Khosla Ventures Acquisition Co III (KVSC) 10-Q 11 Aug 22 2022 Q2 Quarterly report Financial data

Cover Page

Cover Page - shares	6 Months Ended
	Jun. 30, 2022	Aug. 11, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Registrant Name	Khosla Ventures Acquisition Co. III
Entity Central Index Key	0001846068
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Trading Symbol	KVSC
Entity Shell Company	true
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Interactive Data Current	Yes
Entity Address, State or Province	CA
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Entity File Number	001-40247
Entity Tax Identification Number	86-1777015
Entity Address, Address Line One	2128 Sand Hill Road
Entity Address, City or Town	Menlo Park
Entity Address, Postal Zip Code	94025
City Area Code	650
Local Phone Number	376-8500
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		57,756,825
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		5,000,000
Common Class K [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		5,000,000

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2022	Dec. 31, 2021
ASSETS
Cash	$ 0	$ 239,105
Prepaid expenses	657,315	843,640
Total current assets	657,315	1,082,745
Marketable securities held in Trust Account	564,176,180	563,330,122
Other non-current assets	0	189,529
Total Assets	564,833,495	564,602,396
Current liabilities:
Accounts payable	77,580	39,897
Due to related party	289,249	5,300
Income tax payable	123,742	0
Franchise tax payable	100,000	200,000
Accrued expenses	208,859	9,141
Total current liabilities	799,430	254,338
Deferred underwriting fees payable	19,715,578	19,715,578
Class K Founder Shares derivative liabilities	0	6,250,000
Total liabilities	20,515,008	26,219,916
Commitments and Contingencies (Note 5)
Stockholders' deficit
Preferred stock, $0.0001 parvalue; 1,000,000 shares authorized; none issued or outstanding	0	0
Additional paid-in capital	0	0
Accumulated deficit	(19,858,336)	(24,948,285)
Total stockholders' deficit	(19,857,693)	(24,947,642)
Total Liabilities, Common Stock Subject to Possible Redemption, and Stockholders' Deficit	564,833,495	564,602,396
Common Class A [Member]
Current liabilities:
Class A common stock subject to possible redemption, 56,330,222 shares at $10.00 per share	564,176,180	563,330,122
Stockholders' deficit
Common Stock, Value	143	143
Common Class B [Member]
Stockholders' deficit
Common Stock, Value	$ 500	$ 500

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Common stock subject to possible redemption	56,330,222
Temporary Equity, Redemption Price Per Share	$ 10
Preferred Stock Par Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock Shares Authorized	1,000,000	1,000,000
Preferred Stock Shares Issued	0	0
Preferred Stock Shares Outstanding	0	0
Common Class A [Member]
Common stock subject to possible redemption	56,330,222	56,330,222
Common Stock Par Value Per Share	$ 0.0001	$ 0.0001
Common Stock Shares Authorized	200,000,000	200,000,000
Common Stock Shares Issued	1,426,605	1,426,605
Common Stock Shares Outstanding	1,426,605	1,426,605
Common Class B [Member]
Common Stock Par Value Per Share	$ 0.0001	$ 0.0001
Common Stock Shares Authorized	30,000,000	30,000,000
Common Stock Shares Issued	5,000,000	5,000,000
Common Stock Shares Outstanding	5,000,000	5,000,000

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2021	Jun. 30, 2022
Formation costs			$ 25,000
General and administrative expenses	$ 443,089	$ 295,206	316,008	$ 951,601
Franchise tax expenses	50,000	50,000	100,000	84,708
Loss from operations	(493,089)	(345,206)	(441,008)	(1,036,309)
Financing expenses on derivative classified instrument			(47,887,500)
Change in fair value of derivative liabilities	40,000	(4,050,000)	26,700,000	6,250,000
Gain on marketable securities (net), dividends and interest, held in Trust Account	800,083	8,560	8,560	846,058
Income (loss) before income tax expense	346,994	(4,386,646)	(21,619,948)	6,059,749
Income tax expense	123,742			123,742
Net income (loss)	$ 223,252	$ (4,386,646)	$ (21,619,948)	$ 5,936,007
Common Class A [Member]
Weighted Average Number of Shares Outstanding, Basic	1,426,605	1,426,605	900,312	1,426,605
Earnings Per Share, Basic	$ (0.01)	$ (0.07)	$ (0.6)	$ 0.08
Weighted Average Number of Shares Outstanding, Diluted	1,426,605	1,426,605	900,312	1,426,605
Earnings Per Share, Diluted	$ (0.01)	$ (0.07)	$ (0.6)	$ 0.08
Common Class A [Member] | Non Redeemable Common Stock [Member]
Weighted Average Number of Shares Outstanding, Basic	1,426,605	1,426,605	900,312	1,426,605
Earnings Per Share, Basic	$ (0.01)	$ (0.07)	$ (0.6)	$ 0.08
Weighted Average Number of Shares Outstanding, Diluted	1,426,605	1,426,605	900,312	1,426,605
Earnings Per Share, Diluted	$ (0.01)	$ (0.07)	$ (0.6)	$ 0.08
Common Class A [Member] | Common Stock Subject to Mandatory Redemption [Member]
Weighted Average Number of Shares Outstanding, Basic	56,330,222	56,330,222	35,505,754	56,330,222
Earnings Per Share, Basic	$ 0.01	$ (0.07)	$ (0.54)	$ 0.1
Weighted Average Number of Shares Outstanding, Diluted	56,330,222	56,330,222	35,505,754	56,330,222
Earnings Per Share, Diluted	$ 0.01	$ (0.07)	$ (0.54)	$ 0.1
Common Class B [Member]
Weighted Average Number of Shares Outstanding, Basic	5,000,000	5,000,000	4,901,961	5,000,000
Earnings Per Share, Basic	$ (0.01)	$ (0.07)	$ (0.39)	$ 0.08
Weighted Average Number of Shares Outstanding, Diluted	5,000,000	5,000,000	4,901,961	5,000,000
Earnings Per Share, Diluted	$ (0.01)	$ (0.07)	$ (0.39)	$ 0.08
Common Class B [Member] | Non Redeemable Common Stock [Member]
Weighted Average Number of Shares Outstanding, Basic	5,000,000	5,000,000	4,901,961	5,000,000
Earnings Per Share, Basic	$ (0.01)	$ (0.07)	$ (0.39)	$ 0.08
Weighted Average Number of Shares Outstanding, Diluted	5,000,000	5,000,000	4,901,961	5,000,000
Earnings Per Share, Diluted	$ (0.01)	$ (0.07)	$ (0.39)	$ 0.08

