Austerlitz Acquisition Corp II (ASZ) 10-Q/A 10 Jan 22 2021 Q3 Quarterly report (amended) Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2021	Jan. 07, 2022
Document Information [Line Items]
Document Type	10-Q/A
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	true
Document Period End Date	Sep. 30, 2021
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Registrant Name	Austerlitz Acquisition Corp II
Entity Central Index Key	0001839191
Entity File Number	001-40112
Entity Tax Identification Number	98-1583275
Entity Incorporation, State or Country Code	E9
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	true
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Address, Address Line One	1701 Village Center Circle
Entity Ex Transition Period	false
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89134
City Area Code	702
Local Phone Number	323-7330
Amendment Description	EXPLANATORY NOTE Austerlitz Acquisition Corporation II (the “Company,” “we,” “us” or “our”) is filing this Amendment No. 1 to its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021 (this “Amended Form 10-Q”) to amend and restate certain terms and disclosures in its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021 originally filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2021 (the “Original Quarterly Report”). Background of Restatement As disclosed in the Original Quarterly Report, in connection with the preparation of the Company’s financial statements as of and for the period ended September 30, 2021 management determined it should revise its previously reported financial statements. The Company previously valued its Class A ordinary shares subject to possible redemption by adjusting the balance presented in temporary equity such that the Company’s total equity was not less than $5,000,001 in order to satisfy certain requirements of its Amended and Restated Memorandum and Articles of Association (“Articles”). Upon further review of the Articles and listing requirements of the New York Stock Exchange, management determined that, as of any given balance sheet date, the number of Class A ordinary shares which can be redeemed or become redeemable subject to the occurrence of future events considered outside the Company’s control is not impacted by the requirement of the Articles to maintain $5,000,001 of net tangible assets. Therefore, management concluded that the redemption value should include all 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 made a reclassification adjustment between temporary and permanent equity as of September 30, 2021. In the Original Quarterly Report the Company disclosed the impact of such adjustment to the Company’s previously issued (i) balance sheet as of March 2, 2021, (ii) financial statements for the quarterly period ended March 31, 2021 and (iii) financial statements for the quarterly period ended June 30, 2021 (collectively, the “Affected Periods”). Following the filing of the Original Quarterly Report, management re-evaluated the materiality of the reclassification and whether the adjustment related to temporary equity and permanent equity was material. Although the qualitative factors that management originally assessed tended to support a conclusion that the misstatements were not material upon reconsideration, we determined these qualitative factors were not strong enough to overcome the quantitative impact to the financial statements and the Company believes that the misstatements are material. As such, the Company determined the change in classification of the Class A ordinary shares and change to its presentation of earnings per share is material. The impact of such change to the financial statements for the quarterly periods ended March 31, 2021 and June 30, 2021 are disclosed in Note 2 of the Original Quarterly Report and in this Amended Form 10-Q, with the restatements resulting in a change in 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. Further, due to the change in presentation for the Class A ordinary shares subject to redemption, the Company also restated its earnings per share calculation to allocate net income (loss) pro rata to all classes of the Company’s ordinary shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, all classes of ordinary shares share pro rata in the income (loss) of the Company. There is no impact to the reported amounts for total assets, cash flows, or net income (loss). On January 10, 2022, the Company’s management and the audit committee of the Company’s board of directors concluded that the Company’s financial statements and related financial information as of March 2, 2021 and for the periods ended March 31, 2021 and June 30, 2021, should no longer be relied upon and such financial statements and information that has been previously filed or otherwise reported is superseded by the information in this Amended Form 10-Q. On January 10, 2022, the Company filed a report on Form 8-K disclosing the non-reliance on the balance sheet as of March 2, 2021 included in the Current Report on Form 8-K filed with the SEC on March 8, 2021, as well as the Quarterly Report Form 10-Q for the period ended March 31, 2021 filed on May 17, 2021 and Quarterly Report on Form 10-Q for the period ended June 30, 2021 filed on August 16, 2021. Internal Control Considerations In connection with the restatement, management has re-evaluated the effectiveness of the Company’s disclosure controls and procedures and internal control over financial reporting as of September 30, 2021. The Company’s management has concluded that, in light of the errors described above, a material weakness exists in the Company’s internal control over financial reporting and that the Company’s disclosure controls and procedures were not effective as a result thereof. Management plans to enhance the system of evaluating and implementing the accounting standards that apply to our financial statements, including enhanced communication among our personnel and third-party professionals with whom we consult regarding application of complex financial instruments. For a discussion of management’s consideration of our disclosure controls and procedures, internal controls over financial reporting, and the material weaknesses identified, see Part I, Item 4, “Controls and Procedures” of this Amended Form 10-Q.
Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A Ordinary Share and one-fourth of one Warrant
Trading Symbol	ASZ.U
Security Exchange Name	NYSE
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Ordinary Shares, par value $0.0001 per share
Trading Symbol	ASZ
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		138,000,000
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole Warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50 per share
Trading Symbol	ASZ WS
Security Exchange Name	NYSE
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		29,571,428
Common Class C [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		29,571,428

Condensed Balance Sheet

Condensed Balance Sheet	Sep. 30, 2021USD ($)
ASSETS
Cash and cash equivalents	$ 330,524
Prepaid expenses	527,867
Total current assets	858,391
Cash held in Trust Account	1,380,000,000
Forward purchase asset	1,500,000
Other assets	214,040
Total assets	1,382,572,431
Current liabilities:
Accounts payable	24,495
Accrued expenses	407,287
Due to related party	12,450
Total current liabilities	444,232
Deferred underwriting fees payable	48,300,000
Derivative warrant liabilities	57,339,666
Total liabilities	106,083,898
Commitments and Contingencies (Note 7)
Class A ordinary shares subject to possible redemption, 138,000,000 shares at $10.00 redemption value	1,380,000,000
Shareholders' Deficit
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital
Accumulated deficit	(103,517,381)
Total shareholders' deficit	(103,511,467)
Total Liabilities and Shareholders' Deficit	1,382,572,431
Common Class A [Member]
Shareholders' Deficit
Ordinary shares	0
Common Class B [Member]
Shareholders' Deficit
Ordinary shares	2,957
Common Class C [Member]
Shareholders' Deficit
Ordinary shares	$ 2,957

Condensed Balance Sheet (Parent

Condensed Balance Sheet (Parenthetical)	Sep. 30, 2021$ / sharesshares
Temporary equity redemption value per share | $ / shares	$ 10
Preferred stock par or stated value per share | $ / shares	$ 0.0001
Preferred stock shares authorized	1,000,000
Preferred stock shares issued	0
Preferred stock shares outstanding	0
Common Class A [Member]
Ordinary shares subject to possible redemption	138,000,000
Temporary equity redemption value per share | $ / shares	$ 10
Common stock par value | $ / shares	$ 0.0001
Common stock shares authorized	800,000,000
Common stock shares issued	0
Common stock shares outstanding	0
Common Class B [Member]
Common stock par value | $ / shares	$ 0.0001
Common stock shares authorized	80,000,000
Common stock shares issued	29,571,428
Common stock shares outstanding	29,571,428
Common Class C [Member]
Common stock par value | $ / shares	$ 0.0001
Common stock shares authorized	80,000,000
Common stock shares issued	29,571,428
Common stock shares outstanding	29,571,428

Condensed Statements Of Operati

Condensed Statements Of Operations - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Formation and operating costs	$ 322,515	$ 577,659
Loss from operations	(322,515)	(577,659)
Other income (expense):
Allocation of offering costs to warrant liability		(3,181,372)
Gain on change in fair value of warrant liability	11,241,334	29,530,334
Gain on change in fair value of forward purchase asset	2,375,000	1,500,000
Net income	$ 13,293,819	$ 27,271,303
Class A Redeemable Common Stock [Member]
Other income (expense):
Weighted average shares outstanding, basic and diluted, as restated	138,000,000	109,271,375
Basic and diluted net income per ordinary share, as restated	$ 0.07	$ 0.16
Class B Non redeemable ordinary shares [Member]
Other income (expense):
Weighted average shares outstanding, basic and diluted, as restated	29,571,428	29,571,428
Basic and diluted net income per ordinary share, as restated	$ 0.07	$ 0.16
Class C Non redeemable ordinary shares [Member]
Other income (expense):
Weighted average shares outstanding, basic and diluted, as restated	29,571,428	29,571,428
Basic and diluted net income per ordinary share, as restated	$ 0.07	$ 0.16

