Coliseum Acquisition (MITAU) 10-Q 22 Nov 21 2021 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	8 Months Ended
	Sep. 30, 2021	Nov. 22, 2021
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2021
Entity File Number	001-40514
Entity Registrant Name	Coliseum Acquisition Corp.
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	98-1583230
Entity Address, Address Line One	80 Pine Street, Suite 3202
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10005
City Area Code	212
Local Phone Number	600-5763
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity Central Index Key	0001847440
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Amendment Flag	false
Transition Report	false
Units, each consisting of one share of Class A Common Stock and one-half of one Warrant
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A ordinary share, par value $0.001 per share, and one-third of one redeemable warrant
Trading Symbol	MITAU
Security Exchange Name	NASDAQ
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Class A ordinary shares, par value $0.001 per share
Trading Symbol	MITA
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		15,000,000
Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 per share
Trading Symbol	MITAW
Security Exchange Name	NASDAQ
Class B Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		3,750,000

CONDENSED BALANCE SHEET

CONDENSED BALANCE SHEET	Sep. 30, 2021USD ($)
Current assets:
Cash	$ 901,094
Prepaid expenses and other current assets	516,656
Total current assets	1,417,750
Investments held in Trust Account	150,012,094
Other assets	360,072
Total assets	151,789,916
Current liabilities:
Accounts payable and accrued expenses	9,208
Total current liabilities	9,208
Warrant liabilities	5,593,000
Deferred underwriting fee payable	5,625,000
Total liabilities	11,227,208
Commitments
Shareholders' Deficit
Preferred shares, $0.001 par value; 5,000,000 authorized; none issued and outstanding
Accumulated deficit	(9,453,136)
Total shareholders' deficit	(9,449,386)
Total liabilities and shareholders' deficit	151,789,916
Class A Common Stock
Current liabilities:
Class A ordinary shares subject to possible redemption, 15,000,000 shares at redemption value	150,012,094
Class B Common Stock
Shareholders' Deficit
Common stock	$ 3,750	[1]
[1]	Reflects the forfeiture of 562,500 shares of Class B ordinary shares, which were subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriter. The over-allotment option was not exercised by the underwriter and expired on August 6, 2021 (See Note 7). As a result, 562,500 Class B ordinary shares were forfeited upon the expiration of the underwriter’s over-allotment options, resulting in an aggregate of 3,750,000 Class B ordinary shares outstanding (see Note 6).

CONDENSED BALANCE SHEET (Parent

CONDENSED BALANCE SHEET (Parenthetical) - $ / shares	Sep. 30, 2021	Aug. 06, 2021	Jun. 25, 2021
Preferred stock, par value, (per share)	$ 0.001
Preferred stock, shares authorized	5,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Founder Share
Common shares, shares outstanding	3,750,000	3,750,000
Class A Common Stock
Common shares, par value, (per share)	$ 0.001
Common shares, shares authorized	500,000,000
Common shares, shares issued	15,000,000
Common shares, shares outstanding	0
Ordinary shares, shares subject to possible redemption	15,000,000
Class B Common Stock
Common shares, par value, (per share)	$ 0.001
Common shares, shares authorized	50,000,000
Common shares, shares issued	3,750,000
Common shares, shares outstanding	3,750,000
Shares subject to forfeiture		562,500
Class B Common Stock | Founder Share
Shares subject to forfeiture			562,500
Class B Common Stock | Over-allotment option
Maximum shares subject to forfeiture	562,500
Shares subject to forfeiture		562,500

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended	8 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Formation and operating costs	$ 232,597	$ 292,423
Loss from operations	(232,597)	(292,423)
Expensed offering costs		(407,040)
Unrealized gain on investments held in Trust Account	12,080	12,094
Change in fair value of warrant liabilities	5,707,500	6,562,250
Net income	$ 5,486,983	$ 5,874,881
Class A Common Stock
Basic weighted average shares outstanding	15,000,000	6,139,241
Diluted weighted average shares outstanding	15,000,000	6,139,241
Basic net income per ordinary shares	$ 0.29	$ 0.61
Diluted net income per ordinary shares	$ 0.29	$ 0.61
Class B Common Stock
Basic weighted average shares outstanding	3,750,000	3,560,127
Diluted weighted average shares outstanding	3,750,000	3,560,127
Basic net income per ordinary shares	$ 0.29	$ 0.61
Diluted net income per ordinary shares	$ 0.29	$ 0.61

CONDENSED STATEMENTS OF CHANGES

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (DEFICIT) - USD ($)	Class A Common StockCommon Stock	Class B Common StockCommon Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning at Feb. 05, 2021	$ 0	$ 0	$ 0	$ 0	$ 0
Balance at the beginning (in shares) at Feb. 05, 2021	0	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of Class B ordinary shares to Sponsor		$ 4,313	20,687		25,000
Issuance of Class B ordinary shares to Sponsor (in Shares)		4,312,500
Net Income (loss)				(22,978)	(22,978)
Balance at the end at Mar. 31, 2021		$ 4,313	20,687	(22,978)	2,022
Balance at the end (in shares) at Mar. 31, 2021		4,312,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (loss)				410,876	410,876
Excess of cash received over fair value of Private Placement Warrants			32,250		32,250
Remeasurement of Class A ordinary shares to initial redemption amount			$ (52,937)	(15,316,486)	(15,369,423)
Remeasurement of Class A ordinary shares to redemption amount				(14)	(14)
Balance at the end at Jun. 30, 2021		$ 4,313		(14,928,602)	(14,924,289)
Balance at the end (in shares) at Jun. 30, 2021		4,312,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (loss)				5,486,983	5,486,983
Remeasurement of Class A ordinary shares to redemption amount				(12,080)	(12,080)
Forfeiture of Class B ordinary shares		$ (563)		563
Forfeiture of Class B ordinary shares (in shares)		(562,500)
Balance at the end at Sep. 30, 2021		$ 3,750		$ (9,453,136)	$ (9,449,386)
Balance at the end (in shares) at Sep. 30, 2021		3,750,000

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS	8 Months Ended
	Sep. 30, 2021USD ($)
Cash Flows from Operating Activities:
Net income	$ 5,874,881
Adjustments to reconcile net income to net cash used in operating activities:
Expensed offering costs	407,040
Unrealized gain on investments held in Trust Account	(12,094)
Change in fair value of warrant liabilities	(6,562,250)
Changes in operating assets and liabilities:
Accounts payable and accrued expenses	9,208
Prepaid expenses and other assets	(876,728)
Net cash used in operating activities	(1,159,943)
Cash Flows from Investing Activities:
Cash deposited in Trust Account	(150,000,000)
Net cash used in investing activities	(150,000,000)
Cash Flows from Financing Activities:
Proceeds from promissory note - related party	187,401
Repayment of promissory note - related party	(187,401)
Proceeds from initial public offering, net of underwriter's discount paid	147,750,000
Proceeds from sale of Private Placement Warrants	4,837,500
Payment of offering costs	(526,463)
Net cash provided by financing activities	152,061,037
Net Change in Cash	901,094
Cash - Beginning of Period	0
Cash - End of Period	901,094
Supplemental disclosure of noncash investing and financing activities:
Remeasurement of Class A ordinary shares to redemption amount	(15,381,517)
Deferred underwriting fee payable	5,625,000
Forfeiture of Class B ordinary shares	563
Deferred offering costs paid by sponsor in exchange for Class B ordinary shares	$ 25,000

DESCRIPTION OF ORGANIZATION AND

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	8 Months Ended
	Sep. 30, 2021
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Coliseum Acquisition Corp. (the “Company”) is a blank check company incorporated in the Cayman Islands on February 5, 2021. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (a “Business Combination”). The Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of September 30, 2021, the Company had not commenced any operations. All activity for the period from February 5, 2021 (inception) through September 30, 2021 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) as described below, and since the closing of the Initial Public Offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering and will recognize other income and expense related to the change in fair value of warrant liabilities. The registration statement for the Initial Public Offering was declared effective on June 22, 2021. On June 25, 2021, the Company consummated the Initial Public Offering of 15,000,000 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 $150,000,000, which is discussed in Note 4. The Company granted the underwriter a 45-day option to purchase up to 2,250,000 additional Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions. The Founder Shares (as defined in Note 6) included an aggregate of up to 562,500 Class B ordinary shares subject to forfeiture by the Sponsor to the extent that the underwriter’s over-allotment option was not exercised in full or in part, so that the Sponsor would own, on an as-converted basis, 20% of the Company’s issued and outstanding shares after the Initial Public Offering (assuming the Sponsor did not purchase any Public Shares in the Initial Public Offering). Upon the expiration of the over-allotment option on August 6, 2021, 562,500 Founder Shares were forfeited, resulting in an aggregate of 3,750,000 Founder Shares outstanding as of September 30, 2021. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 3,225,000 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant in a private placement to Coliseum Acquisition Sponsor LLC (the “Sponsor”), generating gross proceeds of $4,837,500, which is described in Note 5. Transaction costs amounted to $9,176,463 consisting of $3,000,000 of underwriting fees, $5,625,000 of deferred underwriting fees, and $551,463 of other offering costs. The Company was reimbursed $750,000 by the underwriter for such transaction costs. In addition, cash of $2,003,361 was held outside of the Trust Account (as defined below) and is available for the payment of offering costs and for working capital purposes. The Company recorded $691,125 of the reimbursement as a reduction of offering costs recorded to equity and $58,875 of the reimbursement as a reduction to expense. Following the closing of the Initial Public Offering on June 25, 2021, an amount of $150,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”) and will be invested only in U.S. government securities with maturities of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury bills, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the funds held in the Trust Account, as described below. The Company will provide its public shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount held in the Trust Account (initially anticipated to be $10.00 per share), calculated as of two The Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon consummation of such Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required under applicable law or stock exchange listing requirements and the Company does not decide to hold a shareholder vote for business or other reasons, the Company will, pursuant to its amended and restated memorandum and articles of association as then in effect (the “Amended and Restated Memorandum and Articles of Association”), conduct the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the initial shareholders have agreed to vote their Founder Shares and any Public Shares purchased in or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each public shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. Notwithstanding the foregoing, if the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Company’s Amended and Restated Memorandum and Articles of Association provides that a public shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The initial shareholders have agreed to waive (i) their redemption rights with respect to any Founder Shares and Public Shares held by them (ii) their redemption rights with respect to any Founder Shares and Public Shares held by them in connection with a shareholder vote to approve an amendment to the 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 Class A ordinary shares the right to have their shares redeemed in connection with an initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering or (B) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity and (iii) their rights to liquidating distributions from the Trust Account with respect to any Founder Shares they hold if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering. However, if the initial shareholders acquire Public Shares in or after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period (as defined below). The Company will have until 24 months from the closing of the Initial Public Offering (the “Combination Period”) to complete a Business Combination. If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than 10 business days thereafter, 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 (less up to $100,000 of interest to pay dissolution expenses and which interest shall be net of taxes payable), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period. The underwriter has agreed to waive its rights to its deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($10.00). In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below (1) $10.00 per Public Share or (2) such lesser amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of the trust assets, in each case net of the interest that may be withdrawn to pay the Company’s tax obligations, except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity As of September 30, 2021, the Company had $901,094 in cash held outside of the Trust Account and working capital of $1,408,542. The Company’s liquidity needs prior to the consummation of the Initial Public Offering were satisfied through the proceeds of $25,000 from the sale of the Founder Shares, and a loan of $187,401 under an unsecured and non-interest bearing promissory note (see Note 6). Subsequent to the consummation of the Initial Public Offering, the Company’s liquidity will be satisfied through the net proceeds from the private placement held outside of the Trust Account and proceeds available to the Company under the Working Capital Loan (as defined in Note 6). Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using the funds held outside of the Trust Account for paying existing accounts payable and accrued liabilities, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations, and/or search for a target company, the specific impact is not readily determinable as of the date of the accompanying unaudited condensed financial statements and such financial statements do not include any adjustments that might result from the outcome of this uncertainty.

