Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2021 | May 24, 2021 | |
Document Information [Line Items] | ||
Entity Registrant Name | Altimeter Growth Corp. | |
Entity Central Index Key | 0001823340 | |
Current Fiscal Year End Date | --12-31 | |
Document Type | 10-Q/A | |
Document Quarterly Report | true | |
Amendment Flag | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Address, State or Province | CA | |
Entity File Number | 001-39573 | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | true | |
Entity Address, Address Line One | 2550 Sand Hill Road, Suite 150 | |
Entity Address, City or Town | Menlo Park | |
Entity Tax Identification Number | 98-1554598 | |
Entity Address, Postal Zip Code | 94025 | |
City Area Code | 650 | |
Local Phone Number | 549-9145 | |
Amendment Description | The purpose of this Amendment No. 1 (this “Amendment”) to our Quarterly Report on Form 10-Q for the period ended March 31, 2021 (the “Form 10-Q”), as filed with the Securities and Exchange Commission (the “SEC”) on May 24, 2021, is solely to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language).In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, new certifications of our principal executive officer and principal financial officer are filed as exhibits to this Amendment.This Amendment makes no other changes to the Form 10-Q as filed with the SEC on May 24, 2021, and no attempt has been made in this Amendment to modify or update the other disclosures presented in the Form 10-Q. This Amendment does not reflect subsequent events occurring after the original filing of the Form 10-Q (i.e., those events occurring after May 24, 2021) or modify or update in any way those disclosures that may be affected by subsequent events. Accordingly, this Amendment should be read in conjunction with the Form 10-Q and our other filings with the SEC. | |
Class A Ordinary Shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 50,000,000 | |
Class B Ordinary Shares [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 12,500,000 |
CONDENSED BALANCE SHEETS
CONDENSED BALANCE SHEETS - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Assets, Current [Abstract] | ||
Cash | $ 732,237 | $ 855,972 |
Prepaid expenses | 304,972 | 275,591 |
Total Current Assets | 1,037,209 | 1,131,563 |
Cash and marketable securities held in Trust Account | 500,006,513 | 500,000,000 |
Total Assets | 501,043,722 | 501,131,563 |
Liabilities, Current [Abstract] | ||
Accrued expenses | 186,212 | 64,100 |
Total Current Liabilities | 186,212 | 64,100 |
Warrant liability | 71,404,018 | 102,879,957 |
FPA liability | 42,384,243 | 54,310,054 |
Deferred underwriting fee payable | 17,500,000 | 17,500,000 |
Total Liabilities | 131,474,473 | 174,754,111 |
Commitments and Contingencies | ||
Class A ordinary shares subject to possible redemption | 364,569,240 | 321,377,450 |
Stockholders' Equity | ||
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none outstanding | 0 | 0 |
Additional paid-in capital | 92,805,497 | 135,996,855 |
Accumulated deficit | (87,808,092) | (130,999,889) |
Total Shareholder's Equity | 5,000,009 | 5,000,002 |
Total Liabilities and Shareholders' Equity | 501,043,722 | 501,131,563 |
Class A Ordinary Shares [Member] | ||
Stockholders' Equity | ||
Ordinary shares | 1,354 | 1,786 |
Class B Ordinary Shares [Member] | ||
Stockholders' Equity | ||
Ordinary shares | $ 1,250 | $ 1,250 |
CONDENSED BALANCE SHEETS (Paren
CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
LIABILITIES AND STOCKHOLDER'S EQUITY | ||
Shares subject to possible redemption | 36,456,924 | 32,137,745 |
Stockholders' Equity | ||
Preference shares, par value | $ 0.0001 | $ 0.0001 |
Preference shares, shares authorized | 1,000,000 | 1,000,000 |
Preference stock, shares outstanding | 0 | 0 |
Class A Ordinary Shares [Member] | ||
LIABILITIES AND STOCKHOLDER'S EQUITY | ||
Shares subject to possible redemption | 36,456,924 | 32,137,745 |
Temporary Equity Redemption Price Per Share | $ 10 | $ 10 |
Stockholders' Equity | ||
Ordinary shares, par value | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 200,000,000 | 200,000,000 |
Ordinary shares, shares issued | 13,543,076 | 17,862,255 |
Ordinary shares, shares outstanding | 13,543,076 | 17,862,255 |
Class B Ordinary Shares [Member] | ||
Stockholders' Equity | ||
Ordinary shares, par value | $ 0.0001 | $ 0.0001 |
Ordinary shares, shares authorized | 20,000,000 | 20,000,000 |
Ordinary shares, shares issued | 12,500,000 | 12,500,000 |
Ordinary shares, shares outstanding | 12,500,000 | 12,500,000 |
CONDENSED STATEMENT OF OPERATIO
CONDENSED STATEMENT OF OPERATIONS | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Statements of Operations [Abstract] | |
Operating expenses | $ 216,466 |
Loss from operations | (216,466) |
Other income: | |
Unrealized gain on marketable securities held in Trust Account | 6,513 |
Change in fair value of warrant liabilities | 31,475,939 |
Change in fair value of FPA liability | 11,925,811 |
Other income | 43,408,263 |
Net income | $ 43,191,797 |
Class A redeemable ordinary shares [Member] | |
Other income: | |
Basic weighted average shares outstanding | shares | 50,000,000 |
Basic income per share | $ / shares | $ 0 |
Diluted weighted average shares outstanding | shares | 59,091,350 |
Diluted income per share | $ / shares | $ 0 |
Class B Non-Redeemable Ordinary Shares [Member] | |
Other income: | |
Net income | $ 43,191,797 |
Basic and diluted weighted average shares outstanding (in shares) | shares | 12,500,000 |
Basic and diluted net income per share | $ / shares | $ 3.45 |
CONDENSED STATEMENT OF CHANGES
CONDENSED STATEMENT OF CHANGES IN SHAREHOLDER'S EQUITY - 3 months ended Mar. 31, 2021 - USD ($) | Total | Common Stock [Member]Class A Ordinary Shares [Member] | Common Stock [Member]Class B Ordinary Shares [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning balance at Dec. 31, 2020 | $ 5,000,002 | $ 1,786 | $ 1,250 | $ 135,996,855 | $ (130,999,889) |
Beginning balance (in shares) at Dec. 31, 2020 | 17,862,255 | 12,500,000 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Change in value of Class A ordinary shares subject to redemption | (43,191,790) | $ (432) | (43,191,358) | ||
Change in value of Class A ordinary shares subject to redemption (in shares) | (4,319,179) | ||||
Net income | 43,191,797 | 43,191,797 | |||