Statements of Changes In Shareh

Statements of Changes In Shareholders' Deficit - USD ($)	Total	Common Stock [Member]Common Class B [Member]	Common Stock [Member]Common Class C [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Balance at Jan. 04, 2021	$ 0	$ 0	$ 0		$ 0
Balance, Shares at Jan. 04, 2021		0	0	0
Issuance of Class B and Class C ordinary shares to Sponsor	25,000	$ 2,957	$ 2,957	$ 19,086	0
Issuance of Class B and Class C ordinary shares to Sponsor, Shares		29,571,428	29,571,428
Sale of Class A shares, net of issuance costs	0
Adjustment of Class A ordinary shares to redemption value	(130,807,770)			$ (19,086)	(130,788,684)
Net income (loss)	(11,147,221)				(11,147,221)
Balance at Mar. 31, 2021	(141,929,991)	$ 2,957	$ 2,957		(141,935,905)
Balance, Shares at Mar. 31, 2021		29,571,428	29,571,428	0
Balance at Jan. 04, 2021	0	$ 0	$ 0		0
Balance, Shares at Jan. 04, 2021		0	0	0
Net income (loss)	27,271,303
Balance at Sep. 30, 2021	(103,511,467)	$ 2,957	$ 2,957	$ 0	(103,517,381)
Balance, Shares at Sep. 30, 2021		29,571,428	29,571,428
Balance at Mar. 31, 2021	(141,929,991)	$ 2,957	$ 2,957		(141,935,905)
Balance, Shares at Mar. 31, 2021		29,571,428	29,571,428	0
Net income (loss)	25,124,705				25,124,705
Balance at Jun. 30, 2021	(116,805,286)	$ 2,957	$ 2,957		(116,811,200)
Balance, Shares at Jun. 30, 2021		29,571,428	29,571,428	0
Net income (loss)	13,293,819				13,293,819
Balance at Sep. 30, 2021	$ (103,511,467)	$ 2,957	$ 2,957	$ 0	$ (103,517,381)
Balance, Shares at Sep. 30, 2021		29,571,428	29,571,428

Statements of Changes In Shar_2

Statements of Changes In Shareholders' Deficit (Parenthetical)	3 Months Ended
	Mar. 31, 2021USD ($)
Common Class A [Member]
Issuance costs	$ 130,807,770

Condensed Statement Of Cash Flo

Condensed Statement Of Cash Flows	9 Months Ended
	Sep. 30, 2021USD ($)
Cash Flows from Operating Activities:
Net income	$ 27,271,303
Adjustments to reconcile net income to net cash used in operating activities:
Change in fair value of warrant liability	(29,530,334)
Change in fair value of forward purchase asset	(1,500,000)
Offering cost allocated to warrant liability	3,181,372
Changes in operating assets and liabilities:
Prepaid expenses	(527,867)
Other assets	(214,040)
Accounts payable	24,495
Accrued expenses	407,287
Net cash used in operating activities	(887,784)
Cash Flows from Investing Activities:
Investment of cash into Trust Account	(1,380,000,000)
Net cash used in investing activities	(1,380,000,000)
Cash Flows from Financing Activities:
Advances from related party	425,602
Repayment of note payable and advances from related party	(388,152)
Proceeds from sale of Class A shares, net	1,351,580,858
Proceeds from sale of Private Placement Warrants	29,600,000
Net cash provided by financing activities	1,381,218,308
Net increase in cash	330,524
Cash - beginning of period	0
Cash - end of period	330,524
Supplemental disclosure of noncash investing and financing activities:
Initial classification of forward purchase asset	875,000
Initial classification of derivative warrant liabilities	92,592,666
Deferred underwriting fees payable	48,300,000
Issuance of Class B and Class C ordinary shares to Sponsor as settlement of due to related party	25,000
Deferred offering costs included in accrued expenses	283,000
Deferred offering costs paid through promissory note—related party	$ 373,152

Description of Organization and

Description of Organization and Business Operations	9 Months Ended
	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description Of Organization And Business Operations	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Austerlitz Acquisition Corporation II (the “Company”) was incorporated as a Cayman Island exempted company on January 5, 2021. 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 that the Company has not yet identified (“Business Combination”). The Company’s sponsor is Austerlitz Acquisition Sponsor, LP II (the “Sponsor”). As of September 30, 2021, the Company had not yet commenced operations. All activity for the period from January 5, 2021 (inception) through September 30, 2021 relates to the Company’s formation, the initial public offering, which is described below, and efforts to identify a target for a Business Combination. The Company has selected December 31 as its fiscal year end. On March 2, 2021, the Company consummated its initial public offering (the “IPO” or “Initial Public Offering”) of 138,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units, the “Public Shares” and with respect to the warrants included in the Units sold the “Public Warrants”), including 18,000,000 Units sold pursuant to the full exercise of the underwriters’ option to purchase additional Units to cover over- allotments. The Units were sold at a price of $10.00 per unit, generating gross proceeds to the Company of $1,380,000,000, which is described in Note 4. Substantially concurrently with the closing of the IPO, the Company completed a private sale of an aggregate 19,733,333 warrants (the “Private Placement Warrants”, and together with the Public Warrants, the “Warrants”) at a purchase price of $1.50 per Private Placement Warrant (the “Private Placement”) to Cannae Holdings, LLC, generating aggregate gross proceeds to the Company of $29,600,000, which is described in Note 5. Offering costs consist of legal, accounting and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering and were charged to shareholders’ equity upon the completion of the Initial Public Offering in March 2021. Offering costs of $3,181,372 were allocated to warrant liabilities and expensed as incurred. Following the closing of the IPO and Private Placement non-interest pre- The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the sale of the Private Placement Warrants, 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 its initial Business Combination with one or more target businesses that together have a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding any deferred underwriting commissions held in the Trust Account) at the time the Company signs a definitive agreement in connection with a Business Combination. The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and 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 of 1940, as amended. The Company will provide its 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 general 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 shareholders will be entitled to redeem their shares for a pro rata portion of the amount held in the Trust Account (initially $10.00 per share), calculated as of two business days prior to the completion of a Business Combination, including any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations. There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. If the Company seeks shareholder approval in connection with a Business Combination, 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 vote at a general meeting of the Company. If a shareholder vote is not required under 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 (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transaction is required by applicable law, or the Company decides to obtain shareholder approval for business or legal 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 its Founder Shares (as defined in Note 6), Alignment Shares (as defined in Note 6) and any Public Shares purchased during or after the IPO in favor of approving a Business Combination and not to convert any shares in connection with a shareholder vote to approve a Business Combination. Additionally, each public shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. 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 provide 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”)), is restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares, Alignment Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial The Company has until 24 months from the closing of the IPO (the “Combination Period”) to consummate a Business Combination. If the Company is unable to complete 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 no more than ten business days thereafter, redeem 100% of the outstanding Public Shares, at a per-share The Sponsor has agreed to waive its liquidation rights with respect to the Founder Shares and Alignment Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor acquires Public Shares in or after the IPO, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their 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 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 IPO price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company, if and to the extent any claims by a third party for services rendered or products sold to the Company, or by 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 (1) $10.00 per Public Share or (2) such lesser amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of trust assets, in each case net of the amount of interest which may be withdrawn to pay taxes. This liability will not apply with respect to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account nor will it apply to any claims under the Company’s indemnity of the underwriters of the IPO 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 (other than the Company’s independent registered public accounting firm), prospective target businesses or 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. Liquidity and Going Concern Consideration As of September 30, 2021, the Company had $330,524 in cash and working capital of $414,159. The Company’s liquidity needs through September 30, 2021, were satisfied through a contribution of $25,000 from the o Management has determined that the Company has access to funds from the Sponsor, and the Sponsor has the financial wherewithal to fund the Company, that are sufficient to fund its working capital needs until the consummation of a Business Combination or for a minimum of one year from the date of issuance of the financial statements. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating a Business Combination. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	9 Months Ended
	Sep. 30, 2021
Prior Period Adjustment [Abstract]
Restatement of Previously Issued Financial Statements	NOTE 2. RE STATEMENT In connection with the preparation of the Company’s financial statements as of September 30, 2021, management determined it should rest ate Management determined that the Class A ordinary shares issued during the Initial Public Offering and pursuant to the exercise of the underwriters’ overallotment 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 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 a reclassification adjustment related to temporary equity and permanent equity. This resulted in an adjustment to the initial carrying value of the Class A ordinary shares subject to possible redemption with the offset recorded to additional paid-in In connection with the change in presentation for the Class A ordinary shares subject to redemption, the Company also restate d There has been no change in the Company’s total assets or operating results. The impact of the restatement of the Company’s financial statements is reflected in the following tables: March 2, 2021 As reported Adjustment Restated Total liabilities $ 141,199,740 $ 2,168,658 $ 143,368,398 Class A ordinary shares subject to possible redemption (temporary equity) 1,235,359,824 144,640,176 1,380,000,000 Shareholders’ Equity (Deficit): Class A ordinary shares 1,535 (1,535 ) — Additional paid-in 13,909,528 (13,909,528 ) — Accumulated deficit (8,916,976 ) (132,897,771 ) (141,814,747 ) Total Shareholders’ Equity (Deficit) $ 5,000,001 $ (146,808,834 ) $ (141,808,833 ) March 31, 2021 (Unaudited) As reported Adjustment Restated Class A ordinary shares subject to possible redemption (temporary equity) $ 1,233,070,001 $ 146,929,999 $ 1,380,000,000 Shareholders’ Equity (Deficit): Class A ordinary shares 1,469 (1,469 ) — Additional paid-in 16,139,846 (16,139,846 ) — Accumulated deficit (11,147,221 ) (130,788,684 ) (141,935,905 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (146,929,999 ) $ (141,929,991 ) For the three months ended March 31, 2021 (Unaudited) As reported Adjustment Restated Statement of Operations Net l $ (11,147,221 ) $ — $ (11,147,221 ) Weighted average shares outstanding of Class A ordinary 138,000,000 (89,294,118 ) 48,705,882 Basic and diluted net income ( ) $ — $ (0.10) $ (0.10) Weighted average shares outstanding of Class B and Class C 59,142,856 (59,142,856 ) — Basic and diluted net income ( ) $ (0.19) $ 0.19 $ — Weighted average shares outstanding of Class B ordinary — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class B ordinary $ — $ (0.10 ) $ (0.10 ) Weighted average shares outstanding of Class C ordinary — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class C ordinary $ — $ (0.10 ) $ (0.10 ) Statement of Cash Flows Initial classification of Class A ordinary shares subject to 1,235,359,824 (1,235,359,824 ) — June 30, 2021 (Unaudited) As reported Adjustment Restated Total liabilities $ 118,072,033 $ (1 ) $ 118,072,032 Class A ordinary shares subject to possible redemption (temporary equity) 1,258,194,706 121,805,294 1,380,000,000 Shareholders’ Deficit: Class A ordinary shares 1,218 (1,218 ) — Retained earnings (accumulated deficit) 4,992,877 (121,804,075 ) (116,811,198 ) Total Shareholders’ Equity (Deficit) $ 5,000,009 $ (121,805,293 ) $ (116,805,284 ) For the three months ended June 30, 2021 For the six months ended June 30, 2021 (Unaudited) As reported Adjustment Restated As reported Adjustment Restated Statement of Operations Net i $ 25,124,705 $ — $ 25,124,705 $ 13,977,484 $ — $ 13,977,484 Weighted average shares outstanding of Class A ordinary 138,000,000 — 138,000,000 138,000,000 (43,125,000 ) 94,875,000 Basic and diluted net income (loss) $ — $ 0.13 $ 0.13 $ — $ 0.09 $ 0.09 Weighted average shares outstanding of Class B and 59,142,856 (59,142,856 ) — 59,142,856 (59,142,856 ) — Basic and diluted net income (loss) $ 0.42 $ (0.42) $ — $ 0.24 $ (0.24) $ — Weighted average shares outstanding of Class B ordinary — 29,571,428 29,571,428 — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class B ordinary $ — $ 0.13 0.13 $ — $ 0.09 $ 0.09 Weighted average shares outstanding of Class C ordinary — 29,571,428 29,571,428 — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class C ordinary $ — $ 0.13 $ 0.13 $ — $ 0.09 $ 0.09 Statement of Cash Flows Initial classification of Class A ordinary shares subject to N/A N/A N/A 1,235,359,824 (1,235,359,824 ) — Change in value of class A ordinary shares subject to N/A N/A N/A 22,834,886 (22,834,886 ) —