Condensed Statements of Changes

Condensed Statements of Changes In Common Stock Subject To Possible Redemption And Stockholders' Deficit - USD ($)	Total	Class A Common Stock	Common Stock Subject To Possible Redemption Class A Common Stock	Common Stock Class A Common Stock	Common Stock Class B Common Stock	Additional Paid-in Capital	Accumulated Deficit
Beginning balance at Jan. 28, 2021	$ 0		$ 0	$ 0	$ 0	$ 0	$ 0
Beginning Balance (in shares) at Jan. 28, 2021			0	0	0
Issuance of common stock to Sponsor	12,500				$ 500	12,000
Issuance of common stock to Sponsor, shares					5,000,000
Sale of Public Shares, net of $31,705,310 issuance costs			$ 531,596,916
Sale of Public Shares, net of $31,705,310 issuance costs , shares			56,330,222
Sale of private placement	14,266,050			$ 143		14,265,907
Sale of private placement shares,Shares				1,426,605
Accretion of Class A Common Stock to redemption value	(31,705,310)		$ 31,705,310			(14,277,907)	(17,427,403)
Net income (loss)	(17,233,302)						(17,233,302)
Ending balance at Mar. 31, 2021	(34,660,062)		$ 563,302,226	$ 143	$ 500	0	(34,660,705)
Ending Balance (in shares) at Mar. 31, 2021			56,330,222	1,426,605	5,000,000
Beginning balance at Jan. 28, 2021	0		$ 0	$ 0	$ 0	0	0
Beginning Balance (in shares) at Jan. 28, 2021			0	0	0
Net income (loss)	(21,619,948)		$ (19,143,564)	$ (541,889)	$ (1,934,494)
Ending balance at Jun. 30, 2021	(39,046,708)		$ 563,302,226	$ 143	$ 500	0	(39,047,351)
Ending Balance (in shares) at Jun. 30, 2021			56,330,222	1,426,605	5,000,000
Beginning balance at Mar. 31, 2021	(34,660,062)		$ 563,302,226	$ 143	$ 500	0	(34,660,705)
Beginning Balance (in shares) at Mar. 31, 2021			56,330,222	1,426,605	5,000,000
Net income (loss)	(4,386,646)		$ (3,937,431)	$ (99,718)	$ (349,495)		(4,386,646)
Ending balance at Jun. 30, 2021	(39,046,708)		$ 563,302,226	$ 143	$ 500	0	(39,047,351)
Ending Balance (in shares) at Jun. 30, 2021			56,330,222	1,426,605	5,000,000
Beginning balance at Dec. 31, 2021	(24,947,642)		$ 563,330,122	$ 143	$ 500	0	(24,948,285)
Beginning Balance (in shares) at Dec. 31, 2021			56,330,222	1,426,605	5,000,000
Accretion of Class A Common Stock to redemption value	(45,975)		$ 45,975				(45,975)
Net income (loss)	5,712,755						5,712,755
Ending balance at Mar. 31, 2022	(19,280,862)		$ 563,376,097	$ 143	$ 500	0	(19,281,505)
Ending Balance (in shares) at Mar. 31, 2022			56,330,222	1,426,605	5,000,000
Beginning balance at Dec. 31, 2021	(24,947,642)		$ 563,330,122	$ 143	$ 500	0	(24,948,285)
Beginning Balance (in shares) at Dec. 31, 2021			56,330,222	1,426,605	5,000,000
Sale of private placement shares,Shares		56,330,222
Net income (loss)	5,936,007		$ 5,414,771	$ 115,706	$ 405,530
Ending balance at Jun. 30, 2022	(19,857,693)		$ 564,176,180	$ 143	$ 500	0	(19,858,336)
Ending Balance (in shares) at Jun. 30, 2022			56,330,222	1,426,605	5,000,000
Beginning balance at Mar. 31, 2022	(19,280,862)		$ 563,376,097	$ 143	$ 500	0	(19,281,505)
Beginning Balance (in shares) at Mar. 31, 2022			56,330,222	1,426,605	5,000,000
Accretion of Class A Common Stock to redemption value	(800,083)		$ 800,083				(800,083)
Net income (loss)	223,252		282,322	$ (13,113)	$ (45,958)		223,252
Ending balance at Jun. 30, 2022	$ (19,857,693)		$ 564,176,180	$ 143	$ 500	$ 0	$ (19,858,336)
Ending Balance (in shares) at Jun. 30, 2022			56,330,222	1,426,605	5,000,000

Condensed Statements of Chang_2

Condensed Statements of Changes In Common Stock Subject To Possible Redemption And Stockholders' Deficit (Parenthetical)	2 Months Ended
	Mar. 31, 2021 USD ($)
Public Shares
Stock issuance costs	$ 31,705,310

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2021	Jun. 30, 2022
Cash Flows from Operating Activities
Net income (loss)	$ 223,252	$ (4,386,646)	$ (21,619,948)	$ 5,936,007
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Finance expense on fair value instruments			47,887,500
Gain on marketable securities (net), dividends and interest, held in Trust Account	(800,083)	(8,560)	(8,560)	(846,058)
Change in fair value of derivative liabilities	(40,000)	4,050,000	(26,700,000)	(6,250,000)
Changes in operating assets and liabilities:
Prepaid expenses and other assets			(1,458,456)	375,854
Accounts payable, franchise tax payable and accrued expenses			150,478	261,143
Net cash used in operating activities			(1,748,986)	(523,054)
Cash Flows from Investing Activities
Investment in marketable securities held in Trust Account			(563,302,226)	0
Net cash used in Investing Activities:			(563,302,226)	0
Cash Flows from Financing Activities
Proceeds from issuance of Class B and Class K common stock to Sponsor			25,000
Advances from related party			5,300	283,949
Proceeds from sale of Public Shares, net of transaction costs paid			551,312,494
Proceeds from Private Placement shares			14,266,050
Net cash provided by financing activities			565,608,844	283,949
Net (decrease) increase in cash			557,632	(239,105)
Cash—beginning of period			0	239,105
Cash—end of period	$ 0	$ 557,632	557,632	0
Supplemental disclosure of noncash investing and financing activities:
Immediate accretion of Class A shares to redemption value				$ 846,058
Deferred underwriting fees payable			$ 19,715,578

