VPC Impact Acquisition Holdings II (VPCB) 10-K 29 Mar 22 2021 FY Annual report Financial data

Cover Page

Cover Page - USD ($)	12 Months Ended
	Dec. 31, 2021	Mar. 29, 2022	Mar. 28, 2022	Jun. 30, 2021
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Period End Date	Dec. 31, 2021
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity Registrant Name	VPC Impact Acquisition Holdings II
Entity Central Index Key	0001840792
Entity Tax Identification Number	98-1576492
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity File Number	001-40160
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	Victory Park Capital Advisors, LLC
Entity Address, Address Line Two	150 North Riverside Plaza
Entity Address, Address Line Three	Suite 5200
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60606
City Area Code	312
Local Phone Number	701-1777
Document Transition Report	false
Entity Shell Company	true
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Public Float				$ 248,878,474
Auditor Name	WithumSmith+Brown, PC
Auditor Firm ID	100
Auditor Location	New York, New York
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A ordinary shares, $0.0001 par value
Trading Symbol	VPCB
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		25,578,466
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding			6,394,617
Capital Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A ordinary share, $0.0001 par value, and one-fourth of one redeemable warrant
Trading Symbol	VPCBU
Security Exchange Name	NASDAQ
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	VPCBW
Security Exchange Name	NASDAQ

Balance Sheet

Balance Sheet	Dec. 31, 2021USD ($)
Current assets
Cash	$ 449,338
Prepaid expenses	749,808
Total Current Assets	1,199,146
Investment held in Trust Account	255,806,358
TOTAL ASSETS	257,005,504
Current liabilities
Current liabilities – accrued expense	3,005,751
Warrant liabilities	15,175,741
Deferred underwriting fee payable	8,952,463
TOTAL LIABILITIES	27,133,955
Commitments and Contingencies
Class A ordinary shares subject to possible redemption 25,578,466 shares at $10.00 per share redemption	255,784,660
Shareholders' Deficit
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding	0
Additional paid-in capital	0
Accumulated deficit	(25,913,750)
Total Shareholders' Deficit	(25,913,111)
TOTAL LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS' DEFICIT	257,005,504
Class A [Member]
Shareholders' Deficit
Ordinary shares	0
Class B [Member]
Shareholders' Deficit
Ordinary shares	$ 639	[1]
[1]	In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining over-allotment option on March 9, 2021, 74,133 Founder Shares were forfeited and 769,617 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,394,617 Founder Shares outstanding at December 31, 2021.

Balance Sheet (Parenthetical)

Balance Sheet (Parenthetical)	12 Months Ended
	Dec. 31, 2021$ / sharesshares
Temporary Equity, Shares Authorized	25,578,466
Temporary Equity, Par Value | $ / shares	$ 10
Preferred Stock, Par Value | $ / shares	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000
Preferred Stock, Shares Issued	0
Preferred Stock, Shares Outstanding	0
Class A [Member]
Common Stock, Par Value | $ / shares	$ 0.0001
Common Stock, Shares Authorized	500,000,000
Common Stock, Shares, Issued	25,578,466
Common Stock, Shares, Outstanding	25,578,466
Class B [Member]
Common Stock, Par Value | $ / shares	$ 0.0001
Common Stock, Shares Authorized	50,000,000
Common Stock, Shares, Issued	6,394,617
Common Stock, Shares, Outstanding	6,394,617
Class B [Member] | Founder Shares [Member]
Common Stock, Shares, Outstanding	6,394,617
Forfeiture of Founder Shares, Shares	74,133
Common stock shares not subject to forfeiture	769,617

Statements of Operations

Statements of Operations	12 Months Ended
	Dec. 31, 2021USD ($)$ / sharesshares
General and administrative expenses	$ 3,910,750
Loss from operations	(3,910,750)
Other (expenses) income:
Changes in fair value of warrant liabilities	2,938,178
Transaction costs incurred in connection with warrant liabilities	(609,973)
Interest earned on investments held in Trust Account	21,698
Total other income, net	2,349,903
Net loss	(1,560,847)
Class A [Member]
Other (expenses) income:
Net loss	$ (1,209,879)
Weighted average shares outstanding | shares	21,643,317
Basic and diluted net loss per share | $ / shares	$ (0.06)
Class B [Member]
Other (expenses) income:
Net loss	$ (350,968)
Weighted average shares outstanding | shares	6,278,407	[1]
Basic and diluted net loss per share | $ / shares	$ (0.06)
[1]	In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 74,133 Founder Shares were forfeited and 769,617 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,394,617 Founder Shares outstanding at December 31, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding.

Statements of Operations (Paren

Statements of Operations (Parenthetical) - shares	Jan. 15, 2021	Jan. 12, 2022	Dec. 31, 2021	Jan. 14, 2021
Shares forfeited	718,750
Common Class B [Member]
Common stock shares outstanding			6,394,617
Founder Shares [Member] | Common Class B [Member]
Common stock shares outstanding	6,468,750		6,394,617	6,408,750
Shares forfeited		74,133	74,133
Common stock shares not subject to forfeiture			769,617

