Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 29, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity Interactive Data Current | Yes | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | SLAM CORP. | ||
Entity Central Index Key | 0001838162 | ||
Entity Filer Category | Non-accelerated Filer | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Incorporation, State or Country Code | E9 | ||
Entity File Number | 001-40094 | ||
Entity Tax Identification Number | 98-1211848 | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
Entity Current Reporting Status | Yes | ||
Entity Address, Address Line One | 55 Hudson Yards | ||
Entity Address, Address Line Two | 47th Floor, Suite C | ||
Entity Address, City or Town | New York | ||
Entity Address, State or Province | NY | ||
Entity Address, Postal Zip Code | 10001 | ||
City Area Code | 646 | ||
Local Phone Number | 762-8580 | ||
Entity Shell Company | true | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Public Float | $ 565,800,000 | ||
Auditor Name | WithumSmith+Brown, PC | ||
Auditor Firm ID | 100 | ||
Auditor Location | New York, New York | ||
ICFR Auditor Attestation Flag | false | ||
Capital Units [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-fourth of one redeemable warrant | ||
Trading Symbol | SLAMU | ||
Security Exchange Name | NASDAQ | ||
Common Class A [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Class A ordinary shares included as part of the units | ||
Trading Symbol | SLAM | ||
Security Exchange Name | NASDAQ | ||
Entity Common Stock, Shares Outstanding | 25,335,163 | ||
Warrant [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Redeemable warrants included as part of the units | ||
Trading Symbol | SLAMW | ||
Security Exchange Name | NASDAQ | ||
Common Class B [Member] | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 14,375,000 |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash | $ 119,463 | $ 471,352 |
Prepaid expenses | 305,545 | 1,884,303 |
Total current assets | 425,008 | 2,355,655 |
Investments held in Trust Account | 583,460,070 | 575,031,742 |
Total Assets | 583,885,078 | 577,387,397 |
Current liabilities: | ||
Accounts payable | 34,090 | 20,615 |
Accrued expenses | 1,076,474 | 727,043 |
Total current liabilities | 1,110,564 | 747,658 |
Deferred underwriting commissions | 20,125,000 | 20,125,000 |
Working capital loan—related party | 1,474,000 | 400,000 |
Derivative warrant liabilities | 2,313,750 | 15,939,170 |
Total liabilities | 25,023,314 | 37,211,828 |
Commitments and Contingencies | ||
Shareholders' Deficit: | ||
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding as of December 31, 2022 and 2021 | 0 | 0 |
Additional paid-in capital | 0 | 0 |
Accumulated deficit | (24,499,744) | (34,825,869) |
Total shareholders' equity (deficit) | (24,498,306) | (34,824,431) |
Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders' Deficit | 583,885,078 | 577,387,397 |
Common Class A [Member] | ||
Current liabilities: | ||
Class A ordinary shares subject to possible redemption, $0.0001 par value; 57,500,000 shares at redemption value of approximately $10.15 and $10.00 per share as of December 31, 2022 and 2021, respectively | 583,360,070 | 575,000,000 |
Shareholders' Deficit: | ||
Common Stock Value | 0 | 0 |
Common Class B [Member] | ||
Shareholders' Deficit: | ||
Common Stock Value | $ 1,438 | $ 1,438 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
Preferred stock par or stated value per share | $ 0.0001 | $ 0.0001 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common Class A [Member] | ||
Temporary equity, par or stated value per share | $ 0.0001 | $ 0.0001 |
Temporary equity shares outstanding | 57,500,000 | 57,500,000 |
Temporary equity, redemption price per share | $ 10.15 | $ 10 |
Common stock par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 500,000,000 | 500,000,000 |
Common stock shares issued | 57,500,000 | 57,500,000 |
Common stock shares outstanding | 57,500,000 | 57,500,000 |
Common Class A [Member] | Non Redeemable [Member] | ||
Common stock shares issued | 0 | 0 |
Common stock shares outstanding | 0 | 0 |
Common Class B [Member] | ||
Common stock par or stated value per share | $ 0.0001 | $ 0.0001 |
Common stock shares authorized | 50,000,000 | 50,000,000 |
Common stock shares issued | 14,375,000 | 14,375,000 |
Common stock shares outstanding | 14,375,000 | 14,375,000 |
Statements Of Operations
Statements Of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
General and administrative expenses | $ 3,247,553 | $ 3,304,066 |
General and administrative expenses—related party | 120,000 | 100,000 |
Total operating expenses | (3,367,553) | (3,404,066) |
Other income (expenses): | ||
Change in fair value of derivative warrant liabilities | 13,625,420 | 31,535,830 |
Offering costs—derivative warrant liabilities | 0 | (1,766,912) |
Income from investments held in Trust Account | 8,428,328 | 31,742 |
Net income | $ 18,686,195 | $ 26,396,594 |
Common Class A [Member] | ||
Other income (expenses): | ||
Weighted average shares outstanding of Class A ordinary shares, basic | 57,500,000 | 48,835,616 |
Weighted average shares outstanding of Class A ordinary shares, diluted | 57,500,000 | 48,835,616 |
Basic net income per share, Class A ordinary shares | $ 0.26 | $ 0.42 |
Diluted net income per share, Class A ordinary shares | $ 0.26 | $ 0.42 |
Weighted average shares outstanding of Class B ordinary shares, basic | 57,500,000 | 48,835,616 |
Basic net income per share, Class B ordinary shares | $ 0.26 | $ 0.42 |
Weighted average shares outstanding of Class B ordinary shares, diluted | 57,500,000 | 48,835,616 |
Diluted net income per share, Class B ordinary shares | $ 0.26 | $ 0.42 |
Common Class B [Member] | ||
Other income (expenses): | ||
Weighted average shares outstanding of Class A ordinary shares, basic | 14,375,000 | 14,092,466 |
