Levere (LVRA) 10-Q 8 Nov 22 2022 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2022	Nov. 07, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Registrant Name	Levere Holdings Corp.
Entity Central Index Key	0001841383
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, State or Country Code	E9
Current Fiscal Year End Date	--12-31
Entity Shell Company	true
Entity Address, State or Province	KY
Entity File Number	001-40243
Entity Tax Identification Number	98-1581160
Entity Address, Address Line One	PO Box 1093
Entity Address, Address Line Two	Boundary Hall
Entity Address, Address Line Three	Cricket Square
Entity Address, City or Town	Grand Cayman
Entity Address, Postal Zip Code	KY1-1102
City Area Code	345
Local Phone Number	949-8066
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	LVRA
Security Exchange Name	NASDAQ
Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant
Trading Symbol	LVRAU
Security Exchange Name	NASDAQ
Redeemable warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 [Member]
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants included as part of the units, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
Trading Symbol	LVRAW
Security Exchange Name	NASDAQ
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		27,128,532
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		6,782,133

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)		Sep. 30, 2022	Dec. 31, 2021
Assets:
Cash		$ 512,975	$ 300,844
Due from related party		0	97,419
Prepaid Expenses		175,218	337,935
Total current assets		688,193	736,198
Other assets		0	69,842
Marketable securities held in Trust Account		272,933,281	271,298,677
Total Assets		273,621,474	272,104,717
Liabilities and Shareholders' Deficit
Accrued offering costs and expenses		51,677	505,636
Convertible Promissory Note – Related Party		960,000	0
Due to related party		2,581	0
Total current liabilities		1,014,258	505,636
Deferred legal fees		40,328
Deferred underwriting fee		9,494,986	9,494,986
Warrant liabilities		699,666	10,264,624
Total Liabilities		11,249,238	20,265,246
Commitments and Contingencies
Class A Ordinary shares subject to possible redemption, 27,128,532 shares at redemption value		272,933,281	271,298,677
Shareholders' Deficit:
Preferred shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding		0	0
Additional paid-in capital	[1]	0	0
Accumulated deficit		(10,561,723)	(19,459,884)
Total Shareholders' Deficit		(10,561,045)	(19,459,206)
Total Liabilities and Shareholders' Deficit		273,621,474	272,104,717
Common Class A [Member]
Shareholders' Deficit:
Common stock par value		0	0
Common Class B [Member]
Shareholders' Deficit:
Common stock par value	[2]	$ 678	$ 678
[1]On January 31, 2022 the Sponsor executed a settlement agreement in the amount of $255,726 relating to Levere’s IPO legal work. The Sponsor agreed to release Levere from all liability obligations associated with the settlement agreement. As a result, the full amount was recorded to additional paid in capital and was subsequently offset by accretion of trust earnings to Class A Ordinary shares subject to possible redemption which depleted the balance in additional paid in capital.[2]On January 19, 2021 an aggregate of 7,187,500 founder shares were issued to Goggo Network Gmbh (the “Sponsor”) for an aggregate purchase price of $25,000. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. As a result, none of the Class B ordinary shares are subject to forfeiture any longer.

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - USD ($)								3 Months Ended			9 Months Ended
		Jan. 31, 2022	Jan. 13, 2022	Sep. 16, 2021	Mar. 31, 2021	Mar. 23, 2021	Jan. 19, 2021	Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2021	Sep. 30, 2022	Dec. 31, 2021
Preferred stock par or stated value per share											$ 0.0001	$ 0.0001
Preferred stock shares authorized											5,000,000	5,000,000
Preferred stock shares issued											0	0
Preferred stock shares outstanding											0	0
Stock issued during period, value, issued for services	[1]								$ 25,000
Sponsor [Member] | Settlement Agreement [Member]
Adjustment to additional paid in capital settlement amount waived off		$ 255,726	$ 255,726
Over-Allotment Option [Member]
Stock issued during period shares					2,128,532	3,750,000			2,128,532		2,128,532
Over-Allotment Option [Member] | Founder shares [Member]
Stock repurchased during period, shares								2,128,532	2,128,532	2,128,532
Common Class A [Member]
Temporary equity shares outstanding											27,128,532	27,128,532
Common stock par or stated value per share											$ 0.0001	$ 0.0001
Common stock shares authorized											500,000,000	500,000,000
Common stock shares issued											0	0
Common stock shares outstanding											0	0
Common Class B [Member]
Common stock par or stated value per share											$ 0.0001	$ 0.0001
Common stock shares authorized											50,000,000	50,000,000
Common stock shares issued											6,782,133	6,782,133
Common stock shares outstanding											6,782,133	6,782,133
Common Class B [Member] | Sponsor [Member]
Stock issued during period shares				126,765
Common Class B [Member] | Founder shares [Member] | Sponsor [Member]
Stock issued during period shares							7,187,500
Stock issued during period, value, issued for services							$ 25,000
Shares issued, shares, share-based payment arrangement, forfeited							937,500
[1]On January 19, 2021 an aggregate of 7,187,500 founder shares were issued to the Sponsor for an aggregate purchase price of $25,000. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. As a result, none of the Class B ordinary shares are subject to forfeiture any longer.

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Formation and operating costs	$ 241,590	$ 258,630	$ 922,523	$ 463,752
Loss from Operations	(241,590)	(258,630)	(922,523)	(463,752)
Other income (expense):
Interest earned on marketable securities held in Trust Account	1,226,730	4,169	1,634,604	8,626
Offering costs allocated to warrants	0	0	0	(618,405)
Change in fair value of warrant liabilities	559,732	3,168,957	9,564,958	4,627,726
Total other income (expense), net	1,786,462	3,173,126	11,199,562	4,017,947
Net income	$ 1,544,872	$ 2,914,496	$ 10,277,039	$ 3,554,195
Common Class A [Member]
Other income (expense):
Weighted Average Number of Shares Outstanding, Basic	27,128,532	27,128,532	27,128,532	20,044,980
Earnings Per Share, Basic	$ 0.05	$ 0.09	$ 0.3	$ 0.13
Earnings Per Share, Diluted	$ 0.05	$ 0.09	$ 0.3	$ 0.13
Weighted Average Number of Shares Outstanding, Diluted	27,128,532	27,128,532	27,128,532	20,044,980
Common Class B [Member]
Other income (expense):
Weighted Average Number of Shares Outstanding, Basic	6,782,133	6,676,036	6,782,133	6,448,800
Earnings Per Share, Basic	$ 0.05	$ 0.09	$ 0.3	$ 0.13
Earnings Per Share, Diluted	$ 0.05	$ 0.09	$ 0.3	$ 0.13
Weighted Average Number of Shares Outstanding, Diluted	6,782,133	6,676,036	6,782,133	6,448,800