Summary of Significant Accounti

Summary of Significant Accounting Policies And Basis of Presentation	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for interim periods are not necessarily indicative of the results that may be expected for the full fiscal year. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the final prospectus filed by the Company with the SEC on March 1, 2021 and the audited balance sheet dated March 2, 2021 included in a current report on Form 8-K filed with the SEC on March 8, 2021. The interim results for the three months ended and for the period from January 5, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the period ending December 31, 2021. 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 auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements filed with the SEC, and exemptions from the requirements of holding a nonbinding advisory shareholder 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging s Use of Estimates The preparation of the unaudited 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 unaudited condensed financial statements and the reported amounts of 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 financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Two of the more significant accounting estimates included in these financial statements are the determination of the fair values of the liabilities for the Warrants and FPA (as defined in Note 7). 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 had no cash equivalents as of September 30, 2021. Warrant Liability and Forward Purchase Asset The Company accounts for the Warrants and FPA as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and FPA and the applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity Derivatives and Hedging paid-in non-cash The Company accounts for the Warrants and FPA in accordance with ASC 815-40 Offering Costs Offering costs consisted of legal, accounting and other expenses incurred that were directly related to the Initial Public Offering were allocated to the separable financial instruments issued in the Initial Public Offering on a relative fair value basis compared to the total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the condensed unaudited statements of operations. Offering costs associated with the Class A ordinary shares issued were charged to shareholders’ deficit upon the completion of the Initial Public Offering. Cash Held in Trust Account As of September 30, 2021, the assets held in the Trust Account were held in cash. 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 480 . As of September 30, 2021, Class A ordinary shares subject to redemption reflected on the balance sheet are reconciled in the following table: Gross proceeds from sale of Class A ordinary shares $ 1,380,000,000 Less: Allocation to public warrants (57,270,000 ) Less: Issuance costs attributable to Class A ordinary shares (73,537,770 ) Adjustment of Class A ordinary shares to redemption value 130,807,770 Class A ordinary shares subject to possible redemption $ 1,380,000,000 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. As of September 30, 2021, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of September 30, 2021, the carrying values of cash, accrued expenses and accrued offering costs approximate their fair values due to the short-term Net Income (Loss) Per Ordinary Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” The Company has three classes of shares, one for each of its Class A, Class B, and Class C ordinary shares. Income and losses are shared pro rata between the three classes of shares. Net income (loss) per ordinary share is computed by dividing net income or loss by the weighted average number of ordinary shares outstanding for the period. Net income (loss) is allocated to the Company’s Class A, B and C ordinary shares based on the relative shares outstanding for each class of shares compared to the Company’s total shares outstanding. The Company has not considered the effect of the warrants sold in the IPO or the Private Placement Warrants in the calculation of diluted loss per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti- dilutive. See Note 8 for a description of the rights of holders of each class of the Company’s ordinary shares. The Company’s basic and diluted earnings (loss) per share are calculated as follows: For the three For the period from (Unaudited) (Unaudited) Redeemable Class A Ordinary Shares Net earnings allocable to redeemable C $ 9,305,673 $ 17,694,305 Basic and diluted weighted average shares outstanding, redeemable C l 138,000,000 109,271,375 Basic and diluted net earnings per share, redeemable C $ 0.07 $ 0.16 Non-Redeemable Net earnings allocable to non-redeemable C $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable C 29,571,428 29,571,428 Basic and diluted net earnings per share, non-redeemable C $ 0.07 $ 0.16 Net earnings (loss) attributable to non-redeemable Class C ordinary shares $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable 29,571,428 29,571,428 Basic and diluted net earnings (loss) per share, non-redeemable $ 0.07 $ 0.16 Income Taxes The Company complies with the accounting and reporting requirements of ASC 740, Income Taxes, which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt — Debt with Conversion and Other Options mark-to-market 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 unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Initial Public Offering	NOTE 4. INITIAL PUBLIC OFFERING Pursuant to the IPO, the Company sold 138,000,000 Units at a purchase price of $10.00 per Unit, including 18,000,000 Units sold pursuant to the full exercise of the underwriters’ option to purchase additional Units to cover over-allotments. Each Unit consists of one Class A ordinary share and one-fourth