Weighted average shares outstanding of Class A ordinary shares, diluted | 14,375,000 | 14,375,000 |
Basic net income per share, Class A ordinary shares | $ 0.26 | $ 0.42 |
Diluted net income per share, Class A ordinary shares | $ 0.26 | $ 0.42 |
Weighted average shares outstanding of Class B ordinary shares, basic | 14,375,000 | 14,092,466 |
Basic net income per share, Class B ordinary shares | $ 0.26 | $ 0.42 |
Weighted average shares outstanding of Class B ordinary shares, diluted | 14,375,000 | 14,375,000 |
Diluted net income per share, Class B ordinary shares | $ 0.26 | $ 0.42 |
Statements Of Changes In Shareh
Statements Of Changes In Shareholders' Equity (Deficit) - USD ($) | Total | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Common Class A [Member] | Common Class A [Member] Common Stock [Member] | Common Class B [Member] Common Stock [Member] |
Balance Beginning at Dec. 31, 2020 | $ 11,833 | $ 23,562 | $ (13,167) | $ 0 | $ 1,438 | |
Balance Beginning (in shares) at Dec. 31, 2020 | 0 | 14,375,000 | ||||
Increase in redemption value of Class A ordinary shares subject to possible redemption | (61,232,858) | (23,562) | (61,209,296) | |||
Net income | 26,396,594 | 26,396,594 | ||||
Balance Ending at Dec. 31, 2021 | (34,824,431) | 0 | (34,825,869) | $ 0 | $ 1,438 | |
Balance Ending (in shares) at Dec. 31, 2021 | 0 | 14,375,000 | ||||
Increase in redemption value of Class A ordinary shares subject to possible redemption | (8,360,070) | (8,360,070) | $ 8,360,070 | |||
Net income | 18,686,195 | 18,686,195 | ||||
Balance Ending at Dec. 31, 2022 | $ (24,498,306) | $ 0 | $ (24,499,744) | $ 0 | $ 1,438 | |
Balance Ending (in shares) at Dec. 31, 2022 | 0 | 14,375,000 |
Statements Of Cash Flows
Statements Of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Flows from Operating Activities: | ||
Net income | $ 18,686,195 | $ 26,396,594 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Change in fair value of derivative warrant liabilities | (13,625,420) | (31,535,830) |
Offering costs—derivative warrant liabilities | 0 | 1,766,912 |
Income from investments held in Trust Account | (8,428,328) | (31,742) |
General and administrative expenses paid by related party under promissory note | 0 | 15,590 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | 1,578,758 | (1,872,470) |
Accounts payable | 13,475 | 20,617 |
Accrued expenses | 349,431 | 657,043 |
Net cash used in operating activities | (1,425,889) | (4,583,286) |
Cash Flows from Investing Activities: | ||
Cash deposited in Trust Account | 0 | (575,000,000) |
Net cash used in investing activities | 0 | (575,000,000) |
Cash Flows from Financing Activities: | ||
Repayment of note payable to related party | 0 | (196,322) |
Proceeds received from initial public offering, gross | 0 | 575,000,000 |
Proceeds received from private placement | 0 | 17,000,000 |
Proceeds received from working capital loan—related party | 1,074,000 | 400,000 |
Offering costs paid | 0 | (12,149,040) |
Net cash provided by financing activities | 1,074,000 | 580,054,638 |
Net change in cash | (351,889) | 471,352 |
Cash—beginning of the period | 471,352 | 0 |
Cash—end of the period | 119,463 | 471,352 |
Supplemental disclosure of noncash investing and financing activities: | ||
Offering costs included in accrued expenses | 0 | 11,978 |
Offering costs paid by related party under promissory note | 0 | 180,730 |
Deferred underwriting commissions | $ 0 | $ 20,125,000 |
Description of Organization and
Description of Organization and Business Operations | 12 Months Ended |
Dec. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Organization and Business Operations | Note 1—Description of Organization and Business Operations Slam As of December 31, 2022, the Company had not yet commenced operations. All activity for the period from December 18, 2020 (inception) through December 31, 2022 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”), which is described below, and after the Initial Public Offering, the search for a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating The Company’s sponsor is Slam Sponsor, LLC, a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on February 22, 2021. On February 25, 2021, the Company consummated its Initial Public Offering of units (the “Units” and, with respect to the Class A ordinary shares included in the Units being offered, the “Public Shares”), including additional Units to cover over-allotments (the “Over-Allotment Units”), at $ per Unit, generating gross proceeds of $ million, and incurring offering costs of approximately $ million, of which approximately $ million was for deferred underwriting commissions ( See Simultaneously S ee Upon 2a-7 The The in connection per-share 4 Notwithstanding The If 2023 (or up to February 25, 2024 if extended) (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 then In The Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 In February economic sanctions Liquidity and Going Concern Considerations As the Company the The 4 4 4 er e s In 2014-15, B C |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2—Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The Emerging Growth Company The 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging 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 financial statements with another public company that is neither an emerging growth company nor an emerging growth company that 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 Concentration of Credit Risk Financial Deposit Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. Cash and Cash Equivalents The 2021 Investments Held in the Trust Account The Fair Value of Financial Instruments The s Note 9). Fair Value Measurements Fair • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In