Condensed Statements of Changes

Condensed Statements of Changes in Shareholders' Deficit - USD ($)		Total	Common Class A [Member]	Common Stock [Member] Common Class A [Member]	Common Stock [Member] Common Class B [Member]	Additional Paid-in Capital [Member]	Retained Earnings/ Accumulated Deficit [Member]
Beginning Balance at Jan. 14, 2021		$ 0		$ 0	$ 0	$ 0	$ 0
Beginning Balance (in Shares) at Jan. 14, 2021				0	0
Class B ordinary shares issued to Sponsor	[1]	25,000			$ 719	24,281
Class B ordinary shares issued to Sponsor (in Shares)	[1]				7,187,500
Excess Private Placement proceeds received over initial fair value of Private Placement Warrants		1,531,807				1,531,807
Forfeiture of Class B ordinary shares by initial shareholders					$ (53)	53
Forfeiture of Class B ordinary shares by initial shareholders (in Shares)					(532,132)
Net income (loss)		(800,759)					(800,759)
Accretion of Class A Ordinary shares subject to possible redemption		(25,781,750)				(1,556,141)	(24,225,609)
Ending Balance at Mar. 31, 2021		(25,025,702)		$ 0	$ 666	0	(25,026,368)
Ending Balance (in Shares) at Mar. 31, 2021				0	6,655,368
Beginning Balance at Jan. 14, 2021		0		$ 0	$ 0	0	0
Beginning Balance (in Shares) at Jan. 14, 2021				0	0
Net income (loss)		3,554,195
Ending Balance at Sep. 30, 2021		(20,679,040)		$ 0	$ 678	0	(20,679,718)
Ending Balance (in Shares) at Sep. 30, 2021				0	6,782,133
Beginning Balance at Jan. 14, 2021		0		$ 0	$ 0	0	0
Beginning Balance (in Shares) at Jan. 14, 2021				0	0
Accretion of Class A Ordinary shares subject to possible redemption			$ (25,694,774)
Ending Balance at Dec. 31, 2021		(19,459,206)		$ 0	$ 678	0	(19,459,884)
Ending Balance (in Shares) at Dec. 31, 2021				0	6,782,133
Beginning Balance at Mar. 31, 2021		(25,025,702)		$ 0	$ 666	0	(25,026,368)
Beginning Balance (in Shares) at Mar. 31, 2021				0	6,655,368
Net income (loss)		1,440,458					1,440,458
Accretion of Class A Ordinary shares subject to possible redemption		(4,123)				0	(4,123)
Ending Balance at Jun. 30, 2021		(23,589,367)		$ 0	$ 666	0	(23,590,033)
Ending Balance (in Shares) at Jun. 30, 2021				0	6,655,368
Net income (loss)		2,914,496					2,914,496
Accretion of Class A Ordinary shares subject to possible redemption		(4,169)				0	(4,169)
Reissuance of forfeited Class B ordinary shares to initial shareholders					$ 12		(12)
Reissuance of forfeited Class B ordinary shares to initial shareholders (in Shares)					126,765
Ending Balance at Sep. 30, 2021		(20,679,040)		$ 0	$ 678	0	(20,679,718)
Ending Balance (in Shares) at Sep. 30, 2021				0	6,782,133
Beginning Balance at Dec. 31, 2021		(19,459,206)		$ 0	$ 678	0	(19,459,884)
Beginning Balance (in Shares) at Dec. 31, 2021				0	6,782,133
Net income (loss)		5,580,804					5,580,804
Expenses paid on behalf of the Company by the Sponsor	[2]	255,726				255,726
Accretion of Class A Ordinary shares subject to possible redemption		(22,554)				(22,554)	0
Ending Balance at Mar. 31, 2022		(13,645,230)		$ 0	$ 678	233,172	(13,879,080)
Ending Balance (in Shares) at Mar. 31, 2022				0	6,782,133
Beginning Balance at Dec. 31, 2021		(19,459,206)		$ 0	$ 678	0	(19,459,884)
Beginning Balance (in Shares) at Dec. 31, 2021				0	6,782,133
Forfeiture of Class B ordinary shares by initial shareholders (in Shares)					(532,132)
Net income (loss)		10,277,039
Accretion of Class A Ordinary shares subject to possible redemption			$ (1,634,604)
Ending Balance at Sep. 30, 2022		(10,561,045)		$ 0	$ 678	0	(10,561,723)
Ending Balance (in Shares) at Sep. 30, 2022				0	6,782,133
Beginning Balance at Mar. 31, 2022		(13,645,230)		$ 0	$ 678	233,172	(13,879,080)
Beginning Balance (in Shares) at Mar. 31, 2022				0	6,782,133
Net income (loss)		3,151,363					3,151,363
Accretion of Class A Ordinary shares subject to possible redemption		(385,320)				(233,172)	(152,148)
Ending Balance at Jun. 30, 2022		(10,879,187)		$ 0	$ 678	0	(10,879,865)
Ending Balance (in Shares) at Jun. 30, 2022				0	6,782,133
Net income (loss)		1,544,872					1,544,872
Accretion of Class A Ordinary shares subject to possible redemption		(1,226,730)				0	(1,226,730)
Ending Balance at Sep. 30, 2022		$ (10,561,045)		$ 0	$ 678	$ 0	$ (10,561,723)
Ending Balance (in Shares) at Sep. 30, 2022				0	6,782,133
[1]On January 19, 2021 an aggregate of 7,187,500 founder shares were issued to the Sponsor for an aggregate purchase price of $25,000. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. As a result, none of the Class B ordinary shares are subject to forfeiture any longer.[2]On January 31, 2022 the Sponsor executed a settlement agreement in the amount of $255,726 relating to Levere’s IPO legal work. The Sponsor agreed to release Levere from all liability obligations associated with the settlement agreement. As a result, the full amount was recorded to additional paid in capital.

Condensed Statements of Chang_2

Condensed Statements of Changes in Shareholders' Deficit - (Parenthetical) - USD ($)								3 Months Ended			9 Months Ended
		Jan. 31, 2022	Jan. 13, 2022	Sep. 16, 2021	Mar. 31, 2021	Mar. 23, 2021	Jan. 19, 2021	Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2021	Sep. 30, 2022
Stock issued during period, value, issued for services	[1]								$ 25,000
Sponsor [Member] | Settlement Agreement [Member]
Adjustment to additional paid in capital settlement amount waived off		$ 255,726	$ 255,726
Over-Allotment Option [Member]
Stock issued during period shares					2,128,532	3,750,000			2,128,532		2,128,532
Over-Allotment Option [Member] | Founder shares [Member]
Stock repurchased during period, shares								2,128,532	2,128,532	2,128,532
Common Class B [Member] | Sponsor [Member]
Stock issued during period shares				126,765
Common Class B [Member] | Founder shares [Member] | Sponsor [Member]
Stock issued during period shares							7,187,500
Stock issued during period, value, issued for services							$ 25,000
Shares issued, shares, share-based payment arrangement, forfeited							937,500
[1]On January 19, 2021 an aggregate of 7,187,500 founder shares were issued to the Sponsor for an aggregate purchase price of $25,000. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. As a result, none of the Class B ordinary shares are subject to forfeiture any longer.

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows - USD ($)	3 Months Ended				9 Months Ended		12 Months Ended
	Sep. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Cash flows from operating activities:
Net income	$ 1,544,872	$ 5,580,804	$ 2,914,496	$ (800,759)	$ 10,277,039	$ 3,554,195
Adjustments to reconcile net income to net cash used in operating activities:
Interest earned on marketable securities held in trust account	(1,226,730)		(4,169)		(1,634,604)	(8,626)
Offering costs allocated to warrants	0		0		0	618,405
Change in fair value of warrant liability	(559,732)		(3,168,957)		(9,564,958)	(4,627,726)
Expenses paid on behalf of the Company by the Sponsor					55,726
Changes in operating assets and liabilities:
Prepaid expenses					162,717	(357,152)
Other assets					69,842	(154,038)
Deferred legal fees					40,328	0
Accrued expenses					(253,959)	36,824
Due to related party					100,000	2,581
Net cash used in operating activities					(747,869)	(935,537)
Cash Flows from Investing Activities:
Investment of cash in Trust Account					0	(271,285,320)
Net cash used in investing activities					0	(271,285,320)
Cash Flows from Financing Activities:
Proceeds from issuance of Class B ordinary shares to Sponsor					0	25,000
Proceeds from sale of Units, net of underwriting discount					0	265,859,614
Proceeds from sale of Private Placement Warrants					0	7,425,706
Proceeds from promissory note related party					0	211,135
Payments of promissory note related party					0	(211,135)
Proceeds from convertible promissory note related party					960,000	0
Payment of offering costs					0	(601,480)
Net cash provided by financing activities					960,000	272,708,840
Net change in cash					212,131	487,983
Cash, beginning of period		$ 300,844		$ 0	300,844	0	$ 0
Cash, end of the period	$ 512,975		$ 487,983		512,975	487,983	$ 300,844
Supplemental disclosure of cash flow information:
Initial classification of ordinary shares subject to possible redemption					0	271,285,654
Expenses paid on behalf of the Company by the Sponsor					200,000	0
Change in ordinary shares subject to possible redemption					1,634,604	8,291
Deferred underwriting commissions payable charged to additional paid in capital					$ 0	$ 9,494,986