Ending balance at Mar. 31, 2021 | $ 5,000,009 | $ 1,354 | $ 1,250 | $ 92,805,497 | $ (87,808,092) |
Ending balance (in shares) at Mar. 31, 2021 | 13,543,076 | 12,500,000 |
CONDENSED STATEMENT OF CASH FLO
CONDENSED STATEMENT OF CASH FLOWS | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Cash flows from operating activities: | |
Net income | $ 43,191,797 |
Adjustments to reconcile net income to net cash used in operating activities: | |
Unrealized gains earned on marketable securities held in Trust Account | (6,513) |
Change in fair value of warrant liabilities | (31,475,939) |
Change in fair value of FPA liability | (11,925,811) |
Changes in operating assets and liabilities | |
Prepaid expenses | (29,381) |
Accrued expenses | 122,112 |
Net cash used in operating activities | (123,735) |
Net change in cash | (123,735) |
Cash at the beginning of the period | 855,972 |
Cash at the end of the period | 732,237 |
Supplemental disclosure of non-cash investing and financing activities: | |
Change in value of ordinary shares subject to possible redemption | $ 43,191,790 |
Description of Organization and
Description of Organization and Business Operations | 3 Months Ended |
Mar. 31, 2021 | |
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS [Abstract] | |
Description of Organization and Business Operations | Note 1 — Description of Organization and Business Operations Altimeter Growth Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on August 25, 2020 under the name of Altimeter Growth Opportunities Corp. On August 31, 2020 the Company’s name was changed to Altimeter Growth Corp. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of March 31, 2021, the Company had not commenced any operations. All activity for the three months ended March 31, 2021 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, and identifying a target company for the business combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating The registration statement for the Company’s Initial Public Offering was declared effective on September 30, 2020. On October 5, 2020 the Company Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 12,000,000 warrants (the “Private Placement Warrants”) at a price of $1.00 per Private Placement Warrant in a private placement to Altimeter Growth Holdings (the “Sponsor”), generating gross proceeds of $12,000,000, which is described in Note 4. Transaction costs amounted to $28,244,738, consisting of $10,000,000 of underwriting fees, $17,500,000 of deferred underwriting fees and $744,738 of other offering costs. Following the closing of the Initial Public Offering on October 5, 2020, an amount of $500,000,000 ($ 10.00 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the assets held in the Trust Account (excluding the amount of any deferred underwriting discount held in the Trust Account and taxes payable on the income earned on the Trust Account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the issued and outstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide the holders of the public shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their public shares upon the completion of the Business Combination, either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares, equal to the aggregate amount then on deposit in the Trust Account, calculated as of two business days prior to the consummation of the Business Combination (initially $10.00 per Public Share), including interest (which interest shall be net of taxes payable), divided by the number of then issued and outstanding public shares, subject to certain limitations as described in the prospectus. The per-share The Company will proceed with a Business Combination only if the Company has net tangible assets of at least $5,000,001 and, if the Company seeks shareholder approval, it receives an ordinary resolution under Cayman Islands law approving a Business Combination, which requires the affirmative vote of a majority of the shareholders who attend and vote at a general meeting of the Company. If a shareholder vote is not required 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 Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. If the Company seeks shareholder approval in connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination. Additionally, each Public Shareholder may elect to redeem their Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed Business Combination. Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the Public Shares without the Company’s prior written consent. The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial per-share The Company will have until October 5, 2022 (or by December 5, 2022 if the Company has executed a letter of intent, agreement in principle, or definitive agreement for a Business Combination by October 5, 2022, but the Company has not completed a Business Combination by October 5, 2022) to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed 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 business days thereafter, redeem 100% of the Public Shares, at a per-share The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period, and in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($ 10.00 In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $10.00 per Public Share and (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per Public Share, due to reductions in the value of trust assets, in each case net of the interest that may be withdrawn to pay taxes. This liability will not apply to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (other than the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. |
Summary of Significant Accounti