Description of Organization, Bu

Description of Organization, Business Operations, Going Concern	6 Months Ended
	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization, Business Operations, Going Concern	Note 1-Description Khosla Ventures Acquisition Co. III (the “Company”) is a blank check company incorporated in Delaware on January 29, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of June 30, 2022, the Company had not commenced any operations. All activity through June 30, 2022 relates to the Company’s formation, its initial public offering (the “IPO”), and the Company’s search for a target to consummate a Business Combination, which are all described below. On March 26, 2021, the Company consummated its IPO of 50,000,000 shares of Class A common stock of the Company, par value $0.0001 per share (each, a “Public Share”), excluding additional Public Shares sold pursuant to the partial exercise of the underwriters’ option to purchase additional Public Shares to cover over-allotments. The Public Shares were sold at a price of $10.00 per Public Share, generating gross proceeds to the Company of $500,000,000. On March 30, 2021, the Company’s underwriters exercised in part their option to purchase additional Public Shares in connection with the IPO. The underwriters exercised their option to purchase an additional 6,330,222 Public Shares from the Company at a price of $10.00 per share less the underwriting fees payable. In total, the Company sold 56,330,222 Public Shares in connection with its IPO. The underwriters designate March 30, 2021 as the settlement date for such additional Public Shares pursuant to the Underwriting Agreement. Simultaneously with the closing of the IPO, the Company completed the private sale of 1,300,000 shares of Class A common stock of the Company, par value $0.0001 per share (the “Private Placement Shares”) at a purchase price of $10.00 per Private Placement Share, to Khosla Ventures SPAC Sponsor III LLC, (the “Sponsor”), generating proceeds of $13,000,000. In connection with the underwriters’ partial exercise of their over- allotment option, the Company also completed the sale of an additional 126,605 Private Placement Shares at $10.00 per Private Placement Share, generating additional proceeds of $1,266,050. Total gross proceeds from the sale of Private Placement Shares was $14,266,050. Following the closing of the IPO on March 26, 2021, and the partial exercise of the underwriters’ overallotment option on March 30, 2021, an amount of $563,302,226 ($10.00 per Public Share) of the proceeds from the IPO, including $19,715,578 of the underwriting fees payable was placed in a U.S.-based trust account at Goldman Sachs, maintained by Continental Stock Transfer & Trust Company, LLC, acting as trustee (the “Trust Account”), and invested only in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 pre-initial The Company’s management has broad discretion with respect to the specific application of the net proceeds of its IPO and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (excluding the amount of deferred underwriting fees payable held in Trust and taxes payable on the income earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company only intends to complete a Business Combination if the post-transaction company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act 1940, as amended (the “Investment Company Act”). The Company will provide the holders (the “Public Stockholders”) of the Company’s issued and outstanding Class A common stock, par value $0.0001 per share, sold in the IPO (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholders meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to be distributed to Public Stockholders who redeem their Public Shares will not be reduced by the deferred underwriting fees payable the Company will pay to the underwriters. These Public Shares were recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” If the Company seeks stockholder approval, the Company will proceed with a Business Combination if a majority of the shares voted are voted in favor of the Business Combination. The Company will not redeem the Public Shares in connection with a Business Combination in an amount that would cause its net tangible assets to be less than $5,000,001. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”), and file tender offer documents with the SEC prior to completing a Business Combination. If, however, a stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem Public Shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders have agreed to vote their founder shares and any Public Shares purchased during or after the IPO in favor of a Business Combination. In addition, the initial stockholders have agreed to waive their redemption rights with respect to their founder shares and Public Shares in connection with the completion of a Business Combination. The Amended and Restated Certificate of Incorporation provides that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares, without the prior consent of the Company. The initial stockholders have agreed not to propose an amendment to the Company’s Amended and Restated Certificate of Incorporation (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period or (B) with respect to any other provision relating to stockholders’ rights or pre-initial If the Company is unable to complete a Business Combination by March 26, 2023 (24 months from the closing of the IPO) (the “Combination Period”) and the Company’s stockholders have not amended the Certificate of Incorporation to extend such Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but no more than ten business days thereafter subject to lawfully available funds therefor, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its taxes, if any (less up to $100,000 of interest to pay dissolution expenses) divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law; and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. The Initial Stockholders’ have agreed to waive their liquidation rights with respect to the founder shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Stockholders should acquire Public Shares in or after the IPO, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting fees payable held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Going Concern and Liquidity As of June 30, 2022, the Company had $0 in its operating bank account, $657,315 in prepaid expenses, and $564,176,180 in securities held in the Trust Account to be used for a Business Combination or to repurchase or redeem its common stock in connection therewith and working capital deficit of $142,115. For the six months ended June 30, 2022, $846,058 of the amount on deposit in the Trust Account represented the gain on marketable securities (net), dividends and interest, held in Trust Account, which is available for payment of franchise taxes and expenses in connection with the liquidation of the Trust Account. For the period from January 29, 2021 (inception) to June 30, 2021, $8,560 of the amount on the deposit in the Trust Account represented the gain on marketable securities (net), dividends and interest, held in Trust Account. In addition, the Working Capital Loan and advances from related parties are available to the Company to fund operations. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, suspending the pursuit of a Business Combination. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. As a result of the above, in connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 The credit and financial markets have experienced extreme volatility and disruptions due to the current conflict between Ukraine and Russia. The conflict is expected to have further global economic consequences, including but not limited to the possibility of severely diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in inflation rates and uncertainty about economic and political stability. In addition, the United States and other countries have imposed sanctions on Russia which increases the risk that Russia, as a retaliatory action, may launch cyberattacks against the United States, its government, infrastructure and businesses. Any of the foregoing consequences, including those we cannot yet predict, may cause our business, financial condition, results of operations and the price of our ordinary shares to be adversely affected.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2-Summary Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The interim results for the period ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2022 and December 31, 2021. Marketable Securities Held in Trust Account The Company’s portfolio of investments held in the Trust Account are comprised solely of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 180 days or less, classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on marketable securities, dividends and interest held in the Trust Account in the accompanying statements of operations. The fair value for trading securities is determined using quoted market prices in active markets. Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock feature contains certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, Class A common stock subject to possible redemption are classified as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets. Accordingly, as of June 30, 2022 and December 31, 2021, 56,330,222 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Class A common stock subject to possible redemption are subject to the subsequent measurement guidance in ASC Topic 480-10-S99. paid-in paid-in paid-in Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage. As of June 30, 2022 and December 31, 2021, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Derivative Financial Instruments The Company accounts for derivative financial instruments in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value upon issuance and remeasured at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative financial instruments is evaluated at the end of each reporting period. Fair Value Measurements The fair value of the Company’s financial assets and liabilities, except for the Class K Founders Shares derivative liability approximates the carrying amounts represented in the balance sheets. The fair value hierarchy is categorized into three levels based on the inputs as follows: • Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. • Level 2: Observable inputs other than Level 1 inputs. Example of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. • Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities during the reporting period. Actual results could differ from those estimates. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Offering Costs Offering costs consist of legal, accounting, and other costs incurred through the balance sheet date that are directly related to the IPO and were charged to temporary equity upon the completion of the IPO. Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statements and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common stock outstanding during the period, excluding common stock shares subject to forfeiture. Class K founder shares will convert into Class A common stock after the initial Business Combination only to the extent certain triggering events occur prior to the 10th anniversary of the initial Business Combination, including three equal triggering events based on the Company’s stock trading at $20.00, $25.00 and $30.00 per share following the first anniversary of the closing of the initial Business Combination and also upon specified strategic transactions. The Company has not considered the effect of the Class K founder shares in the calculation of diluted income (loss) per share since the conversion of Class K founder shares into Class A common stock is contingent upon the occurrence of future events. Class B founder shares and Private Placement Shares are included in the calculation of non-redeemable The Company’s statements of operations include a presentation of income (loss) per share for shares of common stock subject to possible redemption in a manner similar to the two-class 480-10-S99-3A, A reconciliation of net income (loss) per common stock is as follows: For The Six Months Ended For The Period From Net income (loss) $ 5,936,007 $ (21,619,948 ) Accretion of temporary equity in excess of fair value (846,058 ) (2,253,215 ) Net income (loss) including accretion of temporary equity in excess of fair value $ 5,089,949 $ (23,873,163 ) For The Three Months Ended For The Three Months Ended Net income (loss) $ 223,252 $ (4,386,646 ) Accretion of temporary equity in excess of fair value (800,083 ) — Net loss including accretion of temporary equity in excess of fair value $ (576,831 ) $ (4,386,646 ) For The Six Months Ended June 30, 2022 Class A-t (Temporary) Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ 4,568,713 $ 115,706 $ 405,530 Deemed dividend for accretion of temporary equity in excess of fair value 846,058 — — Allocation of net income (loss) and deemed dividend $ 5,414,771 $ 115,706 $ 405,530 Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ 0.10 $ 0.08 $ 0.08 For The Period from January 29, 2021 (Inception) Through June 30, 2021 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (21,396,779 ) $ (541,889 ) $ (1,934,494 ) Deemed dividend for accretion of temporary equity in excess of fair value 2,253,215 — — Allocation of net income (loss) and deemed dividend $ (19,143,564 ) $ (541,889 ) $ (1,934,494 ) Denominator Weighted average shares outstanding, basic and diluted 35,505,754 900,312 4,901,961 Basic and diluted net income (loss) per share $ (0.54 ) $ (0.60 ) $ (0.39 ) For The Three Months Ended June 30, 2022 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (517,761 ) $ (13,113 ) $ (45,958 ) Deemed dividend for accretion of temporary equity in excess of fair value 800,083 — — Allocation of net income (loss) and deemed dividend $ 282,322 $ (13,113 ) $ (45,958 ) Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ 0.01 $ (0.01 ) $ (0.01 ) For The Three Months Ended June 30, 2021 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (3,937,431 ) $ (99,718 ) $ (349,495 ) Deemed dividend for accretion of temporary equity in excess of fair value — — — Allocation of net income (loss) and deemed dividend $ (3,937,431 ) $ (99,718 ) $ (349,495 ) Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ (0.07 ) $ (0.07 ) $ (0.07 ) Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the accompanying financial statements.