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Note 1 — Organization and Business Operations Levere Holdings Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on January 15, 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, 2022, the Company had not commenced any operations. All activity through September 30, 2022 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 The Company’s sponsor was Levere Holding GG Ltd. (“Levere GG”), a U.K. private company limited by shares. On March 23, 2021, the Company entered into an agreement with Goggo Network GmbH, a German company limited by shares and Levere GG, pursuant to which Levere GG transferred 6,413,571 Class B ordinary shares it holds in the Company to Goggo Network Gmbh. Upon the transfer of shares, Goggo Network Gmbh became the new sponsor of the Company (the “Sponsor”). The registration statement for the Company’s IPO was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on March 18, 2021. On March 23, 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 4. Each Unit consists of one Class A ordinary share, and one-third Simultaneously with the closing of the IPO, the Company consummated the issuance and sale of 4,666,667 warrants (the “Private Placement Warrants” and together with the Public Warrants, the “Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to the Sponsor, generating gross proceeds of $7,000,000, which is discussed in Note 5 (the “IPO Private Placement”). On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units, generating an aggregate of gross proceeds of $21,285,320, incurred $425,706 in cash underwriting fees. The underwriters forfeited the remainder of the option on May 2, 2021. Simultaneously with the closing of the partial exercise of the over-allotment option, we completed the sale of an additional 283,804 Private Placement Warrants to our Sponsor, at a purchase price of $1.50 per Private Placement Warrant, generating gross proceeds of $425,706, which is discussed in Note 5, referred to herein as the Over-Allotment Private Placement, and together with the IPO Private Placement, the Private Placements. On March 31, 2021, our Sponsor surrendered 532,132 Class B ordinary shares for cancellation in connection with the partial exercise of the over-allotment option. The securities in the offering were registered under the Securities Act on a registration statement on Form S-1 (No.333-253105). We subsequently determined that, due to a clerical error in the calculation of the number of Class B ordinary shares to be surrendered to the Company in connection with the partial exercise of the over-allotment option, our Sponsor inadvertently surrendered 126,765 Class B ordinary shares more than the 405,367 Class B ordinary shares that were required to have been forfeited by it in connection with the partial exercise of the over-allotment option, referenced herein as the Clerical Error. Accordingly, on September 16, 2021, we issued 126,765 Class B ordinary shares to our Sponsor, for no consideration, to correct the Clerical Error, such that the total number of Class B ordinary shares forfeited by our Sponsor, after giving effect to the correction of the Clerical Error, was 405,367 Class B ordinary shares. Transaction costs of the IPO and the over-allotment option amounted to $15,622,172 consisting of $5,425,706 of underwriting discount, $9,494,986 of deferred underwriting discount, and $701,480 of other offering costs of which $618,405 were allocated to expense associated with the warrant liability. Following the closing of the IPO on March 23, 2021, and closing of the over-allotment option on March 31, 2021, $271,285,320 ($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 Warrants was placed in a trust account (the “Trust Account”) and invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7under The Company will provide shareholders (the “Public Shareholders”) of its Class A ordinary shares, par value $0.0001, sold in the IPO, 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 If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The Sponsor, officers and directors have agreed to (i) waive their redemption rights with respect to their Founder Shares (as defined below), (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 the Company’s 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 Class A ordinary shares, (iii) waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares they hold 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 time frame), and (iv) vote their Founder Shares and Public Shares in favor of the Company’s initial Business Combination. Liquidity, Capital Resources and Going Concern As of September 30, 2022, the Company had approximately $0.5 million in its operating bank account and a working capital deficit of approximately $0.3 million or working capital of approximately $0.6 million excluding the convertible promissory note payable. The Company’s liquidity needs up to March 23, 2021 had been satisfied through a capital contribution from the Sponsor of $25,000 (see Note 6) for the Founder Shares and the loan under an unsecured promissory note from the Sponsor of up to $300,000 (see Note 6). 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 Placements 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, 2022, there were $960,000 outstanding under any working capital loan. Management has determined that they will not have enough cash to meet its obligations as they become due. Management expects to incur significant costs in pursuit of its acquisition plans. The Company believes it will need to raise additional funds in order to meet the expenditures required for operating its business and to consummate a business combination. Moreover, the Company may need to obtain additional financing or draw on the Working Capital Loans (as defined below) either to complete the Business Combination or because it becomes obligated to redeem a significant number of the Public Shares upon consummation of the Business Combination, in which case the Company may issue additional securities or incur debt in connection with such Business Combination. Subject to compliance with applicable securities laws, the Company would only complete such financing simultaneously with the completion of the Business Combination. If the Company is unable to complete the Business Combination because it does not have sufficient funds available, the Company will be forced to cease operations and liquidate the Trust Account. In addition, following the Business Combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. In connection with the Company’s assessment of going concern considerations in accordance with FASB’s Accounting Standards Update (“ASU”) 2014-15, 10-Q. Risks and Uncertainties Results of operations and the Company’s ability to complete the Proposed Business Combination may be adversely affected by various factors that could cause economic uncertainty and volatility in the financial markets, many of which are beyond its control. The business could be impacted by, among other things, downturns in the financial markets or in economic conditions, increases in oil prices, inflation, increases in interest rates, supply chain disruptions, declines in consumer confidence and spending, the ongoing effects of the COVID-19 Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases (including redemptions) of stock by publicly traded domestic (i.e., U.S.) corporations and certain domestic subsidiaries of publicly traded foreign corporations. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. The IR Act applies only to repurchases that occur after December 31, 2022. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination.

Revision of Previously Issued F

Revision of Previously Issued Financial Statements	9 Months Ended
	Sep. 30, 2022
Accounting Changes and Error Corrections [Abstract]
Revision of Previously Issued Financial Statements	Note 2 – Revision of Previously Issued Financial Statements The Company notes that the allocation of net income for the calculation of basic and diluted net income per ordinary share for Class A ordinary shares and Class B ordinary shares for the three and nine months ended September 30, 2021 were not reportedly correctly in the notes to the financial statements of the September 30, 2021 Form 10-Q As Previously Adjustment As Revised Basic and diluted net income per ordinary share: Allocation of Net Income for the three months ended September 30, 2021 Class A $ 2,340,345 $ (1,430 ) $ 2,338,915 Class B $ 574,151 $ 1,430 $ 575,581 Allocation of Net Income for the nine months ended September 30, 2021 Class A $ 2,689,821 $ (746 ) $ 2,689,075 Class B $ 864,374 $ 746 $ 865,120

