Alpha Modus (AMOD) 10-Q 16 May 22 2022 Q1 Quarterly report Financial data

Cover Page

Cover Page - shares	3 Months Ended
	Mar. 31, 2022	May 16, 2022
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-31
Entity Registrant Name	Insight Acquisition Corp. /DE
Entity Central Index Key	0001862463
Entity Incorporation, State or Country Code	DE
Entity File Number	001-40775
Entity Tax Identification Number	86-3386030
Entity Address, Address Line One	333 East 91st Street
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10128
City Area Code	917
Local Phone Number	374-2922
Entity Current Reporting Status	No
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
Units, each consisting of one share of Class A Common Stock and one-half of one Redeemable Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A Common Stock and one-half of one Redeemable Warrant
Trading Symbol	INAQ.U
Security Exchange Name	NYSE
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Redeemable Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50
Trading Symbol	INAQ WS
Security Exchange Name	NYSE
Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock, $0.0001 par value
Trading Symbol	INAQ
Security Exchange Name	NYSE
Entity Common Stock, Shares Outstanding		24,000,000
Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		6,000,000

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash	$ 569,408	$ 877,937
Prepaid expenses	807,010	876,317
Total current assets	1,376,418	1,754,254
Investments held in Trust Account	241,130,250	241,187,929
Total Assets	242,506,668	242,942,183
Current liabilities:
Accounts payable	119,359	34,332
Accrued expenses	89,263	155,963
Accrued expenses-related party	22,500	10,000
Franchise tax payable	193,505	140,274
Total current liabilities	424,627	340,569
Deferred underwriting commissions in connection with the Initial Public Offering	12,000,000	12,000,000
Derivative liabilities	6,897,120	10,796,190
Total Liabilities	19,321,747	23,136,759
Commitments and Contingencies
Class A common stock subject to possible redemption, $0.0001 par value; 24,000,000 shares at $10.05 per share at March 31, 2022 and December 31, 2021	241,200,000	241,200,000
Stockholder's Deficit:
Preferred stock	0	0
Additional paid-in capital	0	0
Accumulated deficit	(18,015,769)	(21,395,266)
Total stockholders' deficit	(18,015,079)	(21,394,576)
Total Liabilities, Class A common stock subject to possible redemption and Stockholders' Deficit	242,506,668	242,942,183
Class A [Member]
Current liabilities:
Class A common stock subject to possible redemption, $0.0001 par value; 24,000,000 shares at $10.05 per share at March 31, 2022 and December 31, 2021	241,200,000
Stockholder's Deficit:
Common stock	0	0
Class B [Member]
Stockholder's Deficit:
Common stock	$ 690	$ 690

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Class A ordinary shares, shares subject to possible redemption per share	$ 10.05
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock shares authorized	1,000,000	1,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Class A [Member]
Class A ordinary shares, shares subject to possible redemption par value	$ 0.0001	$ 0.0001
Class A ordinary shares, shares subject to possible redemption oustanding	24,000,000	24,000,000
Class A ordinary shares, shares subject to possible redemption per share	$ 10.05	$ 10.05
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	200,000,000	200,000,000
Common stock shares issued	24,000,000	24,000,000
Common stock shares outstanding	24,000,000	24,000,000
Class B [Member]
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	20,000,000	20,000,000
Common stock shares issued	6,900,000	6,900,000
Common stock shares outstanding	6,900,000	6,900,000
Class A Non RedeemableShares [Member]
Common stock shares issued	0	0
Common stock shares outstanding	0	0

UNAUDITED CONDENSED STATEMENT O

UNAUDITED CONDENSED STATEMENT OF OPERATIONS	3 Months Ended
	Mar. 31, 2022USD ($)$ / sharesshares
General and administrative expenses	$ 413,077
Franchise tax expenses	48,817
Loss from operations	(461,894)
Other (income) expenses:
Change in fair value of derivative warrant liabilities	(3,899,070)
Loss from investments held in Trust Account	57,679
Total other income	(3,841,391)
Net income	3,379,497
Common Class A [Member]
Other (income) expenses:
Net income	$ 2,703,598
Weighted average shares outstanding, basic and diluted | shares	24,000,000
Basic and diluted net loss per share | $ / shares	$ 0.11
Common Class B [Member]
Other (income) expenses:
Net income	$ 675,899
Weighted average shares outstanding, basic and diluted | shares	6,000,000
Basic and diluted net loss per share | $ / shares	$ 0.11

UNAUDITED CONDENSED STATEMENT_2

UNAUDITED CONDENSED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT - 3 months ended Mar. 31, 2022 - USD ($)	Total	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Class A [Member]	Class A [Member]Common Stock [Member]	Class B [Member]	Class B [Member]Common Stock [Member]
Beginning balance at Dec. 31, 2021	$ (21,394,576)	$ 0	$ (21,395,266)		$ 0		$ 690
Beginning balance (Shares) at Dec. 31, 2021					0		6,900,000
Net income	3,379,497		3,379,497	$ 2,703,598		$ 675,899
Ending balance at Mar. 31, 2022	$ (18,015,079)	$ 0	$ (18,015,769)		$ 0		$ 690
Ending balance (Shares) at Mar. 31, 2022					0		6,900,000