Initial Public Offering

Initial Public Offering	6 Months Ended
	Jun. 30, 2022
Stockholders' Equity Note [Abstract]
Initial Public Offering	Note 3-Initial Pursuant to the IPO, the Company sold 50,000,000 Public Shares at a purchase price of $10.00 per Public Share, excluding Public Shares sold pursuant to the partial exercise of the underwriters’ option to purchase additional Public Shares to cover over-allotments. The underwriters exercised their option to purchase an additional 6,330,222 shares of Class A common stock from the Company at a price of $10.00 per share less the underwriting discounts and commissions. In total, the Company sold 56,330,222 shares of Class A common stock in connection with its Initial Public Offering. Accordingly, between the close date of the Initial Public Offering and June 30, 2021, an additional $563,302,226 was placed in the Trust Account, comprised of proceeds from the sale of additional Class A common stock pursuant to the exercise of the underwriters’ over- allotment option, which settled on March 30, 2021. Simultaneously with the closing of the Initial Public Offering, we consummated the Private Placement of 1,300,000 Private Placement Shares at a price of $10.00 per Private Placement Share to the Sponsor, generating proceeds of $13,000,000. In connection with the underwriters’ partial exercise of their over-allotment option, we also consummated the sale of an additional 126,605 Private Placement Shares at $10.00 per Private Placement Share, generating additional proceeds of $1,266,050. Total gross proceeds from the sale of Private Placement Shares was $14,266,050.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 4-Related Party Transactions Promissory Note – Related Party On February 8, 2021, the Company issued an unsecured promissory note to the Sponsor pursuant to which the Company could borrow up to $300,000 in the aggregate. The note was non-interest Due to Related Party An affiliate of the Sponsor paid certain operating costs on behalf of the Company. These advances are due on demand and non-interest Founder Shares On January 29, 2021, the Sponsor acquired 10,000,000 founder shares for an aggregate purchase price of $25,000, consisting of 5,000,000 Class B founder shares (also known as “Class B common stock”) and 5,000,000 Class K founder shares (also known as “Class K common stock”). Prior to the initial investment in the Company of $25,000 by the Sponsor, the Company had no assets, tangible or intangible. The per share purchase price of the founder shares was determined by dividing the amount of cash contributed to the Company by the aggregate number of founder shares issued. On March 10, 2021, the Sponsor entered into a security assignment agreement with three of the Company’s independent directors and assigned 120,000 shares of Class B common stock at an aggregate price of $300. Class B Founder Shares The Class B founder shares will automatically convert into Class A common stock on the first business day following the completion of our initial Business Combination, at a ratio such that the number of Class A common stock issuable upon conversion of all Class B founder shares will equal, in the aggregate on an as-converted Class K Founder Shares The Class K founder shares will convert into shares of Class A common stock after the initial Business Combination only to the extent certain triggering events occur prior to the 10th anniversary of the initial Business Combination, including three equal triggering events based on our stock trading at $20.00, $25.00 and $30.00 per share following the first anniversary of the closing of our initial Business Combination and also upon specified strategic transactions, in each case, as described in this prospectus. The Class K founder shares will be convertible into shares of Class A common stock at a ratio such that the number of shares of Class A common stock issuable upon conversion of all founder shares (including both Class B founder shares and Class K founder shares) will equal, in the aggregate on an as-converted The Company accounts for the Class K founder shares as equity linked instruments. Certain adjustments to the settlement amount of the Class K founder shares are based on a variable that is not an input to the fair value of a “fixed-for-fixed” 815-40. Working Capital Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company will repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of June 30, 2022 and December 31, 2021, the Company had no borrowings under the Working Capital Loans. Private Placement Shares Simultaneously with the closing of the IPO, the Sponsor purchased 1,300,000 Class A common stock at a price of $10.00 per share in a private placement for an aggregate purchase price of $13,000,000. In connection with the underwriters’ partial exercise of their over- allotment option that closed on March 30, 2021, the Company also consummated the sale of an additional 126,605 Private Placement Shares at $10.00 per Private Placement Share, generating total proceeds of $1,266,050. The total proceeds from the sale of Private Placement Shares were $14,266,050. The Private Placement Shares are identical to the shares of Class A common stock sold in this offering, subject to certain limited exceptions. The Private Placement Shares holders do not have the option to redeem their Class A shares and as a result, the proceeds received in connection with the IPO are excluded from temporary equity. The par value of these shares and related additional paid in capital are classified as permanent equity in the Company’s financial statements. The initial stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination. Forward Purchase Agreement The Company has entered into a forward-purchase agreement pursuant to which the Sponsor agreed to purchase an aggregate of up to 1,000,000 shares of our Class A common stock (the “forward-purchase shares”) for $10.00 per share, or an aggregate maximum amount of $10,000,000, in a private placement that would close simultaneously with the closing of the initial Business Combination. The proceeds from the sale of these forward- purchase shares, together with the amounts available to the Company from the Trust Account (after giving effect to any redemptions of public shares) and any other equity or debt financing obtained by the Company in connection with the Business Combination, will be used to satisfy the cash requirements of the Business Combination, including funding the purchase price and paying expenses and retaining specified amounts to be used by the post-Business Combination company for working capital or other purposes. To the extent that the amounts available from the Trust Account and other financing are sufficient for such cash requirements, the sponsor (together with any permitted transferees under the forward-purchase

Commitments & Contingencies

Commitments & Contingencies	6 Months Ended
	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments & Contingencies	Note 5-Commitments & Registration Rights The holders of the founder shares and Private Placement Shares are entitled to registration rights pursuant to the registration agreement signed prior to the consummation of the IPO. The holders are entitled to certain demand and “piggyback” registration rights. However, the registration rights agreement provides that the Company will not be required to effect or permit any registration or cause any registration statements to become effective until termination of the applicable lock-up Underwriting Agreement The Company granted the underwriters an option to cover over-allotments and for market stabilization purposes. The over-allotment option entitled the underwriters to purchase on a pro rata basis up to 7,500,000 additional Public Shares at the IPO price, less the underwriting fees payable. On March 26, 2021, the Company’s underwriters exercised in part their option to purchase additional Public Shares in connection with the IPO. The underwriters exercised their option to purchase an additional 6,330,222 Public Shares from the Company at a price of $10.00 per share less the underwriting fees payable. The exercise of the overallotment option settled on March 30, 2021. The underwriters are entitled to a deferred underwriters fee of $19,715,578. The deferred underwriters fee will be forfeited by the underwriters solely in the event that the Company fails to complete a Business Combination, subject to the terms of the underwriting agreement.

