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Ribbit LEAP (LEAP)

Document and Entity Information

Document and Entity Information - shares6 Months Ended
Jun. 30, 2021Aug. 02, 2021
Document and Entity Information
Document Type10-Q
Document Quarterly Reporttrue
Document Transition Reportfalse
Document Period End DateJun. 30,
2021
Entity File Number001-39507
Entity Registrant NameRibbit LEAP, Ltd.
Entity Incorporation, State or Country CodeE9
Entity Tax Identification Number98-1549449
Entity Address, Address Line One364 University Avenue
Entity Address, City or TownPalo Alto
Entity Address, CountryCA
Entity Address, Postal Zip Code94301
City Area Code650
Local Phone Number485-3758
Entity Current Reporting StatusYes
Entity Interactive Data CurrentYes
Entity Filer CategoryNon-accelerated Filer
Entity Small Businesstrue
Entity Emerging Growth Companytrue
Entity Ex Transition Periodfalse
Entity Shell Companytrue
Entity Central Index Key0001818346
Current Fiscal Year End Date--12-31
Document Fiscal Year Focus2021
Document Fiscal Period FocusQ2
Amendment Flagfalse
Units and one-fifth warrant to acquire one Class A ordinary share
Document and Entity Information
Title of 12(b) SecurityUnits, each consisting of one Class A ordinary share and one-fifth of one Warrant to acquire one Class A ordinary share
Trading SymbolLEAP.U
Security Exchange NameNYSE
Class A ordinary shares
Document and Entity Information
Title of 12(b) SecurityClass A ordinary shares, par value $0.0001 per share
Trading SymbolLEAP
Security Exchange NameNYSE
Entity Common Stock, Shares Outstanding41,255,000
Redeemable warrants
Document and Entity Information
Title of 12(b) SecurityRedeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50
Trading SymbolLEAP.WS
Security Exchange NameNYSE
Class B ordinary shares
Document and Entity Information
Entity Common Stock, Shares Outstanding4,472,222
Class L ordinary shares
Document and Entity Information
Entity Common Stock, Shares Outstanding12,777,778

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)Jun. 30, 2021Dec. 31, 2020
Current assets:
Cash $ 1,013,497 $ 1,444,127
Prepaid asset282,000 260,000
Total current assets1,295,497 1,704,127
Cash and marketable securities held in Trust Account402,642,346 402,585,717
Other long-term assets47,152 168,403
TOTAL ASSETS403,984,995 404,458,247
Current liabilities:
Accounts payable and accrued expenses83,474 138,598
Total Current Liabilities83,474 138,598
Class A public warrants liability18,032,000 34,212,500
Forward purchase securities liability11,450,000 38,570,000
Class L ordinary shares liability42,250,000 90,540,000
Deferred Underwriting Commissions14,087,500 14,087,500
Total Liabilities85,902,974 177,548,598
Commitments and Contingencies (Note 5)
Class A ordinary shares subject to possible redemption, $0.0001 par value; 31,308,202 and 22,190,965 at $10.00 per share redemption value at June 30, 2021 and December 31, 2020, respectively313,082,020 221,909,648
Shareholders' Equity
Preference shares, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding at June 30, 2021 and December 31, 2020
Additional paid-in-capital27,474,538 118,645,999
Accumulated deficit(22,475,979)(113,648,351)
Total Shareholders' Equity5,000,001 5,000,001
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY403,984,995 404,458,247
Class A ordinary shares
Shareholders' Equity
Ordinary shares995 1,906
Class B ordinary shares
Shareholders' Equity
Ordinary shares $ 447 $ 447

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / sharesJun. 30, 2021Dec. 31, 2020
Preferred shares, par value $ 0.0001 $ 0.0001
Preferred shares, shares authorized1,000,000 1,000,000
Preferred shares, shares issued0 0
Preferred stock, shares outstanding0 0
Class A ordinary shares
Shares subject to possible redemption, par value $ 0.0001 $ 0.0001
Shares subject to possible redemption, shares31,308,202 22,190,965
Shares subject to possible redemption, redemption value per share $ 10 $ 10
Ordinary shares, par value $ 0.0001 $ 0.0001
Ordinary shares, shares authorized600,000,000 600,000,000
Ordinary shares, shares issued9,946,798 19,064,035
Ordinary shares, shares outstanding9,946,798 19,064,035
Class B ordinary shares
Ordinary shares, par value $ 0.0001 $ 0.0001
Ordinary shares, shares authorized10,000,000 10,000,000
Ordinary shares, shares issued4,472,222 4,472,222
Ordinary shares, shares outstanding4,472,222 4,472,222
Class L ordinary shares
Ordinary shares, par value $ 0.0001
Ordinary shares, shares authorized15,000,000
Ordinary shares, shares issued12,777,778
Ordinary shares, shares outstanding0

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS - USD ($)3 Months Ended6 Months Ended
Jun. 30, 2021Jun. 30, 2021
CONDENSED STATEMENTS OF OPERATIONS
Formation and operating costs $ 228,883 $ 474,757
Loss from operations(228,883)(474,757)
Other income:
Change in fair value of Class A public warrants liability6,118,000 16,180,500
Change in fair value of forward purchase securities liability4,670,000 27,120,000
Change in fair value of Class L ordinary shares liability26,640,000 48,290,000
Interest earned on marketable securities held in Trust Account4,957 56,629
Net Income $ 37,204,074 $ 91,172,372
Weighted average shares outstanding of redeemable ordinary shares, basic and diluted40,250,000 40,250,000
Basic and diluted net income per redeemable ordinary share $ 0 $ 0
Weighted average shares outstanding of non-redeemable ordinary shares, basic5,477,222 5,477,222
Basic net income per non-redeemable ordinary share $ 6.79 $ 16.64
Weighted average shares outstanding of non-redeemable ordinary shares, dilutive5,477,222 5,885,766
Dilutive income per non-redeemable ordinary share $ 5.67 $ 12.73

CONDENSED STATEMENTS OF CHANGES

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)Ordinary SharesClass A ordinary sharesOrdinary SharesClass B ordinary sharesAdditional paid-in capitalAccumulated DeficitClass A ordinary sharesClass B ordinary sharesTotal
Beginning balance at Dec. 31, 2020 $ 1,906 $ 447 $ 118,645,999 $ (113,648,351) $ 5,000,001
Beginning balance (in shares) at Dec. 31, 202019,064,035 4,472,222 19,064,035 4,472,222
Ordinary shares subject to redemption $ (539) $ 0 (53,967,759)0 (53,968,298)
Ordinary shares subject to possible redemption (in shares)(5,396,830)0
Net loss 53,968,298 53,968,298
Ending balance at Mar. 31, 2021 $ 1,367 $ 447 64,678,240 (59,680,053)5,000,001
Ending balance (in shares) at Mar. 31, 202113,667,205 4,472,222
Beginning balance at Dec. 31, 2020 $ 1,906 $ 447 118,645,999 (113,648,351)5,000,001
Beginning balance (in shares) at Dec. 31, 202019,064,035 4,472,222 19,064,035 4,472,222
Net loss91,172,372
Ending balance at Jun. 30, 2021 $ 995 $ 447 27,474,538 (22,475,979)5,000,001
Ending balance (in shares) at Jun. 30, 20219,946,798 4,472,222 9,946,798 4,472,222
Beginning balance at Mar. 31, 2021 $ 1,367 $ 447 64,678,240 (59,680,053)5,000,001
Beginning balance (in shares) at Mar. 31, 202113,667,205 4,472,222
Ordinary shares subject to redemption $ (372)(37,203,702)(37,204,074)
Ordinary shares subject to possible redemption (in shares)(3,720,407)
Net loss37,204,074 37,204,074
Ending balance at Jun. 30, 2021 $ 995 $ 447 $ 27,474,538 $ (22,475,979) $ 5,000,001
Ending balance (in shares) at Jun. 30, 20219,946,798 4,472,222 9,946,798 4,472,222

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS6 Months Ended
Jun. 30, 2021USD ($)
Cash Flows from Operating Activities:
Net income $ 91,172,372
Adjustments to reconcile net income to net cash used in operating activities:
Change in fair value of Class A public warrants liability(16,180,500)
Change in fair value of forward purchase securities liability(27,120,000)
Change in fair value of Class L ordinary shares liability(48,290,000)
Interest earned on marketable securities held in Trust Account(56,629)
Changes in operating assets and liabilities:
Prepaid expenses(22,000)
Other long-term assets121,251
Accounts payable and accrued expenses(55,124)
Net cash used in operating activities(430,630)
Net Change in Cash(430,630)
Cash - Beginning of the Period1,444,127
Cash - End of the Period1,013,497
Supplemental Schedule of Non-Cash Investing and Financing Activities:
Change in value of Class A ordinary shares subject to possible redemption $ 91,172,372