UNAUDITED CONDENSED STATEMENT_3

UNAUDITED CONDENSED STATEMENT OF CASH FLOWS	3 Months Ended
	Mar. 31, 2022USD ($)
Cash Flows from Operating Activities:
Net income	$ 3,379,497
Adjustments to reconcile net income to net cash used in operating activities:
Change in fair value of derivative warrant liabilities	(3,899,070)
Loss from investments held in Trust Account	57,679
Changes in operating assets and liabilities:
Prepaid expenses	69,307
Accounts payable	85,027
Accrued expenses - related party	30,800
Franchise tax payable	53,231
Net cash used in operating activities	(223,529)
Cash Flows from Financing Activities:
Offering costs paid	(85,000)
Net cash provided by financing activities	(85,000)
Net increase in cash	(308,529)
Cash - beginning of the period	877,937
Cash - end of the period	$ 569,408

Description of Organization and

Description of Organization and Business Operations	3 Months Ended
	Mar. 31, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	Note 1 - Description of Organization and Business Operations Insight Acquisition Corp. (the “Company”) was incorporated in Delaware on April 20, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of March 31, 2022, the Company had not commenced any operations. All activity for the period from April 20, 2021 (inception) through March 31, 2022 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) described below and subsequent to the Initial Public Offering, the search for a business combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating The Company’s sponsor is Insight Acquisition Sponsor LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on September 1, 2021. On September 7, 2021, the Company consummated its Initial Public Offering of 24,000,000 units (the “Units” and, with respect to the Class A common stock included in the Units being offered, the “Public Shares”), generating gross proceeds of $240.0 million, and incurring offering costs of approximately $17.5 million, of which approximately $12.0 million and approximately $668,000 was for deferred underwriting commissions (see Note 5) and offering costs allocated to derivate warrant liabilities, respectively. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 7,500,000 and 1,200,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), to the Sponsor and Cantor Fitzgerald & Co. (“Cantor”) and Odeon Capital Group, LLC (“Odeon”), respectively, for an aggregate of 8,700,000 Private Placement Warrants, at a price of $1.00 per Private Placement Warrant, generating proceeds of $8.7 million (see Note 4). Upon the closing of the Initial Public Offering and the Private Placement, $241.2 million ($10.05 per Unit) of the net proceeds of the sale of the Units in the Initial Public Offering and of the Private Placement Warrants in the Private Placement were placed in a trust account (“Trust Account”) located in the United States with Continental Stock Transfer & Trust Company acting as trustee, and invested only in U.S. “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (as defined below) (net of amounts disbursed to management for working capital purposes and excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the 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 (the “Investment Company Act”). The Company will provide the holders of the Company’s outstanding Public Shares (the “Public Stockholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholders meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, in its sole discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially at $10.05 per Public Share plus pro rata interest earned in Trust Account). The per-share The Company’s Certificate of Incorporation provides that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), is restricted from redeeming an aggregate of 20% or more of the Public Shares, without the prior consent of the Company. The Sponsor and the Company’s officers and any other holders of the Founder Shares immediately prior to the Initial Public Offering (the “Initial Stockholders”) agreed not to propose an amendment to the Certificate of Incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or with respect to any other material provisions relating to stockholders’ rights or pre-initial The Anchor Investors are not entitled to (i) redemption rights with respect to any Founder Shares held by them in connection with the completion of the initial Business Combination, (ii) redemption rights with respect to any Founder Shares held by them in connection with a stockholder vote to amend the Certificate of Incorporation in a manner that would affect the substance or timing of the Company’s obligation to redeem 100% of its Public Shares if the Company has not consummated an initial Business Combination within the Combination Period or (iii) rights to liquidating distributions from the Trust Account with respect to any Founder Shares held by them if the Company fails to complete the initial Business Combination within the Combination Period (although they will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares they hold if the Company fails to complete the initial Business Combination within the Combination Period). If the Company is unable to complete a Business Combination within 18 months from the closing of the Initial Public Offering, or March 7, 2023 (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The Initial Stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Stockholders acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters agreed to waive their rights to the deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.05. In order to protect the amounts held in the Trust Account, the Sponsor agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or business combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.05 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.05 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy are not determinable as of the date of these condensed financial statements. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these condensed financial statements. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Liquidity and going concern As of March 31, 2022, the Company had approximately $569,000 in its operating bank account and working capital of approximately $952,000. The Company’s liquidity needs prior to the consummation of the Initial Public Offering were satisfied through the payment of $25,000 from the Sponsor to cover for certain offering costs on behalf of the Company in exchange for issuance of the Founder Shares (as defined in Note 4), and the loan from the Sponsor of approximately $163,000 under the Note (as defined in Note 4). The Company repaid $157,000 of Note balance on September 7, 2021 and repaid the remaining balance of approximately $6,000 in full on September 13, 2021, at which time the Note was terminated. Subsequent to the consummation of the Initial Public Offering, the Company’s liquidity has been satisfied through the net proceeds from the consummation of the Initial Public Offering and the Private Placement held outside of the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (see Note 4). As of March 31, 2022 and December 31, 2021, there were no amounts outstanding under any Working Capital Loans. 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,