Statements of Changes in Shareh

Statements of Changes in Shareholders' Deficit - 12 months ended Dec. 31, 2021 - USD ($)		Total	Class A [Member]	Class B [Member]	Ordinary Shares [Member]Class A [Member]	Ordinary Shares [Member]Class B [Member]	Additional Paid in Capital [Member]	Accumulated Deficit [Member]
Beginning balance at Jan. 12, 2021		$ 0			$ 0	$ 0	$ 0	$ 0
Beginning balance, shares at Jan. 12, 2021					0	0
Issuance of Class B ordinary shares to Sponsor	[1]	25,000			$ 0	$ 647	24,353	0
Issuance of Class B ordinary shares to Sponsor, Shares	[1]				0	6,468,750
Forfeiture of Founder Shares		(8)			$ 0	$ (8)	0	0
Forfeiture of Founder Shares, Shares					0	(74,133)
Accretion for Class A ordinary shares to redemption amount		(24,377,256)	$ (24,377,264)				(24,353)	(24,352,903)
Net income (loss)		(1,560,847)	$ (1,209,879)	$ (350,968)				(1,560,847)
Ending balance at Dec. 31, 2021		$ (25,913,111)			$ 0	$ 639	$ 0	$ (25,913,750)
Ending balance, shares at Dec. 31, 2021					0	6,394,617
[1]	In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 74,133 Founder Shares were forfeited and 769,617 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,394,617 Founder Shares outstanding at December 31, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding.

Statements of Changes in Shar_2

Statements of Changes in Shareholders' Deficit (Parenthetical) - shares	Jan. 15, 2021	Jan. 12, 2022	Dec. 31, 2021	Jan. 14, 2021
Shares forfeited	718,750
Class B [Member]
Common stock shares outstanding			6,394,617
Class B [Member] | Founder Shares [Member]
Common stock shares outstanding	6,468,750		6,394,617	6,408,750
Shares forfeited		74,133	74,133
Common stock shares not subject to forfeiture			769,617

Statement of Cash Flows

Statement of Cash Flows	12 Months Ended
	Dec. 31, 2021USD ($)
Cash Flows from Operating Activities:
Net loss	$ (1,560,847)
Adjustments to reconcile net loss to net cash used in operating activities:
Formation cost paid by Sponsor in exchange for issuance of founder shares	5,000
Interest earned on investments held in Trust Account	(21,698)
Changes in fair value of warrant liabilities	(2,938,178)
Transaction costs incurred in connection with warrants	609,973
Changes in operating assets and liabilities:
Prepaid expenses	(749,808)
Accrued expense	3,005,751
Net cash used in operating activities	(1,649,807)
Cash Flows from Investing Activities:
Investment of cash into Trust Account	(255,784,660)
Net cash used in investing activities	(255,784,660)
Cash Flows from Financing Activities:
Proceeds from sale of Units, net of underwriting discounts paid	250,668,967
Proceeds from sale of Private Placements Warrants	7,690,693
Repayment of promissory note—related party	(93,142)
Payment of offering costs	(382,713)
Net cash provided by financing activities	257,883,805
Net Change in Cash	449,338
Cash - Beginning of period	0
Cash - End of period	449,338
Non-cash Investing and Financing Activities:
Offering costs paid by Sponsor in exchange for issuance of founder shares	20,000
Offering costs paid through promissory note	93,142
Deferred underwriting fee payable	$ 8,952,463