Organization and Business Opera

Organization and Business Operations6 Months Ended
Jun. 30, 2021
Organization and Business Operations
Organization and Business OperationsNote 1 — Organization and Business Operations Ribbit LEAP, Ltd. (the “Company”) is a blank check company incorporated on July 7, 2020 (inception) as a Cayman Islands exempted company with limited liability for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of June 30, 2021, the Company had not commenced any operations. All activity for the period from July 7, 2020 (inception) through June 30, 2021, relates to the Company’s formation, the initial public offering (the “Initial Public Offering”) described below, and the Company’s search for a target company for its initial Business Combination. 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 and cash equivalents from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end. The Company’s sponsor is Ribbit LEAP Sponsor, Ltd., a Cayman Islands exempted company with limited liability (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on September 10, 2020. On September 15, 2020, the Company consummated its Initial Public Offering of 40,250,000 units (each, a “Unit” and collectively, the “Units”), including the 5,250,000 Units as a result of the underwriters’ exercise of their over-allotment option at $10.00 per Unit, generating gross proceeds of $402.5 million and incurring offering costs of approximately $22.9 million, inclusive of approximately $14.1 million in deferred underwriting commissions (Note 5). Each Unit consists of one Class A ordinary share, $0.0001 par value per share (the “Class A ordinary shares”), and one-fifth of one redeemable warrant (the “Public Warrants”), each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share, subject to adjustment. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement of 1,005,000 Class A ordinary shares (the “Private Placement Shares” or “Private Placement”) generating gross proceeds of $10.1 million. Upon the closing of the Initial Public Offering and Private Placement, $402.5 million of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were placed in a trust account (the “Trust Account”), located in the United States at J.P. Morgan Chase Bank, N.A., with Continental Stock Transfer & Trust Company acting as trustee, and will only be invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (d)(2), (d)(3) and (d)(4) of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the assets held in the Trust Account as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the Private Placement, 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 assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on income 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 outstanding voting securities of the partner or otherwise acquires a controlling interest in the partner sufficient for it not to be required to register as an investment company under the Investment Company Act 1940, as amended. The Company will provide the holders (the “Public Shareholders”) of its outstanding shares of Class A ordinary shares, sold in the Initial Public Offering (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 5). These Public Shares will be recorded at a redemption value and classified as temporary equity upon the completion of the Public Offering in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated memorandum and articles of association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the initial shareholders (as defined below) have agreed to vote their Founder Shares (as defined below in Note 4), and any Public Shares purchased during or after the Public Offering in favor of a Business Combination. In addition, the Sponsor, officers and directors (the “initial shareholders”) have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares owned by it in connection with the completion of a Business Combination. Notwithstanding the foregoing, the Company’s amended and restated memorandum and articles of association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the shares of Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s initial shareholders have agreed not to propose an amendment to the amended and restated memorandum and articles of association that would modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Public Offering, or 27 months from the closing of this Initial Public Offering if the Company has executed a letter of intent, agreement in principle or definitive agreement for an initial Business Combination within 24 months from the closing of the Initial Public Offering (the “Combination Period”), or with respect to any other material provisions relating to shareholders’ rights or pre-initial Business Combination activity, unless the Company provides the Public Shareholders with the opportunity to redeem their shares of Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten The Company’s initial shareholders have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the initial shareholders or members of the Company’s management team 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 have agreed to waive their rights to their 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 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 $10.00 per share initially held in the Trust Account (or less than that in certain circumstances). In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective partner business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective partner 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.

Summary of Significant Accounti

Summary of Significant Accounting Policies6 Months Ended
Jun. 30, 2021
Summary of Significant Accounting Policies
Summary of Significant Accounting PoliciesNote 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed interim financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, the unaudited condensed interim financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021, or any future interim periods. The accompanying unaudited condensed interim financial statements should be read in conjunction with the Company’s Annual Report (Amendment No. 1) on Form 10-K/A for the year ended December 31, 2020, as filed with the SEC on May 17, 2021, which contains the audited financial statements and notes thereto. The financial information as of December 31, 2020, is derived from the audited financial statements presented in the Company’s Annual Report (Amendment No. 1) on Form 10-K/A for the year ended December 31, 2020. 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 Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Liquidity and Capital Resources The accompanying unaudited condensed interim financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As of June 30, 2021, the Company had approximately $1.0 million in its operating bank account and working capital of approximately $1.2 million. Further, the Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. The Company’s liquidity needs were satisfied prior to the completion of the Initial Public Offering through receipt of $25,000 capital contribution from the Sponsor in exchange for the issuance of the Founder Shares and a commitment from the Sponsor to loan the Company up to $300,000 to cover our expenses in connection with the Initial Public Offering. The net proceeds from (i) the sale of the shares of Class A ordinary shares in our Initial Public Offering, after deducting offering expenses of $0.8 million, underwriting fees of $8.1 million (excluding deferred underwriting commissions of $14.1 million), and (ii) the sale of the Private Placement Shares for a purchase of $10.1 million generated net proceeds of $403.7 million. As of June 30, 2021, the Company had cash and cash equivalents of $1.0 million outside of the Trust Account. The Company intends to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete the initial Business Combination. The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating the business prior to the initial Business Combination. However, if the Company’s estimates of the costs of identifying a target business, undertaking in-depth due diligence and negotiating an initial Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate the business prior to the initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial 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. If the Company completes the initial Business Combination, the Company would repay such loaned amounts. In the event that the Company’s initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1.5 million of such loans may be convertible into private placement shares at a price of $10.00 per share at the option of the lender. The terms of such loans, if any, have not been determined and no written agreements exist with respect to such loans. Prior to the completion of the initial Business Combination, the Company does not expect to seek loans from parties other than the Sponsor or an affiliate of the Sponsor as the Company does not believe third parties will be willing to loan such funds and provide a waiver against any and all rights to seek access to funds in the trust account. In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined these conditions raise substantial doubt about the Company’s ability to continue as a going concern through the Combination Period, which is the date the Company is required cease all operations except for the purpose of winding up if it has not completed a business combination. These unaudited condensed interim financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. This may make comparison of the Company’s unaudited condensed interim financial statements with another public company, which is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used. 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 growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make the comparison of the Company’s unaudited condensed interim financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of unaudited condensed interim financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed interim financial statements and the reported amounts of expenses during the reporting period. Amounts could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had approximately $1.0 million and $1.4 million in cash as of June 30, 2021, and December 31, 2020, respectively. The Company did not have any cash equivalents, outside of the funds held in the Trust Account, as of June 30, 2021, or December 31, 2020. Class A Public Warrants Liability, Forward Purchase Securities Liability, and Class L Ordinary Shares Liability The Company accounts for the Class A Public Warrants, Forward Purchase Securities (as defined in Note 4), and Class L ordinary shares as liability-classified instruments based on an assessment of the applicable authoritative guidance in FASB ASC Topic 480, Distinguishing Liabilities from Equity (“FASB ASC Topic 480”) and FASB ASC Topic 815, Derivatives and Hedging, (“FASB ASC Topic 815”). The assessment considers whether the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are freestanding financial instruments pursuant to FASB ASC Topic 480, meet the definition of a liability, and meet all of the requirements for equity classification under FASB ASC Topic 815, including whether the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are indexed to the Company’s own ordinary shares and whether the holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the Class A Public Warrants and Class L ordinary shares, and upon execution of the Forward Purchase Securities Agreement and as of each subsequent quarterly period end date while the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are outstanding. The Company determined that the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares did not meet all the criteria for equity classification because they did not meet the criteria to be considered indexed to the Company’s stock. Accordingly, the Class A Public Warrants, Forward Purchase Securities, and Class L Ordinary Shares were recorded at their initial fair value on the date of issuance, and are adjusted to fair value at each balance sheet date thereafter. Changes in the estimated fair value of these instruments are recognized as a gain or loss as a component of other income (expense) in the condensed statement of operations. Marketable Securities Held in Trust Account As of June 30, 2021, the assets held in the Trust Account were invested in money market funds. As of December 31, 2020, the assets held in the Trust Account were substantially held in U.S. Treasury Bills. ​ Net Income Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the periods. Class L ordinary shares will convert into Class A ordinary shares after the initial Business Combination only to the extent certain triggering events occur prior to the 10 th The Company’s unaudited condensed statement of operations includes a presentation of net income per share for ordinary shares in a manner similar to the two-class method of income per share. Net income per ordinary share, basic and diluted, for the Initial Public Offering Class A redeemable ordinary shares is calculated by dividing the interest income earned on investments held in the Trust Account of $4,957 and $56,629 for the three and six months ended June 30, 2021, respectively, by the weighted average number of Initial Public Offering Class A redeemable ordinary shares of 40,250,000 ordinary shares outstanding since issuance for both periods. Net income per ordinary share, basic, for Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares is calculated by dividing the net income of $37,204,074 and $91,172,372, less income attributable to the Initial Public Offering Class A redeemable ordinary shares of $4,957 and $56,629, for the three and six months ending June 30, 2021, respectively, by the weighted average number of Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares outstanding for the period. Net income per ordinary share, diluted, for Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares is calculated by dividing the net income of $37,204,074 and $91,172,372, less income attributable to the Initial Public Offering Class A redeemable ordinary shares of $4,957 and $56,629 and change in fair value of Class A public warrants liability of $6,118,000 and $16,180,500, for the three and six months ending June 30, 2021, respectively, by the weighted average number of Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares and potentially dilutive shares outstanding during the period, including the potentially dilutive shares resulting from the conversion of the redeemable warrants and excluding the effect of contingently issuable Class L ordinary shares and securities subject to Forward Purchase Agreement, using the treasury stock method. Non-redeemable ordinary shares include the Class B Founder Shares and the Class A Private Placement Shares, as these shares do not have any redemption features and do not participate in the income earned on the investments held in the Trust Account. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in FASB ASC Topic 480. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and is measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that features redemption rights that is 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 ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, as of June 30, 2021, and December 31, 2020, 31,308,202 and 22,190,965 Class A ordinary shares subject to possible redemption, respectively, are presented as temporary equity (for mezzanine), outside of the shareholders’ equity section of the Company’s unaudited condensed balance sheet. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of June 30, 2021, and December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Financial Instruments 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. U.S. 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 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. As of June 30, 2021, and December 31, 2020, the carrying values of cash, accounts payable, accrued expenses, and advances from related party approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of marketable securities held in the Trust Account is comprised of investment in a money market funds selected by the Company. The fair value for trading securities is determined using quoted market prices in active markets. Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these unaudited condensed interim financial statements. The unaudited condensed interim financial statements do not include any adjustments that might result from the outcome of this uncertainty. Offering Costs Offering costs consist of legal, accounting, and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering and were charged to shareholders’ equity upon the completion of the Initial Public Offering in September 2020. Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements 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. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021, and December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no amounts accrued for interest and penalties as of June 30, 2021, and December 31, 2020. 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 federal income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed interim 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. Recent Accounting Pronouncements The Company’s management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed interim financial statements.