RESTATEMENT OF PREVIOUSLY ISSUE

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS	8 Months Ended
	Sep. 30, 2021
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS	NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. The Company had previously classified a portion of the Class A ordinary shares in permanent equity. Although the Company did not specify a maximum redemption threshold, its charter provides that currently, the Company will not redeem its Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. The Company restated its financial statements to classify all Class A ordinary shares as temporary equity at redemption value and any related impact, as the threshold in its charter would not change the nature of the underlying shares as redeemable and thus would be required to be disclosed outside of permanent equity. The reclassification of amounts from permanent equity to temporary equity resulted in non-cash financial statement corrections and will have no impact on the Company’s current or previously reported cash position, operating expenses or total operating, investing or financing cash flows. In connection with the change in presentation for the Class A ordinary shares subject to possible redemption, the Company has restated its earnings per share calculation to allocate income and losses shared pro rate between Class A and Class B shares. This presentation contemplates a Business Combination as the most likely outcome, in which case, Class A and Class B shares share pro rata in the income and losses of the Company. The following tables summarize the effect of the restatement on each financial statement line item as of the dates, and for the periods, indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ As Previously ​ ​ ​ ​ ​ ​ Reported ​ Adjustments ​ As Restated Condensed Balance Sheet (unaudited) ​ ​ ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 130,075,724 ​ $ 19,924,290 ​ $ 150,000,014 Class A ordinary shares ​ 1,993 ​ (1,993) ​ — Additional paid-in capital ​ 4,605,797 ​ (4,605,797) ​ — Retained earnings (accumulated deficit) ​ 387,898 ​ (15,316,500) ​ (14,928,602) Total shareholders’ equity (deficit) ​ ​ 5,000,001 ​ ​ (19,924,290) ​ ​ (14,924,289) Condensed Statement of Operations for the Three Months Ended June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average ​ ​ 13,007,572 ​ ​ (12,174,239) ​ ​ 833,333 Basic and diluted net income ​ $ 0.00 ​ $ 0.09 ​ $ 0.09 Basic and diluted weighted average (1) ​ ​ 5,742,428 ​ ​ (1,992,428) ​ ​ 3,750,000 Basic and diluted net income ​ $ 0.07 ​ $ 0.02 ​ $ 0.09 Condensed Statement of Operations for the Period from February 5, 2021 (inception) through June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding, Class A ordinary shares ​ ​ 12,199,859 ​ ​ (11,783,192) ​ ​ 416,667 Basic and diluted net income per share, Class A ordinary shares ​ $ 0.00 ​ $ 0.12 ​ $ 0.12 Basic and diluted weighted average shares outstanding, Class B ordinary shares (1) ​ ​ 5,742,428 ​ ​ (2,971,595) ​ ​ 2,770,833 Basic and diluted net income per share, Class B ordinary shares ​ $ 0.07 ​ $ 0.05 ​ $ 0.12 Condensed Statement of Cash Flows for the Period from February 5, 2021 (inception) through June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental disclosures of non-cash investing and financing activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A common stock subject to possible redemption ​ $ 130,075,724 ​ $ (130,075,724) ​ $ — Accretion of Class A ordinary shares subject to redemption to redemption value ​ $ — ​ $ 15,369,427 ​ $ 15,369,437 (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 25, 2021 ​ As Previously ​ ​ ​ ​ ​ ​ Reported ​ Adjustments ​ As Restated Balance Sheet ​ ​ ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 129,254,790 ​ $ 20,745,210 ​ $ 150,000,000 Class A ordinary shares ​ 2,075 ​ (2,075) ​ — Additional paid-in capital ​ 5,426,649 ​ (5,426,649) ​ — Accumulated deficit ​ (433,033) ​ (15,316,486) ​ (15,749,519) Total shareholders’ equity (deficit) ​ 5,000,004 ​ (20,745,210) ​ (15,745,206) ​ The following tables summarize the effect of the restatement on the unaudited condensed statements of changes in stockholders’ equity (deficit) as of the dates, and for the periods, indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Retained ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ Earnings ​ Total ​ ​ Class A ​ Class B ​ Paid-in ​ (Accumulated ​ Shareholders' As Previously Reported: Shares Amount Shares Amount Capital Deficit) Equity (Deficit) Balance at February 5, 2021 (inception) — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — 4,312,500 ​ 4,313 ​ 20,687 ​ — ​ 25,000 Net loss — ​ — — ​ — ​ — ​ (22,978) ​ (22,978) Balance at March 31, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ 20,687 ​ $ (22,978) ​ $ 2,022 Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs 15,000,000 ​ 15,000 — ​ — ​ 134,647,827 ​ — ​ 134,662,827 Class A ordinary shares subject to possible redemption (13,007,572) ​ (13,007) — ​ — ​ (130,062,717) ​ — ​ (130,075,724) Net income — ​ — — ​ — ​ — ​ 410,876 ​ 410,876 Balance at June 30, 2021 1,992,428 ​ $ 1,993 4,312,500 ​ $ 4,313 ​ $ 4,605,797 ​ $ 387,898 ​ $ 5,000,001 Adjustments: ​ ​ ​ ​ ​ Balance at February 5, 2021 (inception) — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — — ​ — ​ — ​ — ​ — Net loss — ​ — — ​ — ​ — ​ — ​ — Balance at March 31, 2021 — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs (15,000,000) ​ (15,000) — ​ — ​ (134,647,827) ​ — ​ (134,662,827) Class A ordinary shares subject to possible redemption 13,007,572 ​ 13,007 — ​ — ​ 130,062,717 ​ — ​ 130,075,724 Excess of cash received over fair value of Private Placement Warrants — ​ — — ​ — ​ 32,250 ​ — ​ 32,250 Remeasurement of Class A ordinary shares to redemption amount — ​ — — ​ — ​ (52,937) ​ (15,316,486) ​ (15,369,423) Net income — ​ — — ​ — ​ — ​ — ​ — Balance at June 30, 2021 (1,992,428) ​ $ (1,993) — ​ $ — ​ $ (4,605,797) ​ $ (15,316,500) ​ $ (19,924,290) As Restated: ​ ​ ​ ​ ​ Balance at December 31, 2020 — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — 4,312,500 ​ 4,313 ​ 20,687 ​ — ​ 25,000 Net loss — ​ — — ​ — ​ — ​ (22,978) ​ (22,978) Balance at March 31, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ 20,687 ​ $ (22,978) ​ $ 2,022 Excess of cash received over fair value of Private Placement Warrants — ​ — — ​ — ​ 32,250 ​ — ​ 32,250 Remeasurement of Class A ordinary shares to initial redemption amount — ​ — — ​ — ​ (52,937) ​ (15,316,486) ​ (15,369,423) Remeasurement of Class A ordinary shares to redemption amount — ​ — — ​ — ​ — ​ (14) ​ (14) Net income — ​ — — ​ — ​ — ​ 410,876 ​ 410,876 Balance at June 30, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ — ​ $ (14,928,602) ​ $ (14,924,289) ​