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Note 2 – Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Annual 10-K Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of March 31, 2022 and December 31, 2021. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. As of March 31, 2022 and December 31, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Use of Estimates The preparation of condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of income and expenses during the reporting period. Making estimates requires management to exercise significant judgment. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Investments Held in the Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in income from investments held in Trust Account in the accompanying condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” equal or approximate the carrying amounts represented in the condensed balance sheets, except for the warrant liabilities (see Note 9). 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 consist of: • 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. Derivative Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the carrying value of the instruments to fair value at each reporting period for so long as they are outstanding. The initial fair value of the Public Warrants issued in connection with the Public Offering and the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Black-Scholes model at each measurement date. The fair value of Public Warrants has subsequently been measured based on the listed market price of such warrants. Derivative warrant liabilities are classified as non-current The Company granted the underwriters a 45-day Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating non-current Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were offset by a full valuation allowance as of March 31, 2022 and December 31, 2021. FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2022 and December 31, 2021. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A common stock subject to mandatory redemption (if any) is classified as liability instruments and are measured at fair value. Conditionally redeemable Class A common stock (including Class A common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A common stock is classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets. Effective with the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount, which resulted in charges against additional paid-in Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Income and losses are shared pro rata between the two classes of shares. The presentation assumes a business combination as the most likely outcome. Net income (loss) per common share is calculated by dividing the net income (loss) by the weighted average shares of common stock outstanding for the respective period. The calculation of diluted net income (loss) does not consider the effect of the warrants underlying the Units sold in the Initial Public Offering and the private placement warrants to purchase an aggregate of 20,700,000 shares of Class A common stock in the calculation of diluted income (loss) per share, because their exercise is contingent upon future events and their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted net income (loss) per share is the same as basic net income (loss) per share for the three months ended March 31, 2022. Accretion associated with the redeemable Class A common stock is excluded from earnings per share as the redemption value approximates fair value. The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per share for each class of common stock: For the three months ended March 31, 2022 Class A Class B Basic and diluted net loss per common share: Numerator: Allocation of net income $ 2,703,598 $ 675,899 Denominator: Basic and diluted weighted average common shares outstanding 24,000,000 6,000,000 Basic and diluted net income per common share $ 0.11 $ 0.11 Recent Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Initial Public Offering

Initial Public Offering	3 Months Ended
	Mar. 31, 2022
Stockholders' Equity Note [Abstract]
Initial Public Offering	Note 3 – Initial Public Offering On September 7, 2021, the Company consummated its Initial Public Offering of 24,000,000 Units, generating gross proceeds of $240.0 million, and incurring offering costs of approximately $17.5 million, of which approximately $12.0 million and approximately $668,000 was for deferred underwriting commissions and offering costs allocated to derivate warrant liabilities, respectively. Each Unit consists of one share of Class A common stock, and one-half Of the 24,000,000 Units sold in the Initial Public Offering, 23,760,000 Units were purchased by certain qualified institutional buyers or institutional accredited investors which are not affiliated with any member of the Company management (the “Anchor Investors”). In connection with the sale of Units to the Anchor Investors, the Sponsor transferred an aggregate of 1,350,000 of the Company’s Class B common stock held by the Sponsor (the “Founder Shares”) to the Anchor Investors at a price of approximately $0.004 per Founder Share. The Company determined that the excess of the fair value of the Founder Shares acquired by the Anchor Investors over the price paid by such Anchor Investors should be recognized as an offering cost in accordance with SEC Staff Accounting Bulletin Topic 5A. The Company estimated the fair value of the Founder Shares sold to the Anchor Investors to be $2.37 per share or an aggregate of approximately $3.2 million, based on third-party transactions in the Sponsor’s equity interests. Accordingly, the offering cost is allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to the Public Warrants are expensed as incurred. Offering costs allocated to the Public Shares are charged against the carrying value of Class A common stock upon the completion of the Initial Public Offering. The Company granted the underwriters a 45-day

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 – Related Party Transactions Founder Shares On May 5, 2021, the Sponsor paid for certain offering costs totaling $25,000 on behalf of the Company in exchange for issuance of 6,181,250 shares of the Company’s Class B common stock, par value $0.0001 per share, (the “Founder Shares”). On July 29, 2021, the Company effected a 1:1.1162791 stock split of Class B common stock, resulting in an aggregate of 6,900,000 shares of Class B common stock outstanding. In connection with the sale of Units to the Anchor Investors, the Sponsor transferred 1,350,000 Founder Shares to the Anchor Investors, as described in Note 3, above. The Sponsor agreed to forfeit up to 900,000 Founder Shares to the extent that the over-allotment option is not exercised in full by the underwriters, so that the Founder Shares will represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering. On October 16, 2021, the over-allotment option expired unexercised. As such, 900,000 shares of Class B common stock were forfeited. The Initial Stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (i) one year after the completion of the initial Business Combination and (ii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the stockholders having the right to exchange their common stock for cash, securities or other property. Notwithstanding the foregoing, if the closing price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 7,500,000 and 1,200,000 Private Placement Warrants to the Sponsor and Cantor and Odeon, respectively, for an aggregate of 8,700,000 Private Placement Warrants, at a price of $1.00 per Private Placement Warrant, generating proceeds of $8.7 million. Each Private Placement Warrant is exercisable for one whole share of Class A common stock at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor and the underwriters was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. Except as set forth below, the Private Placement Warrants will be non-redeemable The Sponsor, the underwriters and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination. Related Party Loans On April 30, 2021, the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of March 31, 2022 and December 31, 2021, the Company had no borrowings under the Working Capital Loans. Services Agreement On September 1, 2021, the Company entered into an agreement with the Sponsor, pursuant to which the Company agreed to pay the Sponsor a total of $10,000 per month for office space, secretarial and administrative services provided to or incurred by members of our management team until the earlier of the Company’s consummation of a Business Combination and the Company’s liquidation. For the three months ended March 31, 2022, the Company incurred approximately $30,000 under the services agreement in the condensed statement of operations. As of March 31, 2022 and December 31, 2021, $15,000 and $10,000, respectively, was included in Due to Related Party on the condensed balance sheets. The board of directors has also approved payments of up to $15,000 per month, through the earlier of the consummation of the Company’s initial business combination or its liquidation, to members of the Company’s management team for services rendered to the Company. In addition, the Sponsor, executive officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket respectively, was included in Due to Related Party on the condensed balance sheets.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 5 – Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any shares of common stock issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of the Working Capital Loans and upon conversion of the Founder Shares), were entitled to registration rights pursuant to a registration and stockholder rights agreement signed prior to the consummation of the Initial Public Offering. These holders were entitled to certain demand and “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters were entitled to an underwriting discount of $0.20 per unit, or $4.8 million in the aggregate, paid upon the closing of the Initial Public Offering. An additional fee of $0.50 per unit, or $12.0 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. If the underwriters’ over-allotment option was fully exercised, $0.70 per over-allotment unit, or up to an additional approximately $2.5 million, or approximately $14.5 million in the aggregate, would have been deposited in the Trust Account as deferred underwriting commissions. On October 16, 2021, the over-allotment option expired unexercised. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. On October 16, 2021, the over-allotment option expired unexercised.