Summary of Significant Accounting Policies Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Summary of Significant Accounting Policies Basis of Presentation | Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X operating results and cash flows for the period presented. As such, these financial statements should be read in conjunction with the Company’s amended Annual Report on Form 10-K/A for the period ended December 31, 2020, as restated by the Company on May 17, 2021. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant and FPA liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2021 and December 31, 2020. Marketable Securities Held in Trust Account As of March 31, 2021, we had marketable securities held in the Trust Account of $500,006,513 (including approximately $6,513 of unrealized gains) consisting of U.S. Treasury Bills with a maturity of 185 days or less. 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 Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2021 and December 31, 2020, 36,456,924 and 32,137,745 Class A ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that were directly related to the Initial Public Offering and that were charged to shareholders’ e October 5, 2020. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Public Shares were charged to shareholders’ e Income Taxes ASC Topic 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of March 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently no The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Warrant and FPA Liabilities The Company accounts for the Warrants and FPAs as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and FPAs applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the Warrants and FPAs are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and meet all of the requirements for equity classification under ASC 815, including whether the Warrants and FPAs are indexed to the Company’s own ordinary shares and whether the warrant 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 Warrants and execution of the FPAs and as of each subsequent quarterly period end date while the Warrants and FPAs are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, such warrants are required to be recorded as a component of additional paid-in non-cash The Company accounts for the Warrants and FPAs in accordance with ASC 815-40 Net Income Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. Diluted net income per share reflects the potential dilution that could occur if warrants were to be exercised or converted or otherwise resulted in issuance of Ordinary Shares that then shared in the earnings of the entity. For the three months ended March 31, 2021, the Company had potentially dilutive securities in the form of 27,000,000 warrants, including 11,000,000 warrants issued as part of the Public Units, 12,000,000 Private Placement Warrants issued in the Private Placement and 4,000,000 warrants issued as part of the Forward Purchase Agreement Units, and 20,000,000 redeemable Class A ordinary shares issued as part of the Forward Purchase Agreement Units. Of the Public, Private Placement, and FPA warrants outstanding for the three months ended March 31, 2021, 1,606,378, 1,752,412 and 584,137, respectively, represent incremental shares of ordinary shares, based on their assumed exercise, to be included in the weighted average number of shares of Class A ordinary shares outstanding under the treasury stock method for the calculation of diluted income per share of Class A ordinary shares. Additionally, of the 20,000,000 FPA Class A redeemable ordinary shares outstanding for the three months ended March 31, 2021, 5,148,423 represents incremental shares of ordinary shares, based on their assumed exercise, to be included in the weighted average number of shares of Class A ordinary shares outstanding under the treasury stock method for the calculation of diluted income per share of Class A ordinary shares. The Company uses the “treasury stock method” to calculate potential dilutive shares, as if they were redeemed for ordinary shares at the beginning of the period. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Quarter Ended March 31, 2021 Redeemable Class A Ordinary Shares Numerator: Income allocable to Redeemable Class A Ordinary Shares Interest Income $ 6,513 Redeemable Net Income $ 6,513 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic 50,000,000 Redeemable Class A Ordinary Shares, Diluted 59,091,350 Redeemable Net Income/Basic Redeemable Class A Ordinary Shares $ 0.00 Redeemable Net Income/Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net Income $ 43,191,797 Less: Redeemable Net Income 6,513 Non-Redeemable $ 43,185,284 Denominator: Weighted Average Non-Redeemable Non-Redeemable 12,500,000 Non-Redeemable Net Income/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ 3.45 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash a c Depository Insurance Corporation Coverage o f The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s condensed balance sheet, primarily due to their short-term nature. Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements. |
Initial Public Offering
Initial Public Offering | 3 Months Ended |
Mar. 31, 2021 | |
Initial Public Offering [Abstract] | |
Initial Public Offering | Note 3 — Initial Public Offering On October 5, 2020, pursuant to the Initial Public Offering, the Company sold 50,000,000 Units, which included the full exercise by the underwriters of their over-allotment option in the amount of 5,000,000 Units, at a purchase price of $10.00 per Unit. Each Unit consists of one Class A ordinary share and one- fifth of one redeemable warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at an exercise price of $11.50 per whole share (see Note 6 |
Private Placement
Private Placement | 3 Months Ended |
Mar. 31, 2021 | |
Private Placement [Abstract] | |
Private Placement | Note 4 — Private Placement Simultaneously with the closing of the Initial Public Offering, on October 5, 2020, the Sponsor purchased an aggregate of 12,000,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $12,000,000. Each Private Placement Warrant is exercisable to purchase one Class A ordinary share at a price of $11.50 per share, subject to adjustment (see Note 6 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 5 — Related Party Transactions Founder Shares On August 28, 2020, the Sponsor paid $25,000 to cover certain offering costs of the Company in consideration for 17,250,000 Class B ordinary shares. On September 2, 2020, the Sponsor contributed 4,750,000 Class B ordinary shares back to the Company for no consideration, resulting in 12,500,000 Class B ordinary shares (the “Founder Shares”) being issued and outstanding. All share and per-share as-converted The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, 30-trading Administrative Support Agreement The Company entered into an agreement, commencing on September 30, 2020 through the earlier of the Company’s consummation of a Business Combination or its liquidation, to pay an affiliate of the Sponsor a total of $20,000 per month for office space, utilities and secretarial, and administrative support services. For the three months ended March 31, 2021 and for the period from August 25, 2020 (inception) through December 31, 2020, the Company incurred $60,000 in fees for these services, of which are included in accrued expenses in the accompanying condensed balance sheet as of March 31, 2021 and December 31, 2020, respectively. Promissory Note — Related Party On August 27, 2020, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company could borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest Related Party 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 out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $2,000,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. As of March 31, 2021 and December 31, 2020, the Company had no outstanding borrowings under the Working Capital Loans. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingent [Abstract] | |
Commitments and Contingencies | Note 6 — Commitments and Contingencies Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 Registration and Shareholders Rights Pursuant to a registration rights agreement entered into on September 30, 2020, the holders of the Founder Shares, Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans) will be entitled to registration rights. The holders of these securities will be entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy- back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination. However, the registration and shareholder rights agreement provides that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lockup period. The registration rights agreement does not contain liquidating damages or other cash settlement provisions resulting from delays in registering the Company’s securities. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Pursuant to the forward purchase agreements, as described below, the Company will agree that it will use its commercially reasonable efforts to (i) within 30 days after the closing of a Business Combination, file a registration statement with the SEC for a secondary offering of (A) the forward purchase investor’s forward purchase shares, (B) the Class A ordinary shares issuable upon exercise of the forward purchase investor’s forward purchase warrants and (C) any other Class A ordinary shares acquired by the forward purchase investors, including any acquisitions after the Company completes a Business Combination, (ii) cause such registration statement to be declared effective promptly thereafter, but in no event later than 90 days after the closing of a Business Combination and (iii) maintain the effectiveness of such registration statement and to ensure the registration statement does not contain a material omission or misstatement, including by way of amendment or other update, as required, until the earlier of (A) the date on which a forward purchase investor ceases to hold the securities covered thereby and (B) the date all of the securities covered thereby can be sold publicly without restriction or limitation under Rule 144 under the Securities Act, and without the requirement to be in compliance with Rule 144(c)(1) under the Securities Act, subject to certain conditions and limitations set forth in the forward purchase agreements. The Company will bear the cost of registering these securities. Underwriting Agreement The underwriters are entitled to a deferred fee of $0.35 per Unit, or $17,500,000. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Forward Purchase Agreements The Company entered into forward purchase agreements which provides for the purchase by each of Altimeter Partners Fund, L.P. and JS Capital LLC of up to an aggregate of 20,000,000 units (the “forward purchase securities”), with each unit consisting of one Class A ordinary share and one-fifth The obligations under the forward purchase agreements do not depend on whether any Class A ordinary shares are redeemed by the Public Shareholders. The forward purchase shares and forward purchase warrants will be identical to the Class A ordinary shares and warrants, respectively, included in the Units sold in the Initial Public Offering, except that they will be subject to certain registration rights. The amount of forward purchase units sold pursuant to the forward purchase agreements will be determined by the Company at its sole discretion. If the Company does not draw upon the full forward purchase commitment, forward purchase units will be sold on a pro rata basis to the forward purchase investors based on the aggregate amount committed by the forward purchase investors. |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Shareholders' Equity | Note 7 — Shareholder’s Equity Preference Shares and December 31, 2020, there were no preference shares issued or outstanding. Class A Ordinary Shares Class B Ordinary Shares Holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders, except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of a Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of a Business Combination (including the forward purchase shares, but not the forward purchase warrants), excluding any forward purchases securities and Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in a Business Combination and any Private Placement Warrants issued to the Sponsor, its affiliates or any member of the Company’s management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2021 | |
Warrants [Abstract] | |