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Significant Accounting Policies	Note 3 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and nine months ended September 30, 2022 is not necessarily indicative of the results that may be expected through December 31, 2022 or for any future periods. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933 (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 Securities Exchange Act of 1934, as amended (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 Use of Estimates The preparation of the unaudited condensed 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 unaudited condensed 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, 2022 and December 31, 2021. Marketable Securities Held in Trust Account At September 30, 2022 and December 31, 2021, all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities. Convertible Debt The Company accounts for conversion options embedded in convertible notes in accordance with ASC 815. ASC 815 generally requires companies to bifurcate conversion options embedded in convertible notes from their host instruments and to account for them as free-standing derivative financial instruments. The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. is re-assessed at The Company evaluated the Warrants, which are discussed in Note 4, Note 5 and Note 9, in accordance with ASC 815-40 and ASC 815-40, the Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of ASC 340-10-S99-1, “Other Assets and presented as non-operating expenses in the Ordinary Shares Subject to Possible Redemption All of the Class A ordinary shares sold as part of the Units in the IPO 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 initial 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 As of September 30, 2022 and December 31, 2021, the ordinary shares subject to redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from public issuance $ 271,285,320 Less: Proceeds allocated to public warrants (10,677,650 ) Class A ordinary shares issuance cost (15,003,767 ) Add: Accretion of carrying value to redemption value 25,694,774 Class A ordinary shares subject to redemption at December 31, 2021 $ 271,298,677 Add: Accretion of carrying value to redemption value 1,634,604 Class A ordinary shares subject to redemption at September 30, 2022 $ 272,933,281 Income Taxes ASC 740 “Accounting for Income Tax” 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, 2022 and December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company’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 IPO and the private placement to purchase 13,993,314 ordinary shares in the calculation of diluted income per share, because their inclusion would be anti-dilutive under the treasury stock method. 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 statement of operations applies the two-class method each Reconciliation of Net Income per 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:​​​​​​​ Three Months Ended Three Months Ended Nine Months Ended For the Period from January 25, 2021 (Inception) Through Class A Class B Class A Class B Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income $ 1,235,898 $ 308,974 $ 2,338,915 $ 575,581 $ 8,221,631 $ 2,055,408 $ 2,689,075 $ 865,120 Denominator: Basic and diluted weighted average shares outstanding 27,128,532 6,782,133 27,128,532 6,676,036 27,128,532 6,782,133 20,044,980 6,448,800 Basic and diluted net income per $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ 0.30 $ 0.30 $ 0.13 $ 0.13 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 and management believes the Company is not exposed to significant risks on such accounts. Fair Value of Financial Instruments The fair value of the Company’s cash, prepaid expenses, other assets, accrued offering costs and expenses, and due to related party, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying balance sheets, 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 (“ASU 2020-06”), which 2020-06 Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2022
Initial Public Offering [Abstract]
Initial Public Offering	Note 4 — Initial Public Offering Public Units On March 23, 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 one-third Public Warrants Each whole warrant entitles the holder thereof to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. The Public Warrants will become exercisable at $11.50 per share 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 30 calendar days after the closing of the initial Business Combination, it will use commercially reasonable best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the Class A ordinary shares issuable upon exercise of the Warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of its 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 our 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 reasonable 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 reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. 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 Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant) for any 20-trading 30-trading 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, as defined below; • if, and only if, the closing price of the Company’s Class A ordinary shares equals or exceeds $10.00 per share (as adjusted) for any 20 trading days within the 30-trading • if the closing price of the Class A ordinary shares for any 20-trading 30-trading The “fair market value” of the Class A ordinary shares for the above purpose shall mean the volume weighted average price of the Company’s Class A ordinary shares during the 10-trading In addition, if (x) the Company issues additional 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 share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or 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 Company’s 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, and 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. As of September 30, 2022 and December 31, 2021, there were 9,042,843 Public Warrants outstanding.

Private Placement Warrants

Private Placement Warrants	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
Private Placement Warrants	Note 5 — Private Placement Warrants Simultaneously with the closing of the IPO, the Sponsor purchased an aggregate of 4,666,667 Private Placement Warrants at a price of $1.50 per Private Placement Warrant, for an aggregate purchase price of $7,000,000, in a private placement. Simultaneously with the closing of the exercise of the overallotment option, the Company completed the sale of an additional 283,804 Private Placement Warrants to the Sponsor, at a purchase price of $1.50 per Private Warrant, generating additional gross proceeds of $425,706. 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. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless. The Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) will not be transferable, assignable or salable until 30 days after the completion of an initial Business Combination. The Private Placement Warrants will be non-redeemable by the Company (except

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 6 — Related Party Transactions Founder Shares On January 19, 2021, the Sponsor purchased 7,187,500 Class B ordinary shares, par value $0.0001 per share (the “Founder Shares”) for $25,000, or approximately $0.003 per share, paid to cover certain offering costs. On March 15, 2021, the Company entered into an agreement with Goggo Network GmbH, a German company limited by shares and Levere GG, pursuant to which the Levere GG transferred 6,413,571 Class B ordinary shares it holds in the Company to Goggo Network Gmbh. Upon the transfer of shares, Goggo Network Gmbh became the new sponsor of the Company. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. On March 31, 2021, the Sponsor surrendered to the Company for cancellation, 532,132 Class B ordinary shares. Upon further evaluation, management determined that, due to a clerical error in the calculation of the number of Class B ordinary shares to be surrendered to the Company in connection with the partial exercise of the over-allotment option, the Sponsor inadvertently surrendered 126,765 Class B ordinary shares more than the 405,367 Class B ordinary shares that were required to have been forfeited by it in connection with the partial exercise of the over-allotment option (the “Clerical Error”). Accordingly, on September 16, 2021, the Company issued 126,765 Class B ordinary shares to the Sponsor, for no consideration, to correct the Clerical Error, such that the total number of Class B ordinary shares forfeited by the Sponsor, after giving effect to the correction of the Clerical Error, was 405,367 Class B ordinary shares. The Sponsor, directors and executive officers 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 “Lock-up”).Any Due from (to) Related Party Commencing on March 23, 2021, the Company agreed to reimburse the Sponsor or an affiliate of the Sponsor for office space, secretarial administrative and other support services provided to members of the management team, in the amount of up to $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 $2,581 has been accrued as of September 30, 2022 and December 31, 2021. In addition, the Sponsor owed the Company $100,000 as of December 31, 2021 for legal costs of the Sponsor that it paid. The Sponsor subsequently repaid this amount in February 2022. Legal Settlement Agreement On January 31, 2022 the Sponsor executed a settlement agreement in the amount of $255,726 relating to Levere’s IPO legal work. The Sponsor agreed to release Levere from all liability obligations associated with the settlement agreement. As a result, the full amount was recorded to additional paid in capital. Promissory Note — Related Party On January 19, 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 was non-interest 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 the initial Business Combination, the Company would repay the Working Capital Loans. 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 the 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 such Working Capital Loans may, at the option of the lender, be converted into Private Placement Warrants at a price of $1.50 per warrant. 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. Prior to the completion of the initial Business Combination, the Company does not expect to seek loans from parties other than the Sponsor, its affiliates or any members of the management team as the Company does not believe third parties will be willing to loan such funds and provide a waiver against any and all rights to seek access to funds in the Company’s Trust Account. On May 13, 2022, the Company entered into a Working Capital Loan with the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate principal amount of $960,000 (the “Convertible Promissory Note”). The Convertible Promissory Note is non-interest The Company assessed the provisions of the Convertible Promissory Note under ASC 470-20. September 30, May 13, 2022 Underlying warrant value $ 0.05 $ 0.122 Exercise price $ 1.50 $ 1.50 Holding period 0.50 0.76 Risk-free rate % 4.02 % 1.76 % Volatility % 0.70 % 1.40 % Dividend yield % 0.0 % 0.0 % At September 30, 2022 and May 13, 2022, the Company determined that the conversion option liability had a fair value of $0. In accordance with this determination, no conversion option liability or debt discount was recorded as of September 30, 2022.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
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 rights agreement entered into in connection with the IPO (the “Registration Rights Agreement”). The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of an initial Business Combination. However, the Registration Rights Agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable Lock-up Our Sponsor and our directors and executive officers have agreed not to transfer, assign or sell their founder shares until the earliest of (A) one year after the completion of our initial business combination; and (B) subsequent to our initial business combination, (x) if the closing price of our Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and thelike) for any 20-trading days within any 30-trading day period Underwriting Agreement The Company granted the Underwriters a 45-day On March 23, 2021, the Company paid an underwriting discount of $5,000,000, and on March 31, 2021, the Company paid an additional underwriting discount of $425,706 for Units sold pursuant to the over-allotment option. Additionally, the Underwriters are entitled to deferred underwriting fee of 3.5% of the gross proceeds of the IPO and over-allotment, or $9,494,986 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' Deficit and Share