Stockholders' Deficit

Stockholders' Deficit	6 Months Ended
	Jun. 30, 2022
Equity [Abstract]
Stockholders' Deficit	Note 6-Stockholders’ Preferred Stock - The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share. As of June 30, 2022 and December 31, 2021, there were no shares of preferred stock issued or outstanding. Class A Common Stock - The Company is authorized to issue 200,000,000 shares of Class A common stock with a par value of $0.0001 per share. Holders of the Company’s Class A common stock are entitled to one vote for each share. As of June 30, 2022 and December 31, 2021, there were 1,426,605 shares of Class A common stock issued and outstanding, excluding 56,330,222 shares of Class A common stock subject to possible redemption. Class B Common Stock - The Company is authorized to issue 30,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of June 30, 2022 and December 31, 2021, 5,000,000 shares of Class B common stock were issued and outstanding. Common stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of the stockholders except as required by law.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 7-Fair The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022, including the fair value hierarchy of the valuation inputs that the Company utilized to determine such fair value. Level 1 Level 2 Level 3 Total Assets: Marketable securities held in Trust Account $ 564,176,180 $ — $ — $ 564,176,180 Liabilities: Class K Founder Shares derivative liabilities — — — — The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2021 including the fair value hierarchy of the valuation inputs that the Company utilized to determine such fair value. Level 1 Level 2 Level 3 Total Assets: Marketable securities held in Trust Account $ 563,330,122 $ — $ — $ 563,330,122 Liabilities: Class K Founder Shares derivative liabilities — — $ 6,250,000 $ 6,250,000 Class K Founder Shares Derivative Liabilities Class K founder shares is accounted for as a liability in accordance with ASC Topic 815 and presented as a derivative liability on the accompanying June 30, 2022 and December 31, 2021 balance sheets. The derivative liability was measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of derivative liability in the statements of operations. In order to capture the market conditions associated with the Class K founder shares derivative liabilities, the Company applied an approach that incorporated a Monte Carlo simulation, which involved random iterations of future stock-price paths over the contractual life of the Class K founder shares. Based on assumptions regarding potential changes in control of the Company, and the probability distribution of outcomes, the payoff to the holder was determined based on the achievement of the various market thresholds within each simulated path. The present value of the payoff in each simulated trial is calculated, and the fair value of the liability is determined by taking the average of all present values. The Company evaluated the Class K founder Shares as of June 30, 2022 and concluded given the liabilities related to the Class K Founder Shares is zero, no quarterly valuation as of June 30, 2022 is needed. The key inputs into the Monte-Carlo simulation model for the Class K founder shares derivative liabilities were as follows as of December 31, 2021: December 31, 2021 Input Risk-free interest rate 1.54 % Term to business combination 0.5 years Expected volatility 11.00 % Stock price $ 9.76 Dividend yield 0.00 % The following table presents a summary of the changes in the fair value of the Class K Founder Shares derivative liabilities, a Level 3 liability, measured on a recurring basis, for the period from January 1, 2022 through June 30, 2022: Class K Founder Fair value as of January 1, 2022 $ 6,250,000 Change in fair value (6,210,000 ) Fair value as of March 31, 2022 $ 40,000 Change in fair value (40,000 ) Fair value as of June 30, 2022 $ — There were no transfers to and from Levels 1, 2, and 3 for the three and six months ended June 30, 2022. The following table presents a summary of the changes in the fair value of the Class K Founder Shares derivative liabilities, a Level 3 liability, measured on a recurring basis, for the period from January 29, 2021 (inception) through June 30, 2021: Class K Founder Fair value at January 29, 2021 (inception) $ 47,900,000 Change in fair value (30,750,000 ) Fair value as of March 31, 2021 $ 17,150,000 Change in fair value 4,050,000 Fair value as of June 30, 2021 $ 21,200,000 There were no transfers to and from Levels 1, 2, and 3 for the three months ended June 30, 2021 and for the period from January 29, 2021 (inception) to June 30, 2021.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2022
Income Tax Disclosure [Abstract]
Income Taxes	Note 8-Income The Company’s taxable income primarily consists of interest income on the Trust Account, less any franchise taxes. The Company’s formation costs are generally considered start-up We recorded an income tax expense of $123,742 for the three months and six months ended June 30, 2022. The effective income tax rate for the six months ended June 30, 2022 was 2.04%. The 2.04% effective income tax rate differs from the federal statutory rate of 21% as a result of non-deductible In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of deferred tax assets and therefore established a full valuation allowance of $427,346 and $263,652 as of June 30, 2022 and December 31, 2021. The Company files income tax returns in the U.S. federal jurisdiction and is subject to examination by the various taxing authorities. There were no unrecognized tax benefit s as of and December 31, 202 1 . as of and December 31, 2021 .

