Games & Esports Experience Acquisition (GEEX) 10-Q 16 May 22 2022 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	May 16, 2022
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Entity File Number	001-41113
Entity Registrant Name	Games & Esports Experience Acquisition Corp.
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	98-1592885
Entity Address, Address Line One	7381 La Tijera Blvd.
Entity Address, Address Line Two	P.O. Box 452118
Entity Address, City or Town	Los Angeles
Entity Address State Or Province	CA
Entity Address, Postal Zip Code	90045
City Area Code	213
Local Phone Number	266-7674
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	0001856774
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Amendment Flag	false
Class A Common stock
Title of 12(b) Security	Class A Ordinary Shares
Trading Symbol	GEEX
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		20,000,000
Class B ordinary shares
Entity Common Stock, Shares Outstanding		5,000,000
Units, each consisting of one share of Class A Common Stock, $0.0001 par value, and one half of one redeemable warrant
Title of 12(b) Security	Units, each consisting of one Class A Ordinary Share, $0.0001 par value, and one-half of one redeemable warrant
Trading Symbol	GEEXU
Security Exchange Name	NASDAQ
Redeemable Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50
Title of 12(b) Security	Redeemable Warrants, each whole warrant exercisable for one Class A Ordinary Share at an exercise price of $11.50
Trading Symbol	GEEXW
Security Exchange Name	NASDAQ

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current Assets:
Cash	$ 756,536	$ 987,106
Prepaid expenses	677,630	759,210
Total Current Assets	1,434,166	1,746,316
Investments held in Trust Account	204,956,273	205,005,299
Total Assets	206,390,439	206,751,615
Current Liabilities:
Accounts payable	26,750	15,716
Accrued expenses	406,956	511,532
Total Current Liabilities	433,706	527,248
Warrant liability	4,037,500	17,600,000
Deferred underwriting commissions	7,000,000	7,000,000
Total Liabilities	11,471,206	25,127,248
Commitments and Contingencies
Class A ordinary shares subject to possible redemption, 20,000,000 shares at redemption value	204,956,273	205,005,299
Shareholders' Deficit:
Class B ordinary shares, $0.0001 par value; 20,000,000 shares authorized; 5,000,000 shares issued and outstanding	500	500
Accumulated deficit	(10,037,540)	(23,381,432)
Total Shareholders' Deficit	(10,037,040)	(23,380,932)
Total Liabilities, Shares Subject to Redemption and Shareholders' Deficit	$ 206,390,439	$ 206,751,615

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Preferred stock, par value	$ 0.0001
Preferred stock, shares authorized	1,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares outstanding	5,000,000	5,000,000
Class A Common stock
Common stock, par value	$ 0.0001
Common stock, shares authorized	200,000,000
Common stock, shares issued	0
Common stock, shares outstanding	0
Common Class A Subject To Redemption
Common stock subject to possible redemption, shares	20,000,000	20,000,000
Class B ordinary shares
Common stock, par value	$ 0.0001
Common stock, shares authorized	20,000,000

CONDENSED STATEMENT OF OPERATIO

CONDENSED STATEMENT OF OPERATIONS	3 Months Ended
	Mar. 31, 2022USD ($)$ / sharesshares
General and administrative expenses	$ 391,504
Loss from operations	(391,504)
Other income (expense)
Change in fair value of derivative warrant liabilities	13,562,500
Unrealized loss on investments held in Trust Account	(49,026)
Total other income	13,513,474
Net income	$ 13,121,970
Class A ordinary shares subject to possible redemption
Other income (expense)
Weighted average ordinary shares outstanding, basic | shares	20,000,000
Basic net income (loss) per ordinary share | $ / shares	$ 0.52
Weighted average ordinary shares outstanding, diluted | shares	20,000,000
Diluted net income (loss) per ordinary share | $ / shares	$ 0.52
Class B ordinary shares
Other income (expense)
Weighted average ordinary shares outstanding, basic | shares	5,000,000
Basic net income (loss) per ordinary share | $ / shares	$ 0.52
Weighted average ordinary shares outstanding, diluted | shares	5,000,000
Diluted net income (loss) per ordinary share | $ / shares	$ 0.52

CONDENSED STATEMENT OF CHANGES

CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS' DEFICIT AND CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION - 3 months ended Mar. 31, 2022 - USD ($)	Class A ordinary shares subject to possible redemption	Common StockClass B ordinary shares	Accumulated Deficit	Class A Common stock	Class B ordinary shares	Total
Balance at the beginning at Dec. 31, 2021	$ 205,005,299	$ 500	$ (23,381,432)			$ (23,380,932)
Balance at the beginning (in shares) at Dec. 31, 2021	20,000,000	5,000,000
Adjustment of offering costs on Sale of Public Shares			172,896			172,896
Accretion of Class A ordinary shares subject to possible redemption amount	$ (49,026)		49,026	$ (49,026)		49,026
Net income (loss)			13,121,970			13,121,970
Balance at the ending at Mar. 31, 2022	$ 204,956,273	$ 500	$ (10,037,540)			$ (10,037,040)
Balance at the ending (in shares) at Mar. 31, 2022	20,000,000	5,000,000		20,000,000	5,000,000

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS	3 Months Ended
	Mar. 31, 2022USD ($)
Cash Flows from Operating Activities:
Net income	$ 13,121,970
Adjustments to reconcile net income to net cash and cash equivalents used in operating activities:
Unrealized loss on investments held in Trust Account	49,026
Change in fair value of derivative warrant liabilities	(13,562,500)
Changes in operating assets and liabilities:
Prepaid expenses	81,580
Accounts payable	11,034
Accrued expenses	68,320
Net cash used in operating activities	(230,570)
Cash Flows from Financing Activities:
Net change in cash	(230,570)
Cash-beginning of the period	987,106
Cash-end of the period	756,536
Non-cash investing and financing activities:
Reduction of offering costs incurred for the IPO	172,896
Accretion of Class A ordinary shares subject to possible redemption	$ 49,026