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	8 Months Ended
	Sep. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements of the Company are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s final prospectus for its Initial Public Offering as filed with the SEC on June 24, 2021, as well as the Company’s Current Reports on Form 8-K, as filed with the SEC on June 28, 2021 and July 1, 2021, as Restated (See Note 2). The interim results for the period from February 5, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 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, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021. Investments Held in Trust Account As of September 30, 2021, the assets held in the Trust Account were held in money market funds, which were invested in U.S. Treasury securities. Class A Ordinary Shares Subject to Possible Redemption All of the 15,000,000 shares of Class A ordinary shares sold as part of the Units in the Initial Public Offering contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s second amended and restated certificate of incorporation. In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in Accounting Standards Codification (“ASC”) 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares has been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. As of September 30, 2021, the Class A ordinary shares reflected in the condensed balance sheet are reconciled in the following table: ​ ​ ​ ​ ​ Gross proceeds $ 150,000,000 Less: ​ Proceeds allocated to Public Warrants ​ (7,350,000) Issuance costs allocated to Class A ordinary shares ​ (8,019,423) Plus: ​ Remeasurement of Class A ordinary shares to initial redemption amount ​ ​ 15,369,423 Remeasurement of carrying value to redemption amount ​ 12,094 Class A ordinary shares subject to possible redemption – September 30, 2021 ​ $ 150,012,094 ​ Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and at each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the Public Warrants on the initial measurement date (June 25, 2021) was estimated using a Monte Carlo simulation approach and the fair value of the Private Placement Warrants was estimated using a Modified Black-Scholes model (see Note 10). Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of ASC 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A - Expenses of Offering The Company was reimbursed $750,000 by the underwriter for offering costs associated with the Initial Public Offering. The Company recorded $691,125 of the reimbursement as a reduction of offering costs recorded to equity and $58,875 of the reimbursement as a reduction to expense. As such, net offering costs recorded to equity amounted to $8,019,423 and net expensed offering costs amounted to $407,040. Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position 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. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in an interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on February 5, 2021, the evaluation was performed for the 2021 tax year which will be the only period subject to examination. 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 September 30, 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 considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. Consequently, income taxes are not reflected in the Company’s financial statements. Net Income Per Ordinary Share Net income per ordinary share is computed by dividing net income by the weighted average number of ordinary shares outstanding during the period. As the Public Shares are considered to be redeemable at fair value, and a redemption at fair value does not amount to a distribution different than other shareholders, Class A and Class B ordinary shares are presented as one class of shares in calculating net income per ordinary share. As a result, the calculated net income per ordinary share is the same for Class A and Class B shares of ordinary shares. Remeasurement of Class A ordinary shares to redemption amount is not included in the determination of earnings per share because redemption amount of the Class A ordinary shares approximates fair value. The Company has not considered the effect of the Warrants sold in the Initial Public Offering and private placement to purchase an aggregate of 8,225,000 shares in the calculation of diluted earnings per share, since the exercise of the Warrants are contingent upon the occurrence of future events and the inclusion of such Warrants would be anti-dilutive. At September 30, 2021, the Company did not have any other dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted income per share is the same as basic income per share for the periods presented. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ ​ ​ ​ ​ ​ ​ February 5, 2021 ​ ​ Three Months Ended ​ (Inception) Through ​ ​ September 30, 2021 ​ September 30, 2021 ​ ​ Class A ​ Class B ​ Class A ​ Class B Basic and diluted net income per ordinary share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ Net income ​ $ 4,389,586 ​ $ 1,097,397 ​ $ 3,718,522 ​ $ 2,156,359 Denominator: ​ ​ ​ ​ Basic and diluted weighted average shares ​ 15,000,000 ​ 3,750,000 ​ 6,139,241 ​ 3,560,127 Basic and diluted net income per ​ $ 0.29 ​ $ 0.29 ​ $ 0.61 ​ $ 0.61 ​ Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The Company applies ASC Topic 820, Fair Value Measurement The carrying amounts reflected in the condensed balance sheet for cash, prepaid expenses and other current assets, and accounts payable and accrued expenses approximate fair value due to their short-term nature. Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities. See Note 10 for additional information on assets and liabilities measured at fair value on a recurring basis. Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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) Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

INITIAL PUBLIC OFFERING

INITIAL PUBLIC OFFERING	8 Months Ended
	Sep. 30, 2021
INITIAL PUBLIC OFFERING
INITIAL PUBLIC OFFERING	NOTE 4. INITIAL PUBLIC OFFERING In the Initial Public Offering, the Company sold 15,000,000 Units at $10.00 per Unit, generating gross proceeds of $150,000,000. Each Unit consisted of one Class A ordinary share and one

PRIVATE PLACEMENT

PRIVATE PLACEMENT	8 Months Ended
	Sep. 30, 2021
PRIVATE PLACEMENT
PRIVATE PLACEMENT	NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 3,225,000 Private Placement Warrants at a price of $1.50 per Private Placement Warrant (for an aggregate purchase price of $4,837,500). Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share. The proceeds from the sale of the Private Placement Warrants were added to the net proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	8 Months Ended
	Sep. 30, 2021
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 6. RELATED PARTY TRANSACTIONS Founder Shares On February 17, 2021, the Sponsor paid an aggregate of $25,000 to cover certain expenses on behalf of the Company in exchange for the issuance of 4,312,500 Class B ordinary shares (the “Founder Shares”). The Founder Shares included an aggregate of up to 562,500 Class B ordinary shares subject to forfeiture by the Sponsor to the extent that the underwriter’s over-allotment option was not exercised in full or in part, so that the Sponsor would own, on an as-converted basis, 20% of the Company’s issued and outstanding shares after the Initial Public Offering (assuming the Sponsor did not purchase any Public Shares in the Initial Public Offering). Upon the expiration of the over-allotment option on August 6, 2021, 562,500 Class B ordinary shares were forfeited, resulting in an aggregate of 3,750,000 Founder Shares outstanding as of September 30, 2021. The initial shareholders have agreed that, subject to certain limited exceptions, the Founder Shares will not be transferred, assigned, or sold until the earlier of (A) one year after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last reported sale price of the Company’s Class A ordinary shares equals or exceeds (i) $12.00 per share (as adjusted for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination or (ii) $18.00 per share (as adjusted for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 75 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction that results in all of the public shareholders having the right to exchange their ordinary shares for cash, securities or other property. Promissory Note — Related Party On February 17, 2021, the Company issued an unsecured promissory note to the Sponsor (the “Promissory Note”), pursuant to which the Company could borrow up to an aggregate of $400,000 to cover expenses related to the Initial Public Offering. The Promissory Note was non-interest bearing and was payable on the earlier of (i) June 30, 2021 or (ii) the consummation of the Initial Public Offering. The outstanding balance under the Promissory Note of $187,401 was repaid at the closing of the Initial Public Offering on June 25, 2021. No additional borrowings have been made under this arrangement. Administrative Services Agreement The Company entered into an agreement, commencing on June 22, 2021, to pay an affiliate of the Sponsor a total of $10,000 per month for administrative, financial and support services. Upon the completion of a Business Combination, the Company will cease paying these monthly fees. For the three months ended September 30, 2021, and for the period from February 5, 2021 (inception) through September 30, 2021, the Company incurred $30,000 in fees for these services. As of September 30, 2021, $5,000 related to this agreement is recorded in accounts payable and accrued expenses on the condensed balance sheet. Related Party Loans 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 Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds held in 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 is not completed, the Company may use a portion of the 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. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. The Company has not made any borrowings under the Working Capital Loans through the date of this filing.

COMMITMENTS

COMMITMENTS	8 Months Ended
	Sep. 30, 2021
COMMITMENTS
COMMITMENTS	NOTE 7. COMMITMENTS Registration Rights Agreement The holders of the Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants issued upon conversion of the Working Capital Loans) are entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A ordinary shares). The holders of these securities will be entitled to make up to three demands, excluding short form registration demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriter a 45-day option to purchase up to 2,250,000 additional Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions, which the underwriter did not exercise and expired on August 6, 2021. The underwriter was paid a cash underwriting discount of $0.20 per Unit, or $3,000,000 in the aggregate, upon the closing of the Initial Public Offering. In addition, $0.375 per Unit, or $5,625,000 in the aggregate will be payable to the underwriter for deferred underwriting commissions. The deferred fee will become payable to the underwriter 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. The underwriter paid $750,000 to the Company to reimburse certain of the Company’s expenses in connection with the Initial Public Offering. The Company recorded $691,125 of the reimbursement as a reduction of offering costs recorded to equity and $58,875 of the reimbursement as a reduction to expense.

WARRANTS

WARRANTS	8 Months Ended
	Sep. 30, 2021
WARRANTS
WARRANTS	NOTE 8. WARRANTS Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available, including in connection with a cashless exercise permitted as a result of a notice of redemption. No warrant will be exercisable for cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their warrants, unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising holder, or an exemption is available. The Company has agreed that as soon as practicable, but in no event later than fifteen (15) business days, after the closing of a Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the issuance of the Class A ordinary shares issuable upon exercise of the warrants. The Company will use its commercially reasonable efforts to cause the same to become effective within sixty (60) business days after the closing of a Business Combination and to maintain the effectiveness of such registration statement, and a current prospectus relating thereto, until the expiration of the warrants in accordance with the provisions of the warrant agreement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the sixtieth (60th) business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement (other than any such period as may be necessary in connection with the preparation and filing of a post-effective amendment to any registration statement following the filing of the Company’s Annual Report on Form 10-K for its first completed fiscal year following the consummation of a Business Combination), exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of public warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, 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. Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00 - ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon not less than 30 days ’ prior written notice of redemption to each warrant holder; and ● if, and only if, the last reported sale price of the Class A ordinary shares for any 20 trading days within a 30 -trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders (the “Reference Value”) equals or exceeds $18.00 per share (as adjusted for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like). The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if the Company is unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00 - ● in whole and not in part; ● at $0.10 per warrant upon a minimum of 30 days ’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference based on the redemption date and the fair market value of the Class A ordinary shares, subject to certain exceptions; ● if, and only if, the Reference Value equals or exceeds $10.00 per share (as adjusted for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like); and ● if the Reference Value is less than $18.00 per share (as adjusted for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like), the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above. The fair market value of the Company’s Class A ordinary shares shall mean the volume weighted average price of the Class A ordinary shares during the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. The Company will provide its warrant holders with the final fair market value no later than the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A ordinary shares per warrant (subject to adjustment). In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board 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 a Business Combination on the date of the completion of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price described above under “— Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00” and “— Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described above under “— Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units being sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable so long as they are held by the Sponsor or its permitted transferees. If the Private Placement Warrants are held by someone other than the Sponsor or its permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants. At September 30, 2021, there were 5,000,000 Public Warrants and 3,225,000 Private Placement Warrants outstanding. The Company accounts for the Public Warrants and Private Placement Warrants in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. The accounting treatment of derivative financial instruments required that the Company record the warrants as derivative liabilities at fair value upon the closing of the Initial Public Offering. The Public Warrants were allocated a portion of the proceeds from the issuance of the Units equal to their fair value. The warrant liabilities are subject to re-measurement at each balance sheet date. With each such re-measurement, the warrant liabilities are adjusted to current fair value, with the change in fair value recognized in the Company’s statement of operations. The Company will reassess the classification at each balance sheet date. If the classification changes as a result of events during the period, the warrants will be reclassified as of the date of the event that causes the reclassification. Refer to Note 10 for additional information on the fair value measurements of these warrants.