Class A Shares of Common Stock

Class A Shares of Common Stock Subject to Possible Redemption	3 Months Ended
	Mar. 31, 2022
Temporary Equity Disclosure [Abstract]
Class A Shares of Common Stock Subject to Possible Redemption	Note 6 – Class A Shares of Common Stock Subject to Possible Redemption The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of future events. The Company is authorized to issue 200,000,000 shares of Class A common stock with a par value of $0.0001 per share. Holders of the Company’s Class A common stock are entitled to one vote for each share. As of March 31, 2022 and December 31, 2021, there were 24,000,000 shares of Class A common stock outstanding, all of which were subject to possible redemption. The shares of Class A common stock issued in the Initial Public Offering were recognized in Class A common stock subject to possible redemption as follows: Gross proceeds from Initial Public Offering $ 240,000,000 Less: Fair value of Public Warrants at issuance (7,582,627 ) Offering costs allocated to Class A common stock subject to possible redemption (20,050,096 ) Plus: Accretion on Class A common stock subject to possible redemption amount 28,832,723 Class A common stock subject to possible redemption $ 241,200,000

Stockholder's Deficit

Stockholder's Deficit	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
Stockholder's Deficit	Note 7 – Stockholders’ Deficit Preferred Stock – Class A Common Stock – Class B Common Stock – Common stockholders of record are entitled to one vote for each share held on all matters to be voted on by stockholders. Holders of Class B common stock will have the right to elect all of the Company’s directors prior to the consummation of the initial Business Combination. On any other matter submitted to a vote of the Company’s stockholders, holders of Class B common stock and holders of Class A common stock will vote together as a single class, except as required by applicable law or stock exchange rule. The Class B common stock will automatically convert into shares of Class A common stock concurrently with or immediately following the consummation of the initial Business Combination on a one-for-one as-converted one-for-one

Warrants

Warrants	3 Months Ended
	Mar. 31, 2022
Warrants [Abstract]
Warrants	Note 8 – Warrants As of March 31, 2022 and December 31, 2021, the Company has 12,000,000 and 8,700,000 Public Warrants and Private Placement Warrants, respectively, outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable 30 days after the completion of a Business Combination; provided that the Company has an effective registration statement under the Securities Act covering the shares of Class A common stock issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the shares of Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60 th The warrants have an exercise price of $11.50 per share, subject to adjustments, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Initial Stockholders or their affiliates, without taking into account any Founder Shares held by the Initial Stockholders or such affiliates, as applicable, prior to such issuance), (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described below under “Redemption of warrants” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until the completion of a Business Combination, subject to certain limited exceptions. Additionally, except as set forth below, the Private Placement Warrants will be non-redeemable Redemption of warrants . • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption; and • if, and only if, the closing price of Class A common stock equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 9 – Fair Value Measurements The following table presents information about the Company’s assets and liabilities that are measured 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 techniques that the Company utilized to determine such fair value: March 31, 2022 Quoted Prices in Significant Other Significant Other Active Markets Observable Inputs Unobservable Inputs Description (Level 1) (Level 2) (Level 3) Assets: Investments held in Trust Account – U.S. Treasury Securities $ 241,130,250 $ — $ — Liabilities: Derivative liabilities – public warrants $ 3,960,000 $ — $ — Derivative liabilities – private warrants $ — $ — $ 2,937,120 December 31, 2021 Quoted Prices in Significant Other Significant Other Active Markets Observable Inputs Unobservable Inputs Description (Level 1) (Level 2) (Level 3) Assets: Investments held in Trust Account – U.S. Treasury Securities $ 241,187,929 $ — $ — Liabilities: Derivative liabilities – public warrants $ 6,240,000 $ — $ — Derivative liabilities – private warrants $ — $ — $ 4,556,190 Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement on October 1, 2021 because the Public Warrants were separately listed and traded in an active market. There were no transfers to/from Levels 1, 2, and 3 during the three months ended March 31, 2022. Level 1 assets include investments in money market funds and U.S. Treasury securities. The Company uses inputs such as actual trade data, benchmark yields and quoted market prices from dealers or brokers. The initial fair value of the Public Warrants issued in connection with the Public Offering and the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Black-Scholes model at each measurement date. The fair value of over-allotment option was estimated using a Black-Scholes model. For the three months ended March 31, 2022, the Company recognized a charge to the condensed statement of operations resulting from a decrease in the fair value of liabilities of approximately The estimated fair value of the Private Placement Warrants, the Public Warrants prior to being separately listed and traded, and over-allotment option, was determined using Level 3 inputs. Inherent in a Monte Carlo simulation and Black-Scholes model are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its warrants based on implied volatility from the Company’s traded warrants and from historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates: March 31, 2022 December 31, 2021 Exercise price $ 11.50 $ 11.50 Stock price $ 9.80 $ 9.77 Volatility 5.0 % 10.0 % Risk-free rate 2.42 % 1.31 % Dividend yield 0.0 % 0.0 % The change in the fair value of the Level 3 derivative warrant liabilities for period from December 31, 2021 through March 31, 2022 is summarized as follows: Derivative liabilities at December 31, 2021 $ 4,556,190 Change in fair value of derivative warrant liabilities (1,619,070 ) Derivative liabilities at March 31, 2022 $ 2,937,120