Description of Organization and

Description of Organization and Business Operations	12 Months Ended
	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Plan of Business Operations	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS VPC Impact Acquisition Holdings II (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on January 13, 2021. The Company was formed for the purpose of effecting a merger, share capital, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31, 2021, the Company had not commenced any operations. All activity for the period from January 13, 2021 (inception) through December 31, 2021 relates to the Company’s formation, its initial public offering (“Initial Public Offering”), which is described below, and subsequent to the Initial Public Offering, identifying a target for a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company generates non-operating The registration statement for the Company’s Initial Public Offering was declared effective on March 4, 2021. On March 9, 2021 the Company consummated the Initial Public Offering of 25,578,466 units (the “Units”) which includes the partial exercise by the underwriters of their over-allotment option in the amount of 3,078,466 Units, at $10.00 per Unit, generating gross proceeds of $255,784,660, which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,127,129 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to VPC Impact Acquisition Holdings Sponsor II, LLC (the “Sponsor”), generating gross proceeds of $7,690,693, which is described in Note 4. Transaction costs amounted to $14,564,011, consisting of $5,115,693 of underwriting fees, $8,952,463 of deferred underwriting fees and $495,855 of other offering costs. Following the closing of the Initial Public Offering on March 9, 2021, an amount of $255,784,660 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”) and will be invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund investing solely in U.S. Treasuries and meeting certain conditions under Rule 2a-7 Termination of Proposed Business Combination On August 2, 2021, we entered into a business combination agreement (together with the first amendment dated September 29, 2021, the “Business Combination Agreement”) with FinAccel Pte. Ltd. (“FinAccel”) and certain other affiliated entities, pursuant to which, among other things, FinAccel would merge with and into our holding company. The Business Combination Agreement was unanimously approved by our board of directors on July 29, 2021. On March 11, 2022, we entered into a termination and fee agreement (the “ Termination Agreement conditions set forth in the Termination Agreement. In conjunction with the termination of the Business Combination Agreement, the Subscription Agreements, the Investor Rights Agreement, the Founder Holder Agreement and the other Ancillary Documents (as each is defined in the Business Combination Agreement) automatically terminated in accordance with their respective terms as of the same date. The Termination Agreement provides that we will be entitled to receive (i) an aggregate sum not to exceed $4,000,000 in reimbursement for certain documented out-of-pocket third party expenses incurred by VIH (the “Termination Reimbursement Amount”), which is payable by FinAccel within six months of the date of the Termination Agreement and (ii) if we have not consummated an initial business combination and have determined to redeem our public shares and liquidate or dissolve thereafter (and we do not withdraw such determination), FinAccel will issue and deliver to VIH a penny warrant, on terms mutually agreeable to FinAccel and us, to purchase a number of FinAccel’s ordinary shares equal to three and one-half percent (3.5%) of the Fully Diluted Share Number (as defined in the Termination Agreement) of FinAccel as of the date of the Termination Agreement, as appropriately adjusted (the “Equity Termination Fee”). If FinAccel engages in any transaction that would be deemed a Sale of the Company (as defined in the Termination Agreement), then the party surviving the sale transaction will assume the foregoing obligation, to satisfy the Equity Termination Fee. If FinAccel fails to pay the Termination Reimbursement Amount, then a default interest of five percent (5%) per annum will accrue on a daily basis from the date the Termination Reimbursement Amount was due and payable until all such unpaid amounts have been paid. The Termination Agreement contains mutual releases by all parties thereto, for all claims known and unknown, relating and arising out of, or relating to, among other things, the Business Combination Agreement, the ancillary documents to the Business Combination Agreement or the transactions contemplated by the Business Combination Agreement, subject to certain exceptions with respect to claims that cannot be waived by law, the parties obligations under the Termination Agreement and commercial transactions unrelated to the Business Combination Agreement. Going Concern As of December 31, 2021, the Company had $449,338 in its operating bank accounts, $255,806,358 in marketable securities held in the Trust Account to be used for a Business Combination or to repurchase or redeem its ordinary shares in connection therewith and a working capital deficit of 1,806,605. The Company intends to complete a Business Combination by March 9, 2023. However, in the absence of a completed Business Combination, the Company may require additional capital. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, suspending the pursuit of a Business Combination. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s (“FASB”) Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until March 9, 2023 to consummate a Business Combination. It is uncertain that the Company will be able to consummate a Business Combination by this time. If a Business Combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the liquidity condition and mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after March 9, 2023.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. 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. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liabilities. Accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents in its operating account as of December 31, 2021. Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the statement of operations. Offering costs associated with the Class A ordinary shares issued were charged to temporary equity upon the completion of the Initial Public Offering. Offering costs amounting to $13,954,038 were charged to shareholders’ equity or expensed upon the completion of the Initial Public Offering, and $609,973 of the offering costs were related to the warrant liabilities and charged to the statement of operations. Warrant Liabilities We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments, including issued share purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to Accounting Standards Codification (“ASC”) 480 and ASC 815. We account for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to our own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-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. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2021, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in At December 31, 2021, the Class A ordinary shares reflected in the balance sheets are reconciled in the following table: Gross proceeds $ 255,784,660 Less: Proceeds allocated to Public Warrants (10,423,226 ) Class A ordinary shares issuance costs (13,954,038 ) Plus: Accretion of carrying value to redemption value 24,377,264 Class A ordinary shares subject to possible redemption $ 255,784,660 Income Taxes The Company accounts for income taxes under 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 to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented. Net Loss per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC 260, “Earnings Per Share”. Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. Accretion associated with the redeemable shares of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted loss per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 11,521,746 Class A ordinary shares in the aggregate. As of December 31, 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the period presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Period from January 13, Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (1,209,879 ) $ (350,968 ) Denominator: Basic and diluted weighted average shares outstanding 21,643,317 6,278,407 Basic and diluted net loss per ordinary share $ (0.06 ) $ (0.06 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account. Fair value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Fair Value Measurements 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 (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In 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. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued non-current net-cash Recent Accounting Standards In August 2020, FASB issued Accounting Standards Update (“ASU”) 2020-06, 470-20) 815-40) 2020-06”) convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted 2020-06 2020-06 Management does not believe that any other recently issued, but not yet effective, account standard updates, if currently adopted, would have a material effect on the accompanying financial statements.

Initial Public offering

Initial Public offering	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Initial Public Offering	NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 25,578,466 Units which includes a partial exercise by the underwriters of their over-allotment option in the amount of 3,078,466 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one-fourth