Shareholders' Deficit and Shares Subject to Possible Redemption	9 Months Ended
	Sep. 30, 2022
Stockholders' Equity Note [Abstract]
Shareholders' Deficit and Shares Subject to Possible Redemption	Note 8 — Shareholders’ Deficit and Shares Subject to Possible Redemption Preference Shares Class A Ordinary shares Class B Ordinary shares Holders of the Class A ordinary shares and holders of the Class B ordinary shares vote together as a single class on all matters submitted to a vote of the Company’s shareholders, except as required by law. Unless specified in the Company’s amended and restated certificate of incorporation or as required applicable provisions of the Companies Act (2021 Revision) of the Cayman Islands 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. Approval of certain actions will require a special resolution under Cayman Islands law, being the affirmative vote of at least two-thirds 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 the Company does not consummate an initial Business Combination) prior to, at the time of, or after its 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- one-to-one.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 9 — Fair Value Measurements The Company follows the guidance in ASC 820, “Fair Value Measurement”, for its financial assets and liabilities that are re-measured and reported at 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, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: September 30, 2022 Quoted Significant Significant Assets: U.S. Money Market held in Trust Account $ 272,933,281 $ 272,933,281 $ — $ — $ 272,933,281 $ 272,933,281 $ — $ — Liabilities: Public Warrants Liability $ 452,142 $ 452,142 $ — $ — Private Placement Warrants Liability 247,524 — — 247,524 $ 699,666 $ 452,142 $ — $ 247,524 The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: December 31, 2021 Quoted Significant Significant Assets: U.S. Money Market held in Trust Account $ 271,298,677 $ 271,298,677 $ — $ — $ 271,298,677 $ 271,298,677 $ — $ — Liabilities: Public Warrants Liability $ 6,601,275 $ 6,601,275 $ — $ — Private Placement Warrants Liability 3,663,349 — — 3,663,349 $ 10,264,624 $ 6,601,275 $ — $ 3,663,349 The Warrants are accounted for as liabilities in accordance with ASC 815-40 and are The Company established the initial fair value of the Public Warrants and Private Placement Warrants on March 23, 2021, the date of the Company’s IPO, using a Monte Carlo simulation model. On December 31, 2021, the Company established the fair value of the Private Warrants using a Monto 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 at December 31, 2021 due to the use of unobservable inputs. As of December 31, 2021, the Public Warrants were transferred to Level 1 due to the use of the quoted market price. The following tables present the changes in Level 3 liabilities at September 30, 2022 and December 31, 2021: Fair Value at December 31, 2021 $ 3,663,349 Change in fair value of private warrants (2,128,703 ) Fair Value at March 31, 2022 $ 1,534,646 Change in fair value of private warrants (1,089,104 ) Fair Value at June 30, 2022 $ 445,542 Change in fair value of private warrants (198,018 ) Fair Value at September 30, 2022 $ 247,524 Fair Value at January 15, 2021 (inception) $ — Initial fair value of public and private warrants 15,386,666 Initial fair value of public and private warrants issued with over-allotment 1,184,882 Change in fair value of public and private warrants (3,141,929 ) Transfer of public warrants to Level 1 (9,766,270 ) Fair Value at December 31, 2021 $ 3,663,349 The key inputs into the Monte Carlo simulation as of September 30, 2022, December 31, 2021 and March 23, 2021 were as follows: Inputs September 30, 2022 December 31, 2021 Risk-free interest rate 4.20 % 1.35 % Expected term remaining (years) 3.58 6.0 Expected volatility 0.7 % 14 % Share price $ 9.90 $ 9.74

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	Note 10 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheets date up to the date that the unaudited condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and nine months ended September 30, 2022 is not necessarily indicative of the results that may be expected through December 31, 2022 or for any future periods. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 10-K
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 of 1933 (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 Securities Exchange Act of 1934, as amended (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
Use of Estimates	Use of Estimates The preparation of the unaudited condensed 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 unaudited condensed 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, 2022 and December 31, 2021.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account At September 30, 2022 and December 31, 2021, all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities.
Convertible Debt	Convertible Debt The Company accounts for conversion options embedded in convertible notes in accordance with ASC 815. ASC 815 generally requires companies to bifurcate conversion options embedded in convertible notes from their host instruments and to account for them as free-standing derivative financial instruments. The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and are then revalued at each reporting date with changes in the fair value reported as non-operating
Derivative Warrant Liabilities	Derivative Warrant Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. is re-assessed at The Company evaluated the Warrants, which are discussed in Note 4, Note 5 and Note 9, in accordance with ASC 815-40 and ASC 815-40, the
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of ASC 340-10-S99-1, “Other Assets and presented as non-operating expenses in the
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 IPO 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 initial 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 As of September 30, 2022 and December 31, 2021, the ordinary shares subject to redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from public issuance $ 271,285,320 Less: Proceeds allocated to public warrants (10,677,650 ) Class A ordinary shares issuance cost (15,003,767 ) Add: Accretion of carrying value to redemption value 25,694,774 Class A ordinary shares subject to redemption at December 31, 2021 $ 271,298,677 Add: Accretion of carrying value to redemption value 1,634,604 Class A ordinary shares subject to redemption at September 30, 2022 $ 272,933,281
Income Taxes	Income Taxes ASC 740 “Accounting for Income Tax” 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, 2022 and December 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company’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 IPO and the private placement to purchase 13,993,314 ordinary shares in the calculation of diluted income per share, because their inclusion would be anti-dilutive under the treasury stock method. 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 statement of operations applies the two-class method each
Reconciliation of Net Income (loss) per Share	Reconciliation of Net Income per 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:​​​​​​​ Three Months Ended Three Months Ended Nine Months Ended For the Period from January 25, 2021 (Inception) Through Class A Class B Class A Class B Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income $ 1,235,898 $ 308,974 $ 2,338,915 $ 575,581 $ 8,221,631 $ 2,055,408 $ 2,689,075 $ 865,120 Denominator: Basic and diluted weighted average shares outstanding 27,128,532 6,782,133 27,128,532 6,676,036 27,128,532 6,782,133 20,044,980 6,448,800 Basic and diluted net income per $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ 0.30 $ 0.30 $ 0.13 $ 0.13
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 and management believes the Company is not exposed to significant risks on such accounts.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s cash, prepaid expenses, other assets, accrued offering costs and expenses, and due to related party, which qualify as financial instruments under ASC 820, “Fair Value Measurement,” approximate the carrying amounts represented in the accompanying balance sheets, 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 (“ASU 2020-06”), which 2020-06 Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Revision of Previously Issued_2

Revision of Previously Issued Financial Statements (Tables)	9 Months Ended
	Sep. 30, 2022
Accounting Changes and Error Corrections [Abstract]
Summary of prior period adjustments	As Previously Adjustment As Revised Basic and diluted net income per ordinary share: Allocation of Net Income for the three months ended September 30, 2021 Class A $ 2,340,345 $ (1,430 ) $ 2,338,915 Class B $ 574,151 $ 1,430 $ 575,581 Allocation of Net Income for the nine months ended September 30, 2021 Class A $ 2,689,821 $ (746 ) $ 2,689,075 Class B $ 864,374 $ 746 $ 865,120

Significant Accounting Polici_3

Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Summary of Class A ordinary shares subject to redemption	As of September 30, 2022 and December 31, 2021, the ordinary shares subject to redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from public issuance $ 271,285,320 Less: Proceeds allocated to public warrants (10,677,650 ) Class A ordinary shares issuance cost (15,003,767 ) Add: Accretion of carrying value to redemption value 25,694,774 Class A ordinary shares subject to redemption at December 31, 2021 $ 271,298,677 Add: Accretion of carrying value to redemption value 1,634,604 Class A ordinary shares subject to redemption at September 30, 2022 $ 272,933,281
Summary of earnings per share, basic and diluted	Accordingly, basic and diluted income per ordinary share is calculated as follows: Three Months Ended Three Months Ended Nine Months Ended For the Period from January 25, 2021 (Inception) Through Class A Class B Class A Class B Class A Class B Class A Class B Basic and diluted net income per ordinary share Numerator: Allocation of net income $ 1,235,898 $ 308,974 $ 2,338,915 $ 575,581 $ 8,221,631 $ 2,055,408 $ 2,689,075 $ 865,120 Denominator: Basic and diluted weighted average shares outstanding 27,128,532 6,782,133 27,128,532 6,676,036 27,128,532 6,782,133 20,044,980 6,448,800 Basic and diluted net income per $ 0.05 $ 0.05 $ 0.09 $ 0.09 $ 0.30 $ 0.30 $ 0.13 $ 0.13

Related Party Transactions (Tab

Related Party Transactions (Tables)	9 Months Ended
	Sep. 30, 2022
Short-Term Debt [Line Items]
Conversion option considered to be a Level 3 fair value measurement	The key inputs into the Monte Carlo simulation as of September 30, 2022, December 31, 2021 and March 23, 2021 were as follows: Inputs September 30, 2022 December 31, 2021 Risk-free interest rate 4.20 % 1.35 % Expected term remaining (years) 3.58 6.0 Expected volatility 0.7 % 14 % Share price $ 9.90 $ 9.74
Convertible Promissory Note [Member]
Short-Term Debt [Line Items]
Conversion option considered to be a Level 3 fair value measurement	The conversion option was valued using Monte Carlo simulation model, which is considered to be a Level 3 fair value measurement and based on the following assumptions: September 30, May 13, 2022 Underlying warrant value $ 0.05 $ 0.122 Exercise price $ 1.50 $ 1.50 Holding period 0.50 0.76 Risk-free rate % 4.02 % 1.76 % Volatility % 0.70 % 1.40 % Dividend yield % 0.0 % 0.0 %