Description of Organization, Bu

Description of Organization, Business Operations and Basis of Presentation	3 Months Ended
	Mar. 31, 2022
Description of Organization, Business Operations and Basis of Presentation
Description of Organization, Business Operations and Basis of Presentation	Note 1 - Description of Organization, Business Operations and Basis of Presentation Games & Esports Experience Acquisition Corp (the “Company”) is a blank check company incorporated in the Cayman Islands as an exempted company on March 22, 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 or entities (any such business combination involving the Company, a “Business Combination”). The Company may pursue an acquisition opportunity in any industry or geographic region. The Company has selected December 31 as its fiscal year-end. As of March 31, 2022 the Company had not commenced operations. All activity for the period ended March 31, 2022 relates to the Company’s formation and initial public offering (the “IPO”). The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash from the proceeds derived from the IPO. The Company did not have any significant activity for the period from March 22, 2021 (inception) through March 31, 2021. Sponsor and IPO Financing The Company’s sponsor is GEEX Sponsor, LLC (the “Sponsor”). The registration statement for the IPO was declared effective on December 1, 2021. On December 7, 2021 the Company consummated its IPO of 20,000,000 units at $10.00 per unit (the “Units”), which is discussed in Note 3, and the private sale of 11,250,000 warrants (“Private Placement Warrants”) to the Sponsor at a price of $1.00 per warrant in a private placement that closed simultaneously with the IPO (the “Private Placement”). Each Unit consists of one Class A ordinary share, par value $0.0001 per share, of the Company (the “Class A ordinary shares”) and one-half of one redeemable warrant of the Company (the “Public Warrants”), with each whole Public Warrant exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the Private Placement Warrants, although substantially all of the net proceeds are intended to be generally applied toward consummating an initial Business Combination. The underwriters were provided a 45-day Transaction costs related to the IPO amounted to $11,724,947 consisting of $3,750,000 of underwriting commissions (net of $250,000 in underwriter expense reimbursement to the Company), $7,000,000 of deferred underwriting commissions, and $974,947 of other offering costs. Of the total offering costs from the IPO, $419,250 was expensed and $11,305,697 was charged to shareholders’ equity. During the quarter ended March 31, 2022 the Company reduced accrued expenses related to offering costs associated with the IPO by $172,896 due to a reconciliation of incurred expenses by the underwriters. Trust Account Upon the closing of the IPO and the Private Placement, $205,000,000 has been placed in a trust account (the "Trust Account"). Following the closing of the IPO on December 7, 2021, an amount of $205,000,000 from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants were placed in the Trust Account and may be invested only in U.S. government securities with a maturity 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 obligations. The Trust Account is intended as a holding place for funds pending the earliest to occur of: (i) the completion of the initial Business Combination; (ii) the redemption of any Class A ordinary shares included in the Units sold in the IPO (the “public shares”) properly submitted in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to redeem 100% of the public shares if the Company does not complete the initial Business Combination within 15 months from the closing of the IPO (or up to 24 months if the period of time to consummate an initial Business Combination is extended pursuant to the terms of the Company’s amended and restated memorandum and articles of association) (such period, the “completion window”) or (B) with respect to any other provision relating to stockholders’ rights or pre-initial Business Combination activity; and (iii) the redemption of the public shares if the Company is unable to complete its initial Business Combination within the completion window, subject to applicable law. Business Combination The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO, although substantially all the net proceeds are intended to be applied toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete its initial Business Combination with one or more target businesses that together have an aggregate fair market value of at least 80% of the value of the Trust Account (excluding any deferred underwriter’s fees and taxes payable on the income earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. The Company anticipates structuring the initial Business Combination so that the post-Business Combination company in which public Shareholders own shares will own or acquire 100% of the equity interests or assets of the target business or businesses. The Company may, however, structure the initial Business Combination such that the post-Business Combination company owns or acquires less than 100% of such interests or assets of the target business in order to meet certain objectives of the target management team or Shareholders or for other reasons, but the Company will only complete such Business Combination if the post-Business Combination company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended. Concurrently with an initial Business Combination the Company currently intends to combine with Gamers Club Holdings, LLC (“Gamers Club”), an affiliate of the Sponsor. Gamers Club is a gaming technology subscription platform and community hub based in Brazil with a substantial presence in Latin America that offers a range of competitive gaming-related functionality, including matchmaking, tournament and league play, editorial and news content, and other services. The Company has not entered into any letter of intent or definitive agreement with Gamers Club, nor agreed to valuation or other key terms and conditions with respect to such a possible combination transaction. Liquidation The Company will have 15 months from the closing of the IPO to consummate an initial Business Combination. If the Company anticipates that it may not be able to consummate an initial Business Combination within 15 months from the consummation of this offering, the Company may, but is not obligated to, by resolution of its board of directors if requested by the Sponsor, extend the period of time to consummate an initial Business Combination up to two times by an additional three months each time for a total of up to 21 months (the “Paid Extension Period”). In addition, the Company will be entitled to an automatic three-month extension (the “Automatic Extension Period”) if the Company has filed a preliminary proxy statement, registration statement or similar filing for an initial Business Combination during the 15-month period or Paid Extension Period, to complete an initial Business Combination. In the case of the Paid Extension Period or Automatic Extension Period, public shareholders will not be offered the opportunity to vote on or redeem their shares if the Company chooses to make any such paid extension or in connection with an automatic extension. If the Company is unable to consummate an initial Business Combination within the 15-month period (or up to 24 months if the period of time to consummate an initial Business Combination is extended pursuant to the terms of the Company’s amended and restated memorandum and articles of association), the Company will redeem 100% of the public shares at a per share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account (less taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding public shares. Going Concern and Liquidity At March 31, 2022, the Company had $756,536 of cash, and $204,956,273 in cash held in the Trust Account to be used for an initial Business Combination or to repurchase its public shares in connection therewith, and working capital of approximately $1,000,460. Over the next 12 months (or up to 21 months if the period of time to consummate an initial Business Combination is extended pursuant to the terms of the Company’s amended and restated memorandum and articles of association), the Company will be using these funds for paying existing accounts payable, paying the legal, accounting and regulatory costs and expenses of being a public company, 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 initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required (see Note 5). If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, suspending the pursuit of an initial Business Combination. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. As a result of the above, in connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern Prior to the consummation of the IPO, the Company’s liquidity needs have been satisfied through receipt of a $25,000 capital contribution from the Sponsor in exchange for the issuance of the Founder Shares (Note 5) to the Sponsor, and a $300,000 in note payable to the Sponsor. Risk and Uncertainties Management is currently evaluating 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, close of the IPO, and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. The credit and financial markets have experienced extreme volatility and disruptions due to the current conflict between Ukraine and Russia. The conflict is expected to have further global economic consequences, including but not limited to the possibility of severely diminished liquidity and credit availability, declines in consumer confidence, declines in economic growth, increases in inflation rates and uncertainty about economic and political stability. In addition, the United States and other countries have imposed sanctions on Russia which increases the risk that Russia, as a retaliatory action, may launch cyberattacks against the United States, its government, infrastructure and businesses. Any of the foregoing consequences, including those we cannot yet predict, may cause our business, financial condition, results of operations and the price of our ordinary shares to be adversely affected.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2022
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2 - Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in the unaudited condensed financial statements prepared in accordance with U.S. GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s annual report on Form 10-K, as filed with the SEC on March 31, 2022. The interim results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the period ended December 31, 2022 or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). 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 will elect not to opt out of such extended transition period which means that when an accounting 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 accounting standard at the time private companies adopt the new or revised standard. 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 federally insured limits and receivables from a related party and a vendor. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. The Company had $756,536 of cash as of March 31, 2022 and $987,106 as of December 31, 2021. Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments approximates the carrying amounts represented in the balance sheet. Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company continually monitors its positions with, and credit quality of, the financial institution with which it invests. Cash Held in Trust Account As of March 31, 2022, the assets held in the Trust Account were held in investments. At March 31, 2022, the Company had $204,956,273 in investments held in the Trust Account. As of December 31, 2021, the assets held in the Trust Account were held in cash. At December 31, 2021, the Company had $205,005,299 in cash held in the Trust Account. Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of the ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the IPO that were directly related to the IPO. The Company incurred offering costs aggregating to $11,724,947 as a result of the IPO, consisting of $3,750,000 of underwriting commissions (net of $250,000 in underwriter expense reimbursements to the Company), $7,000,000 of deferred underwriting commissions, and $974,947 of other offering costs. During the quarter ended March 31, 2022, the Company reduced accrued expenses related to offering costs associated with IPO by $172,896 due to a reconciliation of incurred expenses by the underwriters. Deferred Offering Costs   Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement . 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 during the reporting period and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Income Taxes FASB ASC Topic 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2022. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The provision for income taxes was deemed to be de minimis for the period from January 1, 2022 through March 31, 2022. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. 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 The Company accounts for its warrants to purchase Class A ordinary shares as liabilities at fair value on the balance sheet. The warrants will be re-evaluated for the proper accounting treatment at each reporting period and are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of other income (expense), net on the statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the exercise or expiration of the warrants. At that time, the portion of the liability related to the warrants will be reclassified to additional paid-in capital. Ordinary Shares Subject to Possible Redemption All of the 20,000,000 Class A ordinary shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the initial Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. 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 Class A ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares have been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable Class A ordinary shares to equal the redemption value at the end of each reporting period. Such changes are reflected in additional paid-in-capital, or in the absence of additional paid-in capital, in accumulated deficit. On March 31, 2022, the Company recorded an accretion charge of $49,026. Net Income (Loss) Per Ordinary Share The Company complies with accounting and disclosure requirements of ASC 260, Earnings Per Share. The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income and losses are shared pro rata between the two classes of shares. Net income (loss) per ordinary share is calculated by dividing the net income (loss) by the weighted average ordinary shares outstanding for the respective period. Net loss for the period from inception to IPO was allocated fully to Class B ordinary shares. Diluted net loss per share attributable to ordinary stockholders adjusts the basic net loss per share attributable to ordinary shareholders and the weighted-average ordinary shares outstanding for the potentially dilutive impact of outstanding warrants. However, because the warrants are anti-dilutive, diluted loss per ordinary share is the same as basic loss per ordinary share for the period presented. With respect to the accretion of Class A ordinary shares subject to possible redemption and consistent with ASC Topic 480-10-S99-3A, the Company treated accretion in the same manner as a dividend, paid to the shareholder in the calculation of the net income (loss) per ordinary share. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ March 31, 2022 Net income ​ $ 13,121,970 Less: Accretion of Class A redeemable shares to redemption value ​ (49,026) Net income including accretion of Class A redeemable shares to redemption value ​ $ 13,072,944 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ ​ March 31, 2022 ​ ​ Class A ​ ​ ​ ​ Redeemable Class B Total number of shares ​ 20,000,000 ​ 5,000,000 ​ Ownership percentage ​ 80 % ​ 20 % ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net income ​ $ 10,458,355 ​ $ 2,614,589 ​ Total income allocated ​ $ 10,458,355 ​ $ 2,614,589 ​ Less: Accretion allocation based on ownership percentage ​ (39,221) ​ (9,805) ​ Plus: accretion applicable to Class A redeemable shares ​ 49,026 ​ — ​ Total income (loss) by Class ​ $ 10,468,160 ​ $ 2,604,784 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares ​ 20,000,000 ​ 5,000,000 ​ Basic and diluted net income per ordinary share ​ $ 0.52 ​ $ 0.52 ​ ​ Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company is currently assessing the impact, if any, that ASU 2020-06 would have on its financial position, results of operations or cash flows. Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	3 Months Ended
	Mar. 31, 2022
Initial Public Offering
Initial Public Offering	Note 3 - Initial Public Offering On December 7, 2021, the Company sold 20,000,000 Units, at a purchase price of $10.00 per Unit, which included 2,500,000 Units issued pursuant to the partial exercise of the underwriters’ over-allotment option. Each Unit consists of one Class A ordinary share of the Company and one Following the closing of the IPO on December 7, 2021, $205,000,000 ($10.00 per Unit), consisting of $196,000,000 of the net proceeds from the sale of the Units in the IPO and $9,000,000 of the net proceeds from the sale of the Private Placement Warrants was deposited into the Trust Account. The net proceeds deposited into the Trust Account will be invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations.