SHAREHOLDERS' EQUITY (DEFICIT)

SHAREHOLDERS' EQUITY (DEFICIT)	8 Months Ended
	Sep. 30, 2021
SHAREHOLDERS' EQUITY (DEFICIT)
SHAREHOLDERS' EQUITY (DEFICIT)	NOTE 9. SHAREHOLDERS’ EQUITY (DEFICIT) Preferred shares outstanding Class A ordinary shares Class B ordinary shares outstanding Class A ordinary shareholders and Class B ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders and vote together as a single class, except as required by law; provided, that, prior to a Business Combination, holders of the Class B ordinary shares will have the right to appoint all of the Company’s directors and remove members of the board of directors for any reason, and holders of the Class A ordinary shares will not be entitled to vote on the appointment of directors during such time. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like, and subject to further adjustment. In the case that additional Class A ordinary shares, or equity-linked securities, are issued or deemed issued in excess of the amounts issued in the Initial Public Offering and related to the closing of a Business Combination, the ratio at which the Class B ordinary shares will convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the issued and outstanding Class B ordinary shares agree to waive such anti-dilution adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of all ordinary shares issued and outstanding upon the completion of the Initial Public Offering plus all Class A ordinary shares and equity-linked securities issued or deemed issued in connection with a Business Combination, excluding any shares or equity-linked securities issued, or to be issued, to any seller in a Business Combination.

FAIR VALUE MEASUREMENT

FAIR VALUE MEASUREMENT	8 Months Ended
	Sep. 30, 2021
FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT	NOTE 10. FAIR VALUE MEASUREMENT The following table presents information about the Company’s financial assets that are measured at fair value on a recurring basis as of September 30, 2021 and June 25,2021, respectively, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ ​ ​ ​ ​ ​ ​ ​ ​ Description at Fair Value Level 1 Level 2 Level 3 September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ U.S. Treasury Securities ​ $ 150,010,998 ​ $ 150,010,998 ​ $ — ​ $ — Liabilities ​ ​ ​ ​ Warrant liability - Public Warrants ​ $ 3,400,000 ​ $ 3,400,000 ​ $ — ​ $ — Warrant liability - Private Placement Warrants ​ $ 2,193,000 ​ $ — ​ $ — ​ $ 2,193,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ ​ ​ ​ ​ ​ Description ​ at Fair Value ​ Level 1 ​ Level 2 ​ Level 3 June 25, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ U.S. Treasury Securities ​ $ 149,999,498 ​ $ 149,999,498 ​ $ — ​ $ — Liabilities ​ ​ ​ ​ Warrant liability – Public Warrants ​ $ 7,350,000 ​ $ — ​ $ — ​ $ 7,350,000 Warrant liability – Private Placement Warrants ​ $ 4,805,250 ​ $ — ​ $ — ​ $ 4,805,250 ​ The Company utilized a Monte Carlo simulation model to value the Public Warrants on the initial measurement date and the quoted market price as of September 30, 2021. The Company utilized a Modified Black-Scholes method to value the Private Placement Warrants at each reporting period, with changes in fair value recognized in the statement of operations. The estimated fair value of the warrant liabilities are determined using Level 3 inputs. Inherent in a binomial options pricing model are assumptions related to expected share-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its ordinary shares based on historical volatility that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the date of issuance for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is assumed to be equivalent to their remaining contractual term. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. Transfers to/from Levels 1, 2, and 3 are recognized at the end of the reporting periods. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement as of September 30, 2021 after the Public Warrants were separately listed and traded, beginning on August 13, 2021. The following table provides the significant inputs to the Monte Carlo simulation for the fair value of the Public Warrants: ​ ​ ​ ​ ​ ​ ​ ​ At June 25, 2021 ​ ​ ​ (Initial ​ ​ ​ ​ Measurement) ​ Stock price $ 10.00 Exercise price $ 11.50 Expected term (in years) ​ 6.59 Volatility ​ 4.5% pre-merger / 25.0% post-merger Risk-free rate ​ 1.23 % Fair value of warrants (1) $ 1.47 (1) ​ The following table provides the significant inputs to the Modified Black-Scholes method for the fair value of the Private Placement Warrants: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At June 25, 2021 ​ ​ ​ (Initial ​ ​ ​ ​ ​ Measurement) ​ At September 30, 2021 Stock price ​ $ 10.00 ​ $ 9.73 ​ Exercise price ​ $ 11.50 ​ $ 11.50 ​ Probability of completing a Business Combination ​ ​ 83 % ​ * ​ Dividend yield ​ — % — % Expected term (in years) ​ 6.59 ​ 6.58 ​ Volatility ​ 21.30 % 10.30 % Risk-free rate ​ 1.20 % 1.20 % Fair value of warrants ​ $ 1.49 ​ $ 0.68 ​ * The following table provides the changes in the fair value of warrants liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant ​ ​ Private Placement ​ Public ​ Liabilities Fair value at February 5, 2021 (inception) ​ $ — ​ $ — ​ $ — Initial measurement at June 25, 2021 ​ 4,805,250 ​ 7,350,000 ​ 12,155,250 Change in fair value ​ (2,612,250) ​ (3,950,000) ​ (6,562,250) Fair value at September 30, 2021 ​ $ 2,193,000 ​ $ 3,400,000 ​ $ 5,593,000 ​ The following table presents the changes in the fair value of the Company’s Level 3 financial instruments that are measured at fair value: ​ ​ ​ ​ ​ Fair value at February 5, 2021 (inception) $ — Initial measurement at June 25, 2021 ​ 12,155,250 Change in fair value ​ (6,562,250) Transfer of Public Warrants to Level 1 measurement ​ (3,400,000) Fair value at September 30, 2021 ​ $ 2,193,000 ​

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	8 Months Ended
	Sep. 30, 2021
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 11. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment to or disclosure in the condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	8 Months Ended
	Sep. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements of the Company are presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s final prospectus for its Initial Public Offering as filed with the SEC on June 24, 2021, as well as the Company’s Current Reports on Form 8-K, as filed with the SEC on June 28, 2021 and July 1, 2021, as Restated (See Note 2). The interim results for the period from February 5, 2021 (inception) through September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021 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, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of September 30, 2021.
Investments Held in Trust Account	Investments Held in Trust Account As of September 30, 2021, the assets held in the Trust Account were held in money market funds, which were invested in U.S. Treasury securities.
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption All of the 15,000,000 shares of Class A ordinary shares sold as part of the Units in the Initial Public Offering contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s second amended and restated certificate of incorporation. In accordance with SEC and its staff’s guidance on redeemable equity instruments, which has been codified in Accounting Standards Codification (“ASC”) 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares has been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. As of September 30, 2021, the Class A ordinary shares reflected in the condensed balance sheet are reconciled in the following table: ​ ​ ​ ​ ​ Gross proceeds $ 150,000,000 Less: ​ Proceeds allocated to Public Warrants ​ (7,350,000) Issuance costs allocated to Class A ordinary shares ​ (8,019,423) Plus: ​ Remeasurement of Class A ordinary shares to initial redemption amount ​ ​ 15,369,423 Remeasurement of carrying value to redemption amount ​ 12,094 Class A ordinary shares subject to possible redemption – September 30, 2021 ​ $ 150,012,094
Warrant Liabilities	Warrant Liabilities The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity Derivatives and Hedging For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued or modified warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and at each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as a non-cash gain or loss on the statements of operations. The fair value of the Public Warrants on the initial measurement date (June 25, 2021) was estimated using a Monte Carlo simulation approach and the fair value of the Private Placement Warrants was estimated using a Modified Black-Scholes model (see Note 10).
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 and SEC Staff Accounting Bulletin Topic 5A - Expenses of Offering The Company was reimbursed $750,000 by the underwriter for offering costs associated with the Initial Public Offering. The Company recorded $691,125 of the reimbursement as a reduction of offering costs recorded to equity and $58,875 of the reimbursement as a reduction to expense. As such, net offering costs recorded to equity amounted to $8,019,423 and net expensed offering costs amounted to $407,040.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position 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. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in an interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on February 5, 2021, the evaluation was performed for the 2021 tax year which will be the only period subject to examination. 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 September 30, 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 considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. Consequently, income taxes are not reflected in the Company’s financial statements.
Net Income Per Ordinary Share	Net Income Per Ordinary Share Net income per ordinary share is computed by dividing net income by the weighted average number of ordinary shares outstanding during the period. As the Public Shares are considered to be redeemable at fair value, and a redemption at fair value does not amount to a distribution different than other shareholders, Class A and Class B ordinary shares are presented as one class of shares in calculating net income per ordinary share. As a result, the calculated net income per ordinary share is the same for Class A and Class B shares of ordinary shares. Remeasurement of Class A ordinary shares to redemption amount is not included in the determination of earnings per share because redemption amount of the Class A ordinary shares approximates fair value. The Company has not considered the effect of the Warrants sold in the Initial Public Offering and private placement to purchase an aggregate of 8,225,000 shares in the calculation of diluted earnings per share, since the exercise of the Warrants are contingent upon the occurrence of future events and the inclusion of such Warrants would be anti-dilutive. At September 30, 2021, the Company did not have any other dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted income per share is the same as basic income per share for the periods presented. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ ​ ​ ​ ​ ​ ​ February 5, 2021 ​ ​ Three Months Ended ​ (Inception) Through ​ ​ September 30, 2021 ​ September 30, 2021 ​ ​ Class A ​ Class B ​ Class A ​ Class B Basic and diluted net income per ordinary share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ Net income ​ $ 4,389,586 ​ $ 1,097,397 ​ $ 3,718,522 ​ $ 2,156,359 Denominator: ​ ​ ​ ​ Basic and diluted weighted average shares ​ 15,000,000 ​ 3,750,000 ​ 6,139,241 ​ 3,560,127 Basic and diluted net income per ​ $ 0.29 ​ $ 0.29 ​ $ 0.61 ​ $ 0.61
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company applies ASC Topic 820, Fair Value Measurement The carrying amounts reflected in the condensed balance sheet for cash, prepaid expenses and other current assets, and accounts payable and accrued expenses approximate fair value due to their short-term nature. Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals. Level 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities. See Note 10 for additional information on assets and liabilities measured at fair value on a recurring basis.
Recent Accounting Standards	Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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) Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