measurement. Derivative Warrant Liabilities The re-assessed The re-measurement non-current Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating possible redemption upon the completion of the Initial Public Offering. The Company classifies deferred underwriting commissions as non-current Class A Ordinary Shares Subject to Possible Redemption The are are are The paid-in Income Taxes The more-likely-than-not There Net Income per Ordinary Share The B C The per share The The shares: For The Years Ended December 31, 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share: Numerator: Allocation of net income, basic $ 14,948,956 $ 3,737,239 $ 20,485,193 $ 5,911,401 Allocation of net income, diluted $ 14,948,956 $ 3,737,239 $ 20,393,630 $ 6,002,964 Denominator: Basic weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,092,466 Diluted weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,375,000 Basic net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 Diluted net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 Recent Accounting Pronouncements In 2022-03, The |
Initial Public Offering
Initial Public Offering | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Initial Public Offering | Note 3—Initial Public Offering On warrant (“Public Warrant”). Each |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 4—Related Party Transactions Founder Shares On The sub-divisions, 30-trading Private Placement Warrants Simultaneously Each whole Private Placement Warrant is exercisable for whole Class A ordinary share at a price of $ per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was 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 Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable except as described below in Note 8 The Related Party Loans On non-interest On purposes (“Convertible Notes”). Each non-interest In Administrative Support Agreement Commencing In out-of-pocket |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 5—Commitments and Contingencies Registration and Shareholder Rights The holders of the Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) were entitled to registration rights pursuant to a registration and shareholder rights agreement signed upon the effective date of the Initial Public Offering. The holders of these securities were entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company Underwriting Agreement The 45-day The Consulting Agreements Subsequent B C in expenses under these consulting agreements, respectively. As of December 31, 2022 and 2021, the Company had recorded payables of approximately $500 and $0 outstanding under these consulting agreements, respectively. |
Class A Ordinary Shares Subject
Class A Ordinary Shares Subject to Possible Redemption | 12 Months Ended |
Dec. 31, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Class A Ordinary Shares Subject to Possible Redemption | Note 6—Class A Ordinary Shares Subject to Possible Redemption The s The are table: Gross proceeds $ 575,000,000 Less: Fair value of Public Warrants at issuance (30,475,000 ) Offering costs allocated to Class A ordinary shares subject to possible redemption (30,757,858 ) Plus: Accretion on Class A ordinary shares subject to possible redemption 61,232,858 Class A ordinary shares subject to possible redemption at December 31, 2021 575,000,000 Increase in redemption value of Class A ordinary shares subject to 8,360,070 Class A ordinary shares subject to possible redemption at December 31, 2022 $ 583,360,070 |
Shareholders' Deficit
Shareholders' Deficit | 12 Months Ended |
Dec. 31, 2022 | |
Stockholders' Equity Note [Abstract] | |
Shareholders' Deficit | Note 7—Shareholders’ Deficit Preference Shares Class A Ordinary Shares Class B Ordinary Shares The one-for-one sub-divisions, as-converted one-for-one |
Derivative Warrant Liabilities
Derivative Warrant Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Derivative Warrant Liabilities [Abstract] | |
Derivative Warrant Liabilities | Note 8—Derivative Warrant Liabilities As Public Notwithstanding the available. The 10-trading See “—Redemption and “—Redemption The non-redeemable Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00: Once • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the last reported sale price (the “closing price”) of Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00: Once • 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 Class A ordinary shares to be determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A ordinary shares; • if, and only if, the closing price of Class A ordinary shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within the 30 -trading nd • if the closing price of the Class 30-trading The If |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 9—Fair Value Measurements The s ind value : December 31, 2022 Description Quoted Prices in (Level 1) Significant Other (Level 2) Significant Other (Level 3) Assets: Investments held in Trust Account-Money $ 583,460,070 $ — $ — Liabilities: Derivative warrant liabilities-Public $ 1,293,750 $ — $ — Derivative warrant liabilities-Private $ — $ 1,020,000 $ — December 31, 2021 Description Quoted Prices in (Level 1) Significant Other (Level 2) Significant Other (Level 3) Assets: Investments held in Trust Account-Money $ 575,031,742 $ — $ — Liabilities: Derivative warrant liabilities-Public $ 8,912,500 $ — $ — Derivative warrant liabilities-Private $ — $ 7,026,670 $ — Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of Public Warrants was transferred from a Level 3 fair value measurement to a Level 1 measurement, when the Public Warrants were separately listed and traded in April 2021. The estimated fair value of the Private Placement Warrants was transferred from a Level 3 measurement to a Level 2 measurement in April 2021, as all of the significant