Warrants | Note 8 — Warrants Warrants The Company will not be obligated to deliver any Class A ordinary shares pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the Class A ordinary shares underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable and the Company will not be obligated to issue a Class A ordinary share upon exercise of a warrant unless the Class A ordinary share issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 20 business days, after the closing of a Business Combination, it will use its commercially reasonable efforts to file with the SEC a registration statement for the registration, under the Securities Act, of 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 a 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, as specified in the warrant agreement; 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 elects, the Company will not be required to file or maintain in effect a registration statement, but it will use its commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. 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 a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, 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 commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. Redemption of warrants when the price per Class A ordinary share equals or exceeds $18.00. • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption to each warrant holder; and • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted) for any 10 trading days within a 20- trading day period ending three trading days before the date on which the Company sends the notice of redemption to the warrant holders. If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if the Company are unable to register or qualify the underlying securities for sale under all applicable state securities laws. Redemption of warrants when the price per Class A ordinary share equals or exceeds $10.00 • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of shares determined based on the redemption date and the fair market value of the Class A ordinary shares; • if, and only if, the closing price of the Class A ordinary shares equals or exceeds $10.00 per share (as adjusted) for any 10 trading days within the 20- trading day period ending three trading days before the Company sends the notice of redemption to the warrant holders. If the Company calls the Public Warrants for redemption, as described above, its management will have the option to require any holder that wishes to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable upon exercise of the Public Warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the Public Warrants will not be adjusted for issuances of ordinary shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Public Warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their Public Warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such Public Warrants. Accordingly, the Public Warrants may expire worthless. In addition, if (x) the Company issues additional Class A ordinary shares or equity-linked securities, excluding the forward purchase securities, for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per Class A ordinary share (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of its Class A ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable, |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | Note 9 — Fair Value Measurements 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). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on the Company’s assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents the Company’s fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020: As of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Public Warrants $ 48,677,457 $ — $ — $ 48,677,457 Private Placement Warrants — — 54,202,500 54,202,500 Total warrant liabilities $ 48,677,457 $ — $ 54,202,500 $ 102,879,957 FPA liability $ — — 54,310,054 54,310,054 As of March 31, 2021 Level 1 Level 2 Level 3 Total Assets: Assets held in trust account U.S. Treasury Securities $ 500,006,513 $ — $ — $ 500,006,513 Liabilities: Warrant liabilities: Public Warrants $ 30,789,000 $ — $ — $ 30,789,000 Private Placement Warrants — — 40,615,018 40,615,018 Total warrant liabilities $ 30,789,000 $ — $ 40,615,018 $ 71,404,018 FPA liability $ — $ — $ 42,384,243 $ 42,384,243 Level 1 instruments include investments in money market funds and U.S. Treasury securities and the Public Warrants. 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 Public Warrants for periods where no observable traded price was available are valued using a barrier option simulation. For three months ended March 31, 2021 (the periods subsequent to the detachment of the Public Warrants from the Units), the Public Warrant quoted market price was used as the fair value as of each relevant date. Warrant Liabilities The Warrants were accounted for as liabilities in accordance with ASC 815-40 and are presented within warrant liabilities on our condensed balance sheets. The warrant liabilities are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities in the statement of operations. The Private Warrants were valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Private Warrants is the expected volatility of the ordinary shares. The expected volatility as of the IPO date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own public warrant pricing. Input March 31, 2021 Risk-free interest rate 0.92 % Expected term (years) 5.00 Expected volatility 34.3 % Exercise price $ 11.50 Fair value of Class A common stock $ 11.70 The following table presents a summary of the changes in the fair value of the Private Placement Warrants, a Level 3 liability, measured on a recurring basis. Private Placement Fair value as of December 31, 2020 $ 48,677,457 Change in valuation inputs or other assumptions (1) (8,062,439 ) Fair value as of March 31, 2021 $ 40,615,018 (1) Represents the non-cash There were no transfers in or out of Level 3 from other levels in the fair value hierarchy. FPA Liability The liability for the FPAs were valued using an adjusted net assets method, which is considered to be a Level 3 fair value measurement. Under the adjusted net assets method utilized, the aggregate commitment of $ million pursuant to the FPAs is discounted to present value and compared to the fair value of the ordinary shares and warrants to be issued pursuant to the FPAs. The fair value of the ordinary shares and warrants to be issued under the FPAs are based on the public trading price of the Units issued in the Company’s IPO. The excess (liability) or deficit (asset) of the fair value of the ordinary shares and warrants to be issued compared to the $ 200 million fixed commitment is then reduced to account for the probability of consummation of the Business Combination. The primary unobservable input utilized in determining the fair value of the FPAs is the probability of consummation of the Business Combination. As of March 31, 2021, the probability assigned to the consummation of the Business Combination was % which was determined based on an observed success rates of business combinations for special purpose acquisition companies. The following table presents a summary of the changes in the fair value of the FPA liability, a Level 3 liability, measured on a recurring basis. FPA Liability Fair value as of December 31, 2020 $ 54,310,054 Change in valuation inputs or other assumptions (1) (11,925,811 ) Fair value as of March 31, 2021 $ 42,384,243 (1) Represents the non-cash gain on the change in valuation of the FPA liability and is included in Gain on change in fair value of FPA liability in the unaudited condensed statement of operations |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