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Summary of assets and liabilities that are measured at fair value on a recurring basis	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at September 30, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: September 30, 2022 Quoted Significant Significant Assets: U.S. Money Market held in Trust Account $ 272,933,281 $ 272,933,281 $ — $ — $ 272,933,281 $ 272,933,281 $ — $ — Liabilities: Public Warrants Liability $ 452,142 $ 452,142 $ — $ — Private Placement Warrants Liability 247,524 — — 247,524 $ 699,666 $ 452,142 $ — $ 247,524 The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at December 31, 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: December 31, 2021 Quoted Significant Significant Assets: U.S. Money Market held in Trust Account $ 271,298,677 $ 271,298,677 $ — $ — $ 271,298,677 $ 271,298,677 $ — $ — Liabilities: Public Warrants Liability $ 6,601,275 $ 6,601,275 $ — $ — Private Placement Warrants Liability 3,663,349 — — 3,663,349 $ 10,264,624 $ 6,601,275 $ — $ 3,663,349
Summary of change in the fair value of the level 3 liabilities	The following tables present the changes in Level 3 liabilities at September 30, 2022 and December 31, 2021: Fair Value at December 31, 2021 $ 3,663,349 Change in fair value of private warrants (2,128,703 ) Fair Value at March 31, 2022 $ 1,534,646 Change in fair value of private warrants (1,089,104 ) Fair Value at June 30, 2022 $ 445,542 Change in fair value of private warrants (198,018 ) Fair Value at September 30, 2022 $ 247,524 Fair Value at January 15, 2021 (inception) $ — Initial fair value of public and private warrants 15,386,666 Initial fair value of public and private warrants issued with over-allotment 1,184,882 Change in fair value of public and private warrants (3,141,929 ) Transfer of public warrants to Level 1 (9,766,270 ) Fair Value at December 31, 2021 $ 3,663,349
Summary of fair value measurement inputs and valuation techniques	The key inputs into the Monte Carlo simulation as of September 30, 2022, December 31, 2021 and March 23, 2021 were as follows: Inputs September 30, 2022 December 31, 2021 Risk-free interest rate 4.20 % 1.35 % Expected term remaining (years) 3.58 6.0 Expected volatility 0.7 % 14 % Share price $ 9.90 $ 9.74

Organization and Business Ope_2

Organization and Business Operations - Additional Information (Detail) - USD ($)						3 Months Ended			9 Months Ended		12 Months Ended
	Aug. 16, 2022	Sep. 16, 2021	Mar. 31, 2021	Mar. 23, 2021	Mar. 15, 2021	Sep. 30, 2022	Sep. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Proceeds from issuance of IPO									$ 0	$ 265,859,614
Proceeds from issuance of private placement									0	7,425,706
Underwriting expense paid								$ 425,706
Deferred underwriting fee noncurrent						$ 9,494,986			9,494,986		$ 9,494,986
Offering costs allocated to warrants						$ 0	$ 0		0	618,405
Payment to acquire restricted investments									0	271,285,320
Lock in period for redemption of public shares after closing of IPO								24 months
Restricted investments term								185 days
Dissolution Expense									$ 100,000
Percentage of public shares to be redeemed on non completion of business combination						100%			100%
Cash						$ 512,975			$ 512,975		300,844
Proceeds from issuance of common stock									0	$ 25,000
Due to related parties current						2,581			2,581		0
Working capital (deficit)						$ 300,000			$ 300,000
Threshold limit for mandatory liquidation									12 months
The Inflation Reduction Act Of 2022 [Member] | On Or After January 1, 2023 [Member]
Percentage of excise tax on repurchase of stock	1%
Percentage of fair market value of the shares repurchased at the time of the repurchase representing the excise tax amount	1%
Public Warrants [Member]
Exercise price of warrant						$ 11.5			$ 11.5
Private Placement Warrants [Member]
Exercise price of warrant			$ 10					$ 10
Class of warrants and rights issued during the period									4,666,667
Class of warrants and rights issued, price per warrant									$ 1.5
Proceeds from issuance of private placement									$ 7,000,000
IPO [Member]
Payment to acquire restricted investments								$ 271,285,320
Over-Allotment Option [Member]
Stock issued during period shares			2,128,532	3,750,000				2,128,532	2,128,532
Underwriting expense paid									$ 5,425,706
Transaction costs of IPO									15,622,172
Deferred underwriting fee noncurrent						$ 9,494,986			9,494,986
Other offering costs									701,480
Offering costs allocated to warrants									618,405
Stock Issued during period, value, new issues								$ 21,285,320
Sponsor [Member]
Proceeds from issuance of common stock									25,000
Sponsor [Member] | Working Capital Loan [Member]
Proceeds from unsecured and non-interest bearing promissory note									300,000
Due to related parties current						600,000			$ 600,000
Sponsor [Member] | Private Placement Warrants [Member]
Class of warrants and rights issued during the period									283,804
Class of warrants and rights issued, price per warrant									$ 1.5
Proceeds from issuance of private placement									$ 425,706
Sponsor [Member] | IPO [Member] | Working Capital Loan [Member]
Due to related parties current						$ 960,000			960,000
Common Class A [Member]
Proceeds from issuance of IPO									$ 271,285,320		$ 271,285,320
Stock conversion basis									one-third of one redeemable warrant to purchase one Class A ordinary share
Common Class A [Member] | Public Warrants [Member]
Shares issuable per warrant				1
Exercise price of warrant				$ 11.5		$ 11.5			$ 11.5
Common Class A [Member] | Public shares [Member]
Share price						10			10
Common Class A [Member] | IPO [Member]
Stock issued during period shares				25,000,000
Share price				$ 10
Proceeds from issuance of IPO				$ 250,000,000
Shares issued, price per share						$ 0.0001			$ 0.0001
Common Class A [Member] | Sponsor [Member]
Stock issued during period shares					6,413,571
Common Class B [Member] | Common Stock [Member]
Stock isued during period shares share based compensation forfeited								532,132	532,132
Excess stock forfeited during the period shares									126,765
Common Stock Shares Subject to Forfeiture			405,367					405,367
Stock shares reissued during the period due to incorrect forfeiture			126,765
Common Class B [Member] | Common Stock [Member] | Excess Shares Forfeited Now Rectified [Member]
Stock isued during period shares share based compensation forfeited		405,367
Common Class B [Member] | Sponsor [Member]
Stock issued during period shares				6,413,571

Revision of Previously Issued_3

Revision of Previously Issued Financial Statements - Schedule Of Allocation Of Net Income Loss (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
As Previously Reported | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	$ 2,340,345	$ 2,689,821
As Previously Reported | Common Class B [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	574,151	864,374
Adjustment | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	(1,430)	(746)
Adjustment | Common Class B [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	1,430	746
As Revised | Common Class A [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	2,338,915	2,689,075
As Revised | Common Class B [Member]
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Allocation of net income (loss)	$ 575,581	$ 865,120

Significant Accounting Polici_4

Significant Accounting Policies - Summary of Class A Ordinary Shares Subject to Redemption (Detail) - USD ($)	3 Months Ended						9 Months Ended		12 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Temporary Equity [Line Items]
Gross proceeds from public issuance							$ 0	$ 265,859,614
Add:
Accretion of carrying value to redemption value	$ 1,226,730	$ 385,320	$ 22,554	$ 4,169	$ 4,123	$ 25,781,750
Common Class A [Member]
Temporary Equity [Line Items]
Gross proceeds from public issuance							271,285,320		$ 271,285,320
Less:
Proceeds allocated to public warrants							(10,677,650)		(10,677,650)
Class A ordinary shares issuance cost	(15,003,767)						(15,003,767)		(15,003,767)
Add:
Accretion of carrying value to redemption value							1,634,604		25,694,774
Class A ordinary shares subject to redemption	$ 272,933,281						$ 272,933,281		$ 271,298,677