Private Placement

Private Placement	3 Months Ended
	Mar. 31, 2022
Private Placement
Private Placement	Note 4 - Private Placement On December 7, 2021, simultaneously with the closing of the IPO, the Sponsor purchased from the Company 11,250,000 Private Placement Warrants, at $1.00 per Private Placement Warrant, for a total purchase price of $11,250,000. Each Private Placement Warrant is identical to the Public Warrants, except as provided herein. The Private Placement Warrants will not be transferable, assignable or salable until 30 days

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2022
Related Party Transactions
Related Party Transactions	Note 5 - Related Party Transactions Founder Shares On April 21, 2021, the Sponsor purchased 4,312,500 Class B ordinary shares, par value $0.0001 per share, of the Company (the “Founder Shares”) for $25,000, or approximately $0.006 per share. On December 1, 2021, in connection with the increase in the size of the IPO, the Company effected a share dividend of 0.16666667 of a share per outstanding Class B ordinary share, which increased the Founder Shares outstanding to 5,031,250. This resulted in the Sponsor owning 4,856,250 Founder Shares, and certain directors and advisors of the Company owning an aggregate of 175,000 Founder Shares. On December 7, 2021, in connection with the partial exercise of the underwriters’ overallotment option, the Sponsor surrendered and forfeited 31,250 Founder Shares for no consideration to the Company, which resulted in the Sponsor owning 4,825,000 Founder Shares and certain directors and advisors of the Company owning an aggregate of 175,000 Founder Shares . The Company’s initial shareholders, including the Sponsor and the Company’s directors, executive officers and advisors, have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (i) one year after the completion of an initial Business Combination; and (ii) subsequent to an initial Business Combination, (x) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property or (y) if the closing price of Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and other similar transactions) for any 20 trading days within any 30-trading day period commencing at least 150 days after an initial Business Combination. Any permitted transferees will be subject to the same restrictions and other agreements of the Company’s initial shareholders with respect to any Founder Shares. Promissory Note - Related Party On April 6, 2021, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the IPO pursuant to a promissory note. This loan was non-interest bearing, unsecured and due at the earlier of December 31, 2021 and the completion of the IPO. As of March 31, 2022, the Company no amounts were outstanding under this note. Working Capital Loan In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. 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 $1.00 per warrant at the option of the lender. Such warrants would be identical to the Private Placement Warrants.