Initial Public Offering

Initial Public Offering6 Months Ended
Jun. 30, 2021
Initial Public Offering
Initial Public OfferingNote 3 — Initial Public Offering On September 15, 2020, pursuant to the Initial Public Offering, the Company sold 40,250,000 Units, including the 5,250,000 Units as a result of the underwriters’ exercise of their over-allotment option, at a price of $10.00 per Unit, generating gross proceeds of $402.5 million. Each Unit consists of one Class A ordinary share, $0.0001 par value per share, and one-fifth of one redeemable warrant, each whole Public Warrant entitling the holder thereof to purchase one Class A ordinary share at an exercise price of $11.50 per share, subject to adjustment. Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 1,005,000 Class A ordinary shares at a purchase price of $10.00 per share, generating gross proceeds of $10.1 million.

Related Party Transactions

Related Party Transactions6 Months Ended
Jun. 30, 2021
Related Party Transactions
Related Party TransactionsNote 4 — Related Party Transactions Founder Shares On July 20, 2020, the Sponsor paid $25,000 in consideration for 25,000 ordinary shares (the “Founder Shares”), par value $1.00 per share. Up to 3,261 Founder Shares were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters. On September 15, 2020, the underwriters exercised the over-allotment option in full; thus these Founder Shares are no longer subject to forfeiture. Class B Ordinary Shares On September 2, 2020, the Company filed an amended and restated memorandum and articles of association. Pursuant to the amendment, the then-outstanding 25,000 ordinary shares (of which 3,261 ordinary shares were subject to forfeiture if the underwriters did not exercise their over-allotment option), were subdivided into 4,472,222 Class B ordinary shares (of which 583,333 Class B ordinary shares were subject to forfeiture if the underwriters did not exercise their over-allotment option) and 12,777,778 Class L ordinary shares (of which 1,666,667 Class L ordinary shares were subject to forfeiture if the underwriters did not exercise their over-allotment option). Upon subdivision, the Sponsor paid approximately $0.0014 per share for the Founder Shares. Unless the context otherwise implies, all share and per-share amounts in this unaudited condensed interim financial statement have been retroactively restated to reflect the stock split. On September 15, 2020, the underwriters exercised the over-allotment option in full; thus, the ordinary shares discussed above are no longer subject to forfeiture. The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell (i) any of their Founder Shares or Private Placement Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property, and (ii) any of their Class L ordinary shares for any reason, other than to specified permitted transferees or a complete liquidation, merger, share exchange, reorganization or other similar transaction following the initial Business Combination that results in all of the Company’s Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property; provided, that any Class A ordinary shares issued upon conversion Class L ordinary shares will not be subject to such restrictions on transfer. Class L Ordinary Shares The Sponsor owns 12,777,778 Class L ordinary shares (up to 1,666,667 Class L ordinary shares of which were subject to forfeiture). On September 15, 2020, the underwriters exercised the over-allotment option in full; thus, the ordinary shares discussed above are no longer subject to forfeiture. The Class L ordinary shares are non-voting and will convert into Class A ordinary shares following the initial Business Combination to the extent certain triggering vesting events occur prior to the 10th anniversary of the initial Business Combination. The Class L ordinary shares vest in four equal tranches upon achieving outsized share performance. If between the one year anniversary and the ten year anniversary of the initial Business Combination the closing price of the Company’s Class A ordinary shares equals or exceeds specified per share trading price targets, subject to adjustment for any 20 trading days within a 30-trading day period (the four vesting price targets equal $20.00 (“First Price Vesting”), $30.00 (“Second Price Vesting”), $40.00 (“Third Price Vesting”), and $50.00 (“Fourth Price Vesting”)), one ● if (and only if) the First Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction and the effective price of the Strategic Transaction is greater than $10.00 per share and less than or equal to $20.00 per share, all of the then outstanding Class L ordinary shares will convert into a number of Class A ordinary shares equal to 3,194,444 multiplied by a fraction, the numerator of which is equal to the effective price of the Strategic Transaction minus $10.00 and the denominator of which is $10.00 (each as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like); ● if (and only if) the Second Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction and the effective price of the Strategic Transaction is greater than $20.00 per share and less than or equal to $30.00 per, all of the then outstanding Class L ordinary shares (after giving effect to any First Price Vesting that shall have occurred prior to or in connection with such Strategic Transaction) will convert into a number of Class A ordinary shares equal to 3,194,444 multiplied by a fraction, the numerator of which is equal to the effective price of the Strategic Transaction minus $20.00 and the denominator of which is $10.00 (each as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like); ● if (and only if) the Third Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction and the effective price of the Strategic Transaction is greater than $30.00 per share and less than or equal to $40.00 per share, all of the then outstanding Class L ordinary shares (after giving effect to any First Price Vesting or Second Price Vesting that shall have occurred prior to or in connection with such Strategic Transaction) will convert into a number of Class A ordinary shares equal to 3,194,445 multiplied by a fraction, the numerator of which is equal to the effective price of the Strategic Transaction minus $30.00 and the denominator of which is $10.00 (each as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like); ● if (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction and the effective price of the Strategic Transaction is greater than $40.00 per share and less than or equal to $50.00 per share, all of the then outstanding Class L ordinary shares (after giving effect to any First Price Vesting, Second Price Vesting and Third Price Vesting that shall have occurred prior to or in connection with such Strategic Transaction) will convert into a number of Class A ordinary shares equal to 3,194,445 multiplied by a fraction, the numerator of which is equal to the effective price of the Strategic Transaction minus $40.00 and the denominator of which is $10.00 (each as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like); and ● if (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction and the effective price of the Strategic Transaction is greater than $50.00 , all of the then outstanding Class L ordinary shares (after giving effect to any First Price Vesting, Second Price Vesting and Third Price Vesting that shall have occurred prior to or in connection with such Strategic Transaction) will convert into one Class A ordinary share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like). For example, if 72 months following the consummation of the initial Business Combination the Company consummates a Strategic Transaction and the effective price of such Strategic Transaction is $43.00 per Class A ordinary share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) and prior to the consummation of such Strategic Transaction the First Price Vesting target shall have been met, but none of the Second Price Vesting, Third Price Vesting or Fourth Price Vesting targets shall have been met, all of the then-remaining outstanding Class L ordinary shares will automatically convert into 7,347,222 Class A ordinary shares, representing 3,194,444 shares associated with the Second Price Vesting, 3,194,445 shares associated with the Third Price Vesting, and 958,333 associated with the Fourth Price Vesting. Together with the 3,194,444 Class L ordinary shares already vested and converted to Class A ordinary shares associated with the First Price Vesting, a total of 10,541,666 Class L ordinary shares will vest and convert into Class A ordinary shares. Class L ordinary shares that are issued and outstanding on the 10th anniversary of the initial Business Combination will be automatically forfeited. The Class L ordinary shares may not, subject to certain limited exceptions, be transferred, assigned or sold by the holder; provided, that any Class A ordinary shares issued upon conversion of any Class L ordinary shares will not be subject to such restrictions on transfer. Private Placement Shares Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased 1,005,000 Class A ordinary shares at a price of $10.00 per share in a private placement for an aggregate purchase price of $10.1 million. The Private Placement Shares are identical to the shares of Class A ordinary shares sold in the Initial Public Offering, subject to certain limited exceptions. The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell (i) any of their Founder Shares or Private Placement Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property, and (ii) any of their Class L ordinary shares for any reason, other than to specified permitted transferees or a complete liquidation, merger, share exchange, reorganization or other similar transaction following the initial Business Combination that results in all of the Company’s Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property; provided, that any Class A ordinary shares issued upon conversion Class L ordinary shares will not be subject to such restrictions on transfer. Forward Purchase Agreement In September 2020, the Company entered into a forward purchase agreement with LEAP Ribbit Opportunity VI, LLC, a Delaware limited liability company (the “Forward Purchase Agreement”). Pursuant to the Forward Purchase Agreement, LEAP Ribbit Opportunity VI, LLC has agreed to purchase 10,000,000 shares of the Company’s Class A ordinary shares (the “Forward Purchase Shares”) and 2,000,000 redeemable warrants to purchase one share of the Company’s Class A ordinary share at $11.50 per share (the “Forward Purchase Warrants” and together with the Forward Purchase Shares, the “Forward Purchase Securities”), for an aggregate purchase price of $100.0 million, or $10.00 for one share of the Company’s Class A ordinary share and one-fifth of one warrant, in a private placement to occur substantially concurrently with the closing of a Business Combination. The warrants to be sold as part of the Forward Purchase Agreement will be identical to the warrants underlying the Units sold in the Initial Public Offering. Promissory Note - Related Party On July 17, 2020, the Sponsor agreed to make available to 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 Note was non-interest bearing and payable on the earlier of the closing of the Initial Public Offering or the date on which the Company determines not to consummate the Initial Public Offering. During August 2020 and September 2020, the Company borrowed $200,000 under the Note. The Company fully repaid the Note in September 2020. Working Capital Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. 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, without interest, or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into private placement shares at a price of $10.00 per share. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of June 30, 2021, and December 31, 2020, the Company had no borrowings under the Working Capital Loans. Administrative Support Agreement The Company entered into an agreement, commencing on September 10, 2020, through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay the Sponsor a total of $10,000 per month for office space, secretarial, and administrative services. This agreement was waived in writing between the Company and the Sponsor in September 2020, and therefore no administrative fees will be paid to the Sponsor.