Significant Accounting Polici_5

Significant Accounting Policies - Summary of Earnings Per Share, Basic and Diluted (Detail) - USD ($)	3 Months Ended		8 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Common Class A [Member]
Net Income per share for ordinary share:
Allocation of net income, as adjusted	$ 1,235,898	$ 2,338,915		$ 8,221,631	$ 2,689,075
Weighted Average Number of Shares Outstanding, Basic	27,128,532	27,128,532		27,128,532	20,044,980
Weighted Average Number of Shares Outstanding, Diluted	27,128,532	27,128,532	20,044,980	27,128,532	20,044,980
Earnings Per Share, Basic	$ 0.05	$ 0.09		$ 0.3	$ 0.13
Earnings Per Share, Diluted	$ 0.05	$ 0.09	$ 0.13	$ 0.3	$ 0.13
Common Class B [Member]
Net Income per share for ordinary share:
Allocation of net income, as adjusted	$ 308,974	$ 575,581		$ 2,055,408	$ 865,120
Weighted Average Number of Shares Outstanding, Basic	6,782,133	6,676,036		6,782,133	6,448,800
Weighted Average Number of Shares Outstanding, Diluted	6,782,133	6,676,036	6,448,800	6,782,133	6,448,800
Earnings Per Share, Basic	$ 0.05	$ 0.09		$ 0.3	$ 0.13
Earnings Per Share, Diluted	$ 0.05	$ 0.09	$ 0.13	$ 0.3	$ 0.13

Significant Accounting Polici_6

Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
FDIC insured amount	$ 250,000		$ 250,000
Cash Equivalents	0		0		$ 0
Unrecognized tax benefits	0		0		0
Accrued for interest and penalties	0		0		$ 0
Offering costs allocated to warrants	$ 0	$ 0	$ 0	$ 618,405
Warrant [Member]
Antidilutive excluded from computation of earnings per share amount			13,993,314
Over-Allotment Option [Member]
Transaction costs of IPO			$ 15,622,172
Offering costs allocated to warrants			$ 618,405

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)			3 Months Ended	9 Months Ended		12 Months Ended
	Mar. 31, 2021	Mar. 23, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Stockholders Equity Note [Line Items]
Common Stock, Shares Subscribed but Unissued				3,750,000
Proceeds from issuance of IPO				$ 0	$ 265,859,614
Share Price Equal or Exceeds Eighteen Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Share redemption trigger price				$ 18
Class of warrant or right, exercise price adjustment percentage higher of market value				180%
Share Price Equal or Less Nine point Two Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Share redemption trigger price				$ 9.2
Class of warrant or right, exercise price adjustment percentage higher of market value				115%
Public Warrants [Member]
Stockholders Equity Note [Line Items]
Exercise price of warrants or rights				$ 11.5
Warrants exercisable term from the date of completion of business combination				30 days
Warrants and rights outstanding, term				5 years
Minimum lock In period For SEC Registration From Date Of Business Combination				30 days
Minimum lock In period to become effective after the closing of the initial Business Combination				60 days
Class of Warrant or Right, Outstanding				9,042,843		9,042,843
Private Placement Warrants [Member]
Stockholders Equity Note [Line Items]
Exercise price of warrants or rights	$ 10		$ 10
Class of Warrant or Right, Outstanding				4,950,471		4,950,471
Over-Allotment Option [Member]
Stockholders Equity Note [Line Items]
Stock issued during period shares	2,128,532	3,750,000	2,128,532	2,128,532
Stock Issued during period, value, new issues			$ 21,285,320
Overallotment option vesting period				45 days
Common Class A [Member]
Stockholders Equity Note [Line Items]
Proceeds from issuance of IPO				$ 271,285,320		$ 271,285,320
Class of warrants, redemption notice period				10 days
Common Class A [Member] | Share Price Equal or Less Nine point Two Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Exercise price of warrants or rights				$ 9.2
Share redemption trigger price				10
Minimum Percentage Gross Proceeds Required From Issuance Of Equity				$ 60
Class of warrant or right minimum notice period for redemption				20 days
Common Class A [Member] | Public Warrants [Member]
Stockholders Equity Note [Line Items]
Shares issuable per warrant		1
Exercise price of warrants or rights		$ 11.5		$ 11.5
Common Class A [Member] | Private Placement Warrants [Member] | Share Price Equal or More Ten point Zero Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Share price				$ 18
Number of consecutive trading days for determining share price				20 days
Number of trading days for determining share price				30 days
Common Class A [Member] | Redemption of warrants [Member] | Share Price Equal or Exceeds Eighteen Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Share price				$ 18
Class of warrants, redemption price per unit				$ 0.01
Class of warrants, redemption notice period				30 days
Number of consecutive trading days for determining share price				20 days
Number of trading days for determining share price				30 days
Common Class A [Member] | Redemption of warrants [Member] | Share Price Equal or More Ten point Zero Rupees per dollar [Member]
Stockholders Equity Note [Line Items]
Share price				$ 10
Class of warrants, redemption price per unit				$ 0.1
Class of warrants, redemption notice period				30 days
Number of consecutive trading days for determining share price				20 days
Number of trading days for determining share price				30 days
Common Class A [Member] | IPO [Member]
Stockholders Equity Note [Line Items]
Stock issued during period shares		25,000,000
Share price		$ 10
Proceeds from issuance of IPO		$ 250,000,000
Common Class A [Member] | Over-Allotment Option [Member]
Stockholders Equity Note [Line Items]
Overallotment option vesting period		45 days

Private Placement Warrants - Ad

Private Placement Warrants - Additional Information (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Proceeds from issuance of private placement	$ 0	$ 7,425,706
Private Placement Warrants [Member]
Class of warrants and rights issued during the period	4,666,667
Class of warrants and rights issued, price per warrant	$ 1.5
Proceeds from issuance of private placement	$ 7,000,000
Minimum lock In period for transfer, assign or sell warrants after completion of IPO	30 days
Class Of Warrant Or Right Outstanding	4,950,471		4,950,471
Sponsor [Member] | Private Placement Warrants [Member]
Class of warrants and rights issued during the period	283,804
Class of warrants and rights issued, price per warrant	$ 1.5
Proceeds from issuance of private placement	$ 425,706

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)

3 Months Ended

9 Months Ended

12 Months Ended

May 13, 2022

Jan. 31, 2022

Jan. 13, 2022

Sep. 16, 2021

Mar. 31, 2021

Mar. 23, 2021

Mar. 15, 2021

Jan. 19, 2021

Jun. 30, 2021

Mar. 31, 2021

Mar. 31, 2021

Sep. 30, 2022

Sep. 30, 2021

Dec. 31, 2021

Related Party Transaction [Line Items]

Stock issued during period, value, issued for services

[1]

$ 25,000

Proceeds from related party debt

$ 0

$ 211,135

Convertible Debt, Fair Value Disclosures

$ 0

$ 0

Over-Allotment Option [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

2,128,532

3,750,000

2,128,532

2,128,532

Working Capital Loan [Member]

Related Party Transaction [Line Items]

Debt instrument convertible into warrants

$ 1,500,000

Debt instrument conversion price

$ 1.5

Sponsor [Member]

Related Party Transaction [Line Items]

Legal cost

$ 100,000

Sponsor [Member] | Settlement Agreement [Member]

Related Party Transaction [Line Items]

Adjustment to additional paid in capital settlement amount waived off

$ 255,726

$ 255,726

Sponsor [Member]

Related Party Transaction [Line Items]

Accounts payable, related parties, current

$ 2,581

$ 2,581

Sponsor [Member] | Office Space Administrative And Support Services [Member]

Related Party Transaction [Line Items]

Related party transaction, amounts of transaction

$ 10,000

Sponsor [Member] | Promissory Note [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

$ 960,000

$ 300,000

Proceeds from related party debt

$ 211,135

Sponsor [Member] | Convertible Promissory Note [Member]