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The interim results for the period ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future periods.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Cash Equivalents	Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of June 30, 2022 and December 31, 2021.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account The Company’s portfolio of investments held in the Trust Account are comprised solely of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 180 days or less, classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on marketable securities, dividends and interest held in the Trust Account in the accompanying statements of operations. The fair value for trading securities is determined using quoted market prices in active markets.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock feature contains certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, Class A common stock subject to possible redemption are classified as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets. Accordingly, as of June 30, 2022 and December 31, 2021, 56,330,222 shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Class A common stock subject to possible redemption are subject to the subsequent measurement guidance in ASC Topic 480-10-S99. paid-in paid-in paid-in
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution which, at times may exceed the Federal depository insurance coverage. As of June 30, 2022 and December 31, 2021, the Company had not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Derivative Financial Instruments	Derivative Financial Instruments The Company accounts for derivative financial instruments in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value upon issuance and remeasured at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative financial instruments is evaluated at the end of each reporting period.
Fair Value Measurements	Fair Value Measurements The fair value of the Company’s financial assets and liabilities, except for the Class K Founders Shares derivative liability approximates the carrying amounts represented in the balance sheets. The fair value hierarchy is categorized into three levels based on the inputs as follows: • Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. • Level 2: Observable inputs other than Level 1 inputs. Example of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. • Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities during the reporting period. Actual results could differ from those estimates. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Offering Costs	Offering Costs Offering costs consist of legal, accounting, and other costs incurred through the balance sheet date that are directly related to the IPO and were charged to temporary equity upon the completion of the IPO.
Income Taxes	Income Taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statements and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
Net Income (Loss) Per Share of Common Stock	Net Income (Loss) Per Share of Common Stock Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of common stock outstanding during the period, excluding common stock shares subject to forfeiture.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the accompanying financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2022
Accounting Policies [Abstract]
Schedule of Reconciliation of Net Loss Per Common Stock	A reconciliation of net income (loss) per common stock is as follows: For The Six Months Ended For The Period From Net income (loss) $ 5,936,007 $ (21,619,948 ) Accretion of temporary equity in excess of fair value (846,058 ) (2,253,215 ) Net income (loss) including accretion of temporary equity in excess of fair value $ 5,089,949 $ (23,873,163 ) For The Three Months Ended For The Three Months Ended Net income (loss) $ 223,252 $ (4,386,646 ) Accretion of temporary equity in excess of fair value (800,083 ) — Net loss including accretion of temporary equity in excess of fair value $ (576,831 ) $ (4,386,646 ) For The Six Months Ended June 30, 2022 Class A-t (Temporary) Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ 4,568,713 $ 115,706 $ 405,530 Deemed dividend for accretion of temporary equity in excess of fair value 846,058 — — Allocation of net income (loss) and deemed dividend $ 5,414,771 $ 115,706 $ 405,530 Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ 0.10 $ 0.08 $ 0.08 For The Period from January 29, 2021 (Inception) Through June 30, 2021 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (21,396,779 ) $ (541,889 ) $ (1,934,494 ) Deemed dividend for accretion of temporary equity in excess of fair value 2,253,215 — — Allocation of net income (loss) and deemed dividend $ (19,143,564 ) $ (541,889 ) $ (1,934,494 ) Denominator Weighted average shares outstanding, basic and diluted 35,505,754 900,312 4,901,961 Basic and diluted net income (loss) per share $ (0.54 ) $ (0.60 ) $ (0.39 ) For The Three Months Ended June 30, 2022 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (517,761 ) $ (13,113 ) $ (45,958 ) Deemed dividend for accretion of temporary equity in excess of fair value 800,083 — — Allocation of net income (loss) and deemed dividend $ 282,322 $ (13,113 ) $ (45,958 ) Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ 0.01 $ (0.01 ) $ (0.01 ) For The Three Months Ended June 30, 2021 Class A-t Class A-p Class B Basic and diluted net income (loss) per share Numerator Allocation of net income (loss) including accretion of temporary equity in excess of fair value $ (3,937,431 ) $ (99,718 ) $ (349,495 ) Deemed dividend for accretion of temporary equity in excess of fair value — — — Allocation of net income (loss) and deemed dividend $ (3,937,431 ) $ (99,718 ) $ (349,495 ) Denominator Weighted average shares outstanding, basic and diluted 56,330,222 1,426,605 5,000,000 Basic and diluted net income (loss) per share $ (0.07 ) $ (0.07 ) $ (0.07 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Summary of Assets That are Measured at Fair Value on a Recurring Basis	The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022, including the fair value hierarchy of the valuation inputs that the Company utilized to determine such fair value. Level 1 Level 2 Level 3 Total Assets: Marketable securities held in Trust Account $ 564,176,180 $ — $ — $ 564,176,180 Liabilities: Class K Founder Shares derivative liabilities — — — — The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2021 including the fair value hierarchy of the valuation inputs that the Company utilized to determine such fair value. Level 1 Level 2 Level 3 Total Assets: Marketable securities held in Trust Account $ 563,330,122 $ — $ — $ 563,330,122 Liabilities: Class K Founder Shares derivative liabilities — — $ 6,250,000 $ 6,250,000
Summary of Fair Value Measurement Inputs and Valuation Techniques	The key inputs into the Monte-Carlo simulation model for the Class K founder shares derivative liabilities were as follows as of December 31, 2021: December 31, 2021 Input Risk-free interest rate 1.54 % Term to business combination 0.5 years Expected volatility 11.00 % Stock price $ 9.76 Dividend yield 0.00 %
Summary of Changes in the Fair Value Of the Class K Founder Shares Liability	The following table presents a summary of the changes in the fair value of the Class K Founder Shares derivative liabilities, a Level 3 liability, measured on a recurring basis, for the period from January 1, 2022 through June 30, 2022: Class K Founder Fair value as of January 1, 2022 $ 6,250,000 Change in fair value (6,210,000 ) Fair value as of March 31, 2022 $ 40,000 Change in fair value (40,000 ) Fair value as of June 30, 2022 $ — The following table presents a summary of the changes in the fair value of the Class K Founder Shares derivative liabilities, a Level 3 liability, measured on a recurring basis, for the period from January 29, 2021 (inception) through June 30, 2021: Class K Founder Fair value at January 29, 2021 (inception) $ 47,900,000 Change in fair value (30,750,000 ) Fair value as of March 31, 2021 $ 17,150,000 Change in fair value 4,050,000 Fair value as of June 30, 2021 $ 21,200,000

Description of Organization, _2

Description of Organization, Business Operations, Going Concern - Additional Information (Detail) - USD ($)	1 Months Ended	5 Months Ended	6 Months Ended
	Mar. 26, 2021	Jun. 30, 2021	Jun. 30, 2022	Dec. 31, 2021
Entity Incorporation, Date of Incorporation			Jan. 29, 2021
Proceeds from Issuance Initial Public Offering	$ 500,000,000
Proceeds from Issuance of Private Placement		$ 14,266,050
Threshold Percentage of Stock Price Trigger obligation to redeem			100%
Number of business days after the expiry date within which the public shares shall be redeemed			24 months
Percentage Of The Net Assets Of The Target Company Excluding The Amount Of Any Deferred Underwriting Commissions			80%
Equity method investment ownership percentage			50%
Maturity Of Investment Held In Trust Account	180 days
Number of business days to complete business combination			24 months
Interest Expense, Trust Account			$ 100,000
Liquidation Basis of Accounting, Liquidation Plan			(i) $10.00 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims.
Operating bank account			$ 0	$ 0
Securiites held in trust account			142,115
Interest income		8,560	846,058
Deferred underwriting fees payable	$ 19,715,578		19,715,578	19,715,578
Prepaid expenses			$ 657,315	$ 843,640
Business Combination Completion Date			Mar. 26, 2023
Held in the Trust Account [Member]
Shares Issued, Price Per Share			$ 10
Securiites held in trust account			$ 564,176,180
Public Stockholders [Member]
Net tangible assets			$ 5,000,001
IPO
Stock Issued During Period, Shares, New Issues	563,302,226
Shares Issued, Price Per Share	$ 10
Sale of stock issue price per share	$ 10
Private Placement
Shares Issued, Price Per Share			$ 10
Proceeds from Issuance of Private Placement		$ 14,266,050
Sale of Stock, Number of Shares Issued in Transaction			126,605
Sale of Stock, Consideration Received on Transaction			$ 1,266,050
Class A Common Stock
Stock Issued During Period, Shares, New Issues	56,330,222		56,330,222
Common Stock, Par or Stated Value Per Share			$ 0.0001	$ 0.0001
Class A Common Stock | IPO
Stock Issued During Period, Shares, New Issues	50,000,000		50,000,000
Common Stock, Par or Stated Value Per Share			$ 0.0001
Shares Issued, Price Per Share	$ 10
Class A Common Stock | Over-Allotment Option
Stock Issued During Period, Shares, New Issues	6,330,222		6,330,222
Shares Issued, Price Per Share	$ 10		$ 10
Class A Common Stock | Private Placement
Stock Issued During Period, Shares, New Issues	1,300,000		1,300,000
Common Stock, Par or Stated Value Per Share	$ 0.0001
Shares Issued, Price Per Share	$ 10
Proceeds from Issuance of Private Placement	$ 13,000,000
Sale of stock issue price per share			$ 10
Sale of Stock, Number of Shares Issued in Transaction			1,300,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)	3 Months Ended		5 Months Ended	6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2021	Jun. 30, 2022	Dec. 31, 2021
Cash equivalents	$ 0			$ 0	$ 0
Common stock subject to possible redemption	56,330,222			56,330,222
Shares measured to their redemption amount due to initial carrying amount of the common stock is less price per share	10			10
Temporary Equity, Redemption Price Per Share	$ 10			$ 10
Accretion of Class A Common Stock to redemption value		$ 0	$ 31,705,310
Unrecognised tax benefits	$ 0	$ 0	0	$ 0	$ 0
Additional Paid-in Capital
Accretion of Class A Common Stock to redemption value			14,277,907
Accumulated Deficit
Accretion of Class A Common Stock to redemption value	$ 800,083		$ 17,427,403	$ 846,058
Common Class A [Member]
Common stock subject to possible redemption	56,330,222			56,330,222	56,330,222
Triggering Events Stock Trading Price One [Member] | Common Class A [Member]
Conversion of share, price per share				$ 20
Triggering Events Stock Trading Price Two [Member] | Common Class A [Member]
Conversion of share, price per share				25
Triggering Events Stock Trading Price Three [Member] | Common Class A [Member]
Conversion of share, price per share				$ 30