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Private Placement	NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the IPO, the Company completed the Private Placement of an aggregate 19,733,333 Private Placement Warrants to Cannae Holdings, LLC generating aggregate gross proceeds to the Company of $29,600,000. Each Private Placement Warrant is exercisable for one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 9). The proceeds from the sale of the Private Placement Warrants were added to the net proceeds from the IPO 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 Private Placement Warrants held in the Trust Account will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants 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 and Alignment Shares On January 4, 2021, the Sponsor paid an aggregate of $25,000 in exchange for the issuance of 19,714,286 shares of Class B ordinary shares (the “Founder Shares”) and 19,714,286 shares of Class C ordinary shares (the “Alignment Shares”). On February 25, 2021, the Sponsor received a share dividend of 9,857,142 Founder Shares and 9,857,142 Alignment Shares, resulting in there being an aggregate of 29,571,428 Founder Shares and 29,571,428 Alignment Shares outstanding. As a result of the underwriters’ election to fully exercise their over-allotment option, 3,857,143 F S The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of its (1) Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination; and (B) subsequent to a Business Combination, (x) if the last reported sale price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, 30-trading Promissory Note—Related Parties On January 5, 2021, the Company issued a promissory note (the “Promissory Note”) to the Sponsor and an affiliate of the Sponsor, pursuant to which the Company could borrow up to an aggregate principal amount of $800,000. The Promissory Note was non-interest Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor, members of the Company’s founding team or any of their affiliates 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 would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of 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 up to an additional 1,000,000 warrants of the post Business Combination entity at a price of $1.50 per warrant. The warrants would be identical to the Private Placement Warrants. 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. To date, the Company had no borrowings under the Working Capital Loans. Due to Related Party An affiliate of the Sponsor paid certain operating costs on behalf of the Company. These advances are due on demand and non-interest months ended September 30, 2021 Administrative Services Agreement Commencing on February 25, 2021, the Company has agreed to pay an affiliate of its Sponsor a total of $5,000 per month for office space, utilities, secretarial and administrative support services. For the quarter and period ended September 30, 2021, the Company incurred and accrued $15,000 and $35,000 respectively of administrative services under this arrangement. Upon completion of a Business Combination or the Company’s liquidation, the Company will no longer be obligated to pay these monthly fees. As of September 30, 2021, $35,000 of administrative services fees were unpaid and included in accrued expenses on the balance sheet.

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 Registration Rights The holders of the Founder Shares, Alignment 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 and upon conversion of the Founder Shares and Alignment Shares) are entitled to registration rights pursuant to a registration rights agreement requiring the Company to register such securities for resale (in the case of the Founder Shares and Alignment Shares, only after conversion to the Company’s Class A ordinary shares). The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. 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 lockup period. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $48,300,000 in the aggregate in connection with the IPO. The deferred fee will become payable to the underwriters 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. Forward Purchase Agreement On February 25, 2021, the Company entered into a forward purchase agreement (the “FPA”) with Cannae Holdings, Inc. Pursuant to the FPA, Cannae Holdings, Inc. agreed to purchase 12,500,000 Class A ordinary shares, plus an aggregate of 3,125,000 redeemable warrants to purchase one Class A ordinary shares at $11.50 per share, for an aggregate purchase price of $125,000,000, or $10.00 for one Class A ordinary share and one-fourth

Shareholders' Equity

Shareholders' Equity	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Shareholders' Equity	NOTE 8. SHAREHOLDERS’ DEFICIT Preference Shares The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share. The Company’s Board is authorized to fix the voting rights, if any, designations, powers, preferences, the relative, participating, optional or other special rights and any qualifications, limitations and restrictions thereof, applicable to the shares of each series. The Board is able to, without shareholder approval, issue preference shares with voting and other rights that could adversely affect the voting power and other rights of the holders of the ordinary shares and could have anti-takeover effects. As of September 30, 2021, there were no preference shares issued or outstanding. Class A Ordinary Shares The Company is authorized to issue 800,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of September 30, 2021, there were no shares issued and outstanding, excluding 138,000,000 Class A ordinary shares subject to possible redemption. Class B Ordinary Shares The Company is authorized to issue 80,000,000 Class B ordinary shares with a par value of $0.0001 per share. Holders of the Class B ordinary shares are entitled to one vote for each share. As of September 30, 2021, there were 29,571,428 Class B ordinary shares issued and outstanding. The Class B ordinary shares will automatically convert into Class A ordinary shares on the business day following the completion of a Business Combination, on a one-for-one Class C Ordinary Shares The Company is authorized to issue 80,000,000 shares of Class C ordinary shares with a par value of $0.0001 per share. Holders of the Class C ordinary shares are entitled to one vote for each share. As of September 30, 2021, there were 29,571,428 Class C ordinary shares issued and outstanding. The Class C ordinary shares will automatically convert into Class A ordinary shares at the earlier of (i) a time after the completion of a Business Combination in which the last reported sale price of Class A ordinary shares for any 20 trading days within a 30-trading one-for-one

Warrants

Warrants	9 Months Ended
	Sep. 30, 2021
Equity [Abstract]
Warrants	NOTE 9. WARRANTS As of September 30, 2021, there were 34,500,000 Public Warrants outstanding. Each whole Warrant entitles the registered holder to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment as discussed below, at any time commencing 30 days after the completion of an initial business combination, provided that an effective registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the Warrants and a current prospectus relating to them is available (or we permit holders to exercise their Warrants on a cashless basis under the circumstances specified in the warrant agreement) and such shares are registered, qualified or exempt from registration under the securities, or blue sky, laws of the state of residence of the holder. Pursuant to the warrant agreement, a warrant holder may exercise its warrants only for a whole number of the Company’s Class A ordinary shares. This means only a whole warrant may be exercised at a given time by a warrant holder. No fractional warrants will be issued upon separation of the U 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 a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the last reported sale price of the Class A ordinary shares for any 20 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. However, the Company will not redeem the warrants unless an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the warrants is 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: • 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 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 shares of Class A ordinary shares; • if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted for share sub-divisions, • if the Reference Value is less than $18.00 per share (as adjusted for share sub-divisions, The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. 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, and in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares and Alignment Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% 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 Company’s Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the Public 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 described above under “Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00” and “Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00” 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 19,733,333 Private Placement Warrants outstanding. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the IPO, except that (x) the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions, (y) the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable so long as they are held by the initial purchasers or their permitted transferees and (z) the Private Placement Warrants and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants will be entitled to registration rights. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private 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 Warrant Liabilities and Forward Purchase Agreement Asset The Warrants are accounted for as a liability and the FPA is accounted for as an asset pursuant to ASC 815-40 The following table presents the fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of September 30, 2021: Level 1 Level 2 Level 3 Total Assets: Forward Purchase Agreement $ — $ — $ 1,500,000 $ 1,500,000 Total assets $ — $ — $ 1,500,000 $ 1,500,000 Liabilities: Public Warrants $ 36,225,000 $ — $ — $ 36,225,000 Private Placement Warrants — — 21,114,666 21,114,666 Total liabilities $ 36,225,000 $ — $ 21,114,666 $ 57,339,666 The asset for the FPA was valued using the time-discounted spread of the fixed purchase price of the Company’s units pursuant to the FPA over the public trading price of the Company’s Units and is considered to be a Level 2 fair value measurement. The valuation is then adjusted to reduce the value of the FPA for the probability of consummation of the Business Combination. The model utilizes key inputs including the probability of consummation of a Business Combination, risk free interest rates based on US treasury rates and the expected time to consummation of a Business Combination based on the probability of consummation. The primary unobservable input utilized in determining the fair value of the FPA is the probability of consummation of the Business Combination. The probability assigned to the consummation of a Business Combination was 90% which was determined based upon a hybrid approach of both observed success rates of business combinations for special purpose acquisition companies and the Sponsors’ track record for consummating similar transactions. On April 23, 2021, the Public Warrants surpassed the 52-day The Private Placement Warrants were valued using a Black Scholes Model which utilizes Level 3 fair value inputs. The valuation uses a Black Scholes Option Pricing Model. The model utilizes key inputs including the exercise strike price, implied volatility of the underlying securities, risk free interest rates based on US treasury rates, and expiration date of the warrants based on the contractual warrant terms. The primary unobservable input utilized in determining the fair value of the Private Placement Warrants as of September 30, 2021 is the implied volatility of the underlying security. The implied volatility used in calculating the fair value of the Private Placement Warrants was 16.1% and was determined using a call lattice model. The following table presents a summary of the changes in the fair value of the Company’s assets (liabilities) measured using level 3 fair value inputs: FPA Public Warrant Private Placement Warrant Liability Fair value, March 2, 2021 (unaudited) $ — $ (57,270,000 ) $ (35,322,666 ) Loss on change in fair value — (1,380,000 ) (789,333 ) Fair value, March 31, 2021 (unaudited) — (58,650,000 ) (36,111,999 ) Gain (loss) on change in fair value (875,000 ) — 10,655,999 Transfer to level 1 — 58,650,000 — Fair value, June 30, 2021 (unaudited) (875,000 ) — (25,456,000 ) Gain (loss) on change in fair value 2,375,000 — 4,341,334 Fair value, September 30, 2021 $ 1,500,000 $ — $ (21,114,666 ) Gain on change in fair value of warrant liability on the unaudited condensed statement of operations for the period ended September 30, 2021 also includes a loss of $5,722,666 recognized on the excess of the fair value of the Private Placement Warrants as of March 2, 2021 over the cash received.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 11. SUBSEQUENT EVENTS In accordance with ASC Topic 855, Subsequent Events

