L Catterton Asia Acquisition 10-Q 22 Nov 21 2021 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2021	Nov. 19, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Entity File Number	001-40196
Entity Registrant Name	L Catterton Asia Acquisition Corp
Entity Incorporation, State or Country Code	KY
Entity Tax Identification Number	98-1577355
Entity Address, Address Line One	8 Marina View
Entity Address, Address Line Two	Asia Square Tower 1
Entity Address, Address Line Three	41-03
Entity Address, Country	SG
Entity Address, Postal Zip Code	018960
City Area Code	65
Local Phone Number	6672 7600
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity Central Index Key	0001841024
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false
Transition Report	false
Unit Each Consisting Of One Class Common Stock And One Third Redeemable Warrant
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A ordinary share, $0.0001 par value, and one-third of one redeemable warrant
Trading Symbol	LCAAU
Security Exchange Name	NASDAQ
Class A Ordinary shares
Document Information [Line Items]
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	LCAA
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		28,650,874
Redeemable warrants, each whole warrant exercisable for one share of Class A ordinary stock at an exercise price of $1.50 per share
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable for one share of Class A ordinary stock at an exercise price of $1.50 per share
Trading Symbol	LCAAW
Security Exchange Name	NASDAQ
Class B Ordinary shares
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		7,162,718

CONDENSED BALANCE SHEET (UNAUDI

CONDENSED BALANCE SHEET (UNAUDITED)	Sep. 30, 2021USD ($)
Current assets
Cash	$ 684,317
Prepaid expenses	448,447
Total current assets	1,132,764
Other assets	189,984
Cash and securities held in Trust Account	286,525,645
Total Assets	287,848,393
Liabilities and Shareholders' Deficit
Accounts payable and accrued expenses	46,610
Due to related party	40,000
Total current liabilities	86,610
Deferred underwriting fee	10,027,806
Warrant liability	10,525,952
Total liabilities	20,640,368
Commitments and Contingencies (Note 7)
Shareholders' Deficit:
Preferred share, $0.0001 par value; 2,000,000 shares authorized; none issued and outstanding
Accumulated Deficit	(19,318,337)
Total shareholders' deficit	(19,317,620)
Total Liabilities and Shareholders' Deficit	287,848,393
Class A common stock subject to redemption
Liabilities and Shareholders' Deficit
Class A Ordinary shares subject to possible redemption, 28,650,874 shares at redemption value	286,525,645
Class B Ordinary shares
Shareholders' Deficit:
Ordinary shares	$ 717

CONDENSED BALANCE SHEET (UNAU_2

CONDENSED BALANCE SHEET (UNAUDITED) (Parenthetical)	Sep. 30, 2021$ / sharesshares
Preferred stock, par value, (per share) | $ / shares	$ 0.0001
Preferred stock, shares authorized	2,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Class A Ordinary shares
Common shares, par value, (per share) | $ / shares	$ 0.0001
Common shares, shares authorized	200,000,000
Common shares, shares issued	0
Common shares, shares outstanding	0
Class A common stock subject to redemption
Number of shares subject to redemption	28,650,874
Class B Ordinary shares
Common shares, par value, (per share) | $ / shares	$ 0.0001
Common shares, shares authorized	20,000,000
Common shares, shares issued	7,162,718
Common shares, shares outstanding	7,162,718

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Formation and operating costs	$ 229,110	$ 578,966
Loss from Operations	(229,110)	(578,966)
Other income (expense):
Interest earned on marketable securities held in Trust Account	3,686	16,904
Offering costs allocated to warrants		(695,493)
Change in fair value of warrant liability	3,759,269	8,568,615
Total other income	3,762,955	7,890,026
Net income	3,533,845	7,311,060
Class A Ordinary shares
Other income (expense):
Net income	$ 2,827,076	$ 5,547,026
Weighted average shares outstanding basic	28,650,874	21,179,617
Weighted average shares outstanding diluted	28,650,874	21,179,617
Basic net income per share	$ 0.10	$ 0.26
Diluted net income per share	$ 0.10	$ 0.26
Class B Ordinary shares
Other income (expense):
Net income	$ 706,769	$ 1,764,034
Weighted average shares outstanding basic	7,162,718	6,735,424
Weighted average shares outstanding diluted	7,162,718	6,735,424
Basic net income per share	$ 0.10	$ 0.26
Diluted net income per share	$ 0.10	$ 0.26

CONDENSED STATEMENT OF CHANGES

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($)	Class A Ordinary shares	Class B Ordinary sharesCommon Stock	Class B Ordinary shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning at Jan. 04, 2021				$ 0	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Class B ordinary shares issued to Sponsor		$ 719		24,281	0	$ 25,000
Class B ordinary shares issued to Sponsor (in shares)			7,187,500
Sale of 28,650,874 Units, net of underwriting discount and offering expenses, and fair value of Public Warrants	$ 2,865			258,602,849	0	258,605,714
Sale of 28,650,874 Units, net of underwriting discount and offering expenses, and fair value of Public Warrants (in shares)	28,650,874
Proceeds received in excess of fair value of Private Placement Warrants				1,266,251	0	1,266,251
Net income (loss)				0	(1,090,322)	(1,090,322)
Ordinary shares subject to possible redemption	$ (2,865)			(259,893,381)	(26,615,472)	(286,511,718)
Ordinary shares subject to possible redemption (in shares)	(28,650,874)
Balance at the end at Mar. 31, 2021		719		0	(27,705,794)	(27,705,075)
Balance at the end (in shares) at Mar. 31, 2021	0		7,187,500
Balance at the beginning at Jan. 04, 2021				0	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 5,547,026		$ 1,764,034			7,311,060
Balance at the end at Sep. 30, 2021		717		0	(19,318,337)	(19,317,620)
Balance at the end (in shares) at Sep. 30, 2021			7,162,718
Balance at the beginning at Mar. 31, 2021		719		0	(27,705,794)	(27,705,075)
Balance at the beginning (in shares) at Mar. 31, 2021	0		7,187,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)				0	4,867,537	4,867,537
Forfeiture of Class B common stock held by initial stockholders		(2)		0	2
Forfeiture of Class B common stock held by initial stockholders (in shares)			(24,782)
Ordinary shares subject to possible redemption				0	(10,241)	(10,241)
Balance at the end at Jun. 30, 2021		717		0	(22,848,496)	(22,847,779)
Balance at the end (in shares) at Jun. 30, 2021			7,162,718
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	$ 2,827,076		$ 706,769	0	3,533,845	3,533,845
Ordinary shares subject to possible redemption				0	(3,686)	(3,686)
Balance at the end at Sep. 30, 2021		$ 717		$ 0	$ (19,318,337)	$ (19,317,620)
Balance at the end (in shares) at Sep. 30, 2021			7,162,718

CONDENSED STATEMENT OF CHANGE_2

CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (UNAUDITED) (Parenthetical)	3 Months Ended
	Mar. 31, 2021shares
Class A Ordinary shares
Sale of 28,650,874 Units, net of underwriting discount and offering expenses, and fair value of Public Warrants (in shares)	28,650,874

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS (UNAUDITED)	9 Months Ended
	Sep. 30, 2021USD ($)
Cash flows from operating activities:
Net Income	$ 7,311,060
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on marketable securities held in Trust Account	(16,904)
Offering costs allocated to warrants	695,493
Change in fair value of warrant liability	(8,568,615)
Changes in operating assets and liabilities:
Prepaid assets	(448,447)
Other assets	(189,984)
Accounts payable and accrued expenses	46,610
Due to related party	40,000
Net cash used in operating activities	(1,130,787)
Cash Flows from Investing Activities:
Investment of cash in Trust Account	(286,508,741)
Net cash used in investing activities	(286,508,741)
Cash Flows from Financing Activities:
Proceeds from issuance of Class B ordinary shares to Sponsor	25,000
Proceeds from sale of Units, net of underwriting discount	280,778,566
Proceeds from sale of Private Placement Warrants	8,230,176
Payment of offering costs	(709,897)
Net cash provided by financing activities	288,323,845
Net change in cash	684,317
Cash, end of the period	684,317
Supplemental disclosure of cash flow information:
Offering costs paid by Sponsor on behalf of the Compan	80,000
Change in value of ordinary shares subject to possible redemption	16,905
Deferred underwriters' discount payable charged to additional paid-in capital	$ 10,027,806