Commitments & Contingencies

Commitments & Contingencies	3 Months Ended
	Mar. 31, 2022
Commitments & Contingencies
Commitments & Contingencies	Note 6 - Commitments & Contingencies Underwriting Agreement On December 7, 2021, the Company paid a cash underwriting discount of $3,750,000 (net of $250,000 in underwriter expense reimbursement to the Company). The underwriters are entitled to a deferred underwriting discount of 3.5% of the gross proceeds of the IPO held in the Trust Account, or $7,000,000 in the aggregate, upon the completion of the Company’s initial Business Combination subject to the terms of the underwriting agreement. Registration Rights The holders of the Founder Shares and Private Placement Warrants and warrants that may be issued under upon conversion of any working capital loans will be entitled to registration rights pursuant to the terms of a registration rights agreement, dated December 1, 2021, with the Company. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggyback” registration rights with respect to registration statements filed subsequent to the Company’s completion of the initial Business Combination. However, the registration rights agreement provides that the Company will not permit any registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), to become effective until termination of the applicable lockup period. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2022
Fair Value Measurements
Fair Value Measurements	Note 7 - Fair Value Measurements The following table presents information about the Company’s assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. Significant deviations from these estimates and inputs could result in a material change in fair value. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ ​ December 31, Description Level 2022 ​ Level 2021 Assets: ​ ​ ​ ​ Investments held in Trust Account 1 ​ $ 204,956,273 ​ 1 ​ $ 205,005,299 Liabilities: ​ ​ ​ ​ Private Placement Warrants 2 ​ $ 2,137,500 ​ 3 ​ $ 9,900,000 Public Warrants 1 ​ $ 1,900,000 ​ 3 ​ $ 7,700,000 ​ The Public Warrants and Private Placement Warrants were accounted for as liabilities in accordance with ASC Topic 815-40 and are presented within liabilities on the balance sheet. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the statement of operations. For March 31, 2022, the Public Warrants are classified as Level 1 due to the use of an observable market quote in an active market for these securities. As the transfer of Private Placement Warrants to anyone outside of a small group of individuals who are permitted transferees would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant, with an insignificant adjustment for short-term marketability restrictions. As such, the Private Placement Warrants are classified as Level 2. For December 31, 2021, the Company used a Monte Carlo simulation model to value the Public Warrants and the Private Placement Warrants based on a multipath random event model and future projections of the various potential outcomes and any reset projections based on future financing events. The Public Warrants and Private Placement Warrants were classified within Level 3 of the fair value hierarchy at the measurement The change in the fair value of the derivative warrant liabilities measured with Level 3 inputs for the period ended March 31, 2022 is summarized ​ ​ ​ ​ ​ Level 3 derivative warrant liabilities at January 1, 2022 $ 17,600,000 Transfers out of Level 3 ​ (17,600,000) Fair Value as of March 31, 2022 ​ $ — ​ The key inputs ​ ​ ​ ​ ​ ​ ​ ​ Private Placement ​ ​ ​ Warrants Public Warrants Risk-free interest rate 1.37% ​ 1.37% Expected term 6.25 years 6.25 years Expected volatility of underlying stock 3.3-3.9% ​ 3.3-3.9% Dividends 0% ​ 0% Probability of Business Combination ​ 90% ​ 90% Redemption feature Yes No ​ The following table presents the changes in the fair ​ ​ ​ ​ ​ Derivative warrant liabilities at January 1, 2022 $ 17,600,000 Change in fair value ​ (13,562,500) Fair Value as of March 31, 2022 ​ $ 4,037,500 ​ ​