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent Events	Note 10 – Subsequent Events The Company evaluated subsequent events and transactions that occurred up to the date the condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Annual 10-K
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of March 31, 2022 and December 31, 2021.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. As of March 31, 2022 and December 31, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Use of Estimates	Use of Estimates The preparation of condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of income and expenses during the reporting period. Making estimates requires management to exercise significant judgment. One of the more significant accounting estimates included in these condensed financial statements is the determination of the fair value of the warrant liabilities. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Investments Held in the Trust Account	Investments Held in the Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in income from investments held in Trust Account in the accompanying condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Financial Instruments	Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurements and Disclosures,” equal or approximate the carrying amounts represented in the condensed balance sheets, except for the warrant liabilities (see Note 9).
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 consist of: • 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.
Derivative Liabilities	Derivative Liabilities The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed The warrants issued in the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants are recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the carrying value of the instruments to fair value at each reporting period for so long as they are outstanding. The initial fair value of the Public Warrants issued in connection with the Public Offering and the fair value of the Private Placement Warrants have been estimated using a Monte Carlo simulation model and subsequently, the fair value of the Private Placement Warrants have been estimated using a Black-Scholes model at each measurement date. The fair value of Public Warrants has subsequently been measured based on the listed market price of such warrants. Derivative warrant liabilities are classified as non-current The Company granted the underwriters a 45-day
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating non-current
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Deferred tax assets were offset by a full valuation allowance as of March 31, 2022 and December 31, 2021. FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2022 and December 31, 2021. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A common stock subject to mandatory redemption (if any) is classified as liability instruments and are measured at fair value. Conditionally redeemable Class A common stock (including Class A common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, Class A common stock is classified as stockholders’ equity. The Company’s Class A common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, shares of Class A common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets. Effective with the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount, which resulted in charges against additional paid-in
Net Income (Loss) Per Common Share	Net Income (Loss) Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Income and losses are shared pro rata between the two classes of shares. The presentation assumes a business combination as the most likely outcome. Net income (loss) per common share is calculated by dividing the net income (loss) by the weighted average shares of common stock outstanding for the respective period. The calculation of diluted net income (loss) does not consider the effect of the warrants underlying the Units sold in the Initial Public Offering and the private placement warrants to purchase an aggregate of 20,700,000 shares of Class A common stock in the calculation of diluted income (loss) per share, because their exercise is contingent upon future events and their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted net income (loss) per share is the same as basic net income (loss) per share for the three months ended March 31, 2022. Accretion associated with the redeemable Class A common stock is excluded from earnings per share as the redemption value approximates fair value. The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per share for each class of common stock: For the three months ended March 31, 2022 Class A Class B Basic and diluted net loss per common share: Numerator: Allocation of net income $ 2,703,598 $ 675,899 Denominator: Basic and diluted weighted average common shares outstanding 24,000,000 6,000,000 Basic and diluted net income per common share $ 0.11 $ 0.11 Recent Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any other recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying condensed financial statements.

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Table)	3 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Summary of Basic and Diluted Net Income (Loss) Per Common Share	The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per share for each class of common stock: For the three months ended March 31, 2022 Class A Class B Basic and diluted net loss per common share: Numerator: Allocation of net income $ 2,703,598 $ 675,899 Denominator: Basic and diluted weighted average common shares outstanding 24,000,000 6,000,000 Basic and diluted net income per common share $ 0.11 $ 0.11

Class A Shares of Common Stoc_2

Class A Shares of Common Stock Subject to Possible Redemption (Tables)	3 Months Ended
	Mar. 31, 2022
Temporary Equity Disclosure [Abstract]
Summary of Class A Common Stock Subject to Possible Redemption	The shares of Class A common stock issued in the Initial Public Offering were recognized in Class A common stock subject to possible redemption as follows: Gross proceeds from Initial Public Offering $ 240,000,000 Less: Fair value of Public Warrants at issuance (7,582,627 ) Offering costs allocated to Class A common stock subject to possible redemption (20,050,096 ) Plus: Accretion on Class A common stock subject to possible redemption amount 28,832,723 Class A common stock subject to possible redemption $ 241,200,000