Private Placement

Private Placement	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Private Placement	NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 5,127,129 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, for an aggregate purchase price of $7,690,694. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 8). A portion of the proceeds from the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants 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	12 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On January 14, 2021, the Sponsor paid $25,000 to cover certain offering costs of the Company in consideration for 7,187,500 Class B ordinary shares (the “Founder Shares”). On January 15, 2021, the Sponsor forfeited 718,750 Founder Shares back to the Company for no consideration, resulting in an aggregate of 6,468,750 Founder Shares outstanding. On January 18, 2021, the Sponsor transferred an aggregate of 60,000 Founder Shares to members of the Company’s board of directors, resulting in the Sponsor holding 6,408,750 Founder Shares. The Founder Shares included an aggregate of up to 843,750 shares that were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was exercised, so that the number of Founder Shares would equal, on an as-converted The initial shareholders have agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing 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 Party On January 14, 2021, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company could borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest Administrative Services Agreement The Company entered into an agreement, commencing on March 4, 2021, to pay the Sponsor up to $10,000 per month for office space, utilities, secretarial and administrative support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these monthly fees. For the the period from January 13, 2021 (Inception) through December 31, 2021, the Company incurred $100,000 in fees for these services, of which $90,000 was included in accrued expenses as of December 31, 2021. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon completion of a Business Combination into warrants at a price of $1.50 per warrant. Such warrants would be identical to the Private Placement Warrants. 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. As of December 31, 2021, the Company had no outstanding borrowings under the Working Capital Loans.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 6. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 Registration and Shareholders Rights Pursuant to a registration rights agreement entered into on March 4, 2021, the holders of the Founder Shares, Private Placement Warrants and any 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 the Working Capital Loans) are entitled to registration rights requiring the Company to register a sale of any of its securities held by them. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. 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 $8,952,463 in the aggregate. 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. Subscription Agreement Concurrently with entering into the Business Combination Agreement, Holdco has entered into subscription agreements with certain investors (the “PIPE Investors”) (the “Subscription Agreements”), pursuant to which such investors would subscribe for Holdco Class A Ordinary Shares (in the form of Holdco Class A ADSs) in a private placement for $10.00 per share substantially concurrently at the Closing for an aggregate purchase price of $120 million. The proceeds from the private placement would be used for general working capital purposes following the Closing. Pursuant to the Business Combination Agreement, we have terminated the existing Subscription Agreements with all PIPE investors with respect to the now terminated Proposed Business Combination. Termination of Proposed Business Combination On August 2, 2021, we entered into a business combination agreement (together with the first amendment dated September 29, 2021, the “ Business Combination Agreement On March 11, 2022, we entered into a termination and fee agreement (the “ Termination Agreement The Termination Agreement provides that we will be entitled to receive (i) an aggregate sum not to exceed $4,000,000 in reimbursement for certain documented out-of-pocket third party expenses incurred by VIH (the “Termination Reimbursement Amount”), which is payable by FinAccel within six months of the date of the Termination Agreement and (ii) if we have not consummated an initial business combination and have determined to redeem our public shares and liquidate or dissolve thereafter (and we do not withdraw such determination), FinAccel will issue and deliver to VIH a penny warrant, on terms mutually agreeable to FinAccel and us, to purchase a number of FinAccel’s ordinary shares equal to three and one-half percent (3.5%) of the Fully Diluted Share Number (as defined in the Termination Agreement) of FinAccel as of the date of the Termination Agreement, as appropriately adjusted (the “Equity Termination Fee”). If FinAccel engages in any transaction that would be deemed a Sale of the Company (as defined in the Termination Agreement), then the party surviving the sale transaction will assume the foregoing obligation, to satisfy the Equity Termination Fee. If FinAccel fails to pay the Termination Reimbursement Amount, then a default interest of five percent (5%) per annum will accrue on a daily basis from the date the Termination Reimbursement Amount was due and payable until all such unpaid amounts have been paid. The Termination Agreement contains mutual releases by all parties thereto, for all claims known and unknown, relating and arising out of, or relating to, among other things, the Business Combination Agreement, the ancillary documents to the Business Combination Agreement or the transactions contemplated by the Business Combination Agreement, subject to certain exceptions with respect to claims that cannot be waived by law, the parties obligations under the Termination Agreement and commercial transactions unrelated to the Business Combination Agreement.

Shareholders' equity

Shareholders' equity	12 Months Ended
	Dec. 31, 2021
Equity [Abstract]
Shareholders' equity	NOTE 7. SHAREHOLDERS’ EQUITY Preference Shares time to time by the Company’s board of directors. At December 31, 2021, there were no preference shares issued or outstanding. Class A Ordinary Shares Class B Ordinary Shares Only holders of the Class B ordinary shares will have the right to vote on the appointment of directors prior to the Business Combination. Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except as required by law and except that in a vote to continue the Company in a jurisdiction outside the Cayman Islands, holders of Class B ordinary shares will have ten votes per share and holders of Class A ordinary shares will have one vote per share. The Class B ordinary shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of a Business Combination on a one-for-one one-for-one

Warrant Liabilities

Warrant Liabilities	12 Months Ended
	Dec. 31, 2021
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Warrant Liability	NOTE 8. WARRANT LIABILITIES As of December 31, 2021, there are 6,394,617 Public Warrants outstanding and 5,127,129 Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) one year from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 15 business days, after the closing of a Business Combination, it will use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the warrants. The Company will use its best efforts to cause the same to become effective and to maintain the effectiveness of such registration statement and a current prospectus relating thereto until the expiration of the warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the sixtieth (60th) business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. 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 closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading three If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if it is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00. • in whole and not in part; • at a price of $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 determined based on the redemption date and the fair market value of the Class A ordinary shares; • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted) for any 20 trading days within the 30-trading three • if the closing price of the Class A ordinary shares for any 20 trading days within a 30-trading If the Company calls the Public Warrants for redemption, as described above, its management will have the option to require any holder that wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. 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. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of 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 Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the initial shareholders or their affiliates, without taking into account any Founder Shares held by the initial shareholders 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 consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A ordinary shares during the 10 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 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 $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable,