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2021
Organization and Business Operations
Organization and Business Operations	Note 1 — Organization and Business Operations L Catterton Asia Acquisition Corp (the “Company”) was incorporated as a Cayman Islands exempted company on January 5, 2021. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar Business Combination with one or more businesses or entities (the “Business Combination”). As of September 30, 2021, the Company had not commenced any operations. All activity through September 30, 2021 relates to the Company’s formation and the Initial Public Offering (“IPO”) which is described below, and identifying a target company 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 income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statement for the Company’s IPO was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on March 10, 2021 (the “Effective Date”). On March 15, 2021, the Company consummated the IPO of 25,000,000 units ((the “Units” and, with respect to the Class A ordinary shares included in the Units sold, the “Public Shares”), at $10.00 per Unit, generating gross proceeds of $250,000,000, which is discussed in Note 5. Each Unit consists of one Class A ordinary share, and one-third of one redeemable warrant to purchase one Class A ordinary share at a price of $11.50 per whole share. Simultaneously with the closing of the IPO, the Company consummated the issuance and sale of 5,000,000 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to LCA Acquisition Sponsor, LP, a Cayman Islands limited partnership (the “Sponsor”), generating gross proceeds of $7,500,000, which is discussed in Note 6. On March 24, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,650,874 Over-Allotment Units, generating an aggregate of gross proceeds of $36,508,740, and incurred $730,175 in cash underwriting fees. Simultaneously with the closing of the exercise of the overallotment option, the Company completed the sale of an aggregate of an additional 486,784 Private Placement Warrants to the Sponsor, at a purchase price of $1.50 per Private Warrant, generating gross proceeds of $730,176. Transaction costs of the IPO and the over-allotment amounted to $16,467,878 consisting of $5,730,175 of underwriting discount, $10,027,806 of deferred underwriting discount, and $709,897 of other offering costs. Of the total transaction costs of $16,467,878, $695,493 was allocated to expense associated with the warrant liability. Following the closing of the IPO on March 15, 2021, and closing of the over-allotment on March 24, 2021, $286,508,741 ($10.00 per Unit) from the net offering proceeds of the sale of the Units in the IPO and over-allotment, and the sale of the Private Placement Units was placed in a trust account (the “Trust Account”) and invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, (the “investment company act”), having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act that invest only in direct U.S. government treasury obligations. ​ Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its income taxes, if any, the Company’s amended and restated memorandum and articles of association, and subject to the requirements of law and regulation, will provide that the proceeds from the IPO and the sale of the Private Placement Warrants held in the Trust Account will not be released from the Trust Account (i) to the Company, until the completion of the initial Business Combination, or (ii) to the Company’s Public Shareholders, until the earliest of (a) the completion of the initial Business Combination, and then only in connection with those Class A ordinary shares that such shareholders properly elected to redeem, subject to the limitations described herein, (b) the redemption of any Public Shares properly tendered in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to provide holders of its Class A ordinary shares the right to have their shares redeemed in connection with the initial Business Combination or to redeem 100% of the Company’s Public Shares if the Company does not complete its initial Business Combination prior to March 15, 2023 (the “Combination Period”) or (B) with respect to any other provision relating to the rights of holders of the Company’s Class A ordinary shares, and (c) the redemption of the Public Shares if the Company has not consummated its Business Combination with the Combination Period, subject to applicable law. Public Shareholders who redeem their Class A ordinary shares in connection with a shareholder vote described in clause (b) in the preceding sentence shall not be entitled to funds from the Trust Account upon the subsequent completion of an initial Business Combination or liquidation if the Company has not consummated an initial Business Combination within the Combination Period, with respect to such Class A ordinary shares so redeemed. The Company will provide shareholders (the “Public Shareholders”) of its Class A ordinary shares, par value $0.0001, sold in the IPO (the “Public Shares”), with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem all or a portion of their Public Shares upon the completion of the initial Business Combination at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two If the Company is unable to complete a Business Combination during the Combination Period or during any extension period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten ​ The Sponsor, officers and directors have agreed to (i) waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of the initial Business Combination, (ii) waive their redemption rights with respect to their Founder Shares and Public Shares in connection with a shareholder vote to approve an amendment to the Company’s amended and restated memorandum and articles of association (A) that would modify the substance or timing of the Company’s obligation to provide holders of the Class A ordinary shares the right to have their shares redeemed in connection with the initial Business Combination or to redeem 100% of its Public Shares if the Company does not complete its initial Business Combination within the Combination Period or (B) with respect to any other provision relating to the rights of holders of the Company’s Class A ordinary shares; (iii) waive their rights to liquidating distributions from the Trust Account with respect to their Founder Shares if the Company fails to complete an initial Business Combination within the Combination Period, although they will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares they hold if the Company fails to complete the initial Business Combination within the prescribed timeframe, and (iv) vote their Founder Shares and Public Shares in favor of the Company’s initial Business Combination. Liquidity and Capital Resources As of September 30, 2021, the Company had approximately $0.7 million in its operating bank account, and working capital of approximately $1.0 million. The Company’s liquidity needs up to March 15, 2021 were satisfied through a capital contribution from the Sponsor of $25,000 (see Note 7) for the founder shares and the loan under an unsecured promissory note from the Sponsor of up to $300,000 and offering costs and expenses paid for by related parties (see Note 7). Subsequent to the consummation of the IPO, the Company’s liquidity needs have been satisfied through the net proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the officers and directors may, but are not obligated to, provide the Company with working capital loans. As of September 30, 2021, there were no amounts outstanding under any working capital loan. The Company will be using the funds held outside of the Trust Account for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. Based on the foregoing, management concluded that there is substantial doubt about the Company’s ability to continue as a going concern, however, the Company has obtained commitment from the Sponsor to fund any working capital needs of the Company at least one year from the issuance of these financial statements, alleviating the substantial doubt. Risks and Uncertainties Management is continuing to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that it could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Restatement of Previously Issue