Summary of Significant Accoun_2

Summary of Significant Accounting Policies And Basis of Presentation (Policies)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for interim periods are not necessarily indicative of the results that may be expected for the full fiscal year. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the final prospectus filed by the Company with the SEC on March 1, 2021 and the audited balance sheet dated March 2, 2021 included in a current report on Form 8-K filed with the SEC on March 8, 2021. The interim results for the three months ended and for the period from January 5, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the period ending December 31, 2021.
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 auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements filed with the SEC, and exemptions from the requirements of holding a nonbinding advisory shareholder 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging s
Use of Estimates	Use of Estimates The preparation of the unaudited 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 unaudited condensed financial statements and the reported amounts of 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 financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Two of the more significant accounting estimates included in these financial statements are the determination of the fair values of the liabilities for the Warrants and FPA (as defined in Note 7). 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 had no cash equivalents as of September 30, 2021.
Warrant Liability and Forward Purchase Asset	Warrant Liability and Forward Purchase Asset The Company accounts for the Warrants and FPA as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and FPA and the applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity Derivatives and Hedging paid-in non-cash The Company accounts for the Warrants and FPA in accordance with ASC 815-40
Offering Costs	Offering Costs Offering costs consisted of legal, accounting and other expenses incurred that were directly related to the Initial Public Offering were allocated to the separable financial instruments issued in the Initial Public Offering on a relative fair value basis compared to the total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the condensed unaudited statements of operations. Offering costs associated with the Class A ordinary shares issued were charged to shareholders’ deficit upon the completion of the Initial Public Offering.
Cash Held in Trust Account	Cash Held in Trust Account As of September 30, 2021, the assets held in the Trust Account were held in cash.
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 480 . As of September 30, 2021, Class A ordinary shares subject to redemption reflected on the balance sheet are reconciled in the following table: Gross proceeds from sale of Class A ordinary shares $ 1,380,000,000 Less: Allocation to public warrants (57,270,000 ) Less: Issuance costs attributable to Class A ordinary shares (73,537,770 ) Adjustment of Class A ordinary shares to redemption value 130,807,770 Class A ordinary shares subject to possible redemption $ 1,380,000,000
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. As of September 30, 2021, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Financial Instruments	Financial Instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of September 30, 2021, the carrying values of cash, accrued expenses and accrued offering costs approximate their fair values due to the short-term
Net Income (Loss) Per Ordinary Share	Net Income (Loss) Per Ordinary Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” The Company has three classes of shares, one for each of its Class A, Class B, and Class C ordinary shares. Income and losses are shared pro rata between the three classes of shares. Net income (loss) per ordinary share is computed by dividing net income or loss by the weighted average number of ordinary shares outstanding for the period. Net income (loss) is allocated to the Company’s Class A, B and C ordinary shares based on the relative shares outstanding for each class of shares compared to the Company’s total shares outstanding. The Company has not considered the effect of the warrants sold in the IPO or the Private Placement Warrants in the calculation of diluted loss per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti- dilutive. See Note 8 for a description of the rights of holders of each class of the Company’s ordinary shares. The Company’s basic and diluted earnings (loss) per share are calculated as follows: For the three For the period from (Unaudited) (Unaudited) Redeemable Class A Ordinary Shares Net earnings allocable to redeemable C $ 9,305,673 $ 17,694,305 Basic and diluted weighted average shares outstanding, redeemable C l 138,000,000 109,271,375 Basic and diluted net earnings per share, redeemable C $ 0.07 $ 0.16 Non-Redeemable Net earnings allocable to non-redeemable C $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable C 29,571,428 29,571,428 Basic and diluted net earnings per share, non-redeemable C $ 0.07 $ 0.16 Net earnings (loss) attributable to non-redeemable Class C ordinary shares $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable 29,571,428 29,571,428 Basic and diluted net earnings (loss) per share, non-redeemable $ 0.07 $ 0.16
Income Taxes	Income Taxes The Company complies with the accounting and reporting requirements of ASC 740, Income Taxes, which prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt — Debt with Conversion and Other Options mark-to-market 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 unaudited condensed financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2021
Prior Period Adjustment [Abstract]
Summary of Restatement and Error Corrections in Financial Statement	The impact of the restatement of the Company’s financial statements is reflected in the following tables: March 2, 2021 As reported Adjustment Restated Total liabilities $ 141,199,740 $ 2,168,658 $ 143,368,398 Class A ordinary shares subject to possible redemption (temporary equity) 1,235,359,824 144,640,176 1,380,000,000 Shareholders’ Equity (Deficit): Class A ordinary shares 1,535 (1,535 ) — Additional paid-in 13,909,528 (13,909,528 ) — Accumulated deficit (8,916,976 ) (132,897,771 ) (141,814,747 ) Total Shareholders’ Equity (Deficit) $ 5,000,001 $ (146,808,834 ) $ (141,808,833 ) March 31, 2021 (Unaudited) As reported Adjustment Restated Class A ordinary shares subject to possible redemption (temporary equity) $ 1,233,070,001 $ 146,929,999 $ 1,380,000,000 Shareholders’ Equity (Deficit): Class A ordinary shares 1,469 (1,469 ) — Additional paid-in 16,139,846 (16,139,846 ) — Accumulated deficit (11,147,221 ) (130,788,684 ) (141,935,905 ) Total Shareholders’ Equity (Deficit) $ 5,000,008 $ (146,929,999 ) $ (141,929,991 ) For the three months ended March 31, 2021 (Unaudited) As reported Adjustment Restated Statement of Operations Net l $ (11,147,221 ) $ — $ (11,147,221 ) Weighted average shares outstanding of Class A ordinary 138,000,000 (89,294,118 ) 48,705,882 Basic and diluted net income ( ) $ — $ (0.10) $ (0.10) Weighted average shares outstanding of Class B and Class C 59,142,856 (59,142,856 ) — Basic and diluted net income ( ) $ (0.19) $ 0.19 $ — Weighted average shares outstanding of Class B ordinary — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class B ordinary $ — $ (0.10 ) $ (0.10 ) Weighted average shares outstanding of Class C ordinary — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class C ordinary $ — $ (0.10 ) $ (0.10 ) Statement of Cash Flows Initial classification of Class A ordinary shares subject to 1,235,359,824 (1,235,359,824 ) — June 30, 2021 (Unaudited) As reported Adjustment Restated Total liabilities $ 118,072,033 $ (1 ) $ 118,072,032 Class A ordinary shares subject to possible redemption (temporary equity) 1,258,194,706 121,805,294 1,380,000,000 Shareholders’ Deficit: Class A ordinary shares 1,218 (1,218 ) — Retained earnings (accumulated deficit) 4,992,877 (121,804,075 ) (116,811,198 ) Total Shareholders’ Equity (Deficit) $ 5,000,009 $ (121,805,293 ) $ (116,805,284 ) For the three months ended June 30, 2021 For the six months ended June 30, 2021 (Unaudited) As reported Adjustment Restated As reported Adjustment Restated Statement of Operations Net i $ 25,124,705 $ — $ 25,124,705 $ 13,977,484 $ — $ 13,977,484 Weighted average shares outstanding of Class A ordinary 138,000,000 — 138,000,000 138,000,000 (43,125,000 ) 94,875,000 Basic and diluted net income (loss) $ — $ 0.13 $ 0.13 $ — $ 0.09 $ 0.09 Weighted average shares outstanding of Class B and 59,142,856 (59,142,856 ) — 59,142,856 (59,142,856 ) — Basic and diluted net income (loss) $ 0.42 $ (0.42) $ — $ 0.24 $ (0.24) $ — Weighted average shares outstanding of Class B ordinary — 29,571,428 29,571,428 — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class B ordinary $ — $ 0.13 0.13 $ — $ 0.09 $ 0.09 Weighted average shares outstanding of Class C ordinary — 29,571,428 29,571,428 — 29,571,428 29,571,428 Basic and diluted net income (loss) per Class C ordinary $ — $ 0.13 $ 0.13 $ — $ 0.09 $ 0.09 Statement of Cash Flows Initial classification of Class A ordinary shares subject to N/A N/A N/A 1,235,359,824 (1,235,359,824 ) — Change in value of class A ordinary shares subject to N/A N/A N/A 22,834,886 (22,834,886 ) —