inputs to the valuation model used to estimate the fair value of the Private Placement Warrants became directly or indirectly observable from the listed Public Warrants. Level For periods where no observable traded price is available, the fair value of the Public and Private Placement Warrants has been estimated using a Black-Scholes option pricing model. For periods subsequent to the detachment of the Public Warrants from the Units, the fair value of the Public Warrants is based on the observable listed price for such warrants. The fair value of the Public Warrants as of December 31, 2022 and 2021 is based on observable listed prices for such warrants. The estimated fair value of the Public and Private Placement Warrants, prior to the Public Warrants being traded in an active market, was determined using Level 3 inputs. Inherent in a Black Scholes model are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its ordinary shares Warrants based on implied volatility from the Company’s traded Warrants and from historical volatility of select peer company’s ordinary shares or ordinary shares, as applicable, that matches the expected remaining life of the Warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon For The Derivative warrant liabilities at January 1, 2021 $ — Issuance of Public and Private Placement Warrants 59,715,000 Change in fair value of derivative warrant liabilities (25,519,580 ) Transfer of Public Warrants to Level 1 (27,168,750 ) Transfer of Private Warrants to Level 2 (7,026,670 ) Derivative warrant liabilities at December 31, 2021 $ — |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 10—Subsequent Events The statements. On February 2, 2023, Barbara Byrne notified the Company of her decision to resign as a member of the Board of Directors, effective as of February 2, 2023. Also on February 2, 2023, the Company announced the appointment of Alex Zyngier as a new director of the Company. Mr. Zyngier has been appointed to serve on the audit committee of the Company, with such appointment effective upon his becoming a director of the Company. On February 21, 2023, the Company held an extraordinary general meeting of shareholders (the “Extension Meeting”), to (i) amend the Company’s amended and restated memorandum and articles of association (the “Articles Amendment”) to extend the date by which the Company has to consummate a business combination from February 25, 2023 to May 25, 2023 (or up to (such proposal, the “Extension Amendment Proposal”) and (ii) remove the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934, as amended, of less than In connection with the vote to approve the Extension Amendment Proposal, the holders of 32,164,837 Class A ordinary shares, par value $0.0001 per share, of the Company properly exercised their right to redeem their shares for cash at a redemption price of approximately $10.20 per share, for an aggregate redemption amount of approximately $328,092,029.60. On February 21, 2023, the Company issued an unsecured promissory note in the total principal amount of up to $10,447,000 (the “ New Note ” ) to the Sponsor. The Sponsor funded the initial principal amount of $3,247,000 on February 23, 2023. The New New of the initial principal amount of the New Note has been deposited in the Trust Account. The New Note was issued in connection with advances the payee has made, and may make in the future, to the Company for expenses incurred by the Company and reasonably related to working capital purposes. The New Note bears no interest and is due and payable upon the consummation of the Company’s initial merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination, involving the Company and one or more businesses. In the event that the Company does not consummate a Business Combination, the New Note will be repaid only from amounts, if any, remaining outside of the Trust Account established in connection with the initial public offering of the Company’s securities. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The |
Emerging Growth Company | Emerging Growth Company The 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging 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 financial statements with another public company that is neither an emerging growth company nor an emerging growth company that 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 |
Concentration of Credit Risk | Concentration of Credit Risk Financial Deposit Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. |
Cash and Cash Equivalents | Cash and Cash Equivalents The 2021 |
Investments Held in Trust Account | Investments Held in the Trust Account The |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The s Note 9). |
Fair Value Measurements | Fair Value Measurements Fair • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In measurement. |
Derivative Warrant Liabilities | Derivative Warrant Liabilities The re-assessed The re-measurement non-current |
Offering Costs Associated with the Initial Public Offering | Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating possible redemption upon the completion of the Initial Public Offering. The Company classifies deferred underwriting commissions as non-current |
Class A Ordinary Shares Subject to Possible Redemption | Class A Ordinary Shares Subject to Possible Redemption The are are are The paid-in |
Income Taxes | Income Taxes The more-likely-than-not There |