Restatement of Previously Issued Financial Statements	9 Months Ended
	Sep. 30, 2021
Restatement of Previously Issued Financial Statements.
Restatement of Previously Issued Financial Statements	Note 2 — Restatement of Previously Issued Financial Statements In the Company’s previously issued financial statements, a portion of the public shares were classified as permanent equity to maintain stockholders’ equity greater than $5,000,000 on the basis that the Company will consummate its initial business combination only if the Company has net tangible assets of at least $5,000,001. Thus, the Company can only complete a merger and continue to exist as a public company if there is sufficient Public Shares that do not redeem at the merger and so it is appropriate to classify the portion of its public shares required to keep its stockholders’ equity above the $5,000,000 threshold as “shares not subject to redemption.” However, in light of recent comment letters issued by the Securities & Exchange Commission (“SEC”) to several special purpose acquisition companies, management re-evaluated the Company’s application of ASC 480-10-99 to its accounting classification of public shares. Upon re-evaluation, management determined that the public shares include certain provisions that require classification of the public shares as temporary equity regardless of the minimum net tangible asset required by the Company to complete its initial business combination. In accordance with SEC Staff Accounting Bulletin No. 99, “Materiality,” and SEC Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements;” the Company evaluated the changes and has determined that the related impacts were material to previously presented financial statements. Therefore, the Company, in consultation with its Audit Committee, concluded that its previously issued financial statements impacted should be restated to report all public shares as temporary equity. As such the Company is restating those periods in this Quarterly Report. Impact of the Restatement The impact to the balance sheet as of March 15, 2021, the balance sheet as of March 31, 2021 and the balance sheet as of June 30, 2021 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Adjustment As Restated Balance Sheet as of March 15, 2021 (as restated in footnote 2 of form 10Q filed on June 4, 2021) Ordinary shares subject to possible redemption ​ $ 221,123,278 ​ $ 28,876,722 ​ $ 250,000,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 289 ​ (289) ​ — Class B Ordinary shares, $0.0001 par value ​ 719 ​ — ​ 719 Additional Paid in Capital ​ 5,658,175 ​ (5,658,175) ​ — Accumulated Deficit ​ (659,180) ​ (23,218,258) ​ (23,877,438) Total Stockholders' Equity (Deficit) ​ $ 5,000,003 ​ $ (28,876,722) ​ $ (23,876,719) Number of shares subject to redemption ​ 22,112,328 ​ 2,887,672 ​ 25,000,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Sheet as of March 31, 2021 (per form 10-Q filed on June 4, 2021) Ordinary shares subject to possible redemption ​ $ 253,806,640 ​ $ 32,705,078 ​ $ 286,511,718 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 327 ​ (327) ​ — Class B Ordinary shares, $0.0001 par value ​ 719 ​ — ​ 719 Additional Paid in Capital ​ 6,089,279 ​ (6,089,279) ​ — Accumulated Deficit ​ (1,090,322) ​ (26,615,472) ​ (27,705,794) Total Stockholders' Equity (Deficit) ​ $ 5,000,003 ​ $ (32,705,078) ​ $ (27,705,075) Number of shares subject to redemption ​ 25,380,664 ​ 3,270,210 ​ 28,650,874 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Sheet as of June 30, 2021 (per form 10-Q filed on August 11, 2021) Ordinary shares subject to possible redemption ​ $ 258,674,179 ​ $ 27,847,780 ​ $ 286,521,959 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 278 ​ (278) ​ — Class B Ordinary shares, $0.0001 par value ​ 717 ​ — ​ 717 Additional Paid in Capital ​ 1,221,791 ​ (1,221,791) ​ 2 Retained Earnings (Accumulated Deficit) ​ 3,777,215 ​ (26,625,711) ​ (22,848,498) Total Stockholders' Equity (Deficit) ​ $ 5,000,001 ​ $ (27,847,780) ​ $ (22,847,779) Number of shares subject to redemption ​ 25,867,418 ​ 2,783,456 ​ 28,650,874 ​ The impact to the Statement of Operations for the three months ended March 31, 2021 and the Statements of Operations for the three months and six months ended of June 30, 2021 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Adjustment As Restated Statement of Operations for the three months ended March 31, 2021 (per form 10-Q filed on June 4, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 23,666,384 ​ (18,384,907) ​ 5,281,477 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ (0.10) ​ $ (0.10) Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 6,999,117 ​ (1,172,934) ​ 5,826,183 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ (0.16) ​ $ 0.06 ​ $ (0.10) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the three months ended June 30, 2021 (per form 10Q filed on August 11, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 25,386,013 ​ 3,264,861 ​ 28,650,874 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ 0.14 ​ $ 0.14 Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 10,427,579 ​ (3,264,861) ​ 7,162,718 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ 0.47 ​ $ (0.33) ​ $ 0.14 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the six months ended June 30, 2021 (per form 10Q filed on August 11, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 25,115,331 ​ (7,819,079) ​ 17,296,252 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ 0.16 ​ $ 0.16 Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 8,834,352 ​ (2,321,024) ​ 6,513,328 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ 0.43 ​ $ (0.27) ​ $ 0.16 ​

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Significant Accounting Policies
Significant Accounting Policies	Note 3 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The interim results for the three months and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future interim periods. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with US GAAP requires 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 expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021 and December 31, 2020. Marketable Securities Held in Trust Account At September 30, 2021, substantially all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities. Warrant Liabilities The Company evaluated the Public Warrants and Private Placement Warrants (collectively, “Warrants”, which are discussed in Note 3, Note 5, Note 6 and Note 10) in accordance with ASC 815-40, “Derivatives and Hedging — Contracts in Entity’s Own Equity”, and concluded that a provision in the Warrant Agreement related to certain tender or exchange offers precludes the Warrants from being accounted for as components of equity. As the Warrants meet the definition of a derivative as contemplated in ASC 815, the Warrants are recorded as derivative liabilities on the Condensed Balance Sheet and measured at fair value at inception (on the date of the IPO) and at each reporting date in accordance with ASC 820, “Fair Value Measurement”, with changes in fair value recognized in the Condensed Statement of Operations in the period of change. Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of the ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs are 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 are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Class A ordinary shares were charged to temporary equity upon the completion of the Initial Public Offering. Transaction costs of the IPO, including the partial exercise of the over-allotment, amounted to $16,467,878, of which $695,493 were allocated to expense associated with the warrant liability. Ordinary shares Subject to Possible Redemption All of the Class A Ordinary Shares sold as part of the Units in the Public Offering contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s charter. In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Accordingly, at September 30, 2021, all Class A Ordinary Shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets, respectively. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary share to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary share are affected by charges against additional paid in capital and accumulated deficit. Income Taxes ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021, 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’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net Income Per Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Net income per share is computed by dividing net income by the weighted average number of ordinary shares outstanding during the period. The Company has two classes of shares, Class A Ordinary Shares and Class B Ordinary Shares. Earnings and losses are shared pro rata between the two classes of shares. The Company has not considered the effect of warrants sold in the Initial Public Offering and the private placement to purchase 15,037,174 ordinary shares in the calculation of diluted income per share, since the exercise of the warrants is contingent upon the occurrence of future events. As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented. The Company’s condensed statement of operations applies the two-class method in calculating net income per share. Basic and diluted net income per common share for Class A common stock and Class B common stock is calculated by dividing net income attributable to the Company by the weighted average number of shares of Class A common stock and Class B common stock outstanding, allocated proportionally to each class of common stock. Reconciliation of Net Income per Common Share The Company’s net income is adjusted for the portion of net income that is allocable to each class of ordinary shares. The allocable net income is calculated by multiplying net income by the ratio of weighted average number of shares outstanding attributable to Class A and Class B ordinary shares to the total weighted average number of shares outstanding for the period. Accordingly, basic and diluted income per ordinary share is calculated as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months ​ ​ Three Months Ended ​ Ended ​ ​ September 30, ​ September 30, ​ 2021 2021 Class A Common Stock ​ ​ ​ ​ ​ ​ Net income allocable to Class A common stock ​ $ 2,827,076 ​ $ 5,547,026 ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 28,650,874 ​ 21,179,617 Basic and diluted net income per share ​ $ 0.10 ​ $ 0.26 ​ ​ ​ ​ ​ ​ ​ Class B Common Stock ​ ​ ​ ​ Net income allocable to Class B common stock ​ $ 706,769 ​ $ 1,764,034 ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, basic and diluted ​ ​ 7,162,718 ​ ​ 6,735,424 Basic and diluted net income per common share ​ $ 0.10 ​ $ 0.26 ​ Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity The Company’s management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2021
Initial Public Offering.
Initial Public Offering	Note 4 — Initial Public Offering Public Units On March 15, 2021, the Company sold 25,000,000 Units, at a purchase price of $10.00 per Unit, generating gross proceeds of $250,000,000. The Company granted the underwriters in the IPO (the “Underwriters”) a 45 -day option to purchase up to 3,750,000 additional Units to cover over-allotments, if any. On March 24, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,650,874 Over-Allotment Units, generating an aggregate of gross proceeds of $36,508,740. Each Unit consists of one Class A ordinary shares, and one-third of one redeemable warrant to purchase one Class A ordinary shares (the “Public Warrants”). Public Warrants Each whole warrant entitles the holder to purchase one Class A ordinary shares at a price of $11.50 per share, subject to adjustment. The Public Warrants will become exercisable at $11.50 per share on the later of twelve months from the closing of the IPO and 30 days after the completion of the initial Business Combination. Only a whole warrant may be exercised at a given time by a warrant holder. No fractional warrants will be issued upon separation of the units and only whole warrants will trade. The warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of the initial Business Combination, it will use commercially reasonable 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, and it will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed, as specified in the warrant agreement; provided that, 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, it will not be required to file or maintain in effect a registration statement, but the Company will use its commercially reasonably efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial 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, but the Company will use its commercially reasonably efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. In such event, each holder would pay the exercise price by surrendering the warrants for that number of Class A ordinary shares equal to the lesser of (A) the quotient obtained by dividing (x) the product of the number of Class A ordinary shares underlying the warrants, multiplied by the excess of the “fair market value” (defined below) less the exercise price of the warrants by (y) the fair market value and (B) 0.361. The “fair market value” as used in this paragraph shall mean the volume weighted average price of the Class A ordinary shares for the 10 trading days ending on the trading day prior to the date on which the notice of exercise is received by the warrant agent. In no event will the Company be required to net cash settle any warrant. In the event that a registration statement is not effective for the exercised warrants, the purchaser of a unit containing such warrant will have paid the full purchase price for the unit solely for the Class A ordinary share underlying such unit. Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants): ● 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 ordinary shares equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30 -trading day period ending three trading days before the Company send the notice of redemption to the warrant holders. Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00 Once the warrants become exercisable, the Company may redeem the outstanding warrants (except as described herein with respect to the Private Placement Warrants): ● in whole and not in part; ● at $0.10 per warrant upon a minimum of 30 days ’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares, based on the redemption date and the “fair market value” of the Company’s Class A ordinary shares; ● if, and only if, the closing price of the Company’s Class A ordinary shares equals or exceeds $10.00 per public share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant) for any 20 trading days within the 30 -trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders; and ● if the closing price of the Class A ordinary shares for any 20 trading days within a 30 -trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding public warrants, as described above. 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 the initial 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 its Sponsors, or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial 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, the $18.00 per share redemption trigger price described above 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 described above will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price.