Summary of Significant Accoun_3

Summary of Significant Accounting Policies And Basis of Presentation (Tables)	9 Months Ended
	Sep. 30, 2021
Accounting Policies [Abstract]
Schedule Of Earnings Per Share Basic And Diluted	The Company’s basic and diluted earnings (loss) per share are calculated as follows: For the three For the period from (Unaudited) (Unaudited) Redeemable Class A Ordinary Shares Net earnings allocable to redeemable C $ 9,305,673 $ 17,694,305 Basic and diluted weighted average shares outstanding, redeemable C l 138,000,000 109,271,375 Basic and diluted net earnings per share, redeemable C $ 0.07 $ 0.16 Non-Redeemable Net earnings allocable to non-redeemable C $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable C 29,571,428 29,571,428 Basic and diluted net earnings per share, non-redeemable C $ 0.07 $ 0.16 Net earnings (loss) attributable to non-redeemable Class C ordinary shares $ 1,994,073 $ 4,788,499 Basic and diluted weighted average shares outstanding, non-redeemable 29,571,428 29,571,428 Basic and diluted net earnings (loss) per share, non-redeemable $ 0.07 $ 0.16
Summary of Class A Common Stock Subject To Redemption	As of September 30, 2021, Class A ordinary shares subject to redemption reflected on the balance sheet are reconciled in the following table: Gross proceeds from sale of Class A ordinary shares $ 1,380,000,000 Less: Allocation to public warrants (57,270,000 ) Less: Issuance costs attributable to Class A ordinary shares (73,537,770 ) Adjustment of Class A ordinary shares to redemption value 130,807,770 Class A ordinary shares subject to possible redemption $ 1,380,000,000

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Disclosures [Abstract]
Summary of The Fair Value Hierarchy For Liabilities	The following table presents the fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of September 30, 2021: Level 1 Level 2 Level 3 Total Assets: Forward Purchase Agreement $ — $ — $ 1,500,000 $ 1,500,000 Total assets $ — $ — $ 1,500,000 $ 1,500,000 Liabilities: Public Warrants $ 36,225,000 $ — $ — $ 36,225,000 Private Placement Warrants — — 21,114,666 21,114,666 Total liabilities $ 36,225,000 $ — $ 21,114,666 $ 57,339,666
Summary of The Changes In The Fair Value Of The Warrants	The following table presents a summary of the changes in the fair value of the Company’s assets (liabilities) measured using level 3 fair value inputs: FPA Public Warrant Private Placement Warrant Liability Fair value, March 2, 2021 (unaudited) $ — $ (57,270,000 ) $ (35,322,666 ) Loss on change in fair value — (1,380,000 ) (789,333 ) Fair value, March 31, 2021 (unaudited) — (58,650,000 ) (36,111,999 ) Gain (loss) on change in fair value (875,000 ) — 10,655,999 Transfer to level 1 — 58,650,000 — Fair value, June 30, 2021 (unaudited) (875,000 ) — (25,456,000 ) Gain (loss) on change in fair value 2,375,000 — 4,341,334 Fair value, September 30, 2021 $ 1,500,000 $ — $ (21,114,666 )

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail)	Mar. 02, 2021USD ($)$ / sharesshares	Jan. 04, 2021USD ($)	Mar. 31, 2021USD ($)	Sep. 30, 2021USD ($)$ / sharesshares
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from Issuance of Warrants				$ 29,600,000
Offering costs allocated to warrant liabilities				3,181,372
IPO proceeds held in U.S.-based trust account	$ 1,380,000,000
Interest from trust account to pay dissolution expenses				$ 100,000
Per share amount in the trust account for distribution to the public shareholders | $ / shares				$ 10
Share price | $ / shares				$ 10
Cash				$ 330,524
Working capital				414,159
Issuance of ordinary shares to Sponsor			$ 25,000
Working capital loans				$ 0
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during period shares new issues | shares	138,000,000
Sale of stock issue price per share | $ / shares	$ 10
Proceeds from initial public offer	$ 1,380,000,000
Maximum percentage of shares redeemed on non completion of business combination	100
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during period shares new issues | shares	18,000,000
Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of the fair value of assets in trust account of the target company net of deferred underwriting commissions and taxes				80.00%
Maximum percentage of shares redeemed without prior consent from company				15.00%
Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Equity metohd investment ownership percentage				50.00%
Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Issuance of ordinary shares to Sponsor		$ 25,000		$ 25,000
Sponsor [Member] | Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrant or right, issued during the period | shares				19,733,333
Class of warrant or right, issue price | $ / shares				$ 1.50
Proceeds from Issuance of Warrants				$ 29,600,000

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements - Additional Information (Detail)	Sep. 30, 2021USD ($)$ / shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Minimum net worth to consummate business combination	$ 5,000,001
Temporary equity redemption value per share | $ / shares	$ 10
Total assets	$ 1,382,572,431
Adjustment [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total assets	$ 0

Restatement of Previously Iss_4

Restatement of Previously Issued Financial Statements - Summary of Restatement and Error Corrections in Financial Statement (Detail) - USD ($)	3 Months Ended				6 Months Ended	9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2021	Jun. 30, 2021	Sep. 30, 2021	Mar. 02, 2021	Jan. 04, 2021
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total liabilities	$ 106,083,898					$ 106,083,898
Class A ordinary shares subject to possible redemption (temporary equity)	1,380,000,000					1,380,000,000
Shareholders' Equity (Deficit):
Additional paid-in capital
Accumulated deficit	(103,517,381)					(103,517,381)
Total shareholders' deficit	(103,511,467)	$ (116,805,286)	$ (141,929,991)	$ (141,929,991)	$ (116,805,286)	(103,511,467)		$ 0
Income Statement [Abstract]
Net income (loss)	13,293,819	25,124,705	(11,147,221)			27,271,303
Common Class A [Member]
Shareholders' Equity (Deficit):
Class A ordinary shares	0					0
Common Class B [Member]
Shareholders' Equity (Deficit):
Class A ordinary shares	2,957					2,957
Common Class C [Member]
Shareholders' Equity (Deficit):
Class A ordinary shares	$ 2,957					$ 2,957
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total liabilities		118,072,033			118,072,033		$ 141,199,740
Shareholders' Equity (Deficit):
Class A ordinary shares		1,218	1,469	1,469	1,218		1,535
Additional paid-in capital			16,139,846	16,139,846			13,909,528
Accumulated deficit		4,992,877	(11,147,221)	(11,147,221)	4,992,877		(8,916,976)
Total shareholders' deficit		5,000,009	5,000,008	5,000,008	5,000,009		5,000,001
Income Statement [Abstract]
Net income (loss)		25,124,705		(11,147,221)	13,977,484
Statement of Cash Flows [Abstract]
Initial classification of Class A ordinary shares subject to possible redemption				1,235,359,824	1,235,359,824
Change In Value Of Class A Ordinary Shares Subject To Possible Redemption					22,834,886
As Reported | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Class A ordinary shares subject to possible redemption (temporary equity)		$ 1,258,194,706	1,233,070,001	$ 1,233,070,001	$ 1,258,194,706		1,235,359,824
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		138,000,000		138,000,000	138,000,000
As Reported | Class B and Class C Common Stock [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		59,142,856		59,142,856	59,142,856
Basic and diluted net income (loss)		$ 0.42		$ (0.19)	$ 0.24
As Restated
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total liabilities		$ (1)			$ (1)		2,168,658
Shareholders' Equity (Deficit):
Class A ordinary shares		(1,218)	(1,469)	$ (1,469)	(1,218)		(1,535)
Additional paid-in capital			(16,139,846)	(16,139,846)			(13,909,528)
Accumulated deficit		(121,804,075)	(130,788,684)	(130,788,684)	(121,804,075)		(132,897,771)
Total shareholders' deficit		(121,805,293)	(146,929,999)	(146,929,999)	(121,805,293)		(146,808,834)
Statement of Cash Flows [Abstract]
Initial classification of Class A ordinary shares subject to possible redemption				(1,235,359,824)	(1,235,359,824)
Change In Value Of Class A Ordinary Shares Subject To Possible Redemption					(22,834,886)
As Restated | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Class A ordinary shares subject to possible redemption (temporary equity)		$ 121,805,294	146,929,999	$ 146,929,999	$ 121,805,294		144,640,176
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted				(89,294,118)	(43,125,000)
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09
As Restated | Common Class B [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		29,571,428		29,571,428	29,571,428
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09
As Restated | Common Class C [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		29,571,428		29,571,428	29,571,428
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09
As Restated | Class B and Class C Common Stock [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		(59,142,856)		(59,142,856)	(59,142,856)
Basic and diluted net income (loss)		$ (0.42)		$ 0.19	$ (0.24)
As Restated
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Total liabilities		$ 118,072,032			$ 118,072,032		143,368,398
Shareholders' Equity (Deficit):
Accumulated deficit		(116,811,198)	(141,935,905)	$ (141,935,905)	(116,811,198)		(141,814,747)
Total shareholders' deficit		(116,805,284)	(141,929,991)	(141,929,991)	(116,805,284)		(141,808,833)
Income Statement [Abstract]
Net income (loss)		25,124,705		(11,147,221)	13,977,484
Statement of Cash Flows [Abstract]
Initial classification of Class A ordinary shares subject to possible redemption				0	0
As Restated | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Class A ordinary shares subject to possible redemption (temporary equity)		$ 1,380,000,000	$ 1,380,000,000	$ 1,380,000,000	$ 1,380,000,000		$ 1,380,000,000
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		138,000,000		48,705,882	94,875,000
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09
As Restated | Common Class B [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		29,571,428		29,571,428	29,571,428
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09
As Restated | Common Class C [Member]
Income Statement [Abstract]
Weighted average shares outstanding, basic and diluted		29,571,428		29,571,428	29,571,428
Basic and diluted net income (loss)		$ 0.13		$ (0.10)	$ 0.09