Net Income (Loss) per Ordinary Share | Net Income per Ordinary Share The B C The per share The The shares: For The Years Ended December 31, 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share: Numerator: Allocation of net income, basic $ 14,948,956 $ 3,737,239 $ 20,485,193 $ 5,911,401 Allocation of net income, diluted $ 14,948,956 $ 3,737,239 $ 20,393,630 $ 6,002,964 Denominator: Basic weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,092,466 Diluted weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,375,000 Basic net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 Diluted net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In 2022-03, The |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Table) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Basic and Diluted Net Income (loss) Per Share For Each Class of Ordinary Shares | The shares: For The Years Ended December 31, 2022 2021 Class A Class B Class A Class B Basic and diluted net income per ordinary share: Numerator: Allocation of net income, basic $ 14,948,956 $ 3,737,239 $ 20,485,193 $ 5,911,401 Allocation of net income, diluted $ 14,948,956 $ 3,737,239 $ 20,393,630 $ 6,002,964 Denominator: Basic weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,092,466 Diluted weighted average ordinary shares outstanding 57,500,000 14,375,000 48,835,616 14,375,000 Basic net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 Diluted net income per ordinary share $ 0.26 $ 0.26 $ 0.42 $ 0.42 |
Class A Ordinary Shares Subje_2
Class A Ordinary Shares Subject to Possible Redemption (Table) | 12 Months Ended |
Dec. 31, 2022 | |
Temporary Equity Disclosure [Abstract] | |
Summary of Reconciliation of Class A Ordinary Shares Subject to Possible Redemption Reflected on The Balance Sheet | The are table: Gross proceeds $ 575,000,000 Less: Fair value of Public Warrants at issuance (30,475,000 ) Offering costs allocated to Class A ordinary shares subject to possible redemption (30,757,858 ) Plus: Accretion on Class A ordinary shares subject to possible redemption 61,232,858 Class A ordinary shares subject to possible redemption at December 31, 2021 575,000,000 Increase in redemption value of Class A ordinary shares subject to 8,360,070 Class A ordinary shares subject to possible redemption at December 31, 2022 $ 583,360,070 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets And Liabilities That Are Measured At Fair Value On a Recurring Basis | The s ind value : December 31, 2022 Description Quoted Prices in (Level 1) Significant Other (Level 2) Significant Other (Level 3) Assets: Investments held in Trust Account-Money $ 583,460,070 $ — $ — Liabilities: Derivative warrant liabilities-Public $ 1,293,750 $ — $ — Derivative warrant liabilities-Private $ — $ 1,020,000 $ — December 31, 2021 Description Quoted Prices in (Level 1) Significant Other (Level 2) Significant Other (Level 3) Assets: Investments held in Trust Account-Money $ 575,031,742 $ — $ — Liabilities: Derivative warrant liabilities-Public $ 8,912,500 $ — $ — Derivative warrant liabilities-Private $ — $ 7,026,670 $ — |
Summary of Change In The Fair Value Of The Derivative Warrant Liabilities | The Derivative warrant liabilities at January 1, 2021 $ — Issuance of Public and Private Placement Warrants 59,715,000 Change in fair value of derivative warrant liabilities (25,519,580 ) Transfer of Public Warrants to Level 1 (27,168,750 ) Transfer of Private Warrants to Level 2 (7,026,670 ) Derivative warrant liabilities at December 31, 2021 $ — |
Description of Organization a_2
Description of Organization and Business Operations - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Feb. 25, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | |
Proceeds from issuance of IPO | $ 0 | $ 575,000,000 | ||
Deferred underwriting commissions noncurrent | 20,125,000 | 20,125,000 | ||
Proceeds from issuance of private placement | 0 | 17,000,000 | ||
Payment to acquire restricted investments | $ 0 | 575,000,000 | ||
Restricted Investments Term | 185 days | |||
Percentage of public shares to be redeemed on non completion of business combination | 100% | |||
Lock in period for redemption of public shares after closing of IPO | 27 months | |||
Dissolution expense | $ 100,000 | |||
Percentage of redeemable outstanding public shares held in the trust account | 100% | |||
Minimum share price of the residual assets remaining available for distribution | $ 10 | |||
Cash | $ 119,463 | 471,352 | ||
working capital (deficit) | $ 686,000 | |||
Entity possible liquidation date on non completion of business combination | May 25, 2023 | |||
Working Capital Loan [Member] | ||||
Due to related parties current | $ 1,474,000 | $ 400,000 | ||
Sponsor [Member] | ||||
Minimum public share price due to reductions in the value of the trust assets less taxes payable | $ 10 | |||
Proceeds from unsecured and non-interest bearing promissory note | $ 196,000 | |||
Sponsor [Member] | Founder Shares [Member] | ||||
Stock issued during period shares | 30,000 | |||
Proceeds from issuance of common stock | $ 25,000 | |||
Minimum [Member] | ||||
Percentage of fair market value of target business to asset held in trust account | 80% | |||
Percentage of redeeming shares of public shares without the company's prior written consent | 15% | |||
Minimum [Member] | Business Combination [Member] | ||||
Percentage of voting interests acquired | 50% | |||
Maximum [Member] | ||||
Share price | $ 10 | |||
Private Placement Warrants [Member] | ||||
Class of warrants and rights issued during the period | 11,333,333 | |||
Class of warrants and rights issued, price per warrant | $ 1.5 | |||
Proceeds from issuance of private placement | $ 17,000,000 | |||
Exercise price of warrants or rights | $ 10 | |||
Public Shares [Member] | ||||
Share price | $ 10 | |||
IPO [Member] | ||||
Stock issued during period shares | 57,500,000 | |||
Share price | $ 10 | |||
Proceeds from issuance of IPO | $ 575,000,000 | |||
Offering cost | 32,500,000 | |||
Deferred underwriting commissions noncurrent | 20,100,000 | |||
Payment to acquire restricted investments | $ 575,000,000 | |||
Over-Allotment Option [Member] | ||||