RESTATEMENT OF PREVIOUSLY ISS_2

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Tables)	8 Months Ended
	Sep. 30, 2021
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
Summary of effect of the revision on each financial statement	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, 2021 ​ As Previously ​ ​ ​ ​ ​ ​ Reported ​ Adjustments ​ As Restated Condensed Balance Sheet (unaudited) ​ ​ ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 130,075,724 ​ $ 19,924,290 ​ $ 150,000,014 Class A ordinary shares ​ 1,993 ​ (1,993) ​ — Additional paid-in capital ​ 4,605,797 ​ (4,605,797) ​ — Retained earnings (accumulated deficit) ​ 387,898 ​ (15,316,500) ​ (14,928,602) Total shareholders’ equity (deficit) ​ ​ 5,000,001 ​ ​ (19,924,290) ​ ​ (14,924,289) Condensed Statement of Operations for the Three Months Ended June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average ​ ​ 13,007,572 ​ ​ (12,174,239) ​ ​ 833,333 Basic and diluted net income ​ $ 0.00 ​ $ 0.09 ​ $ 0.09 Basic and diluted weighted average (1) ​ ​ 5,742,428 ​ ​ (1,992,428) ​ ​ 3,750,000 Basic and diluted net income ​ $ 0.07 ​ $ 0.02 ​ $ 0.09 Condensed Statement of Operations for the Period from February 5, 2021 (inception) through June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding, Class A ordinary shares ​ ​ 12,199,859 ​ ​ (11,783,192) ​ ​ 416,667 Basic and diluted net income per share, Class A ordinary shares ​ $ 0.00 ​ $ 0.12 ​ $ 0.12 Basic and diluted weighted average shares outstanding, Class B ordinary shares (1) ​ ​ 5,742,428 ​ ​ (2,971,595) ​ ​ 2,770,833 Basic and diluted net income per share, Class B ordinary shares ​ $ 0.07 ​ $ 0.05 ​ $ 0.12 Condensed Statement of Cash Flows for the Period from February 5, 2021 (inception) through June 30, 2021 (unaudited) ​ ​ ​ ​ ​ ​ ​ ​ ​ Supplemental disclosures of non-cash investing and financing activities: ​ ​ ​ ​ ​ ​ ​ ​ ​ Class A common stock subject to possible redemption ​ $ 130,075,724 ​ $ (130,075,724) ​ $ — Accretion of Class A ordinary shares subject to redemption to redemption value ​ $ — ​ $ 15,369,427 ​ $ 15,369,437 (1) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 25, 2021 ​ As Previously ​ ​ ​ ​ ​ ​ Reported ​ Adjustments ​ As Restated Balance Sheet ​ ​ ​ ​ ​ ​ Class A ordinary shares subject to possible redemption ​ $ 129,254,790 ​ $ 20,745,210 ​ $ 150,000,000 Class A ordinary shares ​ 2,075 ​ (2,075) ​ — Additional paid-in capital ​ 5,426,649 ​ (5,426,649) ​ — Accumulated deficit ​ (433,033) ​ (15,316,486) ​ (15,749,519) Total shareholders’ equity (deficit) ​ 5,000,004 ​ (20,745,210) ​ (15,745,206) ​ The following tables summarize the effect of the restatement on the unaudited condensed statements of changes in stockholders’ equity (deficit) as of the dates, and for the periods, indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Ordinary Shares ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Retained ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Additional ​ Earnings ​ Total ​ ​ Class A ​ Class B ​ Paid-in ​ (Accumulated ​ Shareholders' As Previously Reported: Shares Amount Shares Amount Capital Deficit) Equity (Deficit) Balance at February 5, 2021 (inception) — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — 4,312,500 ​ 4,313 ​ 20,687 ​ — ​ 25,000 Net loss — ​ — — ​ — ​ — ​ (22,978) ​ (22,978) Balance at March 31, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ 20,687 ​ $ (22,978) ​ $ 2,022 Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs 15,000,000 ​ 15,000 — ​ — ​ 134,647,827 ​ — ​ 134,662,827 Class A ordinary shares subject to possible redemption (13,007,572) ​ (13,007) — ​ — ​ (130,062,717) ​ — ​ (130,075,724) Net income — ​ — — ​ — ​ — ​ 410,876 ​ 410,876 Balance at June 30, 2021 1,992,428 ​ $ 1,993 4,312,500 ​ $ 4,313 ​ $ 4,605,797 ​ $ 387,898 ​ $ 5,000,001 Adjustments: ​ ​ ​ ​ ​ Balance at February 5, 2021 (inception) — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — — ​ — ​ — ​ — ​ — Net loss — ​ — — ​ — ​ — ​ — ​ — Balance at March 31, 2021 — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs (15,000,000) ​ (15,000) — ​ — ​ (134,647,827) ​ — ​ (134,662,827) Class A ordinary shares subject to possible redemption 13,007,572 ​ 13,007 — ​ — ​ 130,062,717 ​ — ​ 130,075,724 Excess of cash received over fair value of Private Placement Warrants — ​ — — ​ — ​ 32,250 ​ — ​ 32,250 Remeasurement of Class A ordinary shares to redemption amount — ​ — — ​ — ​ (52,937) ​ (15,316,486) ​ (15,369,423) Net income — ​ — — ​ — ​ — ​ — ​ — Balance at June 30, 2021 (1,992,428) ​ $ (1,993) — ​ $ — ​ $ (4,605,797) ​ $ (15,316,500) ​ $ (19,924,290) As Restated: ​ ​ ​ ​ ​ Balance at December 31, 2020 — ​ $ — — ​ $ — ​ $ — ​ $ — ​ $ — Issuance of Class B ordinary shares to Sponsor — ​ — 4,312,500 ​ 4,313 ​ 20,687 ​ — ​ 25,000 Net loss — ​ — — ​ — ​ — ​ (22,978) ​ (22,978) Balance at March 31, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ 20,687 ​ $ (22,978) ​ $ 2,022 Excess of cash received over fair value of Private Placement Warrants — ​ — — ​ — ​ 32,250 ​ — ​ 32,250 Remeasurement of Class A ordinary shares to initial redemption amount — ​ — — ​ — ​ (52,937) ​ (15,316,486) ​ (15,369,423) Remeasurement of Class A ordinary shares to redemption amount — ​ — — ​ — ​ — ​ (14) ​ (14) Net income — ​ — — ​ — ​ — ​ 410,876 ​ 410,876 Balance at June 30, 2021 — ​ $ — 4,312,500 ​ $ 4,313 ​ $ — ​ $ (14,928,602) ​ $ (14,924,289)

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	8 Months Ended
	Sep. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Summary of reconciliation of Class A common stock reflected on the balance sheet	​ ​ ​ ​ ​ Gross proceeds $ 150,000,000 Less: ​ Proceeds allocated to Public Warrants ​ (7,350,000) Issuance costs allocated to Class A ordinary shares ​ (8,019,423) Plus: ​ Remeasurement of Class A ordinary shares to initial redemption amount ​ ​ 15,369,423 Remeasurement of carrying value to redemption amount ​ 12,094 Class A ordinary shares subject to possible redemption – September 30, 2021 ​ $ 150,012,094
Reconciliation of Net Loss per Common Share	The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the Period from ​ ​ ​ ​ ​ ​ ​ ​ February 5, 2021 ​ ​ Three Months Ended ​ (Inception) Through ​ ​ September 30, 2021 ​ September 30, 2021 ​ ​ Class A ​ Class B ​ Class A ​ Class B Basic and diluted net income per ordinary share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ Net income ​ $ 4,389,586 ​ $ 1,097,397 ​ $ 3,718,522 ​ $ 2,156,359 Denominator: ​ ​ ​ ​ Basic and diluted weighted average shares ​ 15,000,000 ​ 3,750,000 ​ 6,139,241 ​ 3,560,127 Basic and diluted net income per ​ $ 0.29 ​ $ 0.29 ​ $ 0.61 ​ $ 0.61

FAIR VALUE MEASUREMENT (Tables)

FAIR VALUE MEASUREMENT (Tables)	8 Months Ended
	Sep. 30, 2021
FAIR VALUE MEASUREMENT
Schedule of financial assets that are measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ ​ ​ ​ ​ ​ ​ ​ ​ Description at Fair Value Level 1 Level 2 Level 3 September 30, 2021 ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ U.S. Treasury Securities ​ $ 150,010,998 ​ $ 150,010,998 ​ $ — ​ $ — Liabilities ​ ​ ​ ​ Warrant liability - Public Warrants ​ $ 3,400,000 ​ $ 3,400,000 ​ $ — ​ $ — Warrant liability - Private Placement Warrants ​ $ 2,193,000 ​ $ — ​ $ — ​ $ 2,193,000 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount ​ ​ ​ ​ ​ ​ Description ​ at Fair Value ​ Level 1 ​ Level 2 ​ Level 3 June 25, 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Assets ​ ​ ​ ​ U.S. Treasury Securities ​ $ 149,999,498 ​ $ 149,999,498 ​ $ — ​ $ — Liabilities ​ ​ ​ ​ Warrant liability – Public Warrants ​ $ 7,350,000 ​ $ — ​ $ — ​ $ 7,350,000 Warrant liability – Private Placement Warrants ​ $ 4,805,250 ​ $ — ​ $ — ​ $ 4,805,250
Schedule of provides the significant inputs for the fair value of the Public and Private Placement Warrant	​ ​ ​ ​ ​ ​ ​ ​ At June 25, 2021 ​ ​ ​ (Initial ​ ​ ​ ​ Measurement) ​ Stock price $ 10.00 Exercise price $ 11.50 Expected term (in years) ​ 6.59 Volatility ​ 4.5% pre-merger / 25.0% post-merger Risk-free rate ​ 1.23 % Fair value of warrants (1) $ 1.47 (1)
Summary of the changes in the fair value of the Company's Level 3 financial instruments that are measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ At June 25, 2021 ​ ​ ​ (Initial ​ ​ ​ ​ ​ Measurement) ​ At September 30, 2021 Stock price ​ $ 10.00 ​ $ 9.73 ​ Exercise price ​ $ 11.50 ​ $ 11.50 ​ Probability of completing a Business Combination ​ ​ 83 % ​ * ​ Dividend yield ​ — % — % Expected term (in years) ​ 6.59 ​ 6.58 ​ Volatility ​ 21.30 % 10.30 % Risk-free rate ​ 1.20 % 1.20 % Fair value of warrants ​ $ 1.49 ​ $ 0.68 ​ ​ ​ ​ ​ ​ Fair value at February 5, 2021 (inception) $ — Initial measurement at June 25, 2021 ​ 12,155,250 Change in fair value ​ (6,562,250) Transfer of Public Warrants to Level 1 measurement ​ (3,400,000) Fair value at September 30, 2021 ​ $ 2,193,000