Summary of Significant Accoun_4

Summary of Significant Accounting Policies And Basis of Presentation - Additional Information (Detail)	Sep. 30, 2021USD ($)shares
Summary of Significant Accounting Policies [Line Items]
Cash equivalents	$ 0
Federal depository insurance coverage	$ 250,000
Common Class A [Member]
Summary of Significant Accounting Policies [Line Items]
Ordinary shares subject to possible redemption | shares	138,000,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies And Basis of Presentation - Schedule Of Earnings Per Share Basic And Diluted (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Class A redeemable ordinary shares [Member]
Numerator: Earnings allocable to Redeemable Class A Ordinary Shares
Net earnings allocable to redeemable Class A ordinary shares	$ 9,305,673	$ 17,694,305
Denominator: Weighted Average Share Outstanding, Redeemable Class A Ordinary Shares
Basic and diluted weighted average shares outstanding, redeemable Class A ordinary shares	138,000,000	109,271,375
Basic and diluted net earnings per share, redeemable Class A ordinary shares	$ 0.07	$ 0.16
Denominator: Weighted Average Non-Redeemable Class B and Class C Ordinary Shares
Basic and diluted weighted average shares outstanding, non-redeemable Class B and C ordinary shares	138,000,000	109,271,375
Basic and diluted net earnings per share, non-redeemable Class B and C ordinary shares	$ 0.07	$ 0.16
Class B Non redeemable ordinary shares [Member]
Denominator: Weighted Average Share Outstanding, Redeemable Class A Ordinary Shares
Basic and diluted weighted average shares outstanding, redeemable Class A ordinary shares	29,571,428	29,571,428
Basic and diluted net earnings per share, redeemable Class A ordinary shares	$ 0.07	$ 0.16
Numerator: Net Income minus Redeemable Net Earnings
Net earnings allocable to non-redeemable Class B and C ordinary shares	$ 1,994,073	$ 4,788,499
Denominator: Weighted Average Non-Redeemable Class B and Class C Ordinary Shares
Basic and diluted weighted average shares outstanding, non-redeemable Class B and C ordinary shares	29,571,428	29,571,428
Basic and diluted net earnings per share, non-redeemable Class B and C ordinary shares	$ 0.07	$ 0.16
Class C Non redeemable ordinary shares [Member]
Denominator: Weighted Average Share Outstanding, Redeemable Class A Ordinary Shares
Basic and diluted weighted average shares outstanding, redeemable Class A ordinary shares	29,571,428	29,571,428
Basic and diluted net earnings per share, redeemable Class A ordinary shares	$ 0.07	$ 0.16
Numerator: Net Income minus Redeemable Net Earnings
Net earnings allocable to non-redeemable Class B and C ordinary shares	$ 1,994,073	$ 4,788,499
Denominator: Weighted Average Non-Redeemable Class B and Class C Ordinary Shares
Basic and diluted weighted average shares outstanding, non-redeemable Class B and C ordinary shares	29,571,428	29,571,428
Basic and diluted net earnings per share, non-redeemable Class B and C ordinary shares	$ 0.07	$ 0.16

Summary of Significant Accoun_6

Summary of Significant Accounting Policies And Basis of Presentation - Summary of Class A Common Stock Subject To Redemption (Detail)	9 Months Ended
	Sep. 30, 2021USD ($)
Temporary Equity [Line Items]
Less: Allocation to public warrants	$ (29,600,000)
Class A common stock subject to possible redemption	1,380,000,000
Class A redeemable ordinary shares [Member]
Temporary Equity [Line Items]
Gross proceeds from sale of Class A ordinary shares	1,380,000,000
Less: Allocation to public warrants	(57,270,000)
Less: Issuance costs attributable to Class A ordinary shares	(73,537,770)
Adjustment of Class A ordinary shares to redemption value	130,807,770
Class A common stock subject to possible redemption	$ 1,380,000,000

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail)	Mar. 02, 2021$ / sharesshares
IPO [Member]
Class of Stock [Line Items]
Stock issued during period shares new issues | shares	138,000,000
Units issued in initial public offering, price per unit | $ / shares	$ 10
Units issued, description of each unit	one Class A ordinary share and one-fourth of one redeemable warrant
Warrants, exercise price per share | $ / shares	$ 11.50
Over-Allotment Option [Member]
Class of Stock [Line Items]
Stock issued during period shares new issues | shares	18,000,000

Private Placement - Additional

Private Placement - Additional Information (Detail) - USD ($)	Mar. 02, 2021	Sep. 30, 2021
Private Placement [Line Items]
Proceeds from Issuance of Warrants		$ 29,600,000
Private Placement [Member]
Private Placement [Line Items]
Class of warrants or rights warrants issued during the period shares	19,733,333
Proceeds from Issuance of Warrants		$ 29,600,000
Number of Class A ordinary share issuable on exercise of each warrant		1
Warrants, Redemption Price Per Share		$ 11.50

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail)	Feb. 25, 2021USD ($)shares	Jan. 04, 2021USD ($)shares	Mar. 31, 2021USD ($)	Sep. 30, 2021USD ($)shares$ / shares	Jun. 30, 2021USD ($)
Related Party Transaction [Line Items]
Issuance of ordinary shares to Sponsor			$ 25,000
Share price threshold for stock conversion | $ / shares				$ 10
Repayment of related party debt				$ 388,152
Due to related party				12,450
Promissory Note [Member]
Related Party Transaction [Line Items]
Due to related party				$ 0
Working Capital Loan [Member]
Related Party Transaction [Line Items]
Number of warrants issuable on conversion of debt | shares				1,000,000
Conversion price | $ / shares				$ 1.50
Outstanding borrowings				$ 0
Administrative Services Agreement [Member]
Related Party Transaction [Line Items]
Administrative services fee incurred and accrued				35,000	$ 15,000
AUSU Administrative Services Agreement [Member]
Related Party Transaction [Line Items]
Due to related party				35,000
Sponsor [Member]
Related Party Transaction [Line Items]
Issuance of ordinary shares to Sponsor		$ 25,000		25,000
Debt amount eligible for conversion to warrants				$ 1,500,000
Sponsor [Member] | Share Price More Than Or Equals To USD Twelve [Member]
Related Party Transaction [Line Items]
Share price threshold for stock conversion | $ / shares				$ 12
Sponsor [Member] | Related Party Promissory Note [Member]
Related Party Transaction [Line Items]
Related party debt, face value				$ 800,000
Related party debt, maturity description				earlier of (i) September 30, 2021 or (ii) the completion of the IPO.
Repayment of related party debt				$ 388,152
Chief Executive Officer [Member] | Administrative Services Agreement [Member]
Related Party Transaction [Line Items]
Administrative fee per month	$ 5,000
AUSU Sponsor [Member]
Related Party Transaction [Line Items]
Due to related party				3,150
AUSU Sponsor [Member] | Operating Costs [Member]
Related Party Transaction [Line Items]
Due to related party				$ 12,450
Common Class B [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding | shares				29,571,428
Lock in period of shares				1 year
Common Class B [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Issuance of ordinary shares to Sponsor, Shares | shares		19,714,286
Stock issued during period shares dividend reinvestment plan | shares	9,857,142
Common stock shares outstanding | shares	29,571,428
Common Class C [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding | shares				29,571,428
Common Class C [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Issuance of ordinary shares to Sponsor, Shares | shares		19,714,286
Stock issued during period shares dividend reinvestment plan | shares	9,857,142
Common stock shares outstanding | shares	29,571,428