Commitments and Contingencies

Commitments and Contingencies6 Months Ended
Jun. 30, 2021
Commitments and Contingencies.
Commitments and ContingenciesNote 5 — Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Shares, including the Private Placement Shares issuable upon conversion of Working Capital Loans, the Forward Purchase Securities, and the Class A ordinary share issuable upon conversion of the Class L ordinary shares and Forward Purchase Warrants underlying the Forward Purchase Securities, are entitled to registration rights pursuant to a registration rights agreement signed in connection with the Initial Public Offering. These holders will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, these holders will have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day option from the final prospectus relating to the Initial Public Offering to purchase up to 5,250,000 additional Units to cover over-allotments, if any, at $10.00 per Unit, less the underwriting discounts and commissions. The underwriters exercised this option in full on September 15, 2020. The underwriters were paid an underwriting discount of $0.20 per Unit, or $8.1 million, upon the closing of the Initial Public Offering. An additional $0.35 per Unit, or approximately $14.1 million in the aggregate, will be payable to the underwriters for deferred underwriting commissions. The deferred underwriting commissions 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. In November 2020, the underwriter for the Initial Public Offering agreed to reimburse the Company for certain documented offering costs. The Company received approximately $0.8 million pursuant to, and in satisfaction of, this reimbursement agreement in December 2020, which was recorded as a reduction of the issuance cost originally charged to shareholders’ equity.

Class A Public Warrants Liabili

Class A Public Warrants Liability and Class L Ordinary Shares Liability6 Months Ended
Jun. 30, 2021
Class A Public Warrants Liability and Class L Ordinary Shares Liability
Class A Public Warrants Liability and Class L Ordinary Shares LiabilityNote 6 — Class A Public Warrants Liability and Class L Ordinary Shares Liability Class A Public Warrants 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 on the later of (a) 30 days after the date of completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company has agreed that as soon as practicable, but in no event later than 20 business days after the closing of the initial Business Combination, the Company will use its commercially reasonable efforts to file with the SEC a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective within 60 business days after the closing of the initial Business Combination, and to maintain the effectiveness of such registration statement and a current prospectus relating to those Class A ordinary shares until the warrants expire or are redeemed; provided that if the Class A ordinary shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, it will not be required to file or maintain in effect a registration statement. If a registration statement covering the Class A ordinary shares issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company has failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants have an exercise price of at $11.50 per share and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The exercise price and number of ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, recapitalization, reorganization, merger or consolidation. 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 the initial Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (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 Sponsor or its affiliates, without taking into account any Founder Shares, Class L ordinary shares or forward purchase securities held by the Sponsor or such affiliates, as applicable, prior to such issuance), or the “Newly Issued Price,” (y) the aggregate gross proceeds from such issuances represent more than 50% 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 ordinary shares during the 20 trading day period starting on the trading day after 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 will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. Once the warrants become exercisable, the Company may redeem the outstanding 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 last reported sales price (the “closing price”) of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations and the like) 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. In addition, commencing 90 days after the warrants become exercisable, the Company may redeem the warrants: ● in whole and not in part; ● at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of the Class A ordinary shares (as defined below); ● if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per Public Share (as adjusted per share subdivisions, share dividends, reorganizations, recapitalizations and the like) on the trading day before the Company sends the notice of redemption to the warrant holders; and ● if, and only if, there is an effective registration statement covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants and a current prospectus relating thereto available throughout the 30-day period after written notice of redemption is given. The “fair market value” of the Class A ordinary shares shall mean the volume weighted average price of the Class A ordinary shares as reported during the 10 trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. Additionally, in no event will the Company be required to net cash settle any Warrants. If the Company is unable to complete the initial Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. Class L ordinary shares The Company is authorized to issue 15,000,000 Class L ordinary shares with a $0.0001 par value. As of June 30, 2021, there were 12,777,778 Class L ordinary shares issued and outstanding

Shareholders' Equity

Shareholders' Equity6 Months Ended
Jun. 30, 2021
Shareholders' Equity
Shareholders' EquityNote 7 — Shareholders’ Equity Class A ordinary shares The Company is authorized to issue 600,000,000 Class A ordinary shares with a $0.0001 par value. As of June 30, 2021, there were 9,946,798 Class A ordinary shares issued and outstanding outstanding Class B ordinary shares The Company is authorized to issue 10,000,000 Class B ordinary shares with a $0.0001 par value. As of June 30, 2021, and December 31, 2020, there were 4,472,222 Class B ordinary shares issued and outstanding Holders of the Class A ordinary shares and holders of the Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the Company’s shareholders, except as required by law or stock exchange rule; provided that only holders of the Class B ordinary shares shall have the right to vote on the election of the Company’s directors prior to the initial Business Combination. Each Class B ordinary share will convert at the option of the holder into one Class A ordinary share at any time after the initial Business Combination (as adjusted for share splits, share capitalizations, reorganizations, recapitalizations, and the like). Preference shares The Company is authorized to issue 1,000,000 preference shares with a $0.0001 par value, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2021, and December 31, 2020, there were no preference shares issued or outstanding.

Fair Value Measurements

Fair Value Measurements6 Months Ended
Jun. 30, 2021
Fair Value Measurements
Fair Value MeasurementsNote 8 – Fair Value Measurements The Company follows the guidance in FASB ASC Topic 820, Fair Value Measurement, (“FASB ASC Topic 820”). for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). Level 1 instruments include investments in money market funds and U.S. Treasury securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments. The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity in accordance with FASB ASC Topic 320 “Investments – Debt and Equity Securities”. Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost on the accompanying unaudited condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts. As of December 31, 2020, assets held in the Trust Account were comprised of $389 in cash and $402,585,328 in U.S. Treasury securities. The unrealized gross holding losses and fair value of held-to-maturity securities as of December 31, 2020 were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ Gross ​ ​ ​ ​ ​ Level ​ Held-To-Maturity ​ Cost ​ Holding Loss ​ Fair Value December 31, 2020 1 U.S. Treasury Securities (Mature on 3/18/2021) ​ $ 402,585,328 ​ $ (11,602) ​ $ 402,573,726 ​ The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of June 30, 2021, and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, Quoted Prices in Significant Other Significant Other ​ ​ 2021 ​ Active ​ Observable ​ Unobservable Description ​ (Unaudited) ​ Markets (Level 1) ​ Inputs (Level 2) ​ Inputs (Level 3) Assets held in Trust Account: ​ ​ ​ ​ Marketable securities ​ $ 402,642,346 ​ $ 402,642,346 ​ $ — ​ $ — Total ​ $ 402,642,346 ​ $ 402,642,346 ​ $ — ​ $ — ​ The following table presents the Company’s fair value hierarchy for liabilities measured at fair value on a recurring basis as of December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Level 1 Level 2 Level 3 Total Liabilities: ​ ​ ​ ​ Class A public warrants liability ​ $ 34,212,500 ​ $ — ​ $ — ​ $ 34,212,500 Forward purchase securities liability ​ — ​ — ​ 38,570,000 ​ 38,570,000 Class L ordinary shares liability ​ — ​ — ​ 90,540,000 ​ 90,540,000 Total ​ $ 34,212,500 ​ $ — ​ $ 129,110,000 ​ $ 163,322,500 ​ The following table presents the Company’s fair value hierarchy for liabilities measured at fair value on a recurring basis as of June 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Description Level 1 Level 2 Level 3 (Unaudited) Liabilities: ​ ​ ​ ​ Class A public warrants liability ​ $ 18,032,000 ​ $ — ​ $ — ​ $ 18,032,000 Forward purchase securities liability ​ — ​ — ​ 11,450,000 ​ 11,450,000 Class L ordinary shares liability ​ — ​ — ​ 42,250,000 ​ 42,250,000 Total ​ $ 18,032,000 ​ $ — ​ $ 53,700,000 ​ $ 71,732,000 ​ Class A Public Warrant Liability The Class A Public Warrants are accounted for as liabilities pursuant to FASB ASC Topic 815-40, Derivatives and Hedging, Contracts in Entity’s Own Equity (“ASC Topic 815-40”) and are measured at fair value as of each reporting period. Changes in the fair value of the Class A Public Warrants are recorded in the condensed statement of operations each period. The Class A Public Warrants were valued using the instrument’s publicly listed trading price (NYSE: LEAP.WS) as of the balance sheet date. Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. The estimated fair value of the Class A Public Warrants transferred from a Level 2 measurement to a Level 1 fair value measurement in July 2020, when the Class A Public Warrants were separately listed and traded. Forward Purchase Securities Liability The Forward Purchase Securities were valued using a forward pricing method in an arbitrage free-framework, which is considered to be a Level 3 fair value measurement. Under the net assets method utilized, the aggregate commitment of $100.0 million pursuant to the Forward Purchase Agreement is discounted to present value and compared to the fair value of the common stock and warrants to be issued pursuant to the Forward Purchase Agreement. The fair value of the common stock and warrants to be issued under the Forward Purchase Agreement is based on the public trading price of the Units issued in the Company’s Initial Public Offering. The excess (liability) or deficit (asset) of the fair value of the common stock and warrants to be issued compared to the $100.0 million fixed commitment is the fair value conclusion. The key inputs into the valuation of the Forward Purchase Securities were: ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ June 30, 2021 As of ​ Input ​ (Unaudited) ​ December 31, 2020 ​ Risk-free rate 0.07 % 0.11 % Remaining term in years 1.00 ​ 1.50 ​ The following table presents a summary of the changes in the fair value of the Forward Purchase Securities liability, a Level 3 liability, measured on a recurring basis, as of December 31, 2020, and June 30, 2021: ​ ​ ​ ​ ​ Forward Purchase ​ ​ Securities Liability Fair value, July 7, 2020 (inception) ​ $ — Initial measurement on September 15, 2020 ​ 29,030,000 Change in fair value of forward purchase securities liability ​ 9,540,000 Fair Value, December 31, 2020 ​ 38,570,000 Change in fair value of forward purchase securities liability ​ (27,120,000) Fair Value, June 30, 2021 (unaudited) ​ $ 11,450,000 ​ Class L Ordinary Shares Liability As a result of the Class L ordinary shares issued on September 2, 2020, the Company measured the liability at fair value determined at Level 3. In order to capture the market conditions associated with the Class L ordinary shares liability, the Company applied an approach that incorporated a Monte Carlo simulation, which involved random iterations of future stock-price paths over the contractual life of the Class L ordinary shares. Based on assumptions regarding potential changes in control of the Company, and the probability distribution of outcomes, the payoff to the holder was determined based on the achievement of the various market thresholds within each simulated path. The present value of the payoff in each simulated trial is calculated, and the fair value of the liability is determined by taking the average of all present values. The key inputs into the valuation of the Class L ordinary shares were: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ ​ June 30, 2021 ​ As of ​ Input ​ (Unaudited) ​ ​ December 31, 2020 ​ Risk-free rate ​ 1.49 % ​ ​ 1.01 % Remaining term in years ​ 11.01 ​ ​ ​ 11.50 Volatility ​ 23.6 % ​ ​ 30.50 % Underlying share price ​ $ 10.69 ​ ​ $ 12.99 ​ ​ The following table presents a summary of the changes in the fair value of the Class L ordinary shares liability, a Level 3 liability, measured on a recurring basis, as of December 31, 2020, and June 30, 2021: ​ ​ ​ ​ ​ Class L Ordinary ​ ​ Securities Liability Fair value, July 7, 2020 (inception) ​ $ — Initial measurement on September 2, 2020 ​ — Change in fair value of Class L ordinary shares liability ​ 90,540,000 Fair Value, December 31, 2020 ​ 90,540,000 Change in fair value of Class L ordinary shares liability ​ (48,290,000) Fair Value, June 30, 2021 (unaudited) ​ $ 42,250,000 ​