DESCRIPTION OF ORGANIZATION A_2

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details)	Aug. 06, 2021shares	Jun. 25, 2021USD ($)$ / sharesshares	Feb. 17, 2021shares	Sep. 30, 2021USD ($)$ / sharesshares	Aug. 06, 2020shares
Subsidiary, Sale of Stock [Line Items]
Condition for future business combination number of businesses minimum				1
Proceeds from sale of Private Placement Warrants				$ 4,837,500
Transaction Costs				9,176,463
Underwriting fees				3,000,000
Deferred underwriting fee payable				5,625,000
Other offering costs				551,463
Cash held outside the Trust Account				2,003,361
Working Capital				1,408,542
Payments for investment of cash in Trust Account				$ 150,000,000
Redemption of shares calculated based on business days prior to consummation of business combination (in days)				2 days
Condition for future business combination threshold Net Tangible Assets				$ 5,000,001
Redemption limit percentage without prior consent				15
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)				100.00%
Threshold Business Days For Redemption Of Public Share				10 days
Repayments of Related Party Debt				$ 187,401
Due To Sponsor For Certain Reimbursable Expenses, Recorded to Equity				691,125
Due To Sponsor For Certain Reimbursable Expenses, Reduction to expense				58,875
Under Writing Option Period	45 days	45 days
Public Warrants
Subsidiary, Sale of Stock [Line Items]
Transaction Costs				$ 465,915
Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Common shares, shares outstanding | shares				3,750,000
Shares subject to forfeiture | shares	562,500
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders				20.00%
Founder Share
Subsidiary, Sale of Stock [Line Items]
Common shares, shares outstanding | shares	3,750,000			3,750,000
Founder Share | Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Shares subject to forfeiture | shares		562,500
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Sale of Units, net of underwriting discounts (in shares) | shares		15,000,000		15,000,000
Purchase price, per unit | $ / shares		$ 10		$ 10
Proceeds from issuance initial public offering		$ 150,000,000
Payments for investment of cash in Trust Account		$ 150,000,000
Months to Complete Business Combination				24 months
Maximum Allowed Dissolution Expenses				$ 100,000
Initial Public Offering | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares				3,225,000
Price of warrant | $ / shares				$ 1.50
Proceeds from sale of Private Placement Warrants				$ 4,837,500
Private Placement
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares				3,225,000
Price of warrant | $ / shares				$ 1.50
Proceeds from sale of Private Placement Warrants				$ 4,837,500
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Sale of Units, net of underwriting discounts (in shares) | shares	2,250,000	2,250,000
Over-allotment option | Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Maximum Common Stock Shares Subject To Forfeiture | shares				562,500
Shares subject to forfeiture | shares	562,500
Number of shares forfeited | shares					562,500
Sponsor
Subsidiary, Sale of Stock [Line Items]
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders		20.00%
Sponsor | Class B Common Stock
Subsidiary, Sale of Stock [Line Items]
Maximum Common Stock Shares Subject To Forfeiture | shares			562,500
Percentage Of Issued And Outstanding Shares Collectively Held By Initial Stockholders			20.00%
Sponsor | Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Repayments of Related Party Debt				$ 25,000
Maximum Borrowing Capacity of Related Party Promissory Note				$ 187,401

RESTATEMENT OF PREVIOUSLY ISS_3

RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS - Effect of revision on financial statements (Details) - USD ($)		Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2021	Jun. 25, 2021
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Minimum net tangible assets					$ 5,000,001			$ 5,000,001
Condensed Balance Sheet (unaudited)
Retained earnings (accumulated deficit)		$ (14,928,602)			(9,453,136)	$ (14,928,602)		(9,453,136)
Total shareholders' equity (deficit)		(14,924,289)	$ 2,022	$ 2,022	(9,449,386)	(14,924,289)	$ 2,022	(9,449,386)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning				0	(14,924,289)	2,022
Issuance of Class B ordinary shares to Sponsor				25,000
Net Income (loss)				(22,978)	5,486,983	410,876		5,874,881
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to initial redemption amount						(15,369,423)		(15,369,423)
Remeasurement of Class A ordinary shares to redemption amount					(12,080)	(14)		(15,381,517)
Forfeiture of Class B ordinary shares								563
Balance at the end		$ (14,924,289)	2,022	2,022	(9,449,386)	(14,924,289)	2,022	(9,449,386)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value					12,080	14		15,381,517
Class A Common Stock
Condensed Balance Sheet (unaudited)
Total Class A ordinary shares subject to possible redemption					$ 150,012,094			$ 150,012,094
Statement of Operations
Basic weighted average shares outstanding		833,333			15,000,000			6,139,241
Diluted weighted average shares outstanding					15,000,000			6,139,241
Basic net income per ordinary shares		$ 0.09			$ 0.29			$ 0.61
Diluted net income per ordinary shares					$ 0.29			$ 0.61
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Remeasurement of Class A ordinary shares to redemption amount		$ (15,369,437)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value		15,369,437
Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption		$ 150,000,014				150,000,014
Class B Common Stock
Condensed Balance Sheet (unaudited)
Class A ordinary shares	[1]				$ 3,750			$ 3,750
Statement of Operations
Basic weighted average shares outstanding		3,750,000			3,750,000			3,560,127
Diluted weighted average shares outstanding					3,750,000			3,560,127
Basic net income per ordinary shares		$ 0.09			$ 0.29			$ 0.61
Diluted net income per ordinary shares					$ 0.29			$ 0.61
Restatement of redeemable common stock as temporary equity
Condensed Balance Sheet (unaudited)
Retained earnings (accumulated deficit)									$ (15,749,519)
Total shareholders' equity (deficit)		$ (14,924,289)	2,022	2,022		(14,924,289)	2,022		(15,745,206)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ (14,924,289)	2,022
Issuance of Class B ordinary shares to Sponsor							25,000
Net Income (loss)						410,876	(22,978)
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to initial redemption amount						(15,369,423)
Remeasurement of Class A ordinary shares to redemption amount						14
Balance at the end		$ (14,924,289)	2,022	2,022		(14,924,289)	2,022
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value						$ (14)
Restatement of redeemable common stock as temporary equity | Class A Common Stock
Statement of Operations
Basic weighted average shares outstanding		416,667
Diluted weighted average shares outstanding						833,333
Basic net income per ordinary shares		$ 0.12
Diluted net income per ordinary shares						$ 0.09
Restatement of redeemable common stock as temporary equity | Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption									150,000,000
Restatement of redeemable common stock as temporary equity | Class B Common Stock
Statement of Operations
Basic weighted average shares outstanding		2,770,833
Diluted weighted average shares outstanding						3,750,000
Basic net income per ordinary shares		$ 0.12
Diluted net income per ordinary shares						$ 0.09
Common Stock | Class A Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning				$ 0
Balance at the beginning (in shares)				0
Common Stock | Class B Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ 4,313	4,313	$ 4,313	3,750	$ 4,313	4,313	$ 3,750
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning				$ 0	$ 4,313	$ 4,313
Balance at the beginning (in shares)				0	4,312,500	4,312,500
Issuance of Class B ordinary shares to Sponsor				$ 4,313
Issuance of Class B ordinary shares to Sponsor (in Shares)				4,312,500
Forfeiture of Class B ordinary shares					$ (563)
Forfeiture of Class B ordinary shares (in shares)					(562,500)
Balance at the end		$ 4,313	$ 4,313	$ 4,313	$ 3,750	$ 4,313	$ 4,313	$ 3,750
Balance at the end (in shares)		4,312,500	4,312,500	4,312,500	3,750,000	4,312,500	4,312,500	3,750,000
Common Stock | Restatement of redeemable common stock as temporary equity | Class B Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ 4,313	$ 4,313	$ 4,313		$ 4,313	$ 4,313
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ 4,313	$ 4,313
Balance at the beginning (in shares)					4,312,500	4,312,500
Issuance of Class B ordinary shares to Sponsor							$ 4,313
Issuance of Class B ordinary shares to Sponsor (in Shares)							4,312,500
Balance at the end		$ 4,313	$ 4,313	$ 4,313		$ 4,313	$ 4,313
Balance at the end (in shares)		4,312,500	4,312,500	4,312,500		4,312,500	4,312,500
Additional Paid-in Capital
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)			$ 20,687	$ 20,687			$ 20,687
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning				0		$ 20,687
Issuance of Class B ordinary shares to Sponsor				20,687
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to initial redemption amount						(52,937)
Balance at the end			20,687	20,687			20,687
Additional Paid-in Capital | Restatement of redeemable common stock as temporary equity
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)			20,687	20,687			20,687
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning						20,687
Issuance of Class B ordinary shares to Sponsor							20,687
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to initial redemption amount						(52,937)
Balance at the end			20,687	20,687			20,687
Accumulated Deficit
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ (14,928,602)	(22,978)	(22,978)	$ (9,453,136)	(14,928,602)	(22,978)	$ (9,453,136)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning				0	(14,928,602)	(22,978)
Net Income (loss)				(22,978)	5,486,983	410,876
Remeasurement of Class A ordinary shares to initial redemption amount						(15,316,486)
Remeasurement of Class A ordinary shares to redemption amount					(12,080)	(14)
Forfeiture of Class B ordinary shares					563
Balance at the end		(14,928,602)	(22,978)	(22,978)	(9,453,136)	(14,928,602)	(22,978)	$ (9,453,136)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value					12,080	14
Accumulated Deficit | Restatement of redeemable common stock as temporary equity
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		(14,928,602)	(22,978)	(22,978)		(14,928,602)	(22,978)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					(14,928,602)	(22,978)
Net Income (loss)						410,876	(22,978)
Remeasurement of Class A ordinary shares to initial redemption amount						(15,316,486)
Remeasurement of Class A ordinary shares to redemption amount						14
Balance at the end		(14,928,602)	(22,978)	(22,978)		(14,928,602)	(22,978)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value						(14)
As Previously Reported
Condensed Balance Sheet (unaudited)
Class A ordinary shares		1,993				1,993
Additional paid-in capital		4,605,797				4,605,797
Retained earnings (accumulated deficit)		387,898				387,898
Total shareholders' equity (deficit)		5,000,001	2,022	2,022		5,000,001	2,022
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					5,000,001	2,022
Issuance of Class B ordinary shares to Sponsor			25,000
Net Income (loss)			(22,978)			410,876
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						134,662,827
Class A ordinary shares subject to possible redemption						(130,075,724)
Balance at the end		5,000,001	2,022	2,022		$ 5,000,001	2,022
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Class A common stock subject to possible redemption		$ 130,075,724
As Previously Reported | Class A Common Stock
Statement of Operations
Basic weighted average shares outstanding		13,007,572
Diluted weighted average shares outstanding						13,007,572
Basic net income per ordinary shares		$ 0
Diluted net income per ordinary shares						$ 0
As Previously Reported | Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption		$ 130,075,724				$ 130,075,724
As Previously Reported | Class B Common Stock
Statement of Operations
Basic weighted average shares outstanding		5,742,428
Diluted weighted average shares outstanding						5,742,428
Basic net income per ordinary shares		$ 0.07
Diluted net income per ordinary shares						$ 0.07
As Previously Reported | Restatement of redeemable common stock as temporary equity
Condensed Balance Sheet (unaudited)
Additional paid-in capital									5,426,649
Retained earnings (accumulated deficit)									(433,033)
Total shareholders' equity (deficit)									5,000,004
As Previously Reported | Restatement of redeemable common stock as temporary equity | Class A Common Stock
Condensed Balance Sheet (unaudited)
Class A ordinary shares									2,075
Statement of Operations
Basic weighted average shares outstanding		12,199,859
Basic net income per ordinary shares		$ 0
As Previously Reported | Restatement of redeemable common stock as temporary equity | Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption									129,254,790
As Previously Reported | Restatement of redeemable common stock as temporary equity | Class B Common Stock
Statement of Operations
Basic weighted average shares outstanding		5,742,428
Basic net income per ordinary shares		$ 0.07
As Previously Reported | Common Stock | Class A Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ 1,993				$ 1,993
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ 1,993
Balance at the beginning (in shares)					1,992,428
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						$ 15,000
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs (in shares)						15,000,000
Class A ordinary shares subject to possible redemption						$ (13,007)
Class A ordinary shares subject to possible redemption (in Shares)						(13,007,572)
Balance at the end		$ 1,993				$ 1,993
Balance at the end (in shares)		1,992,428				1,992,428
As Previously Reported | Common Stock | Class B Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ 4,313	4,313	4,313		$ 4,313	4,313
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ 4,313	$ 4,313
Balance at the beginning (in shares)					4,312,500	4,312,500
Issuance of Class B ordinary shares to Sponsor			$ 4,313
Issuance of Class B ordinary shares to Sponsor (in Shares)			4,312,500
Balance at the end		$ 4,313	$ 4,313	$ 4,313		$ 4,313	$ 4,313
Balance at the end (in shares)		4,312,500	4,312,500	4,312,500		4,312,500	4,312,500
As Previously Reported | Additional Paid-in Capital
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ 4,605,797	$ 20,687	$ 20,687		$ 4,605,797	$ 20,687
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ 4,605,797	20,687
Issuance of Class B ordinary shares to Sponsor			20,687
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						134,647,827
Class A ordinary shares subject to possible redemption						(130,062,717)
Balance at the end		4,605,797	20,687	20,687		4,605,797	20,687
As Previously Reported | Accumulated Deficit
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		387,898	(22,978)	(22,978)		387,898	(22,978)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					387,898	(22,978)
Net Income (loss)			(22,978)			410,876
Balance at the end		387,898	$ (22,978)	$ (22,978)		387,898	$ (22,978)
Adjustments
Condensed Balance Sheet (unaudited)
Class A ordinary shares		(1,993)				(1,993)
Additional paid-in capital		(4,605,797)				(4,605,797)
Retained earnings (accumulated deficit)		(15,316,500)				(15,316,500)
Total shareholders' equity (deficit)		(19,924,290)				(19,924,290)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					(19,924,290)
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to redemption amount						(15,369,423)
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						(134,662,827)
Class A ordinary shares subject to possible redemption						130,075,724
Balance at the end		(19,924,290)				(19,924,290)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Class A common stock subject to possible redemption		$ (130,075,724)
Accretion of Class A ordinary shares subject to redemption to redemption value						$ 15,369,423
Adjustments | Class A Common Stock
Statement of Operations
Basic weighted average shares outstanding		(12,174,239)
Diluted weighted average shares outstanding						(12,174,239)
Basic net income per ordinary shares		$ 0.09
Diluted net income per ordinary shares						$ 0.09
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Remeasurement of Class A ordinary shares to redemption amount		$ (15,369,427)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value		15,369,427
Adjustments | Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption		$ 19,924,290				$ 19,924,290
Adjustments | Class B Common Stock
Statement of Operations
Basic weighted average shares outstanding		(1,992,428)
Diluted weighted average shares outstanding						(1,992,428)
Basic net income per ordinary shares		$ 0.02
Diluted net income per ordinary shares						$ 0.02
Adjustments | Restatement of redeemable common stock as temporary equity
Condensed Balance Sheet (unaudited)
Additional paid-in capital									(5,426,649)
Retained earnings (accumulated deficit)									(15,316,486)
Total shareholders' equity (deficit)									(20,745,210)
Adjustments | Restatement of redeemable common stock as temporary equity | Class A Common Stock
Condensed Balance Sheet (unaudited)
Class A ordinary shares									(2,075)
Statement of Operations
Basic weighted average shares outstanding		(11,783,192)
Basic net income per ordinary shares		$ 0.12
Adjustments | Restatement of redeemable common stock as temporary equity | Class A Common Stock Subject to Redemption
Condensed Balance Sheet (unaudited)
Class A ordinary shares subject to possible redemption									$ 20,745,210
Adjustments | Restatement of redeemable common stock as temporary equity | Class B Common Stock
Statement of Operations
Basic weighted average shares outstanding		(2,971,595)
Basic net income per ordinary shares		$ 0.05
Adjustments | Common Stock
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs (in shares)						(15,000,000)
Adjustments | Common Stock | Class A Common Stock
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ (1,993)				$ (1,993)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ (1,993)
Balance at the beginning (in shares)					(1,992,428)
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						$ (15,000)
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs (in shares)						(15,000,000)
Class A ordinary shares subject to possible redemption						$ 13,007
Class A ordinary shares subject to possible redemption (in Shares)						13,007,572
Balance at the end		$ (1,993)				$ (1,993)
Balance at the end (in shares)		(1,992,428)				(1,992,428)
Adjustments | Additional Paid-in Capital
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		$ (4,605,797)				$ (4,605,797)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ (4,605,797)
Excess of cash received over fair value of Private Placement Warrants						32,250
Remeasurement of Class A ordinary shares to redemption amount						(52,937)
Sale of 15,000,000 Class A ordinary shares in Initial Public Offering, less fair value of public warrants, net of offering costs						(134,647,827)
Class A ordinary shares subject to possible redemption						130,062,717
Balance at the end		(4,605,797)				(4,605,797)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value						52,937
Adjustments | Accumulated Deficit
Condensed Balance Sheet (unaudited)
Total shareholders' equity (deficit)		(15,316,500)				(15,316,500)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance at the beginning					$ (15,316,500)
Remeasurement of Class A ordinary shares to redemption amount						(15,316,486)
Balance at the end		$ (15,316,500)				(15,316,500)
Supplemental Disclosure of Non-Cash Investing and Financing Activities:
Accretion of Class A ordinary shares subject to redemption to redemption value						$ 15,316,486
[1]	Reflects the forfeiture of 562,500 shares of Class B ordinary shares, which were subject to forfeiture if the over-allotment option was not exercised in full or in part by the underwriter. The over-allotment option was not exercised by the underwriter and expired on August 6, 2021 (See Note 7). As a result, 562,500 Class B ordinary shares were forfeited upon the expiration of the underwriter’s over-allotment options, resulting in an aggregate of 3,750,000 Class B ordinary shares outstanding (see Note 6).