SUBSEQUENT EVENTS [Abstract] | |
Subsequent Events | Note 10 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued. On April 12, 2021, the Company entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), by and among J1 Holdings Inc., a Cayman Islands exempted company (“PubCo”), J2 Holdings Inc., a Cayman Islands exempted company and direct wholly owned subsidiary of PubCo (“Merger Sub 1”) and J3 Holdings Inc., a Cayman Islands exempted company and direct wholly owned subsidiary of PubCo (“Merger Sub 2”) and Grab Holdings Inc. a Cayman Islands exempted company (“Grab”). The Business Combination Agreement provides for, among other things, the following transactions on the closing date: (i) the Company will merge with and into Merger Sub 1, with Merger Sub 1 as the surviving company in the merger and, after giving effect to such merger, continuing as a wholly owned subsidiary of PubCo (the “Initial Merger”), (ii) following the Initial Merger, Merger Sub 2 will merge with and into Grab, with Grab as the surviving entity in the merger and, after giving effect to such merger, continuing as a wholly owned subsidiary of PubCo (the “Acquisition Merger”). The Initial Merger, the Acquisition Merger and the other transactions contemplated by the Business Combination Agreement are hereinafter referred to as the “Business Combination”. The Business Combination is expected to close in the second quarter of 2021, following the receipt of the required approval by our shareholders and the fulfillment of other customary closing conditions. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X operating results and cash flows for the period presented. As such, these financial statements should be read in conjunction with the Company’s amended Annual Report on Form 10-K/A for the period ended December 31, 2020, as restated by the Company on May 17, 2021. |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging |
Use of Estimates | Use of Estimates The preparation of unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these financial statements is the determination of the fair value of the warrant and FPA liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of March 31, 2021 and December 31, 2020. |
Marketable Securities Held in Trust Account | Marketable Securities Held in Trust Account As of March 31, 2021, we had marketable securities held in the Trust Account of $500,006,513 (including approximately $6,513 of unrealized gains) consisting of U.S. Treasury Bills with a maturity of 185 days or less. |
Class A Ordinary Shares Subject to Possible Redemption | 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 Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2021 and December 31, 2020, 36,456,924 and 32,137,745 Class A ordinary shares subject to possible redemption, respectively, are presented as temporary equity, outside of the shareholders’ equity section of the Company’s balance sheet. |
Offering Costs | Offering Costs Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that were directly related to the Initial Public Offering and that were charged to shareholders’ e October 5, 2020. Offering costs are allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with warrant liabilities are expensed as incurred, presented as non-operating expenses in the statement of operations. Offering costs associated with the Public Shares were charged to shareholders’ e |
Income Taxes | Income Taxes ASC Topic 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of March 31, 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently no The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. |
Warrant and FPA Liabilities | Warrant and FPA Liabilities The Company accounts for the Warrants and FPAs as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the Warrants and FPAs applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the Warrants and FPAs are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and meet all of the requirements for equity classification under ASC 815, including whether the Warrants and FPAs are indexed to the Company’s own ordinary shares and whether the warrant 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 Warrants and execution of the FPAs and as of each subsequent quarterly period end date while the Warrants and FPAs are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, such warrants are required to be recorded as a component of additional paid-in non-cash The Company accounts for the Warrants and FPAs in accordance with ASC 815-40 |
Net Income Per Ordinary Share | Net Income Per Ordinary Share Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. Diluted net income per share reflects the potential dilution that could occur if warrants were to be exercised or converted or otherwise resulted in issuance of Ordinary Shares that then shared in the earnings of the entity. For the three months ended March 31, 2021, the Company had potentially dilutive securities in the form of 27,000,000 warrants, including 11,000,000 warrants issued as part of the Public Units, 12,000,000 Private Placement Warrants issued in the Private Placement and 4,000,000 warrants issued as part of the Forward Purchase Agreement Units, and 20,000,000 redeemable Class A ordinary shares issued as part of the Forward Purchase Agreement Units. Of the Public, Private Placement, and FPA warrants outstanding for the three months ended March 31, 2021, 1,606,378, 1,752,412 and 584,137, respectively, represent incremental shares of ordinary shares, based on their assumed exercise, to be included in the weighted average number of shares of Class A ordinary shares outstanding under the treasury stock method for the calculation of diluted income per share of Class A ordinary shares. Additionally, of the 