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Summary of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis	The following table presents information about the Company’s assets and liabilities that are measured 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 techniques that the Company utilized to determine such fair value: March 31, 2022 Quoted Prices in Significant Other Significant Other Active Markets Observable Inputs Unobservable Inputs Description (Level 1) (Level 2) (Level 3) Assets: Investments held in Trust Account – U.S. Treasury Securities $ 241,130,250 $ — $ — Liabilities: Derivative liabilities – public warrants $ 3,960,000 $ — $ — Derivative liabilities – private warrants $ — $ — $ 2,937,120 December 31, 2021 Quoted Prices in Significant Other Significant Other Active Markets Observable Inputs Unobservable Inputs Description (Level 1) (Level 2) (Level 3) Assets: Investments held in Trust Account – U.S. Treasury Securities $ 241,187,929 $ — $ — Liabilities: Derivative liabilities – public warrants $ 6,240,000 $ — $ — Derivative liabilities – private warrants $ — $ — $ 4,556,190
Summary of Quantitative Information Regarding Level3 Fair Value Measurements Input	The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates: March 31, 2022 December 31, 2021 Exercise price $ 11.50 $ 11.50 Stock price $ 9.80 $ 9.77 Volatility 5.0 % 10.0 % Risk-free rate 2.42 % 1.31 % Dividend yield 0.0 % 0.0 %
Summary of Fair Value of the Derivative Liabilities Measured Using Level3 Inputs	The change in the fair value of the Level 3 derivative warrant liabilities for period from December 31, 2021 through March 31, 2022 is summarized as follows: Derivative liabilities at December 31, 2021 $ 4,556,190 Change in fair value of derivative warrant liabilities (1,619,070 ) Derivative liabilities at March 31, 2022 $ 2,937,120

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)	Sep. 13, 2021	Sep. 07, 2021	Mar. 31, 2022	Dec. 31, 2021
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Entity incorporation date of incorporation			Apr. 20, 2021
Deferred underwriting commissions			$ 12,000,000	$ 12,000,000
Share price			$ 10.05
Restricted Investments Term		185 days
Percentage Of Public Shares To Be Redeemed On Non Completion Of Business Combination			100.00%
Lock In Period For Redemption Of Public Shares After Closing Of IPO			18 months
Dissolution expenses			$ 100,000
Minimum share price of the residual assets remaining available for distribution			$ 10.05
Cash			$ 569,408	877,937
Working capital deficit			952,000,000,000
Stock issued during the period value issued for services			25,000
Proceeds from unsecured and non-interest bearing promissory note			163,000
Repayment of note balance	$ 6,000	$ 157,000
Minimum net worth to consummate business combination			$ 5,000,001
Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of redeeming shares of public shares without the company's prior written consent			20.00%
Per share amount to be maintained in the trust account			$ 10.05
Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Per share amount to be maintained in the trust account			$ 10.05
Percentage Of Fair Market Value Of Target Business To Asset Held In Trust Account			80.00%
Equity method investment ownership percentage			50.00%
Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants and rights issued during the period		8,700,000	8,700,000
Class of warrants and rights issued, price per warrant		$ 1	$ 1
Proceeds from issuance of warrants		$ 8,700,000	$ 8,700,000
Sponsor [Member] | Working Capital Loans [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Working capital loans outstanding			$ 0	$ 0
Sponsor [Member] | Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants and rights issued during the period		7,500,000	7,500,000
Cantor and Odeon [Member] | Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants and rights issued during the period		1,200,000	1,200,000
IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Payment to acquire restricted investments		$ 241,200,000
Share price		$ 10.05
Common Class A [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds From Issuance Of IPO			$ 240,000,000
Share price			$ 10.05	$ 10.05
Common Class A [Member] | IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock Issued During Period Shares		24,000,000
Proceeds From Issuance Of IPO		$ 240,000,000
Offering costs		17,500,000
Deferred underwriting commissions		12,000,000
Offering costs allocated to derivative warrant liabilities		$ 668,000

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Basic and Diluted Net Income (Loss) Per Common Share (Detail)	3 Months Ended
	Mar. 31, 2022USD ($)$ / sharesshares
Numerator:
Allocation of net income	$ 3,379,497
Common Class A [Member]
Numerator:
Allocation of net income	$ 2,703,598
Denominator:
Basic and diluted weighted average common shares outstanding | shares	24,000,000
Basic and diluted net income per common share | $ / shares	$ 0.11
Common Class B [Member]
Numerator:
Allocation of net income	$ 675,899
Denominator:
Basic and diluted weighted average common shares outstanding | shares	6,000,000
Basic and diluted net income per common share | $ / shares	$ 0.11

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Sep. 07, 2021
Cash equivalents	$ 0	$ 0
FDIC insured amount	250,000
Unrecognized tax benefits	0	0
Unrecognized tax benefits, accrued for the payment of interest and penalties	$ 0	$ 0
Term of restricted investments	185 days
Over-Allotment Option [Member]
Overallotment option vesting period	45 days
Common stock shares subscribed but not yet issued	3,600,000
Class A [Member]
Class A ordinary shares, shares subject to possible redemption outstanding	24,000,000	24,000,000
Number of common stock into which the class of warrant or right may be converted	20,700,000		1