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	8 Months Ended
	Sep. 30, 2021USD ($)shares
Unrecognized Tax Benefits	$ 0
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued	0
Transaction Costs	9,176,463
Sale of Stock, Underwriting fees	3,000,000
Deferred underwriting fee payable	5,625,000
Sale of Stock, Other Offering Costs	551,463
Due to Sponsor for Certain Reimbursable Expenses	750,000
Due To Sponsor For Certain Reimbursable Expenses, Recorded to Equity	691,125
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	8,019,423
Offering Cost Expensed	407,040
Due To Sponsor For Certain Reimbursable Expenses, Reduction to expense	58,875
Federal depository insurance coverage	$ 250,000
Aggregate purchase price of exercise warrants | shares	8,225,000
Public Warrants
Transaction Costs	$ 465,915
Class A Common Stock
Transaction Costs	$ 8,710,548
Class A ordinary shares sold as part of the Units in the Initial Public Offering contain a redemption feature | shares	15,000,000
Class A Common Stock Subject to Redemption
Class A ordinary shares sold as part of the Units in the Initial Public Offering contain a redemption feature | shares	15,000,000
Class B Common Stock | Over-allotment option
Maximum Common Stock Shares Subject To Forfeiture | shares	562,500

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Class A ordinary shares reflected in the condensed balance sheet (Details) - USD ($)	3 Months Ended	8 Months Ended
	Jun. 30, 2021	Sep. 30, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Gross proceeds		$ 150,000,000
Less:
Proceeds allocated to Public Warrants		(7,350,000)
Issuance costs allocated to Class A ordinary shares		(8,019,423)
Plus:
Remeasurement of Class A ordinary shares to initial redemption amount	$ 15,369,423	15,369,423
Remeasurement of carrying value to redemption amount		12,094
Class A ordinary shares subject to possible redemption		$ 150,012,094

SUMMARY OF SIGNIFICANT ACCOUN_6

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Calculation of basic and diluted net income per common share (Details) - USD ($)	Jun. 30, 2021	Sep. 30, 2021	Sep. 30, 2021
Class A Common Stock
Numerator:
Net income		$ 4,389,586	$ 3,718,522
Denominator:
Basic weighted average shares outstanding	833,333	15,000,000	6,139,241
Diluted weighted average shares outstanding		15,000,000	6,139,241
Basic net income per ordinary share	$ 0.09	$ 0.29	$ 0.61
Diluted net income per ordinary share		$ 0.29	$ 0.61
Class B Common Stock
Numerator:
Net income		$ 1,097,397	$ 2,156,359
Denominator:
Basic weighted average shares outstanding	3,750,000	3,750,000	3,560,127
Diluted weighted average shares outstanding		3,750,000	3,560,127
Basic net income per ordinary share	$ 0.09	$ 0.29	$ 0.61
Diluted net income per ordinary share		$ 0.29	$ 0.61

