schedule of ordinary shares reflected in the condensed balance sheets [Abstract]
Gross proceeds	$ 250,000,000
Less:
Proceeds allocated to Public Warrants	(9,562,500)
Class A ordinary shares issuance costs	(14,916,515)
Plus:
Accretion of carrying value to redemption value	24,479,015
Class A ordinary shares subject to possible redemption	$ 250,000,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of basic and diluted net income (loss) per ordinary share - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Class A [Member]
Numerator:
Allocation of net income (loss), as adjusted	$ 212,432	$ (352,922)
Denominator:
Basic and diluted weighted average shares outstanding	25,660,000	20,396,410
Basic and diluted net income (loss) per ordinary share	$ 0.01	$ (0.02)
Class B [Member]
Numerator:
Allocation of net income (loss), as adjusted	$ 70,810	$ (144,450)
Denominator:
Basic and diluted weighted average shares outstanding	8,553,333	8,348,205
Basic and diluted net income (loss) per ordinary share	$ 0.01	$ (0.02)

Initial Public Offering (Detail

Initial Public Offering (Details)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Initial Public Offering (Details) [Line Items]
Sale of stock description	Each Unit consists of one Class A ordinary share and one-fourth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 8).
Initial Public Offering [Member]
Initial Public Offering (Details) [Line Items]
Sale of units	25,000,000
Price per share (in Dollars per share) | $ / shares	$ 10
Over-Allotment Option [Member]
Initial Public Offering (Details) [Line Items]
Sale of units	3,000,000

Private Placement (Details)

Private Placement (Details)	9 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Sponsor [Member]
Private Placement (Details) [Line Items]
Number of share issued	560,000
Cantor Fitzgerald [Member]
Private Placement (Details) [Line Items]
Number of share issued	100,000
IPO [Member]
Private Placement (Details) [Line Items]
Aggregate placement units	660,000
Price per placement unit (in Dollars per share) | $ / shares	$ 10
Aggregate purchase price (in Dollars) | $	$ 6,600,000
Class A Ordinary Shares [Member] | Warrant [Member]
Private Placement (Details) [Line Items]
Price per share (in Dollars per share) | $ / shares	$ 11.5

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Jul. 07, 2021	Jan. 18, 2021	Nov. 19, 2020	Feb. 23, 2021	Sep. 30, 2021	Sep. 30, 2021	Feb. 25, 2021
Related Party Transactions (Details) [Line Items]
Underwriter share forfeited (in Shares)		100,000
Incurred fee					$ 97,500	$ 222,500
Repaid of promissory note							$ 71,153
Working capital loans					$ 1,500,000	$ 1,500,000
Business combination, price per share (in Dollars per share)						$ 10
Sponsor [Member]
Related Party Transactions (Details) [Line Items]
Offering cost			$ 25,000
Office space and administrative, per month				$ 25,000
Aggregate principal amount			$ 300,000
Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Additional share issued (in Shares)		780,000
Aggregate of shares outstanding (in Shares)		8,653,333
Aggregate of shares subject to forfeiture (in Shares)		1,100,000
Percentage of issued and outstanding shares		25.00%
Founder shares description						The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares (i) with respect to 25% of such shares, until consummation of a Business Combination, (ii) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $12.00 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination, (iii) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $13.50 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination, and (iv) with respect to 25% of such shares, when the closing price of the Class A ordinary shares exceeds $17.00 for any 20 trading days within a 30-trading day period following the consummation of a Business Combination or earlier, in any case, if, following a Business Combination, the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property.
Minimum [Member]
Related Party Transactions (Details) [Line Items]
Administrative fees	$ 25,000
Maximum [Member]
Related Party Transactions (Details) [Line Items]
Administrative fees	$ 32,500
Over Allotment Option [Member]
Related Party Transactions (Details) [Line Items]
Shares no longer subject to forfeiture (in Shares)		1,000,000
Class B Ordinary Shares [Member] | Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Consideration for ordinary shares (in Shares)			7,873,333

Commitments and Contingencies (

Commitments and Contingencies (Details)	9 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Commitments and Contingencies (Details) [Line Items]
Underwriting description	The underwriter is entitled to a deferred fee of (i) $0.40 per Unit of the gross proceeds of the initial 22,000,000 Units sold in the Initial Public Offering, or $8,800,000 and (ii) $0.60 per Unit of the gross proceeds from the 3,000,000 Units sold pursuant to the over-allotment option, or $1,800,000.
Subscribed shares of common stock	20,000,000
Purchase price per share (in Dollars per share) | $ / shares	$ 10
Business Combination [Member]
Commitments and Contingencies (Details) [Line Items]
Business combination agreement	100.00%
Initial Public Offering [Member]
Commitments and Contingencies (Details) [Line Items]
Public offering share	3,300,000
Over-Allotment Option [Member]
Commitments and Contingencies (Details) [Line Items]
Aggregate deferred fee (in Dollars) | $	$ 1,800,000
Over-Allotment Option [Member]
Commitments and Contingencies (Details) [Line Items]
Purchase an additional units	3,000,000

Shareholders' Equity (Details)