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value Measurements	NOTE 9. FAIR VALUE MEASUREMENTS At December 31, 2021, assets held in the Trust Account were comprised of $255,806,358 in Money Market Funds which are invested primarily in U.S. Treasury Securities. During the period from January 13, 2021 (Inception) through December 31, 2021, the Company did not withdraw any interest income from the Trust Account. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, Assets: Investments held in Trust Account –U.S. Treasury Securities Money Market Fund 1 $ 255,806,358 Liabilities: Warrant liability – Public Warrants 1 $ 6,330,670 Warrant liability – Private Placement Warrants 3 8,845,071 As of December 31, 2021, the carrying values of prepaid expenses, accounts payable, and accrued expenses approximate their fair values due to the short-term nature of the instruments. Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement from January 13, 2021 (inception) through December 31, 2021 was $10,167,441. The Warrants were accounted for as liabilities in accordance with ASC815-40 The Private Placement Warrants were initially valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Private Placement Warrants is the expected volatility of the ordinary shares. The expected volatility as of the IPO date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own public warrant pricing. A Monte Carlo simulation methodology was used in estimating the fair value of the public warrants for periods where no observable traded price was available, using the same expected volatility as was used in measuring the fair value of the Private Placement Warrants. For periods subsequent to the detachment of the warrants from the Units, the close price of the public warrant price was used as the fair value as of each relevant date. The key inputs into the Monte Carlo simulation model Public Warrants and the Black-Scholes-Merton model for the Private Placement Warrants were as follows: March 9, 2021 December 31, Input Public Private Private Share Price $ 10.00 $ 9.59 $ 9.82 Exercise Price $ 11.50 $ 11.50 $ 11.50 Volatility 26.9 % 26.0 % 24.0 % Term (years) 5.00 5.00 5.00 Dividend Yield 0.00 0.00 % 0.00 % Risk Free Rate 1.21 % 1.34 % 1.26 % The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement (1) Public Warrant Liabilities Fair value as of January 13, 2021 (inception) $ — $ — $ — Initial measurement on March 9, 2021 9,075,018 10,423,226 19,498,244 Change in fair value (229,947 ) (255,785 ) (485,732 ) Transfer to Level 1 from Level 3 — (10,167,441 ) (10,167,441 ) Fair value as of December 31, 2021 $ 8,845,071 $ — $ 8,845,071 (1) As a result of the difference in fair value of $1.77 per share of the Private Placement warrants and the purchase of $1.50 per share (see Note 4), the Company recorded a charge of $1.4 million as of the date of the Private Placement which is included in the private placement liability initial measurement within this table but is reported as part of the change in fair value of the warrant liabilities in the statement of operations.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 10. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policiess (Policies)	12 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”).
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. 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. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant liabilities. Accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents in its operating account as of December 31, 2021.
Offering Costs	Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that are directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities were expensed as incurred in the statement of operations. Offering costs associated with the Class A ordinary shares issued were charged to temporary equity upon the completion of the Initial Public Offering. Offering costs amounting to $13,954,038 were charged to shareholders’ equity or expensed upon the completion of the Initial Public Offering, and $609,973 of the offering costs were related to the warrant liabilities and charged to the statement of operations.
Warrant liabilities	Warrant Liabilities We do not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. We evaluate all of our financial instruments, including issued share purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to Accounting Standards Codification (“ASC”) 480 and ASC 815. We account for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to our own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-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. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2021, Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A ordinary shares resulted in charges against additional paid-in At December 31, 2021, the Class A ordinary shares reflected in the balance sheets are reconciled in the following table: Gross proceeds $ 255,784,660 Less: Proceeds allocated to Public Warrants (10,423,226 ) Class A ordinary shares issuance costs (13,954,038 ) Plus: Accretion of carrying value to redemption value 24,377,264 Class A ordinary shares subject to possible redemption $ 255,784,660
Income Taxes	Income Taxes The Company accounts for income taxes under 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 to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented.
Net Loss per Ordinary Share	Net Loss per Ordinary Share The Company complies with accounting and disclosure requirements of FASB ASC 260, “Earnings Per Share”. Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding for the period. Accretion associated with the redeemable shares of Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value. The calculation of diluted loss per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 11,521,746 Class A ordinary shares in the aggregate. As of December 31, 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net loss per ordinary share is the same as basic net loss per ordinary share for the period presented. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Period from January 13, Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (1,209,879 ) $ (350,968 ) Denominator: Basic and diluted weighted average shares outstanding 21,643,317 6,278,407 Basic and diluted net loss per ordinary share $ (0.06 ) $ (0.06 )
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Fair Value Measurements	Fair Value Measurements 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 (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In 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.
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued non-current net-cash
Recent Accounting Standards	Recent Accounting Standards In August 2020, FASB issued Accounting Standards Update (“ASU”) 2020-06, 470-20) 815-40) 2020-06”) convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted 2020-06 2020-06 Management does not believe that any other recently issued, but not yet effective, account standard updates, if currently adopted, would have a material effect on the accompanying financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2021
Earnings Per Share [Abstract]
Schedule of Class A Ordinary Shares Reflected in the Condensed Balance Sheet	At December 31, 2021, the Class A ordinary shares reflected in the balance sheets are reconciled in the following table: Gross proceeds $ 255,784,660 Less: Proceeds allocated to Public Warrants (10,423,226 ) Class A ordinary shares issuance costs (13,954,038 ) Plus: Accretion of carrying value to redemption value 24,377,264 Class A ordinary shares subject to possible redemption $ 255,784,660
Schedule of Earnings Per Share Basic And Diluted	The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): Period from January 13, Class A Class B Basic and diluted net loss per ordinary share Numerator: Allocation of net loss, as adjusted $ (1,209,879 ) $ (350,968 ) Denominator: Basic and diluted weighted average shares outstanding 21,643,317 6,278,407 Basic and diluted net loss per ordinary share $ (0.06 ) $ (0.06 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value, Assets Measured on Recurring Basis	The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, Assets: Investments held in Trust Account –U.S. Treasury Securities Money Market Fund 1 $ 255,806,358 Liabilities: Warrant liability – Public Warrants 1 $ 6,330,670 Warrant liability – Private Placement Warrants 3 8,845,071
Summary of public warrants and the black-scholes-merton model	The key inputs into the Monte Carlo simulation model Public Warrants and the Black-Scholes-Merton model for the Private Placement Warrants were as follows: March 9, 2021 December 31, Input Public Private Private Share Price $ 10.00 $ 9.59 $ 9.82 Exercise Price $ 11.50 $ 11.50 $ 11.50 Volatility 26.9 % 26.0 % 24.0 % Term (years) 5.00 5.00 5.00 Dividend Yield 0.00 0.00 % 0.00 % Risk Free Rate 1.21 % 1.34 % 1.26 %
Summary of changes in fair value of the warrant liabilities	The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement (1) Public Warrant Liabilities Fair value as of January 13, 2021 (inception) $ — $ — $ — Initial measurement on March 9, 2021 9,075,018 10,423,226 19,498,244 Change in fair value (229,947 ) (255,785 ) (485,732 ) Transfer to Level 1 from Level 3 — (10,167,441 ) (10,167,441 ) Fair value as of December 31, 2021 $ 8,845,071 $ — $ 8,845,071 (1) As a result of the difference in fair value of $1.77 per share of the Private Placement warrants and the purchase of $1.50 per share (see Note 4), the Company recorded a charge of $1.4 million as of the date of the Private Placement which is included in the private placement liability initial measurement within this table but is reported as part of the change in fair value of the warrant liabilities in the statement of operations.