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Schedule of Reconciliation of Net Loss Per Common Stock (Detail) - USD ($)	2 Months Ended	3 Months Ended			5 Months Ended	6 Months Ended
	Mar. 31, 2021	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021	Jun. 30, 2021	Jun. 30, 2022
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income (loss)	$ (17,233,302)	$ 223,252	$ 5,712,755	$ (4,386,646)	$ (21,619,948)	$ 5,936,007
Accretion of temporary equity in excess of fair value		(800,083)		0	(2,253,215)	(846,058)
Net loss including accretion of temporary equity in excess of fair value		(576,831)		(4,386,646)	(23,873,163)	5,089,949
Basic and diluted net income (loss) per share
Deemed dividend for accretion of temporary equity in excess of fair value		800,083		0	2,253,215	846,058
Allocation of net income (loss) and deemed dividend	$ (17,233,302)	$ 223,252	$ 5,712,755	$ (4,386,646)	$ (21,619,948)	$ 5,936,007
Class A Common Stock
Denominator [Abstract]
Weighted average number of shares outstanding, basic		1,426,605		1,426,605	900,312	1,426,605
Earnings per share, basic		$ (0.01)		$ (0.07)	$ (0.6)	$ 0.08
Weighted average shares outstanding, diluted		1,426,605		1,426,605	900,312	1,426,605
Earnings per share, diluted		$ (0.01)		$ (0.07)	$ (0.6)	$ 0.08
Class B Common Stock
Denominator [Abstract]
Weighted average number of shares outstanding, basic		5,000,000		5,000,000	4,901,961	5,000,000
Earnings per share, basic		$ (0.01)		$ (0.07)	$ (0.39)	$ 0.08
Weighted average shares outstanding, diluted		5,000,000		5,000,000	4,901,961	5,000,000
Earnings per share, diluted		$ (0.01)		$ (0.07)	$ (0.39)	$ 0.08
Common stock subject to possible redemption | Mar 26 to Dec 31,2021 [Member]
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Accretion of temporary equity in excess of fair value		$ 0		$ 0	$ 0	$ 0
Basic and diluted net income (loss) per share
Deemed dividend for accretion of temporary equity in excess of fair value		0		0	0	0
Common stock subject to possible redemption | Class A Common Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income (loss)		282,322		(3,937,431)	(19,143,564)	5,414,771
Accretion of temporary equity in excess of fair value		(800,083)		0	(2,253,215)	(846,058)
Basic and diluted net income (loss) per share
Deemed dividend for accretion of temporary equity in excess of fair value		800,083		0	2,253,215	846,058
Allocation of net income (loss) and deemed dividend		$ 282,322		$ (3,937,431)	$ (19,143,564)	$ 5,414,771
Denominator [Abstract]
Weighted average number of shares outstanding, basic		56,330,222		56,330,222	35,505,754	56,330,222
Earnings per share, basic		$ 0.01		$ (0.07)	$ (0.54)	$ 0.1
Weighted average shares outstanding, diluted		56,330,222		56,330,222	35,505,754	56,330,222
Earnings per share, diluted		$ 0.01		$ (0.07)	$ (0.54)	$ 0.1
Common stock subject to possible redemption | Class A Common Stock | Mar 26 to Dec 31,2021 [Member]
Basic and diluted net income (loss) per share
Allocation of net income (loss) including accretion of temporary equity in excess of fair value		$ (517,761)		$ (3,937,431)	$ (21,396,779)	$ 4,568,713
Common stock subject to possible redemption | Class B Common Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Accretion of temporary equity in excess of fair value		0		0	0	0
Basic and diluted net income (loss) per share
Deemed dividend for accretion of temporary equity in excess of fair value		0		0	0	0
Common Stock [Member] | Class A Common Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income (loss)		(13,113)		(99,718)	(541,889)	115,706
Basic and diluted net income (loss) per share
Allocation of net income (loss) and deemed dividend		(13,113)		(99,718)	(541,889)	115,706
Common Stock [Member] | Class A Common Stock | Mar 26 to Dec 31,2021 [Member]
Basic and diluted net income (loss) per share
Allocation of net income (loss) including accretion of temporary equity in excess of fair value		(13,113)		(99,718)	(541,889)	115,706
Common Stock [Member] | Class B Common Stock
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Net income (loss)		(45,958)		(349,495)	(1,934,494)	405,530
Basic and diluted net income (loss) per share
Allocation of net income (loss) and deemed dividend		(45,958)		(349,495)	(1,934,494)	405,530
Common Stock [Member] | Class B Common Stock | Mar 26 to Dec 31,2021 [Member]
Basic and diluted net income (loss) per share
Allocation of net income (loss) including accretion of temporary equity in excess of fair value		$ (45,958)		$ (349,495)	$ (1,934,494)	$ 405,530