Shareholders' Equity (Details) - $ / shares	9 Months Ended
	Sep. 30, 2021	Dec. 31, 2020
Shareholders' Equity (Details) [Line Items]
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Percentage of aggregate outstanding shares	25.00%
Founder Shares [Member]
Shareholders' Equity (Details) [Line Items]
Percentage of aggregate founder shares	25.00%
Over-Allotment Option [Member]
Shareholders' Equity (Details) [Line Items]
Aggregate of shares subject to forfeiture	1,100,000
Class A Ordinary Shares [Member]
Shareholders' Equity (Details) [Line Items]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares issued	660,000
Common stock, shares outstanding	660,000
Ordinary shares subject to possible redemption	25,000,000
Class B Ordinary Shares [Member]
Shareholders' Equity (Details) [Line Items]
Common stock, shares authorized	50,000,000	50,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares issued	8,553,333	8,653,333
Common stock, shares outstanding	8,553,333	8,653,333
Shares of forfeited	100,000

Warrant Liabilities (Details)

Warrant Liabilities (Details)	9 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Warrant Liabilities (Details) [Line Items]
Public warrant issued | shares	6,250,000
Description of redemption of warrants.	Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00. Once the Public Warrants become exercisable, the Company may redeem the Public Warrants:    ● in whole and not in part;     ● at a price of $0.01 per warrant;     ● upon not less than 30 days’ prior written notice of redemption to each warrant holder; and   ●if, and only if, the closing price of the Company’s Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the notice of redemption is given to the warrant holders.
Redemption of warrants scenario two description	Redemption of warrants for Class A Ordinary Shares when the price per Class A ordinary share equals or exceeds $10.00. Commencing ninety days after the warrants become exercisable, the Company may redeem the Public Warrants:  ●in whole and not in part;   ●at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares based on the redemption date and the “fair market value” of the Class A ordinary shares;   ●if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per Public Share (as adjusted for share sub-divisions, share dividends, reorganizations, reclassifications, recapitalizations and the like) on the trading day before the Company sends the notice of redemption to the warrant holders;   ●if, and only if, the Placement Warrants are also concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above; and  ●if, and only if, there is an effective registration statement covering the issuance of Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day period after written notice of redemption is sent.
Market value and newly issued price, per share percentage	115.00%
Business Combination [Member]
Warrant Liabilities (Details) [Line Items]
Total equity proceeds, percentage	50.00%
Minimum [Member]
Warrant Liabilities (Details) [Line Items]
Market value and newly issued price, per share percentage	100.00%
Redemption trigger price per share	$ 10
Maximum [Member]
Warrant Liabilities (Details) [Line Items]
Market value and newly issued price, per share percentage	180.00%
Redemption trigger price per share	$ 18
Warrant [Member]
Warrant Liabilities (Details) [Line Items]
Market value per share	$ 9.2
Class A Ordinary Shares [Member]
Warrant Liabilities (Details) [Line Items]
Placement warrants outstanding | $	$ 165,000
Class A Ordinary Shares [Member] | Business Combination [Member]
Warrant Liabilities (Details) [Line Items]
Business combination effective issue price per share	$ 9.2

Fair Value Measurements (Detail

Fair Value Measurements (Details)	9 Months Ended
	Sep. 30, 2021USD ($)
Fair Value Measurements (Details) [Line Items]
Assets held-in-trust	$ 250,014,865
Level 1 [Member]
Fair Value Measurements (Details) [Line Items]
Fair value measurement	9,375,000
Level 2 [Member]
Fair Value Measurements (Details) [Line Items]
Fair value measurement	$ 247,500

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of the company’s assets measured at fair value	Sep. 30, 2021USD ($)
Level 1 [Member]
Fair Value Measurements (Details) - Schedule of the company’s assets measured at fair value [Line Items]
Marketable securities held in Trust Account – Money Market Fund	$ 250,014,865

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of the company’s assets and liabilities that are measured at fair value on a recurring basis	Sep. 30, 2021USD ($)
Level 1 [Member] | Warrant Liability – Public Warrants [Member]
Fair Value Measurements (Details) - Schedule of the company’s assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Total liabilities	$ 8,125,000
Level 2 [Member] | Warrant liability – Placement Warrants [Member]
Fair Value Measurements (Details) - Schedule of the company’s assets and liabilities that are measured at fair value on a recurring basis [Line Items]
Total liabilities	$ 214,500

Fair Value Measurements (Deta_4

Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities - USD ($)	3 Months Ended	6 Months Ended
	Mar. 31, 2021	Sep. 30, 2021
Private Placement [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Fair value beginning balance		$ 222,750
Initial measurement	252,450
Change in fair value of warrant liabilities	(29,700)	24,750
Fair value ending balance	222,750
Public Warrant [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Fair value beginning balance		8,437,500
Initial measurement	9,562,500
Change in fair value of warrant liabilities	(1,125,000)	937,500
Fair value ending balance	8,437,500
Warrant liabilities [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Fair value beginning balance		8,660,250
Initial measurement	9,814,950
Change in fair value of warrant liabilities	(1,154,700)	962,250
Fair value ending balance	$ 8,660,250
Level 1 [Member] | Private Placement [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Transfer to Level
Level 1 [Member] | Public Warrant [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Transfer to Level		(9,375,000)
Level 1 [Member] | Warrant liabilities [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Transfer to Level		(9,375,000)
Level 2 [Member] | Private Placement [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Transfer to Level		(247,500)
Level 2 [Member] | Warrant liabilities [Member]
Fair Value Measurements (Details) - Schedule of changes in the fair value of warrant liabilities [Line Items]
Transfer to Level		$ (247,500)