20,000,000 FPA Class A redeemable ordinary shares outstanding for the three months ended March 31, 2021, 5,148,423 represents incremental shares of ordinary shares, based on their assumed exercise, to be included in the weighted average number of shares of Class A ordinary shares outstanding under the treasury stock method for the calculation of diluted income per share of Class A ordinary shares. The Company uses the “treasury stock method” to calculate potential dilutive shares, as if they were redeemed for ordinary shares at the beginning of the period. The Company’s statements of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Quarter Ended March 31, 2021 Redeemable Class A Ordinary Shares Numerator: Income allocable to Redeemable Class A Ordinary Shares Interest Income $ 6,513 Redeemable Net Income $ 6,513 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic 50,000,000 Redeemable Class A Ordinary Shares, Diluted 59,091,350 Redeemable Net Income/Basic Redeemable Class A Ordinary Shares $ 0.00 Redeemable Net Income/Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net Income $ 43,191,797 Less: Redeemable Net Income 6,513 Non-Redeemable $ 43,185,284 Denominator: Weighted Average Non-Redeemable Non-Redeemable 12,500,000 Non-Redeemable Net Income/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ 3.45 |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash a c Depository Insurance Corporation Coverage o f The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the Company’s condensed balance sheet, primarily due to their short-term nature. |
Recent Accounting Standards | Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Basic and Diluted Net Income (Loss) Per Ordinary Share | The following table reflects the calculation of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts): For the Quarter Ended March 31, 2021 Redeemable Class A Ordinary Shares Numerator: Income allocable to Redeemable Class A Ordinary Shares Interest Income $ 6,513 Redeemable Net Income $ 6,513 Denominator: Weighted Average Redeemable Class A Ordinary Shares Redeemable Class A Ordinary Shares, Basic 50,000,000 Redeemable Class A Ordinary Shares, Diluted 59,091,350 Redeemable Net Income/Basic Redeemable Class A Ordinary Shares $ 0.00 Redeemable Net Income/Diluted Redeemable Class A Ordinary Shares $ 0.00 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net Income $ 43,191,797 Less: Redeemable Net Income 6,513 Non-Redeemable $ 43,185,284 Denominator: Weighted Average Non-Redeemable Non-Redeemable 12,500,000 Non-Redeemable Net Income/Basic and Diluted Non-Redeemable Class B Ordinary Shares $ 3.45 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Summary of Assets and Laibilities Measured at Fair Value | The following table presents the Company’s fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020: As of December 31, 2020 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Public Warrants $ 48,677,457 $ — $ — $ 48,677,457 Private Placement Warrants — — 54,202,500 54,202,500 Total warrant liabilities $ 48,677,457 $ — $ 54,202,500 $ 102,879,957 FPA liability $ — — 54,310,054 54,310,054 As of March 31, 2021 Level 1 Level 2 Level 3 Total Assets: Assets held in trust account U.S. Treasury Securities $ 500,006,513 $ — $ — $ 500,006,513 Liabilities: Warrant liabilities: Public Warrants $ 30,789,000 $ — $ — $ 30,789,000 Private Placement Warrants — — 40,615,018 40,615,018 Total warrant liabilities $ 30,789,000 $ — $ 40,615,018 $ 71,404,018 FPA liability $ — $ — $ 42,384,243 $ 42,384,243 |
Summary of Reconciliation of Warrant Liabilities Measured at Fair Value | Input March 31, 2021 Risk-free interest rate 0.92 % Expected term (years) 5.00 Expected volatility 34.3 % Exercise price $ 11.50 Fair value of Class A common stock $ 11.70 The following table presents a summary of the changes in the fair value of the Private Placement Warrants, a Level 3 liability, measured on a recurring basis. Private Placement Fair value as of December 31, 2020 $ 48,677,457 Change in valuation inputs or other assumptions (1) (8,062,439 ) Fair value as of March 31, 2021 $ 40,615,018 (1) Represents the non-cash FPA Liability The liability for the FPAs were valued using an adjusted net assets method, which is considered to be a Level 3 fair value measurement. Under the adjusted net assets method utilized, the aggregate commitment of $ million pursuant to the FPAs is discounted to present value and compared to the fair value of the ordinary shares and warrants to be issued pursuant to the FPAs. The fair value of the ordinary shares and warrants to be issued under the FPAs are based on the public trading price of the Units issued in the Company’s IPO. The excess (liability) or deficit (asset) of the fair value of the ordinary shares and warrants to be issued compared to the $ 200 million fixed commitment is then reduced to account for the probability of consummation of the Business Combination. The primary unobservable input utilized in determining the fair value of the FPAs is the probability of consummation of the Business Combination. As of March 31, 2021, the probability assigned to the consummation of the Business Combination was % which was determined based on an observed success rates of business combinations for special purpose acquisition companies. |
FPA Liability [Member] | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Summary of Reconciliation of Warrant Liabilities Measured at Fair Value | The following table presents a summary of the changes in the fair value of the FPA liability, a Level 3 liability, measured on a recurring basis. FPA Liability Fair value as of December 31, 2020 $ 54,310,054 Change in valuation inputs or other assumptions (1) (11,925,811 ) Fair value as of March 31, 2021 $ 42,384,243 (1) Represents the non-cash gain on the change in valuation of the FPA liability and is included in Gain on change in fair value of FPA liability in the unaudited condensed statement of operations |
Description of Organization a_2
Description of Organization and Business Operations (Details) - USD ($) | Oct. 05, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Proceeds from Issuance of Equity [Abstract] | |||
Transaction costs | $ 28,244,738 | ||
Underwriting fees | 10,000,000 | ||
Deferred underwriting fees | 17,500,000 | ||
Other costs | 744,738 | ||