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2021
Private Placement.
Private Placement	Note 5 — Private Placement Simultaneously with the closing of the IPO, the Sponsor purchased an aggregate of 5,000,000 Private Placement Warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant, for an aggregate purchase price of $7,500,000, in a private placement. Simultaneously with the closing of the exercise of the overallotment option, the Company completed the sale of an additional 486,784 Private Placement Warrants to the Sponsor, at a purchase price of $1.50 per Private Warrant, generating gross proceeds of $730,176. A portion of the proceeds from the sales of Private Placement Warrants were added to the proceeds from the IPO held in the Trust Account. The Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) will not be transferable, assignable or saleable until 30 days after the completion of the initial Business Combination and they will not be redeemable by the Company (except as described in Note 5) so long as they are held by the Sponsor or its permitted transferees. The Sponsor, or its permitted transferees, have the option to exercise the Private Placement Warrants on a cashless basis. If the Private Placement Warrants are held by holders other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company in all redemption scenarios and exercisable by the holders on the same basis as the warrants included in the units sold in the IPO.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2021
Related Party Transactions
Related Party Transactions	Note 6 — Founder Shares On January 12, 2021, the Sponsor paid $25,000, or approximately $0.003 per share, to cover certain offering costs in consideration for 7,187,500 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”). Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the underwriters’ over-allotment option is exercised. On March 24, 2021, the Underwriters partially exercised the over-allotment option which resulted in 912,719 of the Founder Shares no longer subject to forfeiture. On April 24, 2021, the underwriters’ over-allotment option to purchase up to an additional 99,126 additional units expired, having not been exercised, and accordingly, 24,782 Class B ordinary shares were forfeited by the Company’s initial shareholders for no consideration. The Sponsor, officers and directors have agreed not to transfer, assign or sell any of their Founder Shares until the earliest of (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property (the “Lock-up”). Any permitted transferees would be subject to the same restrictions and other agreements of our Sponsor, officers and directors with respect to any Founder Shares. Due to Related Party Commencing on the date the securities of the Company were first listed on the Nasdaq Capital Market, the Company will reimburse an affiliate of the Sponsor for office space, secretarial and administrative services incurred on behalf of members of the management team, in the amount of $10,000 per month. Upon completion of the initial Business Combination or the Company’s liquidation, it will cease paying these monthly fees. A total of $65,000 has been incurred as of September 30, 2021. As of September 30, 2021, the Company also paid the Sponsor $79,992 for offering costs paid on behalf of the Company. Due to related party as of September 30, 2021 amounts to $40,000. Promissory Note — Related Party On January 11, 2021, the Sponsor agreed to loan the Company up to $300,000 to cover expenses related to the IPO pursuant to a promissory note (the “Note”). This loan is non-interest bearing and payable on the earlier of June 30, 2021 or the completion of the IPO. The Company did not draw down any amounts under the promissory note. The Sponsor instead made payments for offering costs on behalf of the Company which is recorded as due to related party. Working Capital Loans In addition, in order to finance transaction costs in connection with an intended Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors, may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to it. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay Working Capital Loans but no proceeds from the Trust Account would be used to repay the Working Capital Loans. Up to $1,500,000 of the Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.50 per warrant at the option of the lender. Such warrants would be identical to the Private Placement Warrants. Except as set forth above, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of September 30, 2021, the Company had no borrowings under the Working Capital Loans.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies.
Commitments and Contingencies	Note 7 — Commitments and Contingencies Registration Rights 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 Working Capital Loans) are entitled to registration rights pursuant to a registration and shareholder rights agreement signed prior to or on the effective date of the IPO. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the Company’s completion of its initial Business Combination. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable Lock-up period, which occurs (i) in the case of the Founder Shares, and (ii) in the case of the Private Placement Warrants and the respective Class A ordinary shares underlying such warrants, 30 days after the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statement. Underwriting Agreement The Company granted the underwriters a 45-day option from March 15, 2021 to purchase up to an additional 3,750,000 units to cover over-allotments, if any. On March 24, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 3,650,874 Over-Allotment Units. The underwriters did not exercise their remaining option, which expired on April 24, 2021. On March 15, 2021, the Company paid an underwriting discount of $5,000,000, and on March 24, 2021, the Company paid an additional underwriting discount of $730,175 for over-allotment units sold. Additionally, the underwriters are entitled to deferred underwriting fee of 3.5% of the gross proceeds of the IPO and over-allotment, or $10,027,806 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.