Shareholders' Equity

Shareholders' Equity	3 Months Ended
	Mar. 31, 2022
Shareholders' Equity
Shareholders' Equity	Note 8 – Shareholders’ Equity Class A Ordinary Shares - issued Class B Ordinary Shares - . Prior to the initial Business Combination, only holders of Class B ordinary shares will have the right to vote on the appointment of directors. Holders of the Class A ordinary shares included in the Units will not be entitled to vote on the appointment of directors during such time. In addition, prior to the completion of the initial Business Combination, holders of a majority of the Class B ordinary shares may remove a member of the Company’s board of directors for any reason. These provisions of the Company’s memorandum and articles of association may only be amended by a special resolution passed by at least two-thirds majority of such shareholders as, being entitled to do so, vote in person or by proxy at a general meeting of the Company, which shall include the affirmative vote of a simple majority of the Class B ordinary shares. With respect to any other matter submitted to a vote of the Company’s shareholders, including any vote in connection with the initial Business Combination, except as required by law, holders of Class B ordinary shares and holders of the Class A ordinary shares will vote together as a single class, with each share entitling the holder to one vote. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination or earlier at the option of the holders on a one for one basis, subject to adjustment for share splits, share dividends, reorganizations, recapitalizations and the like, and subject to further adjustments. In the case that additional Class A ordinary shares, or equity-linked securities, are issued or deemed issued in excess of the amounts offered in the IPO and related to the closing of the initial Business Combination, the ratio at which Class B ordinary shares shall convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the outstanding Class B ordinary shares agree to waive such 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 (i) the total number of ordinary shares (including Class B ordinary shares) issued and outstanding upon completion of the IPO, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the company in connection with or in relation to the consummation of the initial Business Combination (net of the number of Class A ordinary shares redeemed in connection with the initial Business Combination), excluding the forward purchase shares and any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination and any shares issued to the Sponsor, its affiliates or any member of the Company’s management team upon conversion of working capital loans made to the Company. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one. Preference Shares - issued Public Warrants and Private Placement Warrants Company warrants may only be exercised for a whole number of shares. No fractional Class A ordinary shares will be issued upon exercise of the warrants. The warrants will become exercisable 30 days after the completion of an initial Business Combination. The warrants will expire five years No Company warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to such shares. Notwithstanding the foregoing, if a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective within 60 business days from the consummation of an initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption from registration the Securities Act. No Company warrants will be exercisable and the Company will not be obligated to issue Class A ordinary shares unless at the time a holder seeks to exercise such warrant, a prospectus relating to the Class A ordinary shares issuable upon exercise of the warrants is current and the Class A ordinary shares have been registered or qualified or deemed to be exempt under the securities laws of the state of residence of the holder of the warrants. Under the terms of the warrant agreement, the Company has agreed to use its commercially reasonable efforts to meet these conditions and to maintain a current prospectus relating to the Class A ordinary shares issuable upon exercise of the warrants until the expiration of the warrants. However, the Company cannot guarantee that it will be able to do so and, if the Company does not maintain a current prospectus relating to the Class A ordinary shares issuable upon exercise of the warrants, holders will be unable to exercise their warrants and the Company will not be required to settle any such warrant exercise. If the prospectus relating to the Class A ordinary shares issuable upon the exercise of the warrants is not current or if the Class A ordinary shares are not qualified or exempt from qualification in the jurisdictions in which the holders of the warrants reside, the Company will not be required to net cash settle or cash settle the warrant exercise, the warrants may have no value, the market for the warrants may be limited and the warrants may expire worthless. The Company may call the warrants for redemption, in whole and not in part, at a price of $0.01 per warrant: ● at any time while the warrants are exercisable; ● upon not less than 30 days ' prior written notice of redemption to each warrant holder; ● if, and only if, the reported last sale price of the Class A ordinary shares equals or exceeds $18.00 per share, for any 20 trading days within a 30 -trading day period ending on the third business day prior to the notice of redemption to warrant holders; and ● if, and only if, there is a current registration statement in effect with respect to the Class A ordinary shares underlying such warrants at the time of redemption and for the entire 30 -day trading period referred to above and continuing each day thereafter until the date of redemption. The Company may call the warrants for redemption, in whole and not in part, at a price of $0.10 per warrant: ● at any time while the warrants are exercisable; ● upon not less than 30 days ' prior written notice of redemption to each warrant holder, provided that warrant holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of Class A ordinary shares determined by reference to an agreed table based on the redemption date and the “ Fair Market Value ” (as defined in the warrant agreement) of the Class A ordinary shares; ● if, and only if, the closing price of Class A ordinary shares equals or exceeds $10.00 per public share for any 20 trading days within a 30 -trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $10.00 per share; ● if the closing price of the Class A ordinary shares for any 20 trading days within a 30 -trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders is less than $18.00 per share, the Private Placement Warrants must also be concurrently called for redemption on the same terms as the outstanding Public Warrants, as described above; and ● if, and only if, there is a current registration statement in effect with respect to the Class A ordinary shares underlying such warrants at the time of redemption and for the entire 30 -day trading period referred to above and continuing each day thereafter until the date of redemption. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of an initial Business Combination on the date of the completion of an initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates an initial Business Combination (such price, the "Market Value") is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of the Market Value and the Newly Issued Price, the $10.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to the greater of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. The Private Placement Warrants and their component securities will not be transferable, assignable or salable until 30 days after the completion of an initial Business Combination, subject to certain limited exceptions. Except as described below, the Private Placement Warrants are identical to the Public Warrants included as part of the Units sold in the IPO, except that (i) the Private Placement Warrants are subject to certain transfer restrictions until 30 days following the consummation of the Company’s initial Business Combination; (ii) so long as they are held by the Sponsor or its permitted transferees, the Private Placement Warrants are not redeemable and may be exercised on a cashless basis, subject to certain limited exceptions; and (iii) the holders thereof are entitled to certain registration rights. If the initial Business Combination is not completed within 24 months from the closing of the IPO, the Private Placement Warrants will expire worthless. The Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of the initial Business Combination. The Private Placement Warrants are subject to the transfer restrictions and will not be redeemable so long as they are held by the Sponsor or its permitted transferees. The Sponsor, or its permitted transferees, has the option to exercise the Private Placement Warrants on a cashless basis. If the Private Placement Warrants are held by holders other than the Sponsor or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by the holders on the same basis as the Public Warrants included in the Units sold in the IPO. Otherwise, the Private Placement Warrants have terms and provisions that are identical to those of the warrants sold as part of the Units in the IPO. The Company evaluated the Public Warrants and the Private Placement Warrants as either equity-classified or liability-classified instruments based on an assessment of the warrants’ specific terms and applicable authoritative guidance in Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") 480, Distinguishing Liabilities from Equity ("ASC 480") and ASC 815, Derivatives and Hedging ("ASC 815"). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own shares, among other conditions for equity classification. Pursuant to such evaluation, the Company further evaluated the Public Warrants and the Private Placement Warrants under ASC 815-40, Derivatives and Hedging - Contracts in Entity’s Own Equity

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2022
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in the unaudited condensed financial statements prepared in accordance with U.S. GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s annual report on Form 10-K, as filed with the SEC on March 31, 2022. The interim results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the period ended December 31, 2022 or for any future periods.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). 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 will elect not to opt out of such extended transition period which means that when an accounting 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 accounting standard at the time private companies adopt the new or revised standard.
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 federally insured limits and receivables from a related party and a vendor. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. The Company had $756,536 of cash as of March 31, 2022 and $987,106 as of December 31, 2021.
Financial Instruments	Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments approximates the carrying amounts represented in the balance sheet.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. The Company continually monitors its positions with, and credit quality of, the financial institution with which it invests.
Cash Held in Trust Account	Cash Held in Trust Account As of March 31, 2022, the assets held in the Trust Account were held in investments. At March 31, 2022, the Company had $204,956,273 in investments held in the Trust Account. As of December 31, 2021, the assets held in the Trust Account were held in cash. At December 31, 2021, the Company had $205,005,299 in cash held in the Trust Account.
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering The Company complies with the requirements of the ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the IPO that were directly related to the IPO. The Company incurred offering costs aggregating to $11,724,947 as a result of the IPO, consisting of $3,750,000 of underwriting commissions (net of $250,000 in underwriter expense reimbursements to the Company), $7,000,000 of deferred underwriting commissions, and $974,947 of other offering costs. During the quarter ended March 31, 2022, the Company reduced accrued expenses related to offering costs associated with IPO by $172,896 due to a reconciliation of incurred expenses by the underwriters.
Deferred Offering Costs	Deferred Offering Costs
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement .
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 during the reporting period and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Income Taxes	Income Taxes FASB ASC Topic 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2022. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The provision for income taxes was deemed to be de minimis for the period from January 1, 2022 through March 31, 2022. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements.
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 The Company accounts for its warrants to purchase Class A ordinary shares as liabilities at fair value on the balance sheet. The warrants will be re-evaluated for the proper accounting treatment at each reporting period and are subject to remeasurement at each balance sheet date and any change in fair value is recognized as a component of other income (expense), net on the statement of operations. The Company will continue to adjust the liability for changes in fair value until the earlier of the exercise or expiration of the warrants. At that time, the portion of the liability related to the warrants will be reclassified to additional paid-in capital.
Ordinary Shares Subject to Possible Redemption	Ordinary Shares Subject to Possible Redemption All of the 20,000,000 Class A ordinary shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such public shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the initial Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. 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 Class A ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all Class A ordinary shares have been classified outside of permanent equity. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable Class A ordinary shares to equal the redemption value at the end of each reporting period. Such changes are reflected in additional paid-in-capital, or in the absence of additional paid-in capital, in accumulated deficit. On March 31, 2022, the Company recorded an accretion charge of $49,026.
Net Income (Loss) Per Ordinary Share	Net Income (Loss) Per Ordinary Share The Company complies with accounting and disclosure requirements of ASC 260, Earnings Per Share. The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income and losses are shared pro rata between the two classes of shares. Net income (loss) per ordinary share is calculated by dividing the net income (loss) by the weighted average ordinary shares outstanding for the respective period. Net loss for the period from inception to IPO was allocated fully to Class B ordinary shares. Diluted net loss per share attributable to ordinary stockholders adjusts the basic net loss per share attributable to ordinary shareholders and the weighted-average ordinary shares outstanding for the potentially dilutive impact of outstanding warrants. However, because the warrants are anti-dilutive, diluted loss per ordinary share is the same as basic loss per ordinary share for the period presented. With respect to the accretion of Class A ordinary shares subject to possible redemption and consistent with ASC Topic 480-10-S99-3A, the Company treated accretion in the same manner as a dividend, paid to the shareholder in the calculation of the net income (loss) per ordinary share. The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ March 31, 2022 Net income ​ $ 13,121,970 Less: Accretion of Class A redeemable shares to redemption value ​ (49,026) Net income including accretion of Class A redeemable shares to redemption value ​ $ 13,072,944 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ ​ March 31, 2022 ​ ​ Class A ​ ​ ​ ​ Redeemable Class B Total number of shares ​ 20,000,000 ​ 5,000,000 ​ Ownership percentage ​ 80 % ​ 20 % ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net income ​ $ 10,458,355 ​ $ 2,614,589 ​ Total income allocated ​ $ 10,458,355 ​ $ 2,614,589 ​ Less: Accretion allocation based on ownership percentage ​ (39,221) ​ (9,805) ​ Plus: accretion applicable to Class A redeemable shares ​ 49,026 ​ — ​ Total income (loss) by Class ​ $ 10,468,160 ​ $ 2,604,784 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares ​ 20,000,000 ​ 5,000,000 ​ Basic and diluted net income per ordinary share ​ $ 0.52 ​ $ 0.52 ​
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective January 1, 2022 and should be applied on a full or modified retrospective basis, with early adoption permitted beginning on January 1, 2021. The Company is currently assessing the impact, if any, that ASU 2020-06 would have on its financial position, results of operations or cash flows. Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2022
Summary of Significant Accounting Policies
Schedule of calculation of basic and diluted net loss per ordinary share	The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ March 31, 2022 Net income ​ $ 13,121,970 Less: Accretion of Class A redeemable shares to redemption value ​ (49,026) Net income including accretion of Class A redeemable shares to redemption value ​ $ 13,072,944 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the ​ ​ Three-Month Period Ended ​ ​ March 31, 2022 ​ ​ Class A ​ ​ ​ ​ Redeemable Class B Total number of shares ​ 20,000,000 ​ 5,000,000 ​ Ownership percentage ​ 80 % ​ 20 % ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net income ​ $ 10,458,355 ​ $ 2,614,589 ​ Total income allocated ​ $ 10,458,355 ​ $ 2,614,589 ​ Less: Accretion allocation based on ownership percentage ​ (39,221) ​ (9,805) ​ Plus: accretion applicable to Class A redeemable shares ​ 49,026 ​ — ​ Total income (loss) by Class ​ $ 10,468,160 ​ $ 2,604,784 ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares ​ 20,000,000 ​ 5,000,000 ​ Basic and diluted net income per ordinary share ​ $ 0.52 ​ $ 0.52 ​