Related Party Transaction [Line Items]

Debt instrument interest rate

0%

Debt instrument conversion price

$ 1.5

Debt Instrument Convertible Into Warrants

$ 960,000

Founder shares [Member] | Over-Allotment Option [Member]

Related Party Transaction [Line Items]

Stock repurchased during period, shares

2,128,532

2,128,532

2,128,532

Common Class A [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

6,413,571

Common Class A [Member] | Share Price More Than Or Equals To USD Twelve [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Share transfer, trigger price per share

$ 12

Number of consecutive trading days for determining share price

20 days

Number of trading days for determining share price

30 days

Threshold number of trading days for determining share price from date of business combination

150 days

Common Class B [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

126,765

Common Class B [Member] | Sponsor [Member] | Over-Allotment Option [Member] | Clerical Error [Member]

Related Party Transaction [Line Items]

Number of shares required to be forfeited during the period

405,367

Common Class B [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

6,413,571

Common Class B [Member] | Sponsor [Member] | After Correction Of Clerical Error [Member]

Related Party Transaction [Line Items]

Stock repurchased during period, shares

405,367

Common Class B [Member] | Sponsor [Member] | Over-Allotment Option [Member] | Clerical Error [Member]

Related Party Transaction [Line Items]

Stock repurchased during period, shares

126,765

Common Class B [Member] | Founder shares [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

7,187,500

Stock issued during period, value, issued for services

$ 25,000

Shares issued, shares, share-based payment arrangement, forfeited

937,500

Common Class B [Member] | Founder shares [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Stock issued during period shares

7,187,500

Stock issued during period, value, issued for services

$ 25,000

Shares issued, shares, share-based payment arrangement, forfeited

937,500

Stock repurchased during period, shares

532,132

Common Class B [Member] | Founder shares [Member] | Sponsor [Member] | Maximum [Member]

Related Party Transaction [Line Items]

Shares issued price per share

$ 0.003

Common Class B [Member] | Founder shares [Member] | Sponsor [Member] | Minimum [Member]

Related Party Transaction [Line Items]

Shares issued price per share

$ 0.0001

[1]On January 19, 2021 an aggregate of 7,187,500 founder shares were issued to the Sponsor for an aggregate purchase price of $25,000. Up to 937,500 Founder Shares were subject to forfeiture by the Sponsor, depending on the extent to which the Underwriters’ over-allotment option was exercised. On March 31, 2021, the Underwriters partially exercised the over-allotment option and purchased an additional 2,128,532 Units and forfeited the remainder of the option. As a result, none of the Class B ordinary shares are subject to forfeiture any longer.

Related Party Transactions - Co

Related Party Transactions - Conversion option considered to be a Level 3 fair value measurement (Detail) - Level 3 [Member]	Sep. 30, 2022 d	May 13, 2022 d
Underlying warrant value
Derivative Liability, Measurement Input	0.05	0.122
Exercise price
Derivative Liability, Measurement Input	1.5	1.5
Holding period
Derivative Liability, Measurement Input	0.5	0.76
Risk-free rate %
Derivative Liability, Measurement Input	4.02	1.76
Volatility %
Derivative Liability, Measurement Input	0.7	1.4
Dividend yield %
Derivative Liability, Measurement Input	0	0

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)				3 Months Ended	9 Months Ended
	Mar. 31, 2021	Mar. 23, 2021	Mar. 15, 2021	Mar. 31, 2021	Sep. 30, 2022	Dec. 31, 2021
Commitments And Contingencies [Line Items]
Threshold period for registration statement become effective termination of lock up period of shares after the completion of initial business combination					30 days
Deferred underwriting fee					$ 9,494,986	$ 9,494,986
Common Class A [Member] | Sponsor [Member]
Commitments And Contingencies [Line Items]
Stock issued during period shares			6,413,571
Common Class A [Member] | Share Price More Than Or Equals To USD Twelve [Member] | Sponsor [Member]
Commitments And Contingencies [Line Items]
Share transfer, trigger price per share					$ 12
Number of consecutive trading days for determining share price					20 days
Number of trading days for determining share price					30 days
Threshold number of trading days for determining share price from date of business combination					150 days
Over-Allotment Option [Member]
Commitments And Contingencies [Line Items]
Overallotment option vesting period					45 days
Deferred underwriting fee					$ 9,494,986
Stock issued during period shares	2,128,532	3,750,000		2,128,532	2,128,532
Over-Allotment Option [Member] | Common Class A [Member]
Commitments And Contingencies [Line Items]
Overallotment option vesting period		45 days
Underwriting Agreement | Over-Allotment Option [Member]
Commitments And Contingencies [Line Items]
Underwriting discount		$ 5,000,000
Additional underwriting discount				$ 425,706
Percentage of deferred underwriting fee eligible on gross proceeds of the IPO	3.50%			3.50%	3.50%
Deferred underwriting fee	$ 9,494,986			$ 9,494,986	$ 9,494,986

Shareholders' Deficit and Sha_2

Shareholders' Deficit and Shares Subject to Possible Redemption - Additional information (Detail) - $ / shares	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock shares authorized	5,000,000	5,000,000
Preferred stock shares outstanding	0	0
Preferred stock shares issued	0	0
Common stock threshold percentage on conversion of shares	20%
Common Class A [Member]
Temporary equity shares outstanding	27,128,532	27,128,532
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	500,000,000	500,000,000
Common stock shares issued	0	0
Common stock shares outstanding	0	0
Common Class A [Member] | Common Stock Subject to Mandatory Redemption [Member]
Temporary equity shares outstanding	27,128,532	27,128,532
Common stock shares issued	0	0
Common stock shares outstanding	0	0
Common Class B [Member]
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	50,000,000	50,000,000
Common stock shares issued	6,782,133	6,782,133
Common stock shares outstanding	6,782,133	6,782,133
Common stock voting rights	one vote

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis (Detail) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Liabilities:
Warrant liabilities	$ 699,666	$ 10,264,624
Fair Value, Recurring
Assets:
Total value	272,933,281	271,298,677
Liabilities:
Warrant liabilities	699,666	10,264,624
Public Warrants [Member] | Fair Value, Recurring
Liabilities:
Warrant liabilities	452,142	6,601,275
Private Placement Warrants [Member] | Fair Value, Recurring
Liabilities:
Warrant liabilities	247,524	3,663,349
US Money Market [Member] | Fair Value, Recurring
Assets:
Assets	272,933,281	271,298,677
Level 1 [Member] | Fair Value, Recurring
Assets:
Total value	272,933,281	271,298,677
Liabilities:
Warrant liabilities	452,142	6,601,275
Level 1 [Member] | Public Warrants [Member] | Fair Value, Recurring
Liabilities:
Warrant liabilities	452,142	6,601,275
Level 1 [Member] | US Money Market [Member] | Fair Value, Recurring
Assets:
Assets	272,933,281	271,298,677
Level 3 [Member] | Fair Value, Recurring
Liabilities:
Warrant liabilities	247,524	3,663,349
Level 3 [Member] | Private Placement Warrants [Member] | Fair Value, Recurring
Liabilities:
Warrant liabilities	$ 247,524	$ 3,663,349

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Change In The Fair Value of The Level 3 Liabilities (Detail) - Level 3 [Member] - USD ($)	3 Months Ended			12 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Dec. 31, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance	$ 445,542	$ 1,534,646	$ 3,663,349
Initial fair value of public and private warrants				15,386,666
Initial fair value of public and private warrants issued with over-allotment				1,184,882
Change in fair value of public and private warrants	(198,018)	(1,089,104)	(2,128,703)	(3,141,929)
Transfer of public warrants to Level 1				(9,766,270)
Ending balance	$ 247,524	$ 445,542	$ 1,534,646	$ 3,663,349

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Fair Value Measurement Inputs and Valuation Techniques (Detail)	Sep. 30, 2022 PerShare yr	Dec. 31, 2021 PerShare yr
Risk-free interest rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants	4.2	1.35
Expected term remaining (years) [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants | yr	3.58	6
Expected volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants	0.7	14
Share price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants | PerShare	9.9	9.74