Shareholders' Equity

Shareholders' Equity	9 Months Ended
	Sep. 30, 2021
Shareholders' Equity
Shareholders' Equity	Note 8 — Shareholders’ Equity Preference Shares outstanding Class A Ordinary shares issued Class B Ordinary shares issued Holders of the Class A ordinary shares and holders of the Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the Company’s shareholders, except as required by law. Prior to the initial Business Combination, only holders of the Founder Shares will have the right to vote on the election of directors. Holders of the Public Shares will not be entitled to vote on the appointment of directors during such time. Unless specified in the Company’s amended and restated memorandum and articles of association, or as required by applicable provisions of the Companies Law or applicable stock exchange rules, the affirmative vote of a majority of the Company’s ordinary shares that are voted is required to approve any such matter voted on by its shareholders. The Class B ordinary shares will automatically convert into Class A ordinary shares (which such Class A ordinary shares delivered upon conversion will not have redemption rights or be entitled to liquidating distributions from the Trust Account if we do not consummate an initial Business Combination) at the time of the initial Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis,20% of the sum of (i) the total number of ordinary shares issued and outstanding upon the completion of the IPO, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued or to be issued to any seller in the initial Business Combination and any Private Placement Warrants issued to our Sponsor, its affiliates or any member of the Company’s management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2021
Fair Value Measurements
Fair Value Measurements	Note 9 — Fair Value Measurements The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. Level 2 — Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at September 30, 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quoted Significant ​ Significant ​ ​ ​ ​ ​ Prices In ​ Other ​ Other ​ ​ ​ ​ ​ Active ​ Observable ​ Unobservable ​ ​ September 30, ​ Markets ​ Inputs ​ Inputs ​ 2021 (Level 1) (Level 2) (Level 3) Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Money Market held in Trust Account $ 286,525,645 ​ $ 286,525,645 $ — ​ $ — Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Public Warrants Liability ​ $ 6,685,203 ​ ​ 6,685,203 ​ ​ — ​ $ — Private Placement Warrants Liability ​ ​ 3,840,749 ​ ​ — ​ ​ — ​ ​ 3,840,749 ​ ​ $ 10,525,952 ​ $ 6,685,203 ​ $ — ​ $ 3,840,749 ​ The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on the Condensed Balance Sheet. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the Condensed Statement of Operations. The Company established the initial fair value of the Public Warrants and Private Warrants on March 15, 2021, the date of the Company’s Initial Public Offering, using a Monte Carlo simulation model. As of September 30, 2021, the fair value for the Private Warrants was estimated using a Monte Carlo simulation model, and the fair value of the Public Warrants by reference to the quoted market price. The Public and Private Warrants were classified as Level 3 at the initial measurement date, and the Private Warrants were classified as Level 3 as of September 30, 2021 due to the use of unobservable inputs. In the period ending June 30, 2021, the Public Warrants were reclassified from a Level 3 to a Level 1 classification due to use of the observed trading price of the separated Public Warrants. Transfers between levels are recorded at the end of each reporting period. The following table presents the changes in the fair value of the Level 3 liabilities: ​ ​ ​ ​ ​ ​ ​ Warrant ​ Liabilities Fair Value as of January 5, 2021 (inception) ​ $ — Initial measurement on March 15, 2021 ​ ​ 16,893,332 Initial fair value of warrants issued at over-allotment exercise ​ ​ 2,201,235 Change in fair value of warrants ​ ​ 333,333 Fair value at March 31, 2021 ​ $ 19,427,900 Change in fair value of warrants ​ ​ (5,142,679) Reclassification of public warrants to Level 1 ​ ​ (9,072,776) Fair value at June 30, 2021 ​ $ 5,212,445 Change in fair value of private warrants ​ ​ (1,371,696) Fair value at September 30, 2021 ​ $ 3,840,749 ​ The key inputs into the Monte Carlo simulation as of September 30, 2021 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Initial Measurement) ​ ​ ​ Inputs ​ March 15, 2021 ​ September 30, 2021 ​ Risk-free interest rate ​ ​ 1.05 % 1.05 % Expected term remaining (years) ​ ​ 6.00 ​ 5.46 ​ Expected volatility ​ ​ 19.0 % 13.9 % Share price ​ $ 10.00 ​ $ 9.73 ​ ​

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events
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.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The interim results for the three months and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 or for any future interim periods.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US GAAP requires 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 expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021 and December 31, 2020.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account At September 30, 2021, substantially all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities.
Warrant Liabilities	Warrant Liabilities The Company evaluated the Public Warrants and Private Placement Warrants (collectively, “Warrants”, which are discussed in Note 3, Note 5, Note 6 and Note 10) in accordance with ASC 815-40, “Derivatives and Hedging — Contracts in Entity’s Own Equity”, and concluded that a provision in the Warrant Agreement related to certain tender or exchange offers precludes the Warrants from being accounted for as components of equity. As the Warrants meet the definition of a derivative as contemplated in ASC 815, the Warrants are recorded as derivative liabilities on the Condensed Balance Sheet and measured at fair value at inception (on the date of the IPO) and at each reporting date in accordance with ASC 820, “Fair Value Measurement”, with changes in fair value recognized in the Condensed Statement of Operations in the period of change.
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of the ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs are 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 are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Class A ordinary shares were charged to temporary equity upon the completion of the Initial Public Offering. Transaction costs of the IPO, including the partial exercise of the over-allotment, amounted to $16,467,878, of which $695,493 were allocated to expense associated with the warrant liability.
Ordinary shares Subject to Possible Redemption	Ordinary shares Subject to Possible Redemption All of the Class A Ordinary Shares sold as part of the Units in the Public Offering contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s charter. In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Accordingly, at September 30, 2021, all Class A Ordinary Shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets, respectively. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary share to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary share are affected by charges against additional paid in capital and accumulated deficit.
Income Taxes	Income Taxes ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2021, 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’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.
Net Income Per Share	Net Income Per Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, Earnings Per Share. Net income per share is computed by dividing net income by the weighted average number of ordinary shares outstanding during the period. The Company has two classes of shares, Class A Ordinary Shares and Class B Ordinary Shares. Earnings and losses are shared pro rata between the two classes of shares. The Company has not considered the effect of warrants sold in the Initial Public Offering and the private placement to purchase 15,037,174 ordinary shares in the calculation of diluted income per share, since the exercise of the warrants is contingent upon the occurrence of future events. As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented. The Company’s condensed statement of operations applies the two-class method in calculating net income per share. Basic and diluted net income per common share for Class A common stock and Class B common stock is calculated by dividing net income attributable to the Company by the weighted average number of shares of Class A common stock and Class B common stock outstanding, allocated proportionally to each class of common stock. Reconciliation of Net Income per Common Share The Company’s net income is adjusted for the portion of net income that is allocable to each class of ordinary shares. The allocable net income is calculated by multiplying net income by the ratio of weighted average number of shares outstanding attributable to Class A and Class B ordinary shares to the total weighted average number of shares outstanding for the period. Accordingly, basic and diluted income per ordinary share is calculated as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months ​ ​ Three Months Ended ​ Ended ​ ​ September 30, ​ September 30, ​ 2021 2021 Class A Common Stock ​ ​ ​ ​ ​ ​ Net income allocable to Class A common stock ​ $ 2,827,076 ​ $ 5,547,026 ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 28,650,874 ​ 21,179,617 Basic and diluted net income per share ​ $ 0.10 ​ $ 0.26 ​ ​ ​ ​ ​ ​ ​ Class B Common Stock ​ ​ ​ ​ Net income allocable to Class B common stock ​ $ 706,769 ​ $ 1,764,034 ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, basic and diluted ​ ​ 7,162,718 ​ ​ 6,735,424 Basic and diluted net income per common share ​ $ 0.10 ​ $ 0.26 ​
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity The Company’s management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the accompanying financial statements.