Net proceeds deposited in trust account | $ 500,000,000 | $ 500,006,513 | $ 500,000,000 |
Net proceeds from Initial Public Offering and Private Placement (in dollars per share) | $ 10 | ||
Maximum [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Net proceeds from Initial Public Offering and Private Placement (in dollars per share) | $ 10 | ||
Interest on Trust Account that can be held to pay dissolution expenses | $ 100,000 | ||
Private Placement Warrants [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Share price (in dollars per share) | $ 1 | ||
Gross proceeds from initial public offering | $ 12,000,000 | ||
Warrants issued (in shares) | 12,000,000 | ||
Initial Public Offering [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Units issued (in shares) | 50,000,000 | ||
Initial Public Offering [Member] | Public Shares [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Units issued (in shares) | 50,000,000 | ||
Share price (in dollars per share) | $ 10 | ||
Gross proceeds from initial public offering | $ 500,000,000 | ||
Redemption price (in dollars per share) | $ 10 | ||
Over-Allotment Option [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Deferred underwriting fees | $ 17,500,000 | ||
Over-Allotment Option [Member] | Public Shares [Member] | |||
Proceeds from Issuance of Equity [Abstract] | |||
Units issued (in shares) | 5,000,000 | ||
Share price (in dollars per share) | $ 10 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies Basis of Presentation (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Oct. 05, 2020 | |
Cash and Cash Equivalents [Abstract] | |||
Cash Equivalents, at Carrying Value | $ 0 | $ 0 | |
Marketable Secuties Held in the trust account | 500,006,513 | $ 500,000,000 | $ 500,000,000 |
Unrealized gain on marketable securities held in Trust Account | $ 6,513 | ||
Maturity date | 185 days | ||
Income Taxes [Abstract] | |||
Unrecognized tax benefits | $ 0 | ||
Accrued interest and penalties | 0 | ||
Tax provision | 0 | ||
Federal depository insurance coverage | $ 250,000 | ||
Ordinary Shares Subject To Possible Redemption [Abstract] | |||
Temporary equity shares outstanding | 36,456,924 | 32,137,745 | |
IPO [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 1,606,378 | ||
Private Placement [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 1,752,412 | ||
Warrant [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 27,000,000 | ||
Warrants Issued as part of the Public Units [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 11,000,000 | ||
Private Placement Warrants [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 12,000,000 | ||
warrants issued as part of the Forward Purchase Agreement Units [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 4,000,000 | ||
Forward purchase agreement [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 20,000,000 | ||
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 584,137 | ||
Class A Ordinary Shares [Member] | |||
Ordinary Shares Subject To Possible Redemption [Abstract] | |||
Temporary equity shares outstanding | 36,456,924 | 32,137,745 | |
Class A Ordinary Shares [Member] | Forward purchase agreement [Member] | |||
Net Income Per Ordinary Share [Abstract] | |||
Antidilutive Securities | 20,000,000 | ||
Incremental Common Shares Attributable to Dilutive Effect of Call Options and Warrants | 5,148,423 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies Basis of Presentation - Summary of basic and diluted net income loss per share of ordinary share (Detail) | 3 Months Ended |
Mar. 31, 2021USD ($)$ / sharesshares | |
Numerator: Net Income minus Redeemable Net Earnings | |
Net income | $ 43,191,797 |
Redeemable Class A Ordinary shares [Member] | |
Numerator: Income allocable to Redeemable Class A Ordinary Shares | |
Interest Income | 6,513 |
Redeemable Net Income | $ 6,513 |
Denominator: Weighted Average Redeemable Class A Ordinary Shares | |
Redeemable Class A Ordinary Shares, Basic | shares | 50,000,000 |
Redeemable Class A Ordinary Shares, Diluted | shares | 59,091,350 |
Income/Basic Redeemable Class A Ordinary Shares | $ / shares | $ 0 |
Income/Diluted Redeemable Class A Ordinary Shares | $ / shares | $ 0 |
Numerator: Net Income minus Redeemable Net Earnings | |
Less: Redeemable Net Income | $ (6,513) |
Non Redeemable Class B Common Stock [Member] | |
Numerator: Income allocable to Redeemable Class A Ordinary Shares | |
Redeemable Net Income | (6,513) |
Numerator: Net Income minus Redeemable Net Earnings | |
Net income | 43,191,797 |
Less: Redeemable Net Income | 6,513 |
Non-Redeemable Net Income | $ 43,185,284 |
Denominator: Weighted Average Non-Redeemable Class B Ordinary Shares | |
Non-Redeemable Class B Ordinary Shares, Basic and Diluted | shares | 12,500,000 |
Income/Basic and Diluted Non-Redeemable Class B Ordinary Shares | $ / shares | $ 3.45 |
Initial Public Offering (Detail
Initial Public Offering (Details) - $ / shares | Oct. 05, 2020 | Mar. 31, 2021 |
Initial Public Offering [Abstract] | ||
Exercise price of warrant (in dollars per share) | $ 11.50 | |
Class A Ordinary Share [Member] | ||
Initial Public Offering [Abstract] | ||
Number of securities called by each unit (in shares) | 1 | |
Number of securities called by each warrant (in shares) | 1 | |
Class A Ordinary Share [Member] | Public Warrant [Member] | ||
Initial Public Offering [Abstract] | ||
Number of securities called by each unit (in shares) | 0.2 | |
Initial Public Offering [Member] | ||
Initial Public Offering [Abstract] | ||
Units issued (in shares) | 50,000,000 | |
Initial Public Offering [Member] | Public Shares [Member] | ||
Initial Public Offering [Abstract] | ||
Units issued (in shares) | 50,000,000 | |
Unit price (in dollars per share) | $ 10 | |
Initial Public Offering [Member] | Public Warrant [Member] | ||
Initial Public Offering [Abstract] | ||
Number of securities called by each unit (in shares) | 0.5 | |
Exercise price of warrant (in dollars per share) | $ 11.50 | |
Initial Public Offering [Member] | Class A Ordinary Share [Member] | ||
Initial Public Offering [Abstract] | ||
Number of securities called by each unit (in shares) | 1 | |
Number of securities called by each warrant (in shares) | 1 | |
Over-Allotment Option [Member] | Public Shares [Member] | ||
Initial Public Offering [Abstract] | ||
Units issued (in shares) | 5,000,000 | |
Unit price (in dollars per share) | $ 10 |
Private Placement (