Subsequent Events

Subsequent Events6 Months Ended
Jun. 30, 2021
Subsequent Events
Subsequent EventsNote 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date that the unaudited condensed interim financial statements were issued. Based upon this review, the Company did not identify any subsequent events, not previously disclosed, that would have required adjustment or disclosure in the unaudited condensed interim financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)6 Months Ended
Jun. 30, 2021
Summary of Significant Accounting Policies
Basis of PresentationBasis of Presentation The accompanying unaudited condensed interim financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, the unaudited condensed interim financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the periods presented. Operating results for the three and six months ended June 30, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021, or any future interim periods. The accompanying unaudited condensed interim financial statements should be read in conjunction with the Company’s Annual Report (Amendment No. 1) on Form 10-K/A for the year ended December 31, 2020, as filed with the SEC on May 17, 2021, which contains the audited financial statements and notes thereto. The financial information as of December 31, 2020, is derived from the audited financial statements presented in the Company’s Annual Report (Amendment No. 1) on Form 10-K/A for the year ended December 31, 2020.
Emerging Growth CompanyEmerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.
Liquidity and Capital ResourcesLiquidity and Capital Resources The accompanying unaudited condensed interim financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among other things, the realization of assets and satisfaction of liabilities in the normal course of business. As of June 30, 2021, the Company had approximately $1.0 million in its operating bank account and working capital of approximately $1.2 million. Further, the Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. The Company’s liquidity needs were satisfied prior to the completion of the Initial Public Offering through receipt of $25,000 capital contribution from the Sponsor in exchange for the issuance of the Founder Shares and a commitment from the Sponsor to loan the Company up to $300,000 to cover our expenses in connection with the Initial Public Offering. The net proceeds from (i) the sale of the shares of Class A ordinary shares in our Initial Public Offering, after deducting offering expenses of $0.8 million, underwriting fees of $8.1 million (excluding deferred underwriting commissions of $14.1 million), and (ii) the sale of the Private Placement Shares for a purchase of $10.1 million generated net proceeds of $403.7 million. As of June 30, 2021, the Company had cash and cash equivalents of $1.0 million outside of the Trust Account. The Company intends to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete the initial Business Combination. The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating the business prior to the initial Business Combination. However, if the Company’s estimates of the costs of identifying a target business, undertaking in-depth due diligence and negotiating an initial Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate the business prior to the initial Business Combination. In order to fund working capital deficiencies or finance transaction costs in connection with an intended initial 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. If the Company completes the initial Business Combination, the Company would repay such loaned amounts. In the event that the Company’s initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1.5 million of such loans may be convertible into private placement shares at a price of $10.00 per share at the option of the lender. The terms of such loans, if any, have not been determined and no written agreements exist with respect to such loans. Prior to the completion of the initial Business Combination, the Company does not expect to seek loans from parties other than the Sponsor or an affiliate of the Sponsor as the Company does not believe third parties will be willing to loan such funds and provide a waiver against any and all rights to seek access to funds in the trust account. In connection with the Company’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined these conditions raise substantial doubt about the Company’s ability to continue as a going concern through the Combination Period, which is the date the Company is required cease all operations except for the purpose of winding up if it has not completed a business combination. These unaudited condensed interim financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. This may make comparison of the Company’s unaudited condensed interim financial statements with another public company, which is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used. 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 growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make the comparison of the Company’s unaudited condensed interim financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of EstimatesUse of Estimates The preparation of unaudited condensed interim financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed interim financial statements and the reported amounts of expenses during the reporting period. Amounts could differ from those estimates.
Cash and Cash EquivalentsCash 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 approximately $1.0 million and $1.4 million in cash as of June 30, 2021, and December 31, 2020, respectively. The Company did not have any cash equivalents, outside of the funds held in the Trust Account, as of June 30, 2021, or December 31, 2020.
Class A Public Warrants Liability, Forward Purchase Securities Liability, and Class L Ordinary Shares LiabilityClass A Public Warrants Liability, Forward Purchase Securities Liability, and Class L Ordinary Shares Liability The Company accounts for the Class A Public Warrants, Forward Purchase Securities (as defined in Note 4), and Class L ordinary shares as liability-classified instruments based on an assessment of the applicable authoritative guidance in FASB ASC Topic 480, Distinguishing Liabilities from Equity (“FASB ASC Topic 480”) and FASB ASC Topic 815, Derivatives and Hedging, (“FASB ASC Topic 815”). The assessment considers whether the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are freestanding financial instruments pursuant to FASB ASC Topic 480, meet the definition of a liability, and meet all of the requirements for equity classification under FASB ASC Topic 815, including whether the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are indexed to the Company’s own ordinary shares and whether the holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of issuance of the Class A Public Warrants and Class L ordinary shares, and upon execution of the Forward Purchase Securities Agreement and as of each subsequent quarterly period end date while the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares are outstanding. The Company determined that the Class A Public Warrants, Forward Purchase Securities, and Class L ordinary shares did not meet all the criteria for equity classification because they did not meet the criteria to be considered indexed to the Company’s stock. Accordingly, the Class A Public Warrants, Forward Purchase Securities, and Class L Ordinary Shares were recorded at their initial fair value on the date of issuance, and are adjusted to fair value at each balance sheet date thereafter. Changes in the estimated fair value of these instruments are recognized as a gain or loss as a component of other income (expense) in the condensed statement of operations.
Marketable Securities Held in Trust AccountMarketable Securities Held in Trust Account As of June 30, 2021, the assets held in the Trust Account were invested in money market funds. As of December 31, 2020, the assets held in the Trust Account were substantially held in U.S. Treasury Bills.
Class A Ordinary Shares Subject to Possible RedemptionClass A Ordinary Shares Subject to Possible Redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in FASB ASC Topic 480. Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and is measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that features redemption rights that is 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 ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, as of June 30, 2021, and December 31, 2020, 31,308,202 and 22,190,965 Class A ordinary shares subject to possible redemption, respectively, are presented as temporary equity (for mezzanine), outside of the shareholders’ equity section of the Company’s unaudited condensed balance sheet.
Net Income (Loss) Per Ordinary ShareNet Income Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the periods. Class L ordinary shares will convert into Class A ordinary shares after the initial Business Combination only to the extent certain triggering events occur prior to the 10 th The Company’s unaudited condensed statement of operations includes a presentation of net income per share for ordinary shares in a manner similar to the two-class method of income per share. Net income per ordinary share, basic and diluted, for the Initial Public Offering Class A redeemable ordinary shares is calculated by dividing the interest income earned on investments held in the Trust Account of $4,957 and $56,629 for the three and six months ended June 30, 2021, respectively, by the weighted average number of Initial Public Offering Class A redeemable ordinary shares of 40,250,000 ordinary shares outstanding since issuance for both periods. Net income per ordinary share, basic, for Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares is calculated by dividing the net income of $37,204,074 and $91,172,372, less income attributable to the Initial Public Offering Class A redeemable ordinary shares of $4,957 and $56,629, for the three and six months ending June 30, 2021, respectively, by the weighted average number of Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares outstanding for the period. Net income per ordinary share, diluted, for Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares is calculated by dividing the net income of $37,204,074 and $91,172,372, less income attributable to the Initial Public Offering Class A redeemable ordinary shares of $4,957 and $56,629 and change in fair value of Class A public warrants liability of $6,118,000 and $16,180,500, for the three and six months ending June 30, 2021, respectively, by the weighted average number of Class B non-redeemable ordinary shares and Class A non-redeemable ordinary Private Placement Shares and potentially dilutive shares outstanding during the period, including the potentially dilutive shares resulting from the conversion of the redeemable warrants and excluding the effect of contingently issuable Class L ordinary shares and securities subject to Forward Purchase Agreement, using the treasury stock method. Non-redeemable ordinary shares include the Class B Founder Shares and the Class A Private Placement Shares, as these shares do not have any redemption features and do not participate in the income earned on the investments held in the Trust Account.