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2022
Fair Value Measurements
Schedule of assets and liabilities accounted for at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ ​ December 31, Description Level 2022 ​ Level 2021 Assets: ​ ​ ​ ​ Investments held in Trust Account 1 ​ $ 204,956,273 ​ 1 ​ $ 205,005,299 Liabilities: ​ ​ ​ ​ Private Placement Warrants 2 ​ $ 2,137,500 ​ 3 ​ $ 9,900,000 Public Warrants 1 ​ $ 1,900,000 ​ 3 ​ $ 7,700,000
Schedule of change in fair value of derivative warrant liabilities	​ ​ ​ ​ ​ Level 3 derivative warrant liabilities at January 1, 2022 $ 17,600,000 Transfers out of Level 3 ​ (17,600,000) Fair Value as of March 31, 2022 ​ $ — ​ ​ ​ ​ ​ Derivative warrant liabilities at January 1, 2022 $ 17,600,000 Change in fair value ​ (13,562,500) Fair Value as of March 31, 2022 ​ $ 4,037,500 ​
Schedule of key inputs of fair value measurement	The key inputs ​ ​ ​ ​ ​ ​ ​ ​ Private Placement ​ ​ ​ Warrants Public Warrants Risk-free interest rate 1.37% ​ 1.37% Expected term 6.25 years 6.25 years Expected volatility of underlying stock 3.3-3.9% ​ 3.3-3.9% Dividends 0% ​ 0% Probability of Business Combination ​ 90% ​ 90% Redemption feature Yes No

Description of Organization, _2

Description of Organization, Business Operations and Basis of Presentation (Details)	Dec. 07, 2021USD ($)$ / sharesshares	Mar. 31, 2022USD ($)$ / shares	Dec. 31, 2021$ / shares
Subsidiary, Sale of Stock [Line Items]
Share price | $ / shares		$ 10
Common stock, par value | $ / shares		$ 0.0001	$ 0.0001
Reduced accrued expenses related to offering costs		$ 172,896
Cash available for offering cost and working capital purpose	$ 205,000,000
Maturity term of U.S. government securities	185 days
Percentage of aggregate fair market value of assets	80.00%
Ownership interest to be acquired on post-transaction company	100.00%
Condition For Future Business Combination Number of Businesses Minimum	100
Condition For Future Business Combination Threshold Percentage Ownership	50
Maximum percentage of shares that can be redeemed without prior consent of the Company	100.00%
Percentage of shares of stock the Company is obligated to redeem without consummating a business combination	100.00%
Threshold trading days to redeem the shares	15 months	15 months
Paid Extension Period	21 months
Interest to pay dissolution expenses	$ 100,000
working capital		$ 1,000,460
Operating cash account		756,536
Principal Amount Deposited in Trust Account		204,956,273
Capital contribution		25,000
Notes payable to related party		$ 300,000
Sponsor
Subsidiary, Sale of Stock [Line Items]
Price of warrants | $ / shares	$ 1
Class A Common stock
Subsidiary, Sale of Stock [Line Items]
Common stock, par value | $ / shares		$ 0.0001
Class A Common stock | Sponsor
Subsidiary, Sale of Stock [Line Items]
Common stock, par value | $ / shares	$ 0.0001
IPO
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares	20,000,000
Share price | $ / shares	$ 10
Transaction cost	$ 11,724,947
Sale of stock underwriting fees	3,750,000
Sale of stock other offering costs	$ 974,947
IPO | Public Warrants
Subsidiary, Sale of Stock [Line Items]
Number of Warrants Issued Per Unit | shares	0.5
Number of shares issuable per warrant (in shares) | shares	1
IPO | Sponsor
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares	20,000,000
Share price | $ / shares	$ 10
Number of warrants to purchase the shares issued (in shares) | shares	2,625,000
Number of Warrants Issued Per Unit | shares	1
Offering cost	$ 419,250
Cash underwriting fee	250,000
Deferred underwriting commissions	7,000,000
Other offering cost	$ 974,947
Threshold trading days to redeem the shares	45 days
Transaction cost	$ 11,724,947
Sale of stock underwriting fees	3,750,000
Sale of stock other offering costs	$ 11,305,697
IPO | Sponsor | Public Warrants
Subsidiary, Sale of Stock [Line Items]
Share price | $ / shares	$ 11.50
Over allotment
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares	2,500,000
Number of shares issuable per warrant (in shares) | shares	2,500,000
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Proceeds from issuance of warrants		$ 9,000,000
Private Placement Warrants | Sponsor
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase the shares issued (in shares) | shares	11,250,000
Proceeds from issuance of warrants	$ 11,250,000
Private Placement Warrants | Class A Common stock | Sponsor
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase the shares issued (in shares) | shares	11,250,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Dec. 07, 2021
Subsidiary, Sale of Stock [Line Items]
Cash	$ 756,536	$ 987,106
Investments held in Trust Account	204,956,273	$ 205,005,299
Reduced accrued expenses related to offering costs	172,896
Unrecognized tax benefits	0
Accretion charge	$ 49,026
IPO
Subsidiary, Sale of Stock [Line Items]
Offering costs			$ 11,724,947
Underwriting commissions			3,750,000
Underwriter expense reimbursements			250,000
Deferred underwriting commissions			7,000,000
Other offering costs			$ 974,947
Class A ordinary shares subject to possible redemption | IPO
Subsidiary, Sale of Stock [Line Items]
Class A ordinary shares sold			20,000,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Calculation of net income including accretion of Class A redeemable shares to redemption value (Details)	3 Months Ended
	Mar. 31, 2022USD ($)
Summary of Significant Accounting Policies
Net income	$ 13,121,970
Accretion of Class A ordinary shares subject to possible redemption amount	(49,026)
Net income including accretion of Class A redeemable shares to redemption value	$ 13,072,944