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	Feb. 25, 2021	Mar. 31, 2021	Sep. 30, 2021
Commitments And Contingencies [Line Items]
Deferred underwriting fee payable per unit			$ 0.35
Deferred underwriting fees payable			$ 48,300,000
Stock issued, aggregate purchase price		$ 0
Cannae Holdings Inc [Member]
Commitments And Contingencies [Line Items]
Number of shares agreed to purchase	12,500,000
Number of warrants issued	3,125,000
Number of Class A ordinary share issuable on exercise of each warrant	1
Warrants, exercise price per share	$ 11.50
Stock issued, aggregate purchase price	$ 125,000,000
Shares issued, price per share	$ 10
Units issued, description of each unit	one Class A ordinary share and one-fourth of one warrant

Shareholders' Equity - Addition

Shareholders' Equity - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Class of Stock [Line Items]
Preferred stock shares authorized	1,000,000
Preferred stock par or stated value per share | $ / shares	$ 0.0001
Preferred stock shares issued	0
Preferred stock shares outstanding	0
Number of trading days for determining the share price for conversion of common stock from one class to another	20 days
Number of consecutive trading days for determining the share price for conversion of common stock from one class to another	30 days
Share price threshold for stock conversion | $ / shares	$ 10
Conversion of Stock, Description	one-for-one basis
Occurring Before Third Anniversary Of Business Combination [Member]
Class of Stock [Line Items]
Share price threshold for stock conversion | $ / shares	$ 15.25
Occurring Before Sixth Anniversary Of Business Combination [Member]
Class of Stock [Line Items]
Share price threshold for stock conversion | $ / shares	23
Occurring Before Nineth Anniversary Of Business Combination [Member]
Class of Stock [Line Items]
Share price threshold for stock conversion | $ / shares	$ 35
Common Class A [Member]
Class of Stock [Line Items]
Common stock shares authorized	800,000,000
Common stock par or stated value per share | $ / shares	$ 0.0001
Common stock shares issued	0
Common stock shares outstanding	0
Ordinary shares subject to possible redemption	138,000,000
Common stock shares voting rights	one vote
Common Class B [Member]
Class of Stock [Line Items]
Common stock shares authorized	80,000,000
Common stock par or stated value per share | $ / shares	$ 0.0001
Common stock shares issued	29,571,428
Common stock shares outstanding	29,571,428
Common stock shares voting rights	one vote
Common Class C [Member]
Class of Stock [Line Items]
Common stock shares authorized	80,000,000
Common stock par or stated value per share | $ / shares	$ 0.0001
Common stock shares issued	29,571,428
Common stock shares outstanding	29,571,428
Common stock shares voting rights	one vote

Warrants - Additional Informati

Warrants - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2021$ / sharesshares
Disclosure Of Warrants Public And Private [Line Items]
Number of days after which warrants are exercisable post consummation of business combination	30 days
Common Class A [Member]
Disclosure Of Warrants Public And Private [Line Items]
Class of warrants or rights exercise price of warrants	$ 11.50
Shares issued, price per share	$ 9.20
Public Warrants [Member]
Disclosure Of Warrants Public And Private [Line Items]
Number of trading days for determining the volume weighted average price of shares	20 days
Proceeds to be used for business combination as a percentage of total capital to be raised	60.00%
Volume weighted average trading price of shares	$ 9.20
Class of Warrant or Right, Outstanding | shares	34,500,000
Public Warrants [Member] | Trigger Price One [Member]
Disclosure Of Warrants Public And Private [Line Items]
Adjusted exercise price as a percentage of newly issued price	115.00%
Public Warrants [Member] | Trigger Price Two [Member]
Disclosure Of Warrants Public And Private [Line Items]
Adjusted exercise price as a percentage of newly issued price	115.00%
Public Warrants [Member] | Trigger Price Two [Member] | Minimum [Member]
Disclosure Of Warrants Public And Private [Line Items]
Adjusted exercise price as a percentage of newly issued price	100.00%
Public Warrants [Member] | Trigger Price Two [Member] | Maximum [Member]
Disclosure Of Warrants Public And Private [Line Items]
Adjusted exercise price as a percentage of newly issued price	180.00%
Public Warrants [Member] | Common Class A [Member] | Trigger Price One [Member]
Disclosure Of Warrants Public And Private [Line Items]
Newly issued share price	$ 18
Class of warrants or rights redemption price per unit of warrant	$ 0.01
Minimum number of days of notice to be given to warrant holders	30 days
Number of trading days for determining the share price	20 days
Number of consecutive trading days for determining the share price	30 days
Public Warrants [Member] | Common Class A [Member] | Trigger Price Two [Member]
Disclosure Of Warrants Public And Private [Line Items]
Newly issued share price	$ 10
Class of warrants or rights redemption price per unit of warrant	$ 0.10
Minimum number of days of notice to be given to warrant holders	30 days
Private Placement Warrants [Member]
Disclosure Of Warrants Public And Private [Line Items]
Class of warrants or rights lock in period	30 days
Class of Warrant or Right, Outstanding | shares	19,733,333
Private Placement Warrants [Member] | Common Class A [Member] | Minimum [Member]
Disclosure Of Warrants Public And Private [Line Items]
Newly issued share price	$ 10
Private Placement Warrants [Member] | Common Class A [Member] | Maximum [Member]
Disclosure Of Warrants Public And Private [Line Items]
Newly issued share price	$ 18

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Fair Value Hierarchy of Liabilities (Detail) - Fair Value, Recurring [Member]	Sep. 30, 2021USD ($)
Assets:
Forward Purchase Agreement	$ 1,500,000
Total assets	1,500,000
Level 1 [Member]
Assets:
Forward Purchase Agreement	0
Total assets	0
Level 2 [Member]
Assets:
Forward Purchase Agreement	0
Total assets	0
Level 3 [Member]
Assets:
Forward Purchase Agreement	1,500,000
Total assets	1,500,000
Warrant Liabilities [Member]
Liabilities [Abstract]
Warrant liabilities	57,339,666
Warrant Liabilities [Member] | Level 1 [Member]
Liabilities [Abstract]
Warrant liabilities	36,225,000
Warrant Liabilities [Member] | Level 2 [Member]
Liabilities [Abstract]
Warrant liabilities	0
Warrant Liabilities [Member] | Level 3 [Member]
Liabilities [Abstract]
Warrant liabilities	21,114,666
Warrant Liabilities [Member] | Public Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	36,225,000
Warrant Liabilities [Member] | Public Warrants [Member] | Level 1 [Member]
Liabilities [Abstract]
Warrant liabilities	36,225,000
Warrant Liabilities [Member] | Public Warrants [Member] | Level 2 [Member]
Liabilities [Abstract]
Warrant liabilities	0
Warrant Liabilities [Member] | Public Warrants [Member] | Level 3 [Member]
Liabilities [Abstract]
Warrant liabilities	0
Warrant Liabilities [Member] | Private Placement Warrants [Member]
Liabilities [Abstract]
Warrant liabilities	21,114,666
Warrant Liabilities [Member] | Private Placement Warrants [Member] | Level 1 [Member]
Liabilities [Abstract]
Warrant liabilities	0
Warrant Liabilities [Member] | Private Placement Warrants [Member] | Level 2 [Member]
Liabilities [Abstract]
Warrant liabilities	0
Warrant Liabilities [Member] | Private Placement Warrants [Member] | Level 3 [Member]
Liabilities [Abstract]
Warrant liabilities	$ 21,114,666

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail)	3 Months Ended	9 Months Ended
	Sep. 30, 2021USD ($)	Sep. 30, 2021USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Adjustment to fair value of warrants	$ (11,241,334)	$ (29,530,334)
Private Placement Warrants [Member] | Measurement Input Implied Volatility [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Warrants and rights outstanding, measurement input	16.1	16.1
Private Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Adjustment to fair value of warrants		$ 5,722,666
Level 3 [Member] | Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Probability of consummation of business combination	90.00%	90.00%

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of The Changes In The Fair Value of The Warrants (Detail) - Warrant Liabilities [Member] - Level 3 [Member] - USD ($)	3 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021
Public Warrants [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value	$ 0	$ (58,650,000)	$ (57,270,000)
Gain (loss) on change in fair value	0	0	(1,380,000)
Transfer to level 1		58,650,000
Fair value	0	0	(58,650,000)
Private Placement Warrant Liability [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value	(25,456,000)	(36,111,999)	(35,322,666)
Gain (loss) on change in fair value	4,341,334	10,655,999	(789,333)
Transfer to level 1		0
Fair value	(21,114,666)	(25,456,000)	(36,111,999)
FPA Liability [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value	(875,000)	0	0
Gain (loss) on change in fair value	2,375,000	(875,000)	0
Transfer to level 1		0
Fair value	$ 1,500,000	$ (875,000)	$ 0