Concentration of Credit RiskConcentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of June 30, 2021, and December 31, 2020, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Financial InstrumentsFinancial Instruments 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. U.S. 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 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. As of June 30, 2021, and December 31, 2020, the carrying values of cash, accounts payable, accrued expenses, and advances from related party approximate their fair values due to the short-term nature of the instruments. The Company’s portfolio of marketable securities held in the Trust Account is comprised of investment in a money market funds selected by the Company. The fair value for trading securities is determined using quoted market prices in active markets.
Risks and UncertaintiesRisks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these unaudited condensed interim financial statements. The unaudited condensed interim financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Offering CostsOffering Costs Offering costs consist of legal, accounting, and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering and were charged to shareholders’ equity upon the completion of the Initial Public Offering in September 2020.
Income TaxesIncome Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements 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. FASB ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of June 30, 2021, and December 31, 2020. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no amounts accrued for interest and penalties as of June 30, 2021, and December 31, 2020. 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 federal income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed interim 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.
Recent Accounting PronouncementsRecent Accounting Pronouncements The Company’s management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed interim financial statements.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)6 Months Ended
Jun. 30, 2021
Schedule of gross holding gains and fair value of held-to-maturity securities​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Unrealized ​ ​ ​ ​ ​ ​ ​ ​ Amortized ​ Gross ​ ​ ​ ​ ​ Level ​ Held-To-Maturity ​ Cost ​ Holding Loss ​ Fair Value December 31, 2020 1 U.S. Treasury Securities (Mature on 3/18/2021) ​ $ 402,585,328 ​ $ (11,602) ​ $ 402,573,726
Schedule of fair value hierarchy for assets and liabilities measured at fair value on a recurring basisThe following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of June 30, 2021, and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ June 30, Quoted Prices in Significant Other Significant Other ​ ​ 2021 ​ Active ​ Observable ​ Unobservable Description ​ (Unaudited) ​ Markets (Level 1) ​ Inputs (Level 2) ​ Inputs (Level 3) Assets held in Trust Account: ​ ​ ​ ​ Marketable securities ​ $ 402,642,346 ​ $ 402,642,346 ​ $ — ​ $ — Total ​ $ 402,642,346 ​ $ 402,642,346 ​ $ — ​ $ — ​ The following table presents the Company’s fair value hierarchy for liabilities measured at fair value on a recurring basis as of December 31, 2020: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Level 1 Level 2 Level 3 Total Liabilities: ​ ​ ​ ​ Class A public warrants liability ​ $ 34,212,500 ​ $ — ​ $ — ​ $ 34,212,500 Forward purchase securities liability ​ — ​ — ​ 38,570,000 ​ 38,570,000 Class L ordinary shares liability ​ — ​ — ​ 90,540,000 ​ 90,540,000 Total ​ $ 34,212,500 ​ $ — ​ $ 129,110,000 ​ $ 163,322,500 ​ The following table presents the Company’s fair value hierarchy for liabilities measured at fair value on a recurring basis as of June 30, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Description Level 1 Level 2 Level 3 (Unaudited) Liabilities: ​ ​ ​ ​ Class A public warrants liability ​ $ 18,032,000 ​ $ — ​ $ — ​ $ 18,032,000 Forward purchase securities liability ​ — ​ — ​ 11,450,000 ​ 11,450,000 Class L ordinary shares liability ​ — ​ — ​ 42,250,000 ​ 42,250,000 Total ​ $ 18,032,000 ​ $ — ​ $ 53,700,000 ​ $ 71,732,000
Forward purchase securities liability
Schedule of key inputs used in the valuation​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ June 30, 2021 As of ​ Input ​ (Unaudited) ​ December 31, 2020 ​ Risk-free rate 0.07 % 0.11 % Remaining term in years 1.00 ​ 1.50
Summary of changes in fair valueThe following table presents a summary of the changes in the fair value of the Forward Purchase Securities liability, a Level 3 liability, measured on a recurring basis, as of December 31, 2020, and June 30, 2021: ​ ​ ​ ​ ​ Forward Purchase ​ ​ Securities Liability Fair value, July 7, 2020 (inception) ​ $ — Initial measurement on September 15, 2020 ​ 29,030,000 Change in fair value of forward purchase securities liability ​ 9,540,000 Fair Value, December 31, 2020 ​ 38,570,000 Change in fair value of forward purchase securities liability ​ (27,120,000) Fair Value, June 30, 2021 (unaudited) ​ $ 11,450,000
Class L ordinary shares liability
Schedule of key inputs used in the valuation​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of ​ ​ ​ ​ ​ June 30, 2021 ​ As of ​ Input ​ (Unaudited) ​ ​ December 31, 2020 ​ Risk-free rate ​ 1.49 % ​ ​ 1.01 % Remaining term in years ​ 11.01 ​ ​ ​ 11.50 Volatility ​ 23.6 % ​ ​ 30.50 % Underlying share price ​ $ 10.69 ​ ​ $ 12.99 ​
Summary of changes in fair valueThe following table presents a summary of the changes in the fair value of the Class L ordinary shares liability, a Level 3 liability, measured on a recurring basis, as of December 31, 2020, and June 30, 2021: ​ ​ ​ ​ ​ Class L Ordinary ​ ​ Securities Liability Fair value, July 7, 2020 (inception) ​ $ — Initial measurement on September 2, 2020 ​ — Change in fair value of Class L ordinary shares liability ​ 90,540,000 Fair Value, December 31, 2020 ​ 90,540,000 Change in fair value of Class L ordinary shares liability ​ (48,290,000) Fair Value, June 30, 2021 (unaudited) ​ $ 42,250,000

Organization and Business Ope_2

Organization and Business Operations (Details) - USD ($)Sep. 15, 2020Sep. 30, 2020Jun. 30, 2021Dec. 31, 2020
Description of Organization and Business Operations
Offering costs $ 22,900,000
Deferred Underwriting Commissions $ 14,100,000 $ 14,087,500 $ 14,087,500
Number of Class A shares called by each warrant1
Ordinary shares, par value $ 0.0001
Class A ordinary share exercise price $ 11.50
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account80.00%
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination50.00%
Minimum net tangible assets upon consummation of the Business Combination $ 5,000,001
Threshold percentage of Public Shares subject to redemption without the Company's prior written consent15.00%
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)100.00%
Threshold business days for redemption of public shares10 days
Maximum net interest to pay dissolution expenses $ 100,000
Amount per unit sold in Proposed Public Offering to be held in Trust Account $ 10
Initial Public Offering
Description of Organization and Business Operations
Number of units issued40,250,000
Unit price per share $ 10
Gross proceeds from issuance of units $ 402,500,000
Over-allotment
Description of Organization and Business Operations
Number of units issued5,250,000 5,250,000
Private Placement
Description of Organization and Business Operations
Issuance of ordinary shares from private placement with Sponsor (in shares)1,005,000
Aggregate sale price $ 10,100,000
Class A ordinary shares
Description of Organization and Business Operations
Deferred Underwriting Commissions $ 14,100,000
Number of Class A shares called by each warrant1
Ordinary shares, par value $ 0.0001 $ 0.0001 $ 0.0001
Class A ordinary shares | Private Placement
Description of Organization and Business Operations
Gross proceeds from issuance of units $ 403,700,000
Aggregate sale price $ 10,100,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)Dec. 31, 2020Sep. 15, 2020Jun. 30, 2021Mar. 31, 2021Jun. 30, 2021
Summary of Significant Accounting Policies
Operating bank account $ 1,000,000 $ 1,000,000
Working capital1,200,000 1,200,000
Offering expenses $ 800,000
Deferred underwriting commissions14,087,500 $ 14,100,000 14,087,500 14,087,500
Cash1,444,127 1,013,497 1,013,497
Interest earned on marketable securities held in Trust Account $ 4,957 $ 56,629
Weighted average shares outstanding of redeemable ordinary shares40,250,000 40,250,000
Change in fair value of Class A public warrants liability $ 6,118,000 $ 16,180,500
Net income37,204,074 $ 53,968,298 91,172,372
Unrecognized Tax Benefits0 0 0
Income tax, accrued interest and penalties $ 0 0 0
Private Placement
Summary of Significant Accounting Policies
Aggregate sale price10,100,000
Sponsor
Summary of Significant Accounting Policies
Maximum borrowing capacity300,000 300,000
Founder Shares
Summary of Significant Accounting Policies
Capital contribution from the Sponsor25,000
Working Capital Loans
Summary of Significant Accounting Policies
Maximum loans convertible into private placement shares $ 1,500,000 $ 1,500,000
Conversion price (in dollars per share) $ 10 $ 10
Class A ordinary shares
Summary of Significant Accounting Policies
Offering expeses800,000
Underwriting fees8,100,000
Deferred underwriting commissions14,100,000
Shares subject to possible redemption, shares22,190,965 31,308,202 31,308,202
Class A ordinary shares | Private Placement
Summary of Significant Accounting Policies
Aggregate sale price10,100,000
Net proceeds from sale of units403,700,000
Class A ordinary shares | Founder Shares | Private Placement
Summary of Significant Accounting Policies
Aggregate sale price $ 10,100,000
Class L ordinary shares | Founder Shares | First Price Vesting
Summary of Significant Accounting Policies
Vesting price (in dollars per share) $ 20
Class L ordinary shares | Founder Shares | Fourth Price Vesting
Summary of Significant Accounting Policies
Vesting price (in dollars per share) $ 50