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Calculation of basic and diluted net loss per ordinary share (Details)	3 Months Ended
	Mar. 31, 2022USD ($)$ / sharesshares
Net Income (Loss) per Common Share
Accretion of Class A ordinary shares subject to possible redemption amount	$ (49,026)
Net income including accretion of Class A redeemable shares to redemption value	$ 13,072,944
Class A Common stock
Net Income (Loss) per Common Share
Total number of shares | shares	20,000,000
Ownership percentage	80.00%
Total income allocated	$ 10,458,355
Less: Accretion allocation based on ownership percentage	(39,221)
Accretion of Class A ordinary shares subject to possible redemption amount	49,026
Net income including accretion of Class A redeemable shares to redemption value	$ 10,468,160
Class A ordinary shares subject to possible redemption
Net Income (Loss) per Common Share
Weighted average shares, basic | shares	20,000,000
Weighted average shares, diluted | shares	20,000,000
Basic net income per ordinary share | $ / shares	$ 0.52
Diluted net income per ordinary share | $ / shares	$ 0.52
Class B ordinary shares
Net Income (Loss) per Common Share
Total number of shares | shares	5,000,000
Ownership percentage	20.00%
Total income allocated	$ 2,614,589
Less: Accretion allocation based on ownership percentage	(9,805)
Net income including accretion of Class A redeemable shares to redemption value	$ 2,604,784
Weighted average shares, basic | shares	5,000,000
Weighted average shares, diluted | shares	5,000,000
Basic net income per ordinary share | $ / shares	$ 0.52
Diluted net income per ordinary share | $ / shares	$ 0.52

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)	Dec. 07, 2021	Mar. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Share price		$ 10
Exercise price of warrants (in dollars per share)		$ 1
Proceeds from issuance of Initial Public Offering		$ 205,000,000
IPO
Subsidiary, Sale of Stock [Line Items]
Number of shares issued	20,000,000
Share price	$ 10
Number of shares in a unit	1
Proceeds from issuance of Initial Public Offering		196,000,000
IPO | Public Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants in a unit	0.5
Number of shares issuable per warrant (in shares)	1
Exercise price of warrants (in dollars per share)	$ 11.50
Over allotment
Subsidiary, Sale of Stock [Line Items]
Number of shares issued	2,500,000
Number of shares issuable per warrant (in shares)	2,500,000
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Proceeds from issuance of warrants		$ 9,000,000

Private Placement (Details)

Private Placement (Details) - Private Placement Warrants - USD ($)	Dec. 07, 2021	Mar. 31, 2022
Proceeds from issuance of warrants		$ 9,000,000
Period of Private Placement Warrants, transferable, assignable or salable after consummation of initial business combination		30 days
Sponsor
Number of warrants issued	11,250,000
Price of warrants (in dollars per share)	$ 1
Proceeds from issuance of warrants	$ 11,250,000

Related Party Transactions - Fo

Related Party Transactions - Founder Shares (Details) - USD ($)	Dec. 07, 2021	Apr. 21, 2021	Mar. 31, 2022	Dec. 31, 2021	Dec. 01, 2021
Related Party Transaction [Line Items]
Ordinary shares, par value			$ 0.0001	$ 0.0001
Founder shares outstanding			5,000,000	5,000,000
Founder Shares
Related Party Transaction [Line Items]
Restrictions on transfer period of time after business combination completion			1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share)			$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination			20 days
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination			30 days
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences			150 days
Class B ordinary shares
Related Party Transaction [Line Items]
Ordinary shares, par value			$ 0.0001
Dividend per share					$ 0.16666667
Class B ordinary shares | Founder Shares
Related Party Transaction [Line Items]
Founder shares outstanding	5,000,000				5,031,250
Class B ordinary shares | Founder Shares | Directors and Advisors
Related Party Transaction [Line Items]
Founder shares outstanding	175,000				175,000
Class B ordinary shares | Sponsor | Founder Shares
Related Party Transaction [Line Items]
Shares sold		4,312,500
Ordinary shares, par value		$ 0.0001
Consideration received		$ 25,000
Price per share		$ 0.006
Founder shares outstanding	4,825,000				4,856,250
Shares surrendered and forfeited	31,250
Consideration for shares surrendered and forfeited	$ 0

Related Party Transactions - Pr

Related Party Transactions - Promissory Note - Related Party (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Apr. 06, 2021
Related Party Transaction [Line Items]
Working capital loans	$ 1,500,000
Warrant price per share	$ 1
Promissory Note | Sponsor
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note		$ 300,000
Outstanding balance	$ 0

Commitments & Contingencies (De

Commitments & Contingencies (Details)	Dec. 07, 2021USD ($)	Mar. 31, 2022item
COMMITMENTS AND CONTINGENCIES
Maximum number of demands for registration of securities | item		3
IPO
COMMITMENTS AND CONTINGENCIES
Underwriting discount	$ 3,750,000
Underwriter expense reimbursements	$ 250,000
Percentage of deferred underwriting discount of gross proceeds of IPO held in Trust Account	3.50%
Aggregate underwriter cash discount	$ 7,000,000