Restatement of Previously Iss_2

Restatement of Previously Issued Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2021
Restatement of Previously Issued Financial Statements.
Summarizes the effect of the correction on each financial statement line item	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Adjustment As Restated Balance Sheet as of March 15, 2021 (as restated in footnote 2 of form 10Q filed on June 4, 2021) Ordinary shares subject to possible redemption ​ $ 221,123,278 ​ $ 28,876,722 ​ $ 250,000,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 289 ​ (289) ​ — Class B Ordinary shares, $0.0001 par value ​ 719 ​ — ​ 719 Additional Paid in Capital ​ 5,658,175 ​ (5,658,175) ​ — Accumulated Deficit ​ (659,180) ​ (23,218,258) ​ (23,877,438) Total Stockholders' Equity (Deficit) ​ $ 5,000,003 ​ $ (28,876,722) ​ $ (23,876,719) Number of shares subject to redemption ​ 22,112,328 ​ 2,887,672 ​ 25,000,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Sheet as of March 31, 2021 (per form 10-Q filed on June 4, 2021) Ordinary shares subject to possible redemption ​ $ 253,806,640 ​ $ 32,705,078 ​ $ 286,511,718 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 327 ​ (327) ​ — Class B Ordinary shares, $0.0001 par value ​ 719 ​ — ​ 719 Additional Paid in Capital ​ 6,089,279 ​ (6,089,279) ​ — Accumulated Deficit ​ (1,090,322) ​ (26,615,472) ​ (27,705,794) Total Stockholders' Equity (Deficit) ​ $ 5,000,003 ​ $ (32,705,078) ​ $ (27,705,075) Number of shares subject to redemption ​ 25,380,664 ​ 3,270,210 ​ 28,650,874 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance Sheet as of June 30, 2021 (per form 10-Q filed on August 11, 2021) Ordinary shares subject to possible redemption ​ $ 258,674,179 ​ $ 27,847,780 ​ $ 286,521,959 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A Ordinary shares, $0.0001 par value ​ 278 ​ (278) ​ — Class B Ordinary shares, $0.0001 par value ​ 717 ​ — ​ 717 Additional Paid in Capital ​ 1,221,791 ​ (1,221,791) ​ 2 Retained Earnings (Accumulated Deficit) ​ 3,777,215 ​ (26,625,711) ​ (22,848,498) Total Stockholders' Equity (Deficit) ​ $ 5,000,001 ​ $ (27,847,780) ​ $ (22,847,779) Number of shares subject to redemption ​ 25,867,418 ​ 2,783,456 ​ 28,650,874 ​ The impact to the Statement of Operations for the three months ended March 31, 2021 and the Statements of Operations for the three months and six months ended of June 30, 2021 is presented below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As Reported Adjustment As Restated Statement of Operations for the three months ended March 31, 2021 (per form 10-Q filed on June 4, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 23,666,384 ​ (18,384,907) ​ 5,281,477 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ (0.10) ​ $ (0.10) Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 6,999,117 ​ (1,172,934) ​ 5,826,183 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ (0.16) ​ $ 0.06 ​ $ (0.10) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the three months ended June 30, 2021 (per form 10Q filed on August 11, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 25,386,013 ​ 3,264,861 ​ 28,650,874 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ 0.14 ​ $ 0.14 Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 10,427,579 ​ (3,264,861) ​ 7,162,718 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ 0.47 ​ $ (0.33) ​ $ 0.14 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Statement of Operations for the six months ended June 30, 2021 (per form 10Q filed on August 11, 2021) Weighted average shares outstanding, Class A ordinary shares subject to possible redemption ​ 25,115,331 ​ (7,819,079) ​ 17,296,252 Basic and diluted net income per share, Class A ordinary shares subject to possible redemption ​ $ — ​ $ 0.16 ​ $ 0.16 Weighted average shares outstanding, Non-redeemable Class A and Class B ordinary shares ​ 8,834,352 ​ (2,321,024) ​ 6,513,328 Basic and diluted net income per shares, Non-redeemable Class A and Class B ordinary shares ​ $ 0.43 ​ $ (0.27) ​ $ 0.16

Significant Accounting Polici_3

Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2021
Significant Accounting Policies
Reconciliation of Net Loss per Share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months ​ ​ Three Months Ended ​ Ended ​ ​ September 30, ​ September 30, ​ 2021 2021 Class A Common Stock ​ ​ ​ ​ ​ ​ Net income allocable to Class A common stock ​ $ 2,827,076 ​ $ 5,547,026 ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 28,650,874 ​ 21,179,617 Basic and diluted net income per share ​ $ 0.10 ​ $ 0.26 ​ ​ ​ ​ ​ ​ ​ Class B Common Stock ​ ​ ​ ​ Net income allocable to Class B common stock ​ $ 706,769 ​ $ 1,764,034 ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding, basic and diluted ​ ​ 7,162,718 ​ ​ 6,735,424 Basic and diluted net income per common share ​ $ 0.10 ​ $ 0.26

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value Measurements
Schedule of company's assets that are measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Quoted Significant ​ Significant ​ ​ ​ ​ ​ Prices In ​ Other ​ Other ​ ​ ​ ​ ​ Active ​ Observable ​ Unobservable ​ ​ September 30, ​ Markets ​ Inputs ​ Inputs ​ 2021 (Level 1) (Level 2) (Level 3) Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S. Money Market held in Trust Account $ 286,525,645 ​ $ 286,525,645 $ — ​ $ — Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Public Warrants Liability ​ $ 6,685,203 ​ ​ 6,685,203 ​ ​ — ​ $ — Private Placement Warrants Liability ​ ​ 3,840,749 ​ ​ — ​ ​ — ​ ​ 3,840,749 ​ ​ $ 10,525,952 ​ $ 6,685,203 ​ $ — ​ $ 3,840,749
Schedule of change in the fair value of the warrant liabilities	​ ​ ​ ​ ​ ​ ​ Warrant ​ Liabilities Fair Value as of January 5, 2021 (inception) ​ $ — Initial measurement on March 15, 2021 ​ ​ 16,893,332 Initial fair value of warrants issued at over-allotment exercise ​ ​ 2,201,235 Change in fair value of warrants ​ ​ 333,333 Fair value at March 31, 2021 ​ $ 19,427,900 Change in fair value of warrants ​ ​ (5,142,679) Reclassification of public warrants to Level 1 ​ ​ (9,072,776) Fair value at June 30, 2021 ​ $ 5,212,445 Change in fair value of private warrants ​ ​ (1,371,696) Fair value at September 30, 2021 ​ $ 3,840,749
Schedule of quantitative information regarding Level 3 fair value measurements inputs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (Initial Measurement) ​ ​ ​ Inputs ​ March 15, 2021 ​ September 30, 2021 ​ Risk-free interest rate ​ ​ 1.05 % 1.05 % Expected term remaining (years) ​ ​ 6.00 ​ 5.46 ​ Expected volatility ​ ​ 19.0 % 13.9 % Share price ​ $ 10.00 ​ $ 9.73 ​

Organization and Business Ope_2

Organization and Business Operations (Details)	Mar. 24, 2021USD ($)$ / sharesshares	Mar. 15, 2021USD ($)$ / sharesshares	Sep. 30, 2021USD ($)$ / sharesshares
Subsidiary, Sale of Stock [Line Items]
Proceeds from sale of Private Placement Warrants			$ 8,230,176
Transaction Costs			16,467,878
Deferred underwriting fee			10,027,806
Cash held outside the Trust Account			$ 684,317
Condition for future business combination number of businesses minimum			1
Payments for investment of cash in Trust Account			$ 286,508,741
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)			100.00%
Offering Costs Allocated to Warrants			$ 695,493
Threshold business days for redemption of public shares			10 days
Redemption of shares calculated based on business days prior to consummation of business combination (in days)			2 days
Amount in the Trust Account per public share | $ / shares			$ 10
Interest to pay dissolution expenses			$ 100,000
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares			5,000,000
Price of warrant | $ / shares	$ 1.50		$ 1.50
Proceeds from sale of Private Placement Warrants	$ 486,784
Proceeds from Issuance or Sale of Equity	730,176
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units sold | shares		25,000,000
Share price | $ / shares | $ / shares		$ 10	$ 11.50
Proceeds from Issuance Initial Public Offering		$ 250,000,000
Transaction Costs	16,467,878		$ 16,467,878
Underwriting fees	5,730,175
Deferred underwriting fee			10,027,806
Other offering costs			709,897
Payments for investment of cash in Trust Account		$ 286,508,741
Offering Costs Allocated to Warrants			695,493
Private Placement
Subsidiary, Sale of Stock [Line Items]
Proceeds from sale of Private Placement Warrants			$ 7,500,000
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares			5,000,000
Proceeds from sale of Private Placement Warrants	$ 730,176
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units sold | shares	3,650,874		3,750,000
Underwriting fees	$ 730,175
Stock Issued During Period, Shares, New Issues | shares	3,650,874
Proceeds from Issuance or Sale of Equity	$ 36,508,740

Organization and Business Ope_3

Organization and Business Operations - Liquidity and Capital Resources (Details)	9 Months Ended
	Sep. 30, 2021USD ($)
Organization and Business Operations
Operating bank account balance	$ 684,317
Working capital	1,000,000
Capital contribution	25,000
Loan from sponsor	$ 300,000