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in MillionsSep. 15, 2020Sep. 30, 2020Jun. 30, 2021Dec. 31, 2020
Initial Public Offering
Number of Class A shares called by each warrant1
Ordinary shares, par value $ 0.0001
Class A ordinary share exercise price $ 11.50
Class A ordinary shares
Initial Public Offering
Number of Class A shares called by each warrant1
Ordinary shares, par value $ 0.0001 $ 0.0001 $ 0.0001
Initial Public Offering
Initial Public Offering
Number of units issued40,250,000
Unit price per share $ 10
Gross proceeds from issuance of units $ 402.5
Over-allotment
Initial Public Offering
Number of units issued5,250,000 5,250,000
Private Placement
Initial Public Offering
Issuance of ordinary shares from private placement with Sponsor (in shares)1,005,000
Shares issued, price per share $ 10
Aggregate sale price $ 10.1
Private Placement | Class A ordinary shares
Initial Public Offering
Gross proceeds from issuance of units403.7
Aggregate sale price $ 10.1

Related Party Transactions - Fo

Related Party Transactions - Founder Shares (Details) - Founder Shares - USD ($)Jul. 20, 2020Jun. 30, 2021Sep. 02, 2020
Related Party Transactions
Value of Founder shares issued $ 25,000
Shares subject to forfeiture3,261
Sponsor
Related Party Transactions
Par value of per share $ 0.0014
Sponsor | Ordinary Shares
Related Party Transactions
Value of Founder shares issued $ 25,000
Number of Founder shares issued25,000
Par value of per share $ 1
Sponsor | Ordinary Shares | Maximum
Related Party Transactions
Shares subject to forfeiture3,261

Related Party Transactions - Cl

Related Party Transactions - Class B Ordinary Shares (Details) - $ / sharesJun. 30, 2021Dec. 31, 2020Sep. 02, 2020
Class B ordinary shares
Related Party Transactions
Ordinary shares, shares outstanding4,472,222 4,472,222
Class L ordinary shares
Related Party Transactions
Ordinary shares, shares outstanding0
Founder Shares
Related Party Transactions
Ordinary shares, shares outstanding25,000
Shares subject to forfeiture3,261
Founder Shares | Class B ordinary shares
Related Party Transactions
Ordinary shares, shares outstanding4,472,222
Shares subject to forfeiture583,333
Founder Shares | Class L ordinary shares
Related Party Transactions
Ordinary shares, shares outstanding12,777,778
Shares subject to forfeiture1,666,667
Sponsor | Class L ordinary shares
Related Party Transactions
Shares subject to forfeiture1,666,667
Sponsor | Founder Shares
Related Party Transactions
Par value of per share $ 0.0014

Related Party Transactions - _2

Related Party Transactions - Class L Ordinary Shares (Details) $ / shares in Units, $ in MillionsSep. 15, 2020USD ($)$ / sharessharesJun. 30, 2021item$ / sharessharesSep. 02, 2020shares
Related Party Transactions
Percentage of sum of Class A ordinary shares issued in offering, Class B ordinary share owned by sponsor at the time of offering and Class A ordinary share issued upon conversion20.00%
Threshold period for not to transfer, assign or sell any of their shares after the completion of the initial business combination1 year
If (and only if) the First Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction
Related Party Transactions
Shares considered for determination of shares issued upon conversion | shares3,194,444
Dividing share price considered for determination of shares issued upon conversion $ 10
If (and only if) the Second Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction
Related Party Transactions
Shares considered for determination of shares issued upon conversion | shares3,194,444
Dividing share price considered for determination of shares issued upon conversion $ 10
If (and only if) the Third Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction
Related Party Transactions
Shares considered for determination of shares issued upon conversion | shares3,194,445
Dividing share price considered for determination of shares issued upon conversion $ 10
If (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction
Related Party Transactions
Shares considered for determination of shares issued upon conversion | shares3,194,445
Dividing share price considered for determination of shares issued upon conversion $ 10
Class A ordinary shares
Related Party Transactions
Shares issued upon conversion | shares6,388,888
Class A ordinary shares | Minimum
Related Party Transactions
Share price $ 30
Class A ordinary shares | Maximum
Related Party Transactions
Share price $ 40
Class A ordinary shares | Qualifying Strategic Transaction, At effective price of at least $15.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares5,589,324
Minimum effective share price (in dollars per share) $ 15
Class A ordinary shares | Qualifying Strategic Transaction, At effective price of at least $10.00 per Class A ordinary share
Related Party Transactions
Minimum effective share price (in dollars per share)10
Class A ordinary shares | If (and only if) the First Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Minimum
Related Party Transactions
Effective share price (in dollars per share)10
Class A ordinary shares | If (and only if) the First Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Maximum
Related Party Transactions
Effective share price (in dollars per share)20
Class A ordinary shares | If (and only if) the Second Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Minimum
Related Party Transactions
Effective share price (in dollars per share)20
Class A ordinary shares | If (and only if) the Second Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Maximum
Related Party Transactions
Effective share price (in dollars per share)30
Class A ordinary shares | If (and only if) the Third Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Minimum
Related Party Transactions
Effective share price (in dollars per share)30
Class A ordinary shares | If (and only if) the Third Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Maximum
Related Party Transactions
Effective share price (in dollars per share)40
Class A ordinary shares | If (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Minimum
Related Party Transactions
Effective share price (in dollars per share)40
Class A ordinary shares | If (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction | Maximum
Related Party Transactions
Effective share price (in dollars per share) $ 50
Class A ordinary shares | If (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction, and the effective price of the Strategic Transaction is greater than $50.00
Related Party Transactions
Shares issued upon conversion | shares1
Class A ordinary shares | If (and only if) the Fourth Price Vesting shall not have occurred prior to or in connection with such Strategic Transaction, and the effective price of the Strategic Transaction is greater than $50.00 | Minimum
Related Party Transactions
Effective share price (in dollars per share) $ 50
Class A ordinary shares | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares7,347,222
Effective share price (in dollars per share) $ 43
Class A ordinary shares | First Price Vesting
Related Party Transactions
Shares issued upon conversion | shares3,194,444
Class A ordinary shares | First Price Vesting | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares3,194,444
Class A ordinary shares | Second Price Vesting
Related Party Transactions
Shares issued upon conversion | shares3,194,444
Class A ordinary shares | Second Price Vesting | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares3,194,444
Class A ordinary shares | Third Price Vesting | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares3,194,445
Class A ordinary shares | Fourth Price Vesting | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Shares issued upon conversion | shares958,333
Private Placement
Related Party Transactions
Issuance of ordinary shares from private placement with Sponsor (in shares) | shares1,005,000
Shares issued, price per share $ 10
Aggregate sale price | $ $ 10.1
Private Placement | Class A ordinary shares
Related Party Transactions
Aggregate sale price | $ $ 10.1
Sponsor | Class L ordinary shares
Related Party Transactions
Aggregate number of shares owned | shares12,777,778
Shares subject to forfeiture | shares1,666,667
Founder Shares
Related Party Transactions
Shares subject to forfeiture | shares3,261
Founder Shares | Class L ordinary shares
Related Party Transactions
Shares subject to forfeiture | shares1,666,667
Number of equal tranches in which the ordinary shares vest | item4
Threshold trading days for conversion of stock | item20
Threshold consecutive trading days for conversion of stock | item30
Number of vesting price targets | item4
Conversion of stock (as a percent)25.00%
Conversion ratio1
Period following consummation of initial business combination15 months
Shares converted | shares6,388,888
Founder Shares | Class L ordinary shares | Qualifying Strategic Transaction, At effective price of at least $15.00 per Class A ordinary share
Related Party Transactions
Period following consummation of initial business combination9 months
Founder Shares | Class L ordinary shares | Qualifying Strategic Transaction, At effective price of $43.00 per Class A ordinary share
Related Party Transactions
Period following consummation of initial business combination72 months
Shares converted | shares10,541,666
Founder Shares | Class L ordinary shares | First Price Vesting
Related Party Transactions
Vesting price (in dollars per share) $ 20
Founder Shares | Class L ordinary shares | Second Price Vesting
Related Party Transactions
Vesting price (in dollars per share)30
Founder Shares | Class L ordinary shares | Third Price Vesting
Related Party Transactions
Vesting price (in dollars per share)40
Founder Shares | Class L ordinary shares | Fourth Price Vesting
Related Party Transactions
Vesting price (in dollars per share) $ 50
Founder Shares | Private Placement | Class A ordinary shares
Related Party Transactions
Issuance of ordinary shares from private placement with Sponsor (in shares) | shares1,005,000
Shares issued, price per share $ 10
Aggregate sale price | $ $ 10.1