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)	Sep. 07, 2021	Mar. 31, 2022	Dec. 31, 2021
Disclosure Of Initial Public Offering [Line Items]
Deferred underwriting commissions		$ 12,000,000	$ 12,000,000
Class A [Member]
Disclosure Of Initial Public Offering [Line Items]
Proceeds received from initial public offering, gross		$ 240,000,000
Class of warrants or rights number of shares covered by each warrants or right	1	20,700,000
Class of warrants or rights exercise price	$ 11.50
IPO [Member] | Class A [Member]
Disclosure Of Initial Public Offering [Line Items]
Stock issued during period shares	24,000,000
Proceeds received from initial public offering, gross	$ 240,000,000
Offering costs	17,500,000
Deferred underwriting commissions	12,000,000
Offering costs allocated to derivative warrant liabilities	$ 668,000
Over-Allotment Option [Member]
Disclosure Of Initial Public Offering [Line Items]
Overallotment option vesting period		45 days
Common stock shares subscribed but not yet issued		3,600,000
Anchor Investor [Member] | IPO [Member]
Disclosure Of Initial Public Offering [Line Items]
Stock issued during period shares	24,000,000
Number of shares purchased by investor	23,760,000
Anchor Investor [Member] | Founder Shares [Member]
Disclosure Of Initial Public Offering [Line Items]
Esimated fair value of shares sold to investor	$ 3,200,000
Estimated fair value of shares sold to investors price per share	$ 2.37
Anchor Investor [Member] | Founder Shares [Member] | Sponsor [Member]
Disclosure Of Initial Public Offering [Line Items]
Aggregate number of shares transferred to investor	1,350,000
Price per founder share	$ 0.004

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)	Oct. 16, 2021	Sep. 13, 2021	Sep. 07, 2021	Sep. 01, 2021	Jul. 29, 2021	May 05, 2021	Mar. 31, 2022	Dec. 31, 2021	Apr. 30, 2021
Related Party Transaction [Line Items]
Issuance of ordinary shares to sponsor value							$ 25,000
Share price							$ 10.05
Service Agreement [Member]
Related Party Transaction [Line Items]
Due to related parties							$ 15,000	$ 10,000
Related party transaction fees payable per month							$ 30,000
Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants and rights issued during the period			8,700,000				8,700,000
Class of warrants and rights issued, price per warrant			$ 1				$ 1
Proceeds from issuance of warrants			$ 8,700,000				$ 8,700,000
Class of warrants or rights exercise price							$ 11.50
Period to exercise warrants after business combination							30 days
Sponsor [Member] | Service Agreement [Member]
Related Party Transaction [Line Items]
Due to related parties							$ 7,500	$ 0
Related party transaction fees payable per month							45,000
Sponsor [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Debt instrument face value									$ 300,000
Proceeds from related party debt							163,000
Repayments of related party debt		$ 6,000	$ 157,000
Sponsor [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Working capital loans convertible into warrants							$ 1,500,000
Debt instrument conversion price per warrant							$ 1
Sponsor [Member] | Office Space, Secretarial and Administrative Services [Member]
Related Party Transaction [Line Items]
Related party transaction fees payable per month				$ 10,000
Sponsor [Member] | Service Fee [Member]
Related Party Transaction [Line Items]
Related party transaction fees payable per month				$ 15,000
Sponsor [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants and rights issued during the period			7,500,000				7,500,000
Cantor and Odeon [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants and rights issued during the period			1,200,000				1,200,000
Class B [Member]
Related Party Transaction [Line Items]
Common stock par or stated value per share							$ 0.0001	$ 0.0001
Common stock shares outstanding							6,900,000	6,900,000
Forfeiture Of Founder Shares In Shares	900,000
Class B [Member] | Founder [Member]
Related Party Transaction [Line Items]
Issuance of ordinary shares to sponsor shares						6,181,250
Issuance of ordinary shares to sponsor value						$ 25,000
Common stock par or stated value per share						$ 0.0001
Common stock shares outstanding					6,900,000
Founder shares transferred during period shares							1,350,000
Founder shares as a percentage of issued and outstanding shares after initial public offering							20.00%
Stock split ratio					1.1162791
Class B [Member] | Founder [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Common stock shares subject to forfeiture							900,000
Class A [Member]
Related Party Transaction [Line Items]
Common stock par or stated value per share							$ 0.0001	$ 0.0001
Common stock shares outstanding							24,000,000	24,000,000
Share price							$ 10.05	$ 10.05
Class of warrants or rights exercise price			$ 11.50
Class A [Member] | Founder [Member] | Restriction On Transfer Of Sponsor Shares [Member]
Related Party Transaction [Line Items]
Lock in period of shares							1 year
Share price							$ 12
Waiting period after which the share trading days are considered							150 days
Number of trading days for determining share price							20 days
Number of consecutive trading days for determining the share price							30 days

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - Underwriting Agreement [Member] $ / shares in Units, $ in Millions	Mar. 31, 2022USD ($)$ / shares
Other Commitments [Line Items]
Underwriting discount per unit | $ / shares	$ 0.20
Underwriting discount payable	$ 4.8
Deferred underwriting commission payable per unit | $ / shares	$ 0.50
Deferred underwriting commission payable non current	$ 12
Additional deferred underwriting commission payable per unit | $ / shares	$ 0.70
Additional deferred underwriting commission payable non current	$ 2.5
Deferred underwriting commission payable including additional commission	$ 14.5

Class A Shares of Common Stoc_3

Class A Shares of Common Stock Subject to Possible Redemption - Summary of Class A Common Stock Subject to Possible Redemption (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Plus:
Class A common stock subject to possible redemption	$ 241,200,000	$ 241,200,000
Common Class A [Member]
Temporary Equity [Line Items]
Gross proceeds from Initial Public Offering	240,000,000
Less:
Fair value of Public Warrants at issuance	(7,582,627)
Offering costs allocated to Class A common stock subject to possible redemption	(20,050,096)
Plus:
Accrection on Class A common stock subject to possible redemption amount	28,832,723
Class A common stock subject to possible redemption	$ 241,200,000