INITIAL PUBLIC OFFERING (Detail

INITIAL PUBLIC OFFERING (Details) - USD ($)	Aug. 06, 2021	Jun. 25, 2021	Sep. 30, 2021
Subsidiary, Sale of Stock [Line Items]
Under Writing Option Period	45 days	45 days
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units sold		15,000,000	15,000,000
Purchase price, per unit		$ 10	$ 10
Number of shares in a unit			1
Number of warrants in a unit			0.33
Number of shares issuable per warrant			1
Gross Proceeds			$ 150,000,000
Exercise price of warrants			$ 11.50
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units sold	2,250,000	2,250,000

PRIVATE PLACEMENT (Details)

PRIVATE PLACEMENT (Details)	8 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Subsidiary, Sale of Stock [Line Items]
Aggregate purchase price | $	$ 4,837,500
Private Placement
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued | shares	3,225,000
Price of warrants | $ / shares	$ 1.50
Aggregate purchase price | $	$ 4,837,500
Number of shares per warrant | shares	1
Exercise price of warrant | $ / shares	$ 11.50

RELATED PARTY TRANSACTIONS - Fo

RELATED PARTY TRANSACTIONS - Founder Shares (Details)	Jun. 25, 2021shares	Feb. 17, 2021USD ($)D$ / sharesshares	Mar. 31, 2021USD ($)	Sep. 30, 2021	Aug. 06, 2021shares
Related Party Transaction [Line Items]
Aggregate purchase price | $			$ 25,000
Threshold Period For Not To Transfer, Assign Or Sell Any Shares Or Warrants After Completion Of Initial Business Combination				30 days
Class B Common Stock
Related Party Transaction [Line Items]
Shares subject to forfeiture | shares					562,500
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders				20.00%
$12.00 Per Share
Related Party Transaction [Line Items]
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) | $ / shares		$ 12
$18.00 Per Share
Related Party Transaction [Line Items]
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) | $ / shares		$ 18
Sponsor
Related Party Transaction [Line Items]
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders	20.00%
Sponsor | Class B Common Stock
Related Party Transaction [Line Items]
Number of shares issued | shares		4,312,500
Aggregate purchase price | $		$ 25,000
Percentage Of Issued And Outstanding Shares Collectively Held By Initial Stockholders		20.00%
Maximum Common Stock Shares Subject To Forfeiture | shares		562,500
Founder Share | Class B Common Stock
Related Party Transaction [Line Items]
Shares subject to forfeiture | shares	562,500
Founder Share | $12.00 Per Share
Related Party Transaction [Line Items]
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D		20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D		30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences		150 months
Founder Share | $18.00 Per Share
Related Party Transaction [Line Items]
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D		20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D		30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences		75 days
Founder Share | Sponsor | Class A Common Stock
Related Party Transaction [Line Items]
Threshold Period For Not To Transfer, Assign Or Sell Any Shares Or Warrants After Completion Of Initial Business Combination				1 year

RELATED PARTY TRANSACTIONS - Ad

RELATED PARTY TRANSACTIONS - Additional Information (Details) - USD ($)	8 Months Ended
	Sep. 30, 2021	Feb. 17, 2021
Related Party Transaction [Line Items]
Repayment of promissory note - related party	$ 187,401
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note		$ 400,000
Repayment of promissory note - related party	187,401
Related Party Loans | Working capital loans warrant
Related Party Transaction [Line Items]
Loan conversion agreement warrant	$ 1,500,000
Price of warrant	$ 1.50
Administrative Services Agreement
Related Party Transaction [Line Items]
Expenses per month	$ 10,000
Expenses incurred and paid	30,000
Amount recorded in accounts payable and accrued expenses	$ 5,000

COMMITMENTS (Details)

COMMITMENTS (Details)	Aug. 06, 2021shares	Jun. 25, 2021	Sep. 30, 2021USD ($)$ / shares
COMMITMENTS
Maximum number of demands for registration of securities			3
Deferred underwriting fee payable			$ 5,625,000
Under Writing Option Period	45 days	45 days
Number Of Units Granted To Underwriters | shares	2,250,000
Deferred fee per unit | $ / shares			$ 0.375
Underwriting discount, per unit | $ / shares			$ 0.20
Deferred Underwriting Commissions			$ 5,625,000
Due To Sponsor For Certain Reimbursable Expenses, Recorded to Equity			691,125
Due To Sponsor For Certain Reimbursable Expenses, Reduction to expense			58,875
Underwriter Cash Paid			750,000
Sale of Stock Underwriting Discounts and Commissions			$ 3,000,000

WARRANTS - Additional Informati

WARRANTS - Additional Information (Details)	8 Months Ended
	Sep. 30, 2021D$ / sharesshares
Multiplier Used In Calculating Warrant Exercise Price	0.361
Warrants exercisable term from the completion of business combination	30 days
Warrants exercisable term from the closing of the public offering	12 months
Threshold period for filling registration statement after business combination	15 days
Public Warrants expiration term	5 years
Percentage of gross proceeds on total equity proceeds	60.00%
Adjustment of exercise price of warrants based on market value (as a percent)	115.00%
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination	30 days
Threshold trading days for redemption of public warrants	20 days
Class Of Warrant Or Right, Redemption Of Warrants Or Rights, , Threshold Trading Days	20 days
Common Stock, Trading Days On Which Fair Market Value Of Shares Is Reported | D	10
Threshold period for registration statement to be effective after which warrants can be exercised on a cashless basis.	60 days
Threshold issue price for capital raising purposes in connection with the closing of a Business Combination | $ / shares	$ 9.20
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	180.00%
Threshold trading days for calculating Market Value | item | D	20
Redemption Of Warrant Price Per Share Equals Or Exceeds18.00 [Member]
Stock price trigger for redemption of public warrants	$ 18
Redemption price per public warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Redemption Period	30 days
Redemption Of Warrant Price Per Share Equals Or Exceeds10.00 [Member]
Stock price trigger for redemption of public warrants	$ 10
Redemption price per public warrant (in dollars per share)	$ 0.10
Minimum threshold written notice period for redemption of public warrants	30 days
Public Warrants
Warrants Issued | shares	5,000,000
Private Warrants
Warrants Issued | shares	3,225,000

SHAREHOLDERS' EQUITY (DEFICIT)

SHAREHOLDERS' EQUITY (DEFICIT) - Preferred Stock Shares (Details)	Sep. 30, 2021$ / sharesshares
SHAREHOLDERS' EQUITY (DEFICIT)
Preferred shares, shares authorized	5,000,000
Preferred stock, par value, (per share) | $ / shares	$ 0.001
Preferred shares, shares issued	0
Preferred shares, shares outstanding	0

SHAREHOLDERS' EQUITY (DEFICIT_2

SHAREHOLDERS' EQUITY (DEFICIT) - Common Stock Shares (Details)	8 Months Ended
	Sep. 30, 2021Vote$ / sharesshares	Aug. 06, 2021shares	Jun. 25, 2021shares
Class of Stock [Line Items]
Number of Class A common stock issued upon conversion of each share (in shares)	1
Founder Share
Class of Stock [Line Items]
Common shares, shares outstanding (in shares)	3,750,000	3,750,000
Class A Common Stock
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	500,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.001
Common shares, shares issued (in shares)	15,000,000
Common shares, shares outstanding (in shares)	0
Temporary equity, shares outstanding	15,000,000
Class B Common Stock
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	50,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.001
Common shares, votes per share | Vote	1
Common shares, shares issued (in shares)	3,750,000
Common shares, shares outstanding (in shares)	3,750,000
Percentage Of Issued And Outstanding Shares After The Initial Public Offering Collectively Held By Initial Stockholders	20.00%
Number Of Shares Subject To Forfeiture		562,500
Class B Common Stock | Founder Share
Class of Stock [Line Items]
Number Of Shares Subject To Forfeiture			562,500
Class A Common Stock Subject to Redemption
Class of Stock [Line Items]
Temporary equity, shares outstanding	15,000,000

FAIR VALUE MEASUREMENT (Details

FAIR VALUE MEASUREMENT (Details) - USD ($)	Sep. 30, 2021	Jun. 25, 2021
Liabilities
Warranty liabilities	$ 5,593,000
Public Warrants
Liabilities
Warranty liabilities	3,400,000	$ 7,350,000
Private Placement Warrants
Liabilities
Warranty liabilities	2,193,000	4,805,250
U.S. Treasury Securities | Recurring
Assets:
Assets held in Trust Account	150,010,998	149,999,498
Level 1 | Public Warrants
Liabilities
Warranty liabilities	3,400,000
Level 1 | U.S. Treasury Securities | Recurring
Assets:
Assets held in Trust Account	150,010,998	149,999,498
Level 3 | Public Warrants
Liabilities
Warranty liabilities		7,350,000
Level 3 | Private Placement Warrants
Liabilities
Warranty liabilities	$ 2,193,000	$ 4,805,250

FAIR VALUE MEASUREMENT - Level

FAIR VALUE MEASUREMENT - Level 3 Fair Value Measurements Inputs (Details)	Sep. 30, 2021$ / sharesUSD ($)Y	Jun. 25, 2021$ / sharesYUSD ($)
Stock price | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		10
Stock price | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	9.73	10
Exercise price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		11.50
Exercise price | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	11.50	11.50
Probability of completing a Business Combination | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		83
Expected term (in years) | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | Y		6.59
Expected term (in years) | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | Y	6.58	6.59
Volatility | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	10.30	21.30
Volatility Pre Merger | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		4.5
Volatility Post Merger | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		25
Risk-free rate | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input		1.23
Risk-free rate | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	1.20	1.20
Fair value of warrants | Public Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | $		1.47
Fair value of warrants | Private Placement Warrants
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | $	0.68	1.49

FAIR VALUE MEASUREMENT - Change

FAIR VALUE MEASUREMENT - Change in the Fair Value of the Warrant Liabilities (Details)	8 Months Ended
	Sep. 30, 2021USD ($)
Public Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial measurement at June 25, 2021	$ 7,350,000
Change in fair value	(3,950,000)
Fair value at end of period	3,400,000
Private Placement Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial measurement at June 25, 2021	4,805,250
Change in fair value	(2,612,250)
Fair value at end of period	2,193,000
Warrant Liabilities
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial measurement at June 25, 2021	12,155,250
Change in fair value	(6,562,250)
Fair value at end of period	5,593,000
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at (inception)	0
Initial measurement at June 25, 2021	12,155,250
Change in fair value	(6,562,250)
Transfer of Public Warrants to Level 1 measurement	(3,400,000)
Fair value at end of period	$ 2,193,000