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	Mar. 11, 2022	Mar. 09, 2021	Dec. 31, 2021	Jan. 12, 2021
Proceeds from warrants issued			$ 7,690,693
Stock issued, transaction costs		$ 14,564,011
Underwriting fees		5,115,693
Deferred underwriting fees		8,952,463
Other offering costs		495,855
Investments in Trust Account		255,784,660
Cash			449,338	$ 0
Working Capital Deficit			1,806,605
Assets held in trust non current			255,806,358
US Treasury Securities [Member]
Cash			449,338
Assets held in trust non current			255,806,358
FinAccel [Member]
Percentage of ordinary shares equal to Fully Diluted Share in the Termination Agreement	3.50%
Termination Reimbursement Amount ,Default interest Rate	5.00%
Working Capital Loans [Member]
Assets held in trust non current			255,806,358
Minimum [Member] | FinAccel [Member]
Termination Reimbursement Amount	$ 4,000,000
IPO [Member]
Number of units issued		25,578,466	25,578,466
Gross proceeds from units issued		$ 255,784,660
Shares issued, price per share		$ 10
Private Placement Warrants [Member]
Number of warrants issued		5,127,129
Number of warrants issued, price per share		$ 1.50
Proceeds from warrants issued		$ 7,690,693
Over-Allotment Option [Member]
Number of units issued		$ 3,078,466	$ 3,078,466
Shares issued, price per share		$ 10	$ 10

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2021USD ($)shares
Cash equivalents	$ 0
Offering costs charged to equity	13,954,038
Unrecognized Tax Benefits	0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	0
FDIC Insured Amount	250,000
Transaction costs allocable to warrant liabilities	$ 609,973
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares	11,521,746

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Class A Ordinary Shares Reflected in the Condensed Balance Sheet (Details) - USD ($)	12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021
Temporary Equity [Line Items]
Proceeds allocated to Public Warrants	$ (7,690,693)
Accretion of carrying value to redemption value	24,377,256
Common Class A [Member]
Temporary Equity [Line Items]
Gross proceeds	255,784,660
Proceeds allocated to Public Warrants	(10,423,226)
Class A ordinary shares issuance costs	(13,954,038)
Accretion of carrying value to redemption value	$ 24,377,264
Class A ordinary shares subject to possible redemption		$ 255,784,660

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Schedule of Earnings Per Share Basic And Diluted (Detail)	12 Months Ended
	Dec. 31, 2021USD ($)$ / sharesshares
Basic and diluted net loss per ordinary share Numerator:
Allocation of net loss, as adjusted	$ (1,560,847)
Common Class A [Member]
Basic and diluted net loss per ordinary share Numerator:
Allocation of net loss, as adjusted	$ (1,209,879)
Basic and diluted net loss per ordinary share Denominator:
Basic and diluted weighted average shares outstanding | shares	21,643,317
Basic and diluted net loss per ordinary share | $ / shares	$ (0.06)
Common Class B [Member]
Basic and diluted net loss per ordinary share Numerator:
Allocation of net loss, as adjusted	$ (350,968)
Basic and diluted net loss per ordinary share Denominator:
Basic and diluted weighted average shares outstanding | shares	6,278,407	[1]
Basic and diluted net loss per ordinary share | $ / shares	$ (0.06)
[1]	In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 74,133 Founder Shares were forfeited and 769,617 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,394,617 Founder Shares outstanding at December 31, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding.