Restatement of Previously Iss_3

Restatement of Previously Issued Financial Statements (Details) - USD ($)	3 Months Ended			6 Months Ended	9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2021	Sep. 30, 2021	Mar. 15, 2021
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Minimum stockholders' equity	$ 5,000,000				$ 5,000,000
Minimum net tangible assets	5,000,001				5,000,001
Reclassification of permanent equity into temporary equity	5,000,000				5,000,000
Accumulated Deficit	(19,318,337)				(19,318,337)
Total shareholders' deficit	$ (19,317,620)	$ (22,847,779)	$ (27,705,075)	$ (22,847,779)	$ (19,317,620)
Class A Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares		0.0001	0.0001	0.0001		$ 0.0001
Basic weighted average shares outstanding	28,650,874				21,179,617
Diluted weighted average shares outstanding	28,650,874				21,179,617
Basic net income per share	$ 0.10				$ 0.26
Diluted net income per share	$ 0.10				$ 0.26
Class B Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares	$ 717	0.0001	0.0001	0.0001	$ 717	0.0001
Basic weighted average shares outstanding	7,162,718				6,735,424
Diluted weighted average shares outstanding	7,162,718				6,735,424
Basic net income per share	$ 0.10				$ 0.26
Diluted net income per share	$ 0.10				$ 0.26
Class A common stock subject to redemption
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares subject to possible redemption	$ 286,525,645				$ 286,525,645
Number of shares subject to redemption	28,650,874				28,650,874
Restated of Redeemable Common Stock As Temporary Equity [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares subject to possible redemption		286,521,959	286,511,718	286,521,959		250,000,000
Additional Paid in Capital		2		2
Accumulated Deficit		(22,848,498)	(27,705,794)	(22,848,498)		(23,877,438)
Total shareholders' deficit		$ (22,847,779)	$ (27,705,075)	$ (22,847,779)		$ (23,876,719)
Number of shares subject to redemption		28,650,874	28,650,874	28,650,874		25,000,000
Restated of Redeemable Common Stock As Temporary Equity [Member] | Class B Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares		$ 717	$ 719	$ 717		$ 719
Restated of Redeemable Common Stock As Temporary Equity [Member] | Class A common stock subject to redemption
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		28,650,874	5,281,477	17,296,252
Diluted weighted average shares outstanding		28,650,874	5,281,477	17,296,252
Basic net income per share		$ 0.14	$ (0.10)	$ 0.16
Diluted net income per share		$ 0.14	$ (0.10)	$ 0.16
Restated of Redeemable Common Stock As Temporary Equity [Member] | Common Shares Not Subject To Redemption [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		7,162,718	5,826,183	6,513,328
Diluted weighted average shares outstanding		7,162,718	5,826,183	6,513,328
Basic net income per share		$ 0.14	$ (0.10)	$ 0.16
Diluted net income per share		$ 0.14	$ (0.10)	$ 0.16
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares subject to possible redemption		$ 258,674,179	$ 253,806,640	$ 258,674,179		221,123,278
Additional Paid in Capital		1,221,791	6,089,279	1,221,791		5,658,175
Accumulated Deficit		3,777,215	(1,090,322)	3,777,215		(659,180)
Total shareholders' deficit		$ 5,000,001	$ 5,000,003	$ 5,000,001		$ 5,000,003
Number of shares subject to redemption		25,867,418	25,380,664	25,867,418		22,112,328
As Reported | Class A Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares		$ 278	$ 327	$ 278		$ 289
As Reported | Class B Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares		$ 717	$ 719	$ 717		719
As Reported | Class A common stock subject to redemption
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		25,386,013	23,666,384	25,115,331
Diluted weighted average shares outstanding		25,386,013	23,666,384	25,115,331
Diluted net income per share			$ 0	$ 0
As Reported | Common Shares Not Subject To Redemption [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		10,427,579	6,999,117	8,834,352
Diluted weighted average shares outstanding		10,427,579	6,999,117	8,834,352
Basic net income per share		$ 0.47	$ (0.16)	$ 0.43
Diluted net income per share		$ 0.47	$ (0.16)	$ 0.43
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares subject to possible redemption		$ 27,847,780	$ 32,705,078	$ 27,847,780		28,876,722
Additional Paid in Capital		(1,221,791)	(6,089,279)	(1,221,791)		(5,658,175)
Accumulated Deficit		(26,625,711)	(26,615,472)	(26,625,711)		(23,218,258)
Total shareholders' deficit		$ (27,847,780)	$ (32,705,078)	$ (27,847,780)		$ (28,876,722)
Number of shares subject to redemption		2,783,456	3,270,210	2,783,456		2,887,672
Adjustment | Class A Ordinary shares
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Ordinary shares		$ (278)	$ (327)	$ (278)		$ (289)
Adjustment | Class A common stock subject to redemption
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		3,264,861	(18,384,907)	(7,819,079)
Diluted weighted average shares outstanding		3,264,861	(18,384,907)	(7,819,079)
Basic net income per share		$ 0.14	$ (0.10)	$ 0.16
Diluted net income per share		$ 0.14	$ (0.10)	$ 0.16
Adjustment | Common Shares Not Subject To Redemption [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Basic weighted average shares outstanding		(3,264,861)	(1,172,934)	(2,321,024)
Diluted weighted average shares outstanding		(3,264,861)	(1,172,934)	(2,321,024)
Basic net income per share		$ (0.33)	$ 0.06	$ (0.27)
Diluted net income per share		$ (0.33)	$ 0.06	$ (0.27)

Significant Accounting Polici_4

Significant Accounting Policies (Details)	9 Months Ended
	Sep. 30, 2021USD ($)shares
Significant Accounting Policies
Cash equivalents	$ 250,000
Transaction Costs	16,467,878
Offering costs allocated to warrants	$ 695,493
Anti-dilutive securities attributable to warrants (in shares) | shares	15,037,174

Significant Accounting Polici_5

Significant Accounting Policies - Reconciliation of Net Loss per Common Share (Details) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2021
Net income (loss)	$ 3,533,845	$ 4,867,537	$ (1,090,322)	$ 7,311,060
Class A Ordinary shares
Net income (loss)	$ 2,827,076			$ 5,547,026
Basic weighted average shares outstanding	28,650,874			21,179,617
Diluted weighted average shares outstanding	28,650,874			21,179,617
Basic net income per share	$ 0.10			$ 0.26
Diluted net income per share	$ 0.10			$ 0.26
Class B Ordinary shares
Net income (loss)	$ 706,769			$ 1,764,034
Basic weighted average shares outstanding	7,162,718			6,735,424
Diluted weighted average shares outstanding	7,162,718			6,735,424
Basic net income per share	$ 0.10			$ 0.26
Diluted net income per share	$ 0.10			$ 0.26

Initial Public Offering - Publi

Initial Public Offering - Public Units (Details) - USD ($)	Mar. 24, 2021	Mar. 15, 2021	Sep. 30, 2021
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Sale of 28,650,874 Units, net of underwriting discount and offering expenses, and fair value of Public Warrants (in shares)		25,000,000
Share price | $ / shares		$ 10	$ 11.50
Proceeds from Issuance Initial Public Offering		$ 250,000,000
Exercise period of over-allotment		45 days
Number of shares per Unit	1
Number of warrants per Unit	0.33
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Sale of 28,650,874 Units, net of underwriting discount and offering expenses, and fair value of Public Warrants (in shares)	3,650,874		3,750,000
Maximum number of Public Units permitted to be issued		3,750,000
Number of shares issued	3,650,874
Proceeds from issuance Units	$ 36,508,740