Fair Value Measurements - Asset

Fair Value Measurements - Assets and liabilities accounted for at fair value on a recurring basis (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Liabilities:
Warrant liability	$ 4,037,500	$ 17,600,000
Level 1
Assets:
Investments held in Trust Account		205,005,299
Level 1 | Recurring
Assets:
Investments held in Trust Account	204,956,273
Level 3 | Private Placement Warrant
Liabilities:
Warrant liability		9,900,000
Level 3 | Public Warrants
Liabilities:
Warrant liability		$ 7,700,000
Level 3 | Recurring | Private Placement Warrant
Liabilities:
Warrant liability	2,137,500
Level 3 | Recurring | Public Warrants
Liabilities:
Warrant liability	$ 1,900,000

Fair Value Measurements - Chang

Fair Value Measurements - Change in fair value of derivative warrant liabilities (Details) - Level 3	3 Months Ended
	Mar. 31, 2022USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative warrant liabilities beginning of the period	$ 17,600,000
Transfers out of Level 3	$ (17,600,000)

Fair Value Measurements - Key i

Fair Value Measurements - Key inputs of fair value measurement (Details)	Mar. 31, 2022Y
Private Placement Warrant | Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	1.37
Private Placement Warrant | Expected term
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	6.25
Private Placement Warrant | Expected volatility of underlying stock | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	3.3
Private Placement Warrant | Expected volatility of underlying stock | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	3.9
Private Placement Warrant | Dividends
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0
Private Placement Warrant | Probability of business combination
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	90
Public Warrants | Risk-free interest rate
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	1.37
Public Warrants | Expected term
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	6.25
Public Warrants | Expected volatility of underlying stock | Minimum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	3.3
Public Warrants | Expected volatility of underlying stock | Maximum
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	3.9
Public Warrants | Dividends
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	0
Public Warrants | Probability of business combination
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative liability, measurement input	90

Fair Value Measurements - Deriv

Fair Value Measurements - Derivative warrant liabilities (Details)	3 Months Ended
	Mar. 31, 2022USD ($)
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Change in fair value of derivative warrant liabilities	$ 13,562,500
Warrants
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Derivative warrant liabilities beginning of the period	17,600,000
Change in fair value of derivative warrant liabilities	(13,562,500)
Fair Value end of the period	$ 4,037,500

Shareholders' Equity - Common S

Shareholders' Equity - Common Stock (Details)	Dec. 07, 2021$ / sharesshares	Dec. 01, 2021$ / sharesshares	Mar. 31, 2022item$ / sharesshares	Dec. 31, 2021$ / sharesshares	Apr. 21, 2021$ / sharesshares
Class of Stock [Line Items]
Common stock, shares authorized			20,000,000	20,000,000
Common stock, par value | $ / shares			$ 0.0001	$ 0.0001
Common stock, shares outstanding			5,000,000	5,000,000
Class A Common stock
Class of Stock [Line Items]
Common stock, shares authorized			200,000,000
Common stock, par value | $ / shares			$ 0.0001
Common stock, shares issued			0
Common stock, shares outstanding			0
Class A Common stock | Sponsor
Class of Stock [Line Items]
Common stock, par value | $ / shares	$ 0.0001
Class B ordinary shares
Class of Stock [Line Items]
Common stock, shares authorized			20,000,000
Common stock, par value | $ / shares			$ 0.0001
Common stock, number of votes per share | item			1
Ratio to be applied to the stock in the conversion			1
Adjustment one of redemption price of stock based on market value and newly issued price (as a percent)			20.00%
Share dividend | $ / shares		$ 0.16666667
Class B ordinary shares | Sponsor
Class of Stock [Line Items]
Common stock, shares issued					4,312,500
Class B ordinary shares | Founder Shares
Class of Stock [Line Items]
Common stock, shares outstanding	5,000,000	5,031,250
Class B ordinary shares | Founder Shares | Directors and Advisors
Class of Stock [Line Items]
Common stock, shares outstanding	175,000	175,000
Class B ordinary shares | Founder Shares | Sponsor
Class of Stock [Line Items]
Common stock, par value | $ / shares					$ 0.0001
Common stock, shares outstanding	4,825,000	4,856,250
Shares forfeited	31,250

Shareholders' Equity - Preferre

Shareholders' Equity - Preferred Stock (Details)	Mar. 31, 2022$ / sharesshares
Shareholders' Equity
Preferred stock, shares authorized	1,000,000
Preferred stock, par value | $ / shares	$ 0.0001
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0

Shareholders' Equity - Public W

Shareholders' Equity - Public Warrants and Private Placement Warrants (Details)	3 Months Ended
	Mar. 31, 2022$ / shares
Warrants
Warrants exercisable term after the completion of a business combination	30 days
Warrants exercisable term from the closing of the public offering	5 years
Threshold maximum period for filing registration statement after business combination	60 days
Newly Issued Price (in dollars per share)	$ 10
Threshold minimum percentage of gross proceeds on total equity proceeds (as a percent)	60.00%
Threshold trading days for calculating Market Value	20 days
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	115.00%
Adjustment one of exercise price of warrants based on market value and newly issued price (as a percent)	180.00%
Maximum
Warrants
Newly Issued Price (in dollars per share)	$ 9.20
Redemption of Warrants for Redemption, in Whole and not in Part, at a Price of $0.01 per Warrant [Member]
Warrants
Redemption price per warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Stock price trigger for redemption of warrants (in dollars per share)	$ 18
Threshold trading days for redemption of warrants	20 days
Threshold consecutive trading days for redemption of warrants	30 days
Redemption of Warrants for Redemption, in Whole and not in Part, at a Price of $0.01 per Warrant [Member] | Class A Common stock
Warrants
Stock price trigger for redemption of warrants (in dollars per share)	$ 18
Redemption of Warrants for Redemption, in Whole and not in Part, at a Price of $0.10 per Warrant [Member]
Warrants
Redemption price per warrant (in dollars per share)	$ 0.10
Minimum threshold written notice period for redemption of public warrants	30 days
Stock price trigger for redemption of warrants (in dollars per share)	$ 10
Threshold trading days for redemption of warrants	20 days
Threshold consecutive trading days for redemption of warrants	30 days
Redemption of Warrants for Redemption, in Whole and not in Part, at a Price of $0.10 per Warrant [Member] | Class A Common stock
Warrants
Stock price trigger for redemption of warrants (in dollars per share)	$ 10
Private Placement Warrant
Warrants
Warrants exercisable term after the completion of a business combination	30 days
Warrants exercisable term from the closing of the public offering	24 months
Threshold maximum period for filing registration statement after business combination	30 days
Threshold maximum period for registration statement to become effective after business combination	30 days
Private Placement Warrant | Redemption of Warrants for Redemption, in Whole and not in Part, at a Price of $0.10 per Warrant [Member]
Warrants
Stock price trigger for redemption of warrants (in dollars per share)	$ 18
Threshold trading days for redemption of warrants	20 days
Threshold consecutive trading days for redemption of warrants	30 days