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)	1 Months Ended	5 Months Ended	6 Months Ended
	Mar. 26, 2021	Jun. 30, 2021	Jun. 30, 2022
Proceeds from Issuance of Private Placement		$ 14,266,050
IPO
Sale of private placement shares,Shares	563,302,226
Shares Issued, Price Per Share	$ 10
Private Placement
Shares Issued, Price Per Share			$ 10
Proceeds from Issuance of Private Placement		$ 14,266,050
Sale of Stock, Number of Shares Issued in Transaction			126,605
Sale of Stock, Consideration Received on Transaction			$ 1,266,050
Class A Common Stock
Sale of private placement shares,Shares	56,330,222		56,330,222
Class A Common Stock | IPO
Sale of private placement shares,Shares	50,000,000		50,000,000
Shares Issued, Price Per Share	$ 10
Class A Common Stock | Over-Allotment Option
Sale of private placement shares,Shares	6,330,222		6,330,222
Shares Issued, Price Per Share	$ 10		$ 10
Additional amount placed in the trust account			$ 563,302,226
Class A Common Stock | Private Placement
Sale of private placement shares,Shares	1,300,000		1,300,000
Shares Issued, Price Per Share	$ 10
Proceeds from Issuance of Private Placement	$ 13,000,000
Sale of Stock, Number of Shares Issued in Transaction			1,300,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)				1 Months Ended	6 Months Ended
	Mar. 30, 2021	Mar. 10, 2021	Jan. 29, 2021	Mar. 26, 2021	Jun. 30, 2022	Dec. 31, 2021	Jun. 30, 2021	Feb. 08, 2021
Due from related parties					$ 224,195		$ 0
Private Placement [Member]
Sale of Stock, Number of Shares Issued in Transaction					126,605
Sponser [Member]
Maximum Borrowing Capacity								$ 300,000
Due from related parties					$ 283,949		$ 5,300
Due to related parties					$ 289,249	$ 5,300
Founder shares [Member]
Stock shares issued during the period for services shares			10,000,000
Stock shares issued during the period for services value		$ 25,000
Common Class A [Member]
Stock issued during period, shares, and new issues				56,330,222	56,330,222
Common Class A [Member] | Private Placement [Member]
Sale of Stock, Number of Shares Issued in Transaction					1,300,000
Sale of Stock, Price Per Share					$ 10
Sale of Stock, Consideration Received Per Transaction					$ 13,000,000
Stock issued during period, shares, and new issues				1,300,000	1,300,000
Minimum threshold days Shares not to transferred from completion of business combination					30 days
Common Class A [Member] | Forward purchase agreement [Member]
Sale of Stock, Number of Shares Issued in Transaction					1,000,000
Sale of Stock, Price Per Share					$ 10
Sale of Stock, Consideration Received Per Transaction					$ 10,000,000
Common Class A [Member] | Sponser [Member] | Private Placement [Member]
Sale of Stock, Price Per Share					$ 10
Additional number of shares issued	126,605
Additional proceeds from issuance of private placement	$ 1,266,050
Stock issued during period, shares, and new issues					14,266,050
Common Class B [Member]
Stock shares issued during the period for services shares		120,000
Stock shares issued during the period for services value		$ 300
Class B Founder Shares [Member]
Stock shares issued during the period for services shares			5,000,000
Stock shares issued during the period for services value			$ 5,000,000
Percent of stock convertible					15%
Class K Founder Shares [Member]
Percent of stock convertible					30%
Triggering events stock trading price one					20%
Triggering events stock trading price two					25%
Triggering events stock trading price three					30%

Commitments & Contingencies - A

Commitments & Contingencies - Additional Information (Detail) - USD ($)	1 Months Ended
	Mar. 26, 2021	Jun. 30, 2022	Dec. 31, 2021
Loss Contingencies [Line Items]
Deferred underwriting fees payable	$ 19,715,578	$ 19,715,578	$ 19,715,578
Over-Allotment Option [Member]
Loss Contingencies [Line Items]
Additional number of shares purchased		7,500,000
Over-Allotment Option [Member] | Common Class A [Member]
Loss Contingencies [Line Items]
Shares Issued, Price Per Share	$ 10	$ 10
IPO [Member]
Loss Contingencies [Line Items]
Shares Issued, Price Per Share	10
IPO [Member] | Common Class A [Member]
Loss Contingencies [Line Items]
Shares Issued, Price Per Share	$ 10
Additional number of shares issued	6,330,222

Stockholders' Deficit - Additio

Stockholders' Deficit - Additional Information (Detail) - $ / shares	6 Months Ended
	Jun. 30, 2022	Dec. 31, 2021
Preferred Stock Par Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock Shares Authorized	1,000,000	1,000,000
Preferred Stock Shares Issued	0	0
Preferred Stock Shares Outstanding	0	0
Common stock subject to possible redemption	56,330,222
Common Class A [Member]
Common Stock Par Value Per Share	$ 0.0001	$ 0.0001
Common Stock Shares Authorized	200,000,000	200,000,000
Common Stock Shares Issued	1,426,605	1,426,605
Common Stock Shares Outstanding	1,426,605	1,426,605
Common stock subject to possible redemption	56,330,222	56,330,222
Common Stock voting rights	one vote
Common Class B [Member]
Common Stock Par Value Per Share	$ 0.0001	$ 0.0001
Common Stock Shares Authorized	30,000,000	30,000,000
Common Stock Shares Issued	5,000,000	5,000,000
Common Stock Shares Outstanding	5,000,000	5,000,000

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Assets That are Measured at Fair Value on a Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Marketable Securities Held In Trust Account [Member]
Assets:
Marketable securities held in Trust Account	$ 564,176,180	$ 563,330,122
Marketable Securities Held In Trust Account [Member] | Fair Value, Inputs, Level 1 [Member]
Assets:
Marketable securities held in Trust Account	$ 564,176,180	563,330,122
Class K Founder Shares Derivative Liability [Member]
Liabilities:
Derivative liability – Class K Founder Shares		6,250,000
Class K Founder Shares Derivative Liability [Member] | Fair Value, Inputs, Level 3 [Member]
Liabilities:
Derivative liability – Class K Founder Shares		$ 6,250,000

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Fair Value Measurement Inputs and Valuation Techniques (Detail) - Class K Founder Shares Derivative Liability [Member]	Dec. 31, 2021 years shares
Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Measurement Input	1.54
Term to business combination
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Measurement Input | years	0.5
Expected volatility
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Measurement Input	11
Stock price
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Measurement Input | shares	9.76
Dividend yield
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative Liability, Measurement Input	0

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Changes in the Fair Value Of the Class K Founder Shares Liability (Detail) - Class K Founder Shares Derivative Liability [Member] - Fair Value, Inputs, Level 3 [Member] - USD ($)	2 Months Ended	3 Months Ended
	Mar. 31, 2021	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2021
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance, shares	$ 47,900,000	$ 40,000	$ 6,250,000	$ 17,150,000
Change in fair value of Class K Founder Shares liability	(30,750,000)	(40,000)	(6,210,000)	4,050,000
Ending balance, shares	$ 17,150,000	$ 0	$ 40,000	$ 21,200,000

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended	5 Months Ended
	Jun. 30, 2022	Jun. 30, 2021
Fair Value Disclosures [Abstract]
Fair value transfers to and from levels 1,2 and 3	$ 0	$ 0

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($)		3 Months Ended	6 Months Ended
	Dec. 31, 2021	Jun. 30, 2022	Jun. 30, 2022	Jun. 30, 2021
Operating Loss Carryforwards [Line Items]
Valuation allowance	$ 263,652		$ 427,346
Unrecognised tax benefits	0	$ 0	0	$ 0
Accrued interest and penalties	0	0	0
Income tax provision		123,742	$ 123,742
Effective Tax Rate			2.04%
Statutory federal income tax rate			21%
Domestic Tax Authority [Member]
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	$ 0	$ 0	$ 0