Initial Public Offering - Pub_2

Initial Public Offering - Public Warrants (Details)	Mar. 15, 2021item$ / shares	Sep. 30, 2021USD ($)$ / shares	Mar. 24, 2021$ / shares
Class of Warrant or Right [Line Items]
Exercise price of warrant		$ 9.20
Public Warrants exercisable term after initial Business Combination	12 months
Threshold period for filling registration statement after business combination | item	20
Stock price trigger for redemption of public warrants (in dollars per share)		$ 18
Threshold consecutive trading days for redemption of public warrants		20 days
Share price		$ 9.20
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)		115.00%
Aggregate gross proceeds as percentage of total equity proceeds | $		$ 60
Trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination		20 days
Adjustment of redemption price of stock based on market value and newly issued price (as a percent)		180.00%
Share redemption trigger price		$ 10
Public Warrants
Class of Warrant or Right [Line Items]
Exercise price of warrant	$ 11.50
Public Warrants exercisable term from the closing of the initial public offering	30 days
Public Warrants expiration term	5 years
Maximum threshold period for registration statement to become effective after business combination | item	60
Multiplier used in calculating warrant exercise price	0.361
Number of trading days on which fair market value of shares is reported | item	10
Public Warrants | Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share)	$ 18
Redemption price per public warrant (in dollars per share)	$ 0.01
Redemption period	30 days
Threshold trading days for redemption of public warrants | item	20
Threshold consecutive trading days for redemption of public warrants	30 days
Trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination	30 days
Public Warrants | Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share)	$ 10
Redemption price per public warrant (in dollars per share)	$ 0.10
Redemption period	30 days
Threshold trading days for redemption of public warrants | item	20
Threshold consecutive trading days for redemption of public warrants	30 days
Trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination	30 days
Private Placement | Private Placement Warrants
Class of Warrant or Right [Line Items]
Exercise price of warrant			$ 1.50

Private Placement (Details)

Private Placement (Details) - USD ($)	Mar. 24, 2021	Sep. 30, 2021
Subsidiary, Sale of Stock [Line Items]
Aggregate purchase price		$ 8,230,176
Exercise price of warrant		$ 9.20
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued		5,000,000
Price of warrants	$ 1.50	$ 1.50
Aggregate purchase price	$ 486,784
Over-allotment option | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Additional Units Sold Of Shares	486,784
Private Placement
Subsidiary, Sale of Stock [Line Items]
Aggregate purchase price		$ 7,500,000
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued		5,000,000
Aggregate purchase price	$ 730,176
Exercise price of warrant	$ 1.50

Related Party Transactions - Fo

Related Party Transactions - Founder Shares (Details)	Apr. 24, 2021shares	Mar. 24, 2021shares	Jan. 12, 2021USD ($)D$ / sharesshares	Mar. 31, 2021USD ($)shares	Sep. 30, 2021$ / shares
Related Party Transaction [Line Items]
Aggregate purchase price | $				$ 25,000
Over-allotment option
Related Party Transaction [Line Items]
Number of shares issued		3,650,874
Class B Ordinary shares
Related Party Transaction [Line Items]
Number of shares issued				7,187,500
Ordinary shares, par value, (per share) | $ / shares					$ 0.0001
Founder Shares
Related Party Transaction [Line Items]
Shares forfeited | shares	24,782
Founder Shares | Over-allotment option
Related Party Transaction [Line Items]
Shares forfeited | shares	99,126
Founder Shares | Sponsor | Over-allotment option
Related Party Transaction [Line Items]
Maximum Common Stock Shares Subject To Forfeiture		912,719
Founder Shares | Sponsor | Class B Ordinary shares
Related Party Transaction [Line Items]
Aggregate purchase price | $			$ 25,000
Share price | $ / shares | $ / shares			$ 0.003
Number of shares issued			7,187,500
Ordinary shares, par value, (per share) | $ / shares			$ 0.0001
Shares subject to forfeiture			937,500
Restrictions on transfer period of time after business combination completion			1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) | $ / shares			$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D			20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D			30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences			150 days
Founder Shares | Sponsor | Class B Ordinary shares | Over-allotment option
Related Party Transaction [Line Items]
Shares subject to forfeiture			937,500

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Details) - USD ($)	9 Months Ended
	Sep. 30, 2021	Jan. 11, 2021
Related Party Transaction [Line Items]
Due to related party	$ 40,000
Proceeds from promissory note - related party	300,000
Expenses per month	10,000
Expenses incurred and paid	65,000
Sponsor
Related Party Transaction [Line Items]
Due to related party	79,992
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note		$ 300,000
Related Party Loans
Related Party Transaction [Line Items]
Due to related party	40,000
Related Party Loans | Working capital loans warrant
Related Party Transaction [Line Items]
Loan conversion agreement warrant	$ 1,500,000
Price of warrant	$ 1.50

Commitments and Contingencies (

Commitments and Contingencies (Details)	Mar. 24, 2021USD ($)shares	Mar. 15, 2021USD ($)shares	Sep. 30, 2021itemshares
Maximum number of demands for registration of securities | item			3
Initial Public Offering
Number of units sold | shares		25,000,000
Percentage of deferred underwriting fee	3.50%
Over-allotment option
Underwriting option period			45 days
Underwriter cash discount | $	$ 730,175	$ 5,000,000
Number of units sold | shares	3,650,874		3,750,000
Aggregate deferred underwriting fee payable | $	$ 10,027,806

Shareholders' Equity - Preferre

Shareholders' Equity - Preferred Stock Shares (Details)	Sep. 30, 2021shares
Shareholders' Equity
Preferred shares, shares authorized	2,000,000
Preferred shares, shares issued	0
Preferred shares, shares outstanding	0

Shareholders' Equity - Common S

Shareholders' Equity - Common Stock Shares (Details)	Sep. 30, 2021Vote$ / sharesshares
Class of Stock [Line Items]
Aggregated shares issuable upon converted basis (in percent)	20.00%
Class A Ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	200,000,000
Ordinary shares, par value, (per share) | $ / shares	$ 0.0001
Common shares, shares issued (in shares)	0
Common shares, shares outstanding (in shares)	0
Class A common stock subject to redemption
Class of Stock [Line Items]
Shares subject to possible redemption	28,650,874
Class B Ordinary shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	20,000,000
Ordinary shares, par value, (per share) | $ / shares	$ 0.0001
Common shares, votes per share | Vote	1
Common shares, shares issued (in shares)	7,162,718
Common shares, shares outstanding (in shares)	7,162,718

Fair Value Measurements (Detail

Fair Value Measurements (Details)	Sep. 30, 2021USD ($)
Assets:
U.S. Money Market held in Trust Account	$ 286,525,645
Liabilities:
Warrant liability	10,525,952
Recurring
Assets:
U.S. Money Market held in Trust Account	286,525,645
Liabilities:
Warrant liability	10,525,952
Recurring | Public Warrants
Liabilities:
Warrant liability	6,685,203
Recurring | Private Placement Warrants
Liabilities:
Warrant liability	3,840,749
Level 1 | Recurring
Assets:
U.S. Money Market held in Trust Account	286,525,645
Liabilities:
Warrant liability	6,685,203
Level 1 | Recurring | Public Warrants
Liabilities:
Warrant liability	6,685,203
Level 3 | Recurring
Liabilities:
Warrant liability	3,840,749
Level 3 | Recurring | Private Placement Warrants
Liabilities:
Warrant liability	$ 3,840,749

Fair Value Measurements - Chang

Fair Value Measurements - Change in the Fair Value of the Warrant Liabilities (Details) - Level 3 - USD ($)	Mar. 15, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021
Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Warrant liabilities at (inception)		$ 5,212,445	$ 19,427,900
Change in fair value of warrants			(5,142,679)	$ 333,333
Reclassification of public warrants to Level 1			(9,072,776)
Warrant liabilities at end of period		3,840,749	$ 5,212,445	19,427,900
Private Placement Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Warrant liabilities at (inception)				0
Initial measurement	$ 16,893,332
Change in fair value of warrants		$ (1,371,696)
Over-allotment option | Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial measurement				$ 2,201,235

Fair Value Measurements - Level

Fair Value Measurements - Level 3 Fair Value Measurements Inputs (Details)	Sep. 30, 2021YUSD ($)	Mar. 15, 2021YUSD ($)
Risk-free interest rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	1.05	1.05
Expected term remaining (years)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | Y	5.46	6
Expected volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	13.9	19
Share price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | $	9.73	10