Related Party Transactions - _3

Related Party Transactions - Forward Purchase Agreement (Details) - USD ($) $ / shares in Units, $ in MillionsSep. 30, 2020Sep. 15, 2020
Related Party Transaction [Line Items]
Number of Class A shares called by each warrant1
Warrants exercise price $ 11.50
Forward Purchase Agreement
Related Party Transaction [Line Items]
Number of Forward Purchase Warrants2,000,000
Number of Class A shares called by each warrant1
Warrants exercise price $ 11.50
Price per unit to be received for each unit sold $ 10
Class A ordinary shares
Related Party Transaction [Line Items]
Number of Class A shares called by each warrant1
Aggregate proceeds to be received from Forward Purchase Agreement $ 100
Class A ordinary shares | Forward Purchase Agreement
Related Party Transaction [Line Items]
Number of Forward Purchase Shares10,000,000

Related Party Transactions - Sp

Related Party Transactions - Sponsor Loan (Details) - Sponsor Loan - USD ($)Sep. 30, 2020Aug. 31, 2020Jul. 17, 2020
Related Party Transactions
Maximum borrowing capacity of related party promissory note $ 300,000
Outstanding balance of related party note $ 200,000 $ 200,000

Related Party Transactions - Wo

Related Party Transactions - Working Capital Loans (Details) - Working Capital Loans - USD ($)Jun. 30, 2021Dec. 31, 2020
Related Party Transactions
Maximum loans convertible into private placement shares $ 1,500,000
Conversion price (in dollars per share) $ 10
Borrowings outstanding $ 0 $ 0

Related Party Transactions - Ad

Related Party Transactions - Administrative Support Agreement (Details)6 Months Ended
Jun. 30, 2021USD ($)
Administrative Support Agreement
Related Party Transactions
Expenses per month $ 10,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)Dec. 31, 2020Sep. 15, 2020Jun. 30, 2021Sep. 30, 2020Jun. 30, 2021
Commitments and Contingencies
Number of days option provided45 days
Interest earned on marketable securities held in Trust Account $ 4,957 $ 56,629
Proceeds from refund of underwriting discount $ 14,100,000 $ 14,100,000
Amount received in satisfaction of reimbursement agreement $ 800,000
Over-allotment
Commitments and Contingencies
Number of units issued5,250,000 5,250,000
Share price $ 10
Underwriting discount per unit $ 0.20
Underwriting discount paid $ 8,100,000
Deferred fee per unit $ 0.35 $ 0.35
Class A ordinary shares
Commitments and Contingencies
Underwriting discount paid $ 8,100,000

Class A Public Warrants Liabi_2

Class A Public Warrants Liability and Class L Ordinary Shares Liability (Details)6 Months Ended
Jun. 30, 2021item$ / sharessharesSep. 15, 2020$ / shares
Class of Warrant or Right [Line Items]
Warrants exercise price $ 11.50
Ordinary shares, par value $ 0.0001
Class L ordinary shares
Class of Warrant or Right [Line Items]
Ordinary shares, shares authorized | shares15,000,000
Ordinary shares, par value $ 0.0001
Ordinary shares, shares issued | shares12,777,778
Ordinary shares, shares outstanding | shares0
Warrants
Class of Warrant or Right [Line Items]
Public Warrants exercisable term after the completion of a business combination30 days
Public Warrants exercisable term from the closing of the initial public offering12 months
Warrants exercise price $ 11.50
Warrants and Rights Outstanding, Term5 years
Threshold period for filling registration statement after business combination20 days
Threshold period for registration statement to be effective after which warrants can be exercised on a cashless basis60 days
Number of trading days on which fair market value of shares is reported | item10
Stock price trigger for redemption of public warrants (in dollars per share) $ 18
Threshold issue price for capital raising purposes in connection with the closing of a Business Combination $ 9.20
Percentage of gross proceeds on total equity proceeds50.00%
Threshold trading days for calculating market value | item20
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)115.00%
Adjustment two of redemption price of stock based on market value and newly issued price (as a percent)180.00%
Warrants | Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share) $ 18
Redemption price per public warrant (in dollars per share) $ 0.01
Minimum threshold written notice period for redemption of public warrants30 days
Threshold trading days for redemption of public warrants | item20
Threshold consecutive trading days for redemption of public warrants | item30
Threshold number of business days before sending notice of redemption to warrant holders | item3
Redemption period90 days
Warrants | Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $10.00
Class of Warrant or Right [Line Items]
Stock price trigger for redemption of public warrants (in dollars per share) $ 10
Redemption price per public warrant (in dollars per share) $ 0.10
Minimum threshold written notice period for redemption of public warrants30 days

Shareholders' Equity - Ordinary

Shareholders' Equity - Ordinary Shares (Details) - $ / sharesJun. 30, 2021Dec. 31, 2020Sep. 15, 2020
Stockholders' Equity
Common shares, par value (in dollars per share) $ 0.0001
Class A ordinary shares
Stockholders' Equity
Common shares, shares authorized (in shares)600,000,000 600,000,000
Common shares, par value (in dollars per share) $ 0.0001 $ 0.0001 $ 0.0001
Common shares, shares issued (in shares9,946,798 19,064,035
Common shares, shares outstanding (in shares)9,946,798 19,064,035
Ordinary shares subject to redemption (in shares)31,308,202 22,190,965
Class B ordinary shares
Stockholders' Equity
Common shares, shares authorized (in shares)10,000,000 10,000,000
Common shares, par value (in dollars per share) $ 0.0001 $ 0.0001
Common shares, shares issued (in shares4,472,222 4,472,222
Common shares, shares outstanding (in shares)4,472,222 4,472,222
Ordinary shares subject to forfeiture (in shares)583,333 583,333

Shareholders' Equity - Preferen

Shareholders' Equity - Preference shares (Details) - $ / sharesJun. 30, 2021Dec. 31, 2020
Shareholders' Equity
Preferred shares, shares authorized1,000,000 1,000,000
Preferred shares, par value $ 0.0001 $ 0.0001
Preferred shares, shares issued0 0
Preferred shares, shares outstanding0 0

Fair Value Measurements - Gross

Fair Value Measurements - Gross holding losses and fair value of held-to-maturity securities (Details) - USD ($)Jun. 30, 2021Dec. 31, 2020
Fair Value Measurements
Assets held in the Trust Account $ 402,642,346 $ 402,585,717
Cash
Fair Value Measurements
Assets held in the Trust Account389
U.S. Treasury Securities
Fair Value Measurements
Assets held in the Trust Account402,585,328
Level 1 | Marketable securities
Fair Value Measurements
Amortized Cost402,585,328
Unrealized Gross Holding Loss(11,602)
Fair Value $ 402,573,726

Fair Value Measurements - Hiera

Fair Value Measurements - Hierarchy (Details) - USD ($)Jun. 30, 2021Dec. 31, 2020
Fair Value Measurements
Assets held in Trust Account $ 402,642,346
Liabilities71,732,000 $ 163,322,500
Class A public warrants liability
Fair Value Measurements
Liabilities18,032,000 34,212,500
Forward purchase securities liability
Fair Value Measurements
Liabilities11,450,000 38,570,000
Class L ordinary shares liability
Fair Value Measurements
Liabilities42,250,000 90,540,000
Marketable securities
Fair Value Measurements
Assets held in Trust Account402,642,346
Level 1
Fair Value Measurements
Assets held in Trust Account402,642,346
Liabilities18,032,000 34,212,500
Level 1 | Class A public warrants liability
Fair Value Measurements
Liabilities18,032,000 34,212,500
Level 1 | Marketable securities
Fair Value Measurements
Assets held in Trust Account402,642,346
Level 3
Fair Value Measurements
Liabilities53,700,000 129,110,000
Level 3 | Forward purchase securities liability
Fair Value Measurements
Liabilities11,450,000 38,570,000
Level 3 | Class L ordinary shares liability
Fair Value Measurements
Liabilities $ 42,250,000 $ 90,540,000

Fair Value Measurements - Forwa

Fair Value Measurements - Forward Purchase Securities Liability (Details) - Level 3 - Forward purchase securities liability6 Months Ended
Jun. 30, 2021USD ($)YDec. 31, 2020USD ($)Y
Fair Value Measurements
Financial Instruments Subject to Mandatory Redemption, Settlement Terms, Fair Value of Shares $ 100,000,000
Summary of the changes in fair value, measured on a recurring basis
Fair value, beginning balance38,570,000 $ 0
Initial measurement on September 15, 202029,030,000
Change in fair value(27,120,000)9,540,000
Fair value, ending balance $ 11,450,000 $ 38,570,000
Risk-free rate
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs0.070.11
Remaining term in years
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs | Y1 1.50

Fair Value Measurements - Class

Fair Value Measurements - Class L Ordinary Shares Liability (Details) - Level 3 - Class L ordinary shares liability6 Months Ended
Jun. 30, 2021USD ($)itemYDec. 31, 2020USD ($)itemY
Summary of the changes in fair value, measured on a recurring basis
Fair value, beginning balance $ 90,540,000 $ 0
Initial measurement on September 2, 20200
Change in fair value(48,290,000)90,540,000
Fair value, ending balance $ 42,250,000 $ 90,540,000
Risk-free rate
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs0.0149 0.0101
Remaining term in years
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs | Y11.0111.50
Volatility
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs0.236 0.3050
Underlying share price
Summary of the changes in fair value, measured on a recurring basis
Ordinary shares, measurement inputs | item10.6912.99