Stock issued during period shares | 7,500,000 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Federal depository insurance coverage limit | $ 250,000 | $ 250,000 |
Cash equivalents | $ 0 | 0 |
U.S. government securities, maturity period | 185 days | |
Unrecognized tax benefits | $ 0 | 0 |
Unrecognized tax benefits, interest and penalties accrued | 0 | $ 0 |
Income tax | 0 | |
Common Class A [Member] | ||
Temporary equity, number of shares | $ 57,500,000 | |
Common Class A [Member] | Private Placement Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 25,708,333 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Basic and Diluted Net Income (loss) Per Share For Each Class of Ordinary Shares (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Common Class A [Member] | ||
Numerator: | ||
Allocation of net income, basic | $ 14,948,956 | $ 20,485,193 |
Allocation of net income, diluted | $ 14,948,956 | $ 20,393,630 |
Denominator: | ||
Basic weighted average ordinary shares outstanding | 57,500,000 | 48,835,616 |
Diluted weighted average ordinary shares outstanding | 57,500,000 | 48,835,616 |
Denominator: | ||
Basic net income per ordinary share | $ 0.26 | $ 0.42 |
Diluted net income per ordinary share | $ 0.26 | $ 0.42 |
Common Class B [Member] | ||
Numerator: | ||
Allocation of net income, basic | $ 3,737,239 | $ 5,911,401 |
Allocation of net income, diluted | $ 3,737,239 | $ 6,002,964 |
Denominator: | ||
Basic weighted average ordinary shares outstanding | 14,375,000 | 14,092,466 |
Diluted weighted average ordinary shares outstanding | 14,375,000 | 14,375,000 |
Denominator: | ||
Basic net income per ordinary share | $ 0.26 | $ 0.42 |
Diluted net income per ordinary share | $ 0.26 | $ 0.42 |
Initial Public Offering - Addit
Initial Public Offering - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Feb. 25, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Proceeds from issuance of IPO | $ 0 | $ 575,000,000 | |
Deferred underwriting commissions noncurrent | $ 20,125,000 | $ 20,125,000 | |
Public Warrants [Member] | |||
Exercise price of warrants or rights | $ 11.5 | ||
Common Class A [Member] | |||
Proceeds from issuance of IPO | $ 575,000,000 | ||
Common stock, conversion basis | Each Unit consists of one Class A ordinary share and one-fourth of one redeemable | one vote for each share | |
Exercise price of warrants or rights | $ 18 | ||
Common Class A [Member] | Public Warrants [Member] | |||
Shares issuable per warrant | 1 | ||
Exercise price of warrants or rights | $ 11.5 | ||
IPO [Member] | |||
Stock issued during period shares | 57,500,000 | ||
Share price | $ 10 | ||
Proceeds from issuance of IPO | $ 575,000,000 | ||
Offering costs | 32,500,000 | ||
Deferred underwriting commissions noncurrent | $ 20,100,000 | ||
Over-Allotment Option [Member] | |||
Stock issued during period shares | 7,500,000 | ||
Over-Allotment Option [Member] | Common Class A [Member] | |||
Stock issued during period shares | 7,500,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 12 Months Ended | |||||||
Feb. 25, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 28, 2022 | Aug. 31, 2022 | May 31, 2022 | Apr. 06, 2022 | |
Minimum lock In period for transfer, assign or sell warrants after completion of IPO | 30 days | |||||||
Proceeds from related party debt | $ 1,074,000 | $ 400,000 | ||||||
Proceeds from issuance of private placement | 0 | 17,000,000 | ||||||
Related party, Administrative expenses | 120,000 | 100,000 | ||||||
Administrative Services Agreement [Member] | ||||||||
Related party, Administrative expenses | 120,000 | 100,000 | ||||||
Working Capital Loan [Member] | ||||||||
Debt instrument convertible into warrants | $ 1,500,000 | |||||||
Debt instrument conversion price | $ 1.5 | |||||||
Due to related parties current | $ 1,474,000 | 400,000 | ||||||
Working capital loan | 1,474,000 | 400,000 | ||||||
Private Placement Warrants [Member] | ||||||||
Exercise price of warrants or rights | $ 10 | |||||||
Class of warrants and rights issued during the period | 11,333,333 | |||||||
Class of warrants and rights issued, price per warrant | $ 1.5 | |||||||
Proceeds from issuance of private placement | $ 17,000,000 | |||||||
IPO [Member] | ||||||||
Stock issued during period, shares, new issues | 57,500,000 | |||||||
Sponsor [Member] | Convertible Debt [Member] | ||||||||
Debt instrument, face amount | $ 654,000 | $ 150,000 | $ 120,000 | $ 150,000 | ||||
Sponsor [Member] | Administrative Services Agreement [Member] | ||||||||
Due to related parties current | 10,000 | $ 10,000 | ||||||
Sponsor [Member] | Office space administrative and support services [Member] | ||||||||
Related party transaction, amounts of transaction | $ 10,000 | |||||||
Sponsor [Member] | Promissory Note [Member] | ||||||||
Debt instrument, face amount | $ 300,000 | |||||||
Proceeds from related party debt | $ 196,000 | |||||||
Founder Shares [Member] | ||||||||
Temporary equity shares outstanding | 1,875,000 | |||||||
Founder Shares [Member] | IPO [Member] | ||||||||
Common stock, threshold percentage on conversion of shares | 20% | |||||||
Founder Shares [Member] | Sponsor [Member] | ||||||||
Stock issued during period, shares, new issues | 30,000 | |||||||
Shares issued, shares, share-based payment arrangement, forfeited | 1,875,000 | |||||||
Common Class B [Member] | Founder Shares [Member] | Sponsor [Member] | ||||||||
Stock issued during period, value, issued for services | $ 25,000 | |||||||
Stock issued during period, shares, new issues | 14,375,000 | |||||||
Common Class A [Member] | ||||||||
Temporary equity shares outstanding | 57,500,000 | 57,500,000 | ||||||
Exercise price of warrants or rights | $ 18 | |||||||
Common Class A [Member] | Private Placement Warrants [Member] | ||||||||
Shares issuable per warrant | 1 | |||||||
Exercise price of warrants or rights | $ 11.5 | |||||||