Class A Shares of Common Stoc_4

Class A Shares of Common Stock Subject to Possible Redemption - Additional Information (Detail) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Temporary Equity [Line Items]
Temporary equity, par value	$ 0.0001
Common Class A [Member]
Temporary Equity [Line Items]
Temporary equity shares authorized	200,000,000
Temporary equity shares outstanding	24,000,000	24,000,000

Stockholder's Deficit - Additio

Stockholder's Deficit - Additional Information (Detail) - $ / shares	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Class of Stock [Line Items]
Preferred stock shares authorized	1,000,000	1,000,000
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Class A [Member]
Class of Stock [Line Items]
Common stock shares authorized	200,000,000	200,000,000
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares issued	24,000,000	24,000,000
Common stock shares outstanding	24,000,000	24,000,000
Common stock, Voting rights	one
Class B [Member]
Class of Stock [Line Items]
Common stock shares authorized	20,000,000	20,000,000
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares issued	6,900,000	6,900,000
Common stock shares outstanding	6,900,000	6,900,000
Common stock, Voting rights	one
Class B [Member] | Maximum [Member]
Class of Stock [Line Items]
Percentage of common stock shares that could be issued to the initial stockholders	20.00%

Warrants - Additional Informati

Warrants - Additional Information (Detail)	Mar. 31, 2022$ / sharesshares
Public Warrants [Member]
Disclosure Of Warrants [Line Items]
Class of warrants or rights outstanding | shares	12,000,000
Class of warrants or rights number of days after which the warrants are excercisable from the date of consummation of business combination	30 days
Class of warrants or rights number of days within which the securities issuable upon exercise of warrants shall be registered	15 days
Class of warrants or rights number of days within which the securities issuable upon exercise of warrants whose registration shall become effective	60 days
Class of warrants or rights exercise price	$ 11.50
Class of warrants or rights term	5 years
Public Warrants [Member] | Event Triggering Adjustment To The Redemption Price Of Warrants [Member] | As A Percentage Of Market Value [Member]
Disclosure Of Warrants [Line Items]
Warrant redemption price per share percentage	180.00%
Public Warrants [Member] | Event Triggering Adjustment To The Redemption Price Of Warrants [Member] | As A Percentage Of Newly Issued Price [Member]
Disclosure Of Warrants [Line Items]
Adjusted exercise price of warrants as a percentage of newly issued price	115.00%
Public Warrants [Member] | Conditions Determining The Redemption Of Warrants [Member]
Disclosure Of Warrants [Line Items]
Redemption trigger price of share	$ 18
Class of warrants or rights redemption price per unit of warrant	$ 0.01
Minimum notice period to be given to warrant holders prior to warrant redemption	30 days
Number of trading days for determining the redemption trigger price of share	20 days
Number of consecutive trading days for determining the redemption trigger price of share	30 days
Public Warrants [Member] | Maximum [Member] | Event Triggering Adjustment To The Exercise Price Of Warrants [Member]
Disclosure Of Warrants [Line Items]
Shares issued price per share	$ 9.20
Public Warrants [Member] | Minimum [Member] | Event Triggering Adjustment To The Exercise Price Of Warrants [Member]
Disclosure Of Warrants [Line Items]
Percentage of the proceeds to be used for business combination	60.00%
Private Placement Warrants [Member]
Disclosure Of Warrants [Line Items]
Class of warrants or rights outstanding | shares	8,700,000
Class of warrants or rights exercise price	$ 11.50

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2022USD ($)
Change in fair value of derivative warrant liabilities	$ (3,899,070)
Derivative Warrant Liabilities [Member]
Change in fair value of derivative warrant liabilities	$ 3,900,000

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Assets and Liabilities that are Measured at Fair Value on a Recurring Basis (Detail) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Assets:
Assets Held-in-trust, Noncurrent	$ 241,130,250	$ 241,187,929
Fair Value, Recurring [Member] | US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member]
Assets:
Assets Held-in-trust, Noncurrent	241,130,250	241,187,929
Fair Value, Recurring [Member] | Public Warrant [Member] | Fair Value, Inputs, Level 1 [Member]
Liabilities:
Derivative Liability	3,960,000	6,240,000
Fair Value, Recurring [Member] | Public Warrant [Member] | Fair Value, Inputs, Level 3 [Member]
Liabilities:
Derivative Liability	0	0
Fair Value, Recurring [Member] | Private Placement Warrant [Member] | Fair Value, Inputs, Level 3 [Member]
Liabilities:
Derivative Liability	$ 2,937,120	$ 4,556,190

Fair Value Measurements - Sum_2

Fair Value Measurements - Summary of Quantitative Information Regarding Level 3 Fair Value Measurements Input (Detail) - Fair Value, Inputs, Level 3 [Member]	Mar. 31, 2022d$ / shares	Dec. 31, 2021$ / sharesd
Exercise price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input | $ / shares	11.50	11.50
Stock price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input | $ / shares	9.80	9.77
Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	5	10
Risk-free rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input | d	2.42	1.31
Dividend yield [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input | d	0	0

Fair Value Measurements - Sum_3

Fair Value Measurements - Summary of Fair Value of the Derivative Liabilities Measured using Level 3 inputs (Detail) - Derivative Warrant Liabilities [Member] - Fair Value, Inputs, Level 3 [Member]	3 Months Ended
	Mar. 31, 2022USD ($)
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning	$ 4,556,190
Change in fair value of derivative warrant liabilities	(1,619,070)
Ending	$ 2,937,120