Initial Public offering - Addit

Initial Public offering - Additional Information (Detail) - USD ($)	Mar. 09, 2021	Dec. 31, 2021
Disclosure Of Initial Public Offer [Line Items]
Exercise price of warrants		$ 11.50
Public Warrants [Member]
Disclosure Of Initial Public Offer [Line Items]
Exercise price of warrants		$ 11.50
IPO [Member]
Disclosure Of Initial Public Offer [Line Items]
Number of units issued	$ 25,578,466	$ 25,578,466
Shares issued, price per share	$ 10
Over-Allotment Option [Member]
Disclosure Of Initial Public Offer [Line Items]
Number of units issued	$ 3,078,466	$ 3,078,466
Shares issued, price per share	$ 10	$ 10

Private Placement - Additional

Private Placement - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2021USD ($)$ / sharesshares
Private Placement [Line Items]
Proceeds from warrants issued | $	$ 7,690,693
Exercise price of warrants | $ / shares	$ 11.50
Private Placement Warrants [Member]
Private Placement [Line Items]
Proceeds from warrants issued | $	$ 7,690,694
Private Placement Warrants [Member] | Private Placement [Member]
Private Placement [Line Items]
Number of warrants issued | shares	5,127,129
Number of warrants issued, price per share | $ / shares	$ 1.50

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)		Mar. 09, 2021	Mar. 04, 2021	Jan. 15, 2021	Jan. 14, 2021	Jan. 12, 2022	Dec. 31, 2021
Related Party Transaction [Line Items]
Stock shares issued during the period value for services rendered	[1]						$ 25,000
Shares forfeited				718,750
Repayment of promissory note							93,142
Debt Instrument maturity date description					The Promissory Note was non-interest bearing and payable on the earlier of (i) December 31, 2021 or (ii) the completion of the Initial Public Offering.
Sponsor [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Working capital loan convertible into warrants							$ 1,500,000
Debt instrument conversion price							$ 1.50
Sponsor [Member] | Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction expenses			$ 10,000				$ 100,000
Sponsor [Member] | Administrative Support Agreement [Member] | Accrued Liabilities [Member]
Related Party Transaction [Line Items]
Due to Related Parties, Noncurrent							$ 90,000
Sponsor [Member] | Related Party Loan [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Promissory Note face amount					$ 300,000
Debt instrument maturity date							Dec. 31, 2021
Repayment of promissory note		$ 93,142
Founder Shares [Member] | Lock In Period Two [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Lock in period after business combination founder shares							150 days
Class A [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding							25,578,466
Class A [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Percentage of common stock shares outstanding							20.00%
Number of consecutive trading days for determining the share price							20 days
Number of trading days for determining the share price							30 days
Class A [Member] | Founder Shares [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Share Price							$ 12
Class B [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding							6,394,617
Class B [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Stock shares issued during the period shares for services rendered					7,187,500
Stock shares issued during the period value for services rendered					$ 25,000
Common stock shares outstanding				6,468,750	6,408,750		6,394,617
Common stock share subject to forfeiture							843,750
Percentage of common stock shares outstanding							20.00%
Shares forfeited						74,133	74,133
Common stock shares not subject to forfeiture							769,617
Class B [Member] | Founder Shares [Member] | Board Of Directors [Member]
Related Party Transaction [Line Items]
Shares transferred to related party					60,000
[1]	In connection with the underwriters’ partial exercise of the over-allotment option and the forfeiture of the remaining overallotment option on March 9, 2021, 74,133 Founder Shares were forfeited and 769,617 Founder Shares are no longer subject to forfeiture resulting in an aggregate of 6,394,617 Founder Shares outstanding at December 31, 2021. These shares were excluded from the calculation of weighted average shares outstanding until they were no longer subject to forfeiture. If forfeited, they have been excluded from the calculation of weighted average shares outstanding.

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	Mar. 11, 2022	Dec. 31, 2021
Commitments And Contingencies [Line Items]
Deferred underwriting fee payable		$ 8,952,463
Sale of stock price per share		$ 9.20
FinAccel [Member]
Commitments And Contingencies [Line Items]
Percentage of ordinary shares equal to Fully Diluted Share in the Termination Agreement	3.50%
Termination Reimbursement Amount ,Default interest Rate	5.00%
FinAccel [Member] | Maximum [Member]
Commitments And Contingencies [Line Items]
Termination Reimbursement Amount	$ 4,000,000
Underwriting Agreement [Member]
Commitments And Contingencies [Line Items]
Deferred underwriting fee payable per share		$ 0.35
Deferred underwriting fee payable		$ 8,952,463
Class A [Member] | Subscription Agreement [Member] | Hold Co [Member]
Commitments And Contingencies [Line Items]
Sale of stock price per share		$ 10
Business combination consideration transferred		$ 120,000,000

Shareholders' equity - Addition

Shareholders' equity - Additional Information (Detail) - $ / shares	12 Months Ended
	Dec. 31, 2021	Jan. 15, 2021	Jan. 14, 2021
Subsidiary or Equity Method Investee [Line Items]
Preferred stock shares authorized	5,000,000
Preferred Stock par or stated value per share	$ 0.0001
Preferred Stock, Shares Issued	0
Preferred Stock, Shares Outstanding	0
Class A [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares Authorized	500,000,000
Common stock description of voting rights	one vote
Common Stock, Par Value	$ 0.0001
Common Stock, Shares, Issued	25,578,466
Common Stock, Shares, Outstanding	25,578,466
Class A [Member] | Founder Shares [Member]
Subsidiary or Equity Method Investee [Line Items]
Percentage of common stock shares outstanding	20.00%
Class B [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares Authorized	50,000,000
Common stock description of voting rights	one vote
Common Stock, Par Value	$ 0.0001
Common Stock, Shares, Issued	6,394,617
Common Stock, Shares, Outstanding	6,394,617
Class B [Member] | Founder Shares [Member]
Subsidiary or Equity Method Investee [Line Items]
Common Stock, Shares, Outstanding	6,394,617	6,468,750	6,408,750
Percentage of common stock shares outstanding	20.00%