Common Class A [Member] | Sponsor [Member] | Share Price More Than Or Equals To USD Twelve [Member] | ||||||||
Share transfer, trigger price price per share. | $ 12 | |||||||
Number of consecutive trading days for determining share price | 20 days | |||||||
Number of trading days for determining share price | 30 days | |||||||
Threshold number of trading days for determining share price from date of business combination | 150 days | |||||||
Common Class A [Member] | Founder Shares [Member] | ||||||||
Common stock, threshold percentage on conversion of shares | 20% | |||||||
Independent directors [Member] | Founder Shares [Member] | Sponsor [Member] | ||||||||
Stock issued during period, shares, new issues | 120,000 | |||||||
Officer [Member] | Founder Shares [Member] | Sponsor [Member] | ||||||||
Stock issued during period, shares, new issues | 30,000 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Feb. 25, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Line Items] | |||
Underwriting discount paid per unit | $ 0.2 | ||
Underwriting expense paid | $ 11,500,000 | ||
Deferred underwriting commission per unit | $ 0.35 | ||
Deferred underwriting commissions noncurrent | $ 20,125,000 | $ 20,125,000 | |
Sponsor [Member] | Consulting Agreements [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Consultant fee paid | 682,000 | ||
Consulting agreement expense | 350,000 | 469,000 | |
Accrued Professional Fees Current | $ 500 | $ 0 | |
Over-Allotment Option [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Stock issued during period shares | 7,500,000 | ||
Over-Allotment Option [Member] | Common Class A [Member] | |||
Commitments And Contingencies Disclosure [Line Items] | |||
Overallotment option vesting period | 45 days | ||
Stock issued during period shares | 7,500,000 |
Class A Ordinary Shares Subje_3
Class A Ordinary Shares Subject to Possible Redemption - Additional Information (Detail) - Common Class A [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Temporary Equity [Line Items] | ||
Temporary Equity shares authorized | 100,000,000 | |
Temporary equity, par or stated value per share | $ 0.0001 | $ 0.0001 |
Temporary equity voting rights | one | |
Temporary equity shares outstanding | 57,500,000 | 57,500,000 |
Class A Ordinary Shares Subje_4
Class A Ordinary Shares Subject to Possible Redemption - Summary of Reconciliation of Class A Ordinary Shares Subject to Possible Redemption Reflected on The Balance Sheet (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Temporary Equity [Line Items] | ||
Gross proceeds | $ 0 | $ 575,000,000 |
Increase in redemption value of Class A ordinary shares subject to possible redemption | (8,360,070) | (61,232,858) |
Common Class A [Member] | ||
Temporary Equity [Line Items] | ||
Gross proceeds | 575,000,000 | |
Fair value of Public Warrants at issuance | (30,475,000) | |
Offering costs allocated to Class A ordinary shares subject to possible redemption | (30,757,858) | |
Accretion on Class A ordinary shares subject to possible redemption amount | 61,232,858 | |
Increase in redemption value of Class A ordinary shares subject to possible redemption | 8,360,070 | |
Class A ordinary shares subject to possible redemption | $ 583,360,070 | $ 575,000,000 |
Shareholders' Deficit- Addition
Shareholders' Deficit- Additional Information (Detail) - $ / shares | 12 Months Ended | ||
Feb. 25, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | |
Stockholders Equity Note [Line Items] | |||
Preferred stock shares authorized | 5,000,000 | 5,000,000 | |
Preferred stock par or stated value per share | $ 0.0001 | $ 0.0001 | |
Preferred stock shares issued | 0 | 0 | |
Preferred stock shares outstanding | 0 | 0 | |
Common Class A [Member] | |||
Stockholders Equity Note [Line Items] | |||
Common stock shares authorized | 500,000,000 | 500,000,000 | |
Common stock par or stated value per share | $ 0.0001 | $ 0.0001 | |
Common stock shares issued | 57,500,000 | 57,500,000 | |
Common stock shares outstanding | 57,500,000 | 57,500,000 | |
Common stock, conversion basis | Each Unit consists of one Class A ordinary share and one-fourth of one redeemable | one vote for each share | |
Common Class A [Member] | Founder Shares [Member] | |||
Stockholders Equity Note [Line Items] | |||
Common stock, threshold percentage on conversion of shares | 20% | ||
Common Class B [Member] | |||
Stockholders Equity Note [Line Items] | |||
Common stock shares authorized | 50,000,000 | 50,000,000 | |
Common stock par or stated value per share | $ 0.0001 | $ 0.0001 | |
Common stock shares issued | 14,375,000 | 14,375,000 | |
Common stock shares outstanding | 14,375,000 | 14,375,000 |
Derivative Warrant Liabilities
Derivative Warrant Liabilities - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Feb. 25, 2021 | |
Share Price Equal or Less Ten point Zero Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Share price | $ 18 | ||
Number of consecutive trading days for determining share price | 20 days | ||
Number of trading days for determining share price | 30 days | ||
Common Class A [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Exercise price of warrants or rights | $ 18 | ||
Share redemption trigger price | $ 18 | ||
Class of warrants, redemption notice period | 10 days | ||
Common stock, convertible, conversion price | $ 0.361 | ||
Common Class A [Member] | Share Price Equal or Less Nine point Two Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Exercise price of warrants or rights | 9.2 | ||
Share redemption trigger price | $ 9.2 | ||
Minimum percentage gross proceeds required from issuance of equity | 60% | ||
Class of warrant or right minimum notice period for redemption | 10 days | ||
Class of warrant or right, exercise price adjustment percentage higher of market value | 115% | ||