Warrant Liabilities - Additiona

Warrant Liabilities - Additional Information (Detail) - $ / shares	9 Months Ended	12 Months Ended
	Sep. 30, 2021	Dec. 31, 2021
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights term		5 years
Sale of stock issue price per share		$ 9.20
Private Placement Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants outstanding		5,127,129
Public Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants outstanding		6,394,617
Warrant Redemption Price Two [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights number of days from the closure of business combination within which exercising can be done		1 year
Event Trigerring The Value Of Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price		$ 9.20
Number of consecutive trading days for determining the share price		10 days
Percentage of gross proceeds from share issue for the purposes of business combination		60.00%
Event Trigerring The Value Of Warrants [Member] | Market Value [Member]
Subsidiary or Equity Method Investee [Line Items]
Redemption price of warrants in percentage		115.00%
Redemption price of common stock percentage		180.00%
Event Trigerring The Value Of Warrants [Member] | Newly Issued Price [Member]
Subsidiary or Equity Method Investee [Line Items]
Redemption price of common stock percentage		10.00%
Triggering Share Price One [Member] | Maximum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price		$ 18
Number of consecutive trading days for determining the share price		30 days
Number of trading days for determining the share price		20 days
Triggering Share Price One [Member] | Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price		$ 18
Number of days of notice to be given for the redemption of warrants		30 days
Number of consecutive trading days for determining the share price		20 days
Number of trading days for determining the share price		30 days
Number of days prior to the date of notifying the warrant holders for determining the total trading period		3 days
Triggering Share Price Two [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights redemption price		$ 0.10
Number of days of notice to be given for the redemption of warrants		30 days
Triggering Share Price Two [Member] | Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Share Price		$ 10
Number of consecutive trading days for determining the share price		20 days
Number of trading days for determining the share price		30 days
Number of days prior to the date of notifying the warrant holders for determining the total trading period		3 days
Warrant Excercise Period One [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights number of days from the closure of business combination within which exercising can be done	30 days
Warrant Excercise Period One [Member] | Triggering Share Price One [Member] | Minimum [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights redemption price		$ 0.01
Private Placement Warrants And Class A Stock Issuable Upon Exercise Of Private Placement Warrants [Member]
Subsidiary or Equity Method Investee [Line Items]
Class of warrants or rights lock in period		30 days

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis (Detail) - USD ($)	Dec. 31, 2021	Mar. 09, 2021
Assets:
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund		$ 255,784,660
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member]
Assets:
Investments held in Trust Account – U.S. Treasury Securities Money Market Fund	$ 255,806,358
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Public Warrants [Member]
Liabilities:
Warrant Liability	6,330,670
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Private Placement Warrants [Member]
Liabilities:
Warrant Liability	$ 8,845,071

Fair Value Measurements - Summa

Fair Value Measurements - Summary Of Public Warrants and the Black-Scholes-Merton model (Detail)	Dec. 31, 2021yr	Mar. 09, 2021yr
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	9.82
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	11.50
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	24
Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	5
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	0
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	1.26
Public Warrants [Member] | Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		10
Public Warrants [Member] | Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		11.50
Public Warrants [Member] | Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		26.9
Public Warrants [Member] | Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		5
Public Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		0
Public Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		1.21
Private Placement Warrants [Member] | Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		9.59
Private Placement Warrants [Member] | Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		11.50
Private Placement Warrants [Member] | Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		26
Private Placement Warrants [Member] | Measurement Input, Expected Term [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		5
Private Placement Warrants [Member] | Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		0
Private Placement Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input		1.34

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Changes in Fair Value of the Warrant Liabilities (Detail)	12 Months Ended
	Dec. 31, 2021USD ($)
Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Initial measurement on March 9, 2021	$ 19,498,244
Change in fair value	(485,732)
Transfer to Level 1 from Level 3	(10,167,441)
Fair value as of Ending	8,845,071
Private Placement Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value as of Ending	8,845,071
Private Placement Warrants [Member] | Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Initial measurement on March 9, 2021	9,075,018
Change in fair value	(229,947)
Transfer to Level 1 from Level 3	0
Public Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair value as of Ending	0
Public Warrants [Member] | Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Initial measurement on March 9, 2021	10,423,226
Change in fair value	(255,785)
Transfer to Level 1 from Level 3	$ (10,167,441)

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Changes in Fair Value of the Warrant Liabilities (Detail) (Parenthetical)	12 Months Ended
	Dec. 31, 2021USD ($)$ / shares
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Warrant exercise price decrease | $ / shares	$ 1.77
Changes in fair value of warrant liability | $	$ (2,938,178)
Private Placement Warrants [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Class of warrant or right price per warrant | $ / shares	$ 1.50
Changes in fair value of warrant liability | $	$ 1,400,000

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail)	12 Months Ended
	Dec. 31, 2021USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in trust non current	$ 255,806,358
Fair Value, Inputs, Level 1 [Member] | Warrant Liabilities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Transfer from level three to level one assets	10,167,441
US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets held in trust non current	$ 255,806,358