Common Class A [Member] | Share Price Equal or Exceeds Eighteen Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Class of warrant or right, exercise price adjustment percentage higher of market value | 180% | ||
Class of warrants, redemption notice period | 30 days | ||
Share price | $ 18 | ||
Number of consecutive trading days for determining share price | 20 days | ||
Number of trading days for determining share price | 30 days | ||
Common Class A [Member] | Share Price Equal or Less Ten point Zero Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Exercise price of warrants or rights | $ 10 | ||
Share redemption trigger price | $ 10 | ||
Class of warrants, redemption notice period | 30 days | ||
Share price | $ 10 | ||
Number of consecutive trading days for determining share price | 20 days | ||
Number of trading days for determining share price | 30 days | ||
Public Warrants [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Warrants and rights outstanding | $ 14,375,000 | ||
Warrants exercisable term from the date of completion of business combination | 30 days | ||
Warrants exercisable term from the closing of IPO | 12 days | ||
Minimum lock in period for SEC registration from date of business combination | 15 days | ||
Minimum lock In period to become effective after the closing of the initial business combination | 60 days | ||
Exercise price of warrants or rights | $ 11.5 | ||
Warrants and rights outstanding, term | 5 years | ||
Public Warrants [Member] | Common Class A [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Exercise price of warrants or rights | $ 11.5 | ||
Private Placement Warrants [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Warrants and rights outstanding | $ 11,333,333 | ||
Exercise price of warrants or rights | $ 10 | ||
Private Placement Warrants [Member] | Common Class A [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Exercise price of warrants or rights | 11.5 | ||
Redemption of Warrants [Member] | Common Class A [Member] | Share Price Equal or Exceeds Eighteen Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Class of warrants, redemption price per unit | 0.01 | ||
Redemption of Warrants [Member] | Common Class A [Member] | Share Price Equal or Less Ten point Zero Rupees per dollar [Member] | |||
Derivative Warrant Liabilities [Line Items] | |||
Class of warrants, redemption price per unit | $ 0.1 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Change in fair value of derivative warrant liabilities | $ (13,625,420) | $ (31,535,830) |
Warrant [Member] | ||
Change in fair value of derivative warrant liabilities | $ 13,600,000 | $ 31,500,000 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Assets And Liabilities That Are Measured At Fair Value On a Recurring Basis (Detail) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Public Warrants [Member] | ||
Liabilities: | ||
Derivative warrant liabilities | $ 14,375,000 | |
Private Placement Warrants [Member] | ||
Liabilities: | ||
Derivative warrant liabilities | $ 11,333,333 | |
Quoted Prices in Active Markets (Level 1) [Member] | Fair Value, Recurring [Member] | Money Market Funds [Member] | ||
Assets: | ||
Investments held in Trust Account | 583,460,070 | 575,031,742 |
Liabilities: | ||
Derivative warrant liabilities | 1,293,750 | 8,912,500 |
Significant Other Observable Inputs (Level 2) [Member] | Derivative Financial Instruments, Liabilities [Member] | Fair Value, Recurring [Member] | Money Market Funds [Member] | Private Placement Warrants [Member] | ||
Liabilities: | ||
Derivative warrant liabilities | $ 1,020,000 | 7,026,670 |
Significant Other Unobservable Inputs (Level 3) [Member] | Derivative Financial Instruments, Liabilities [Member] | Fair Value, Recurring [Member] | Public Warrants [Member] | ||
Liabilities: | ||
Derivative warrant liabilities | 0 | |
Significant Other Unobservable Inputs (Level 3) [Member] | Derivative Financial Instruments, Liabilities [Member] | Fair Value, Recurring [Member] | Private Placement Warrants [Member] | ||
Liabilities: | ||
Derivative warrant liabilities | $ 0 |
Fair Value Measurements - Summ
Fair Value Measurements - Summary of Change In The Fair Value Of The Derivative Warrant Liabilities (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items] | ||
Change in fair value of derivative warrant liabilities | $ (13,625,420) | $ (31,535,830) |
Private Warrants [Member] | ||
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items] | ||
Transfer of Private Warrants to Level 2 | (7,026,670) | |
Level 3 [Member] | Private Placement Warrants [Member] | ||
Schedule Of Changes In The Fair Value Of Warrant Liabilities [Line Items] | ||
Derivative warrant liabilities | $ 0 | 0 |
Issuance of Public and Private Placement Warrants | 59,715,000 | |
Change in fair value of derivative warrant liabilities | (25,519,580) | |
Transfer of Public Warrants to Level 1 | (27,168,750) | |
Derivative warrant liabilities | $ 0 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) | 12 Months Ended | |||
Feb. 23, 2023 | Feb. 21, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Subsequent Event [Line Items] | ||||
Proceeds from related party debt | $ 1,074,000 | $ 400,000 | ||
Payment to acquire restricted investments | $ 0 | $ 575,000,000 | ||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Minimum net worth to consummate business combination | $ 5,000,001 | |||
Stock redeemed or called during period, shares | 32,164,837 | |||
Common stock par or stated value per share | $ 0.0001 | |||
Share price | $ 10.2 | |||
Stock redeemed or called during period, value | $ 328,092,029.6 | |||
Subsequent Event [Member] | Unsecured Promissory Note [Member] | Sponsor [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt instrument, face amount | $ 10,447,000 | |||
Proceeds from related party debt | $ 3,247,000 | |||
Payment to acquire restricted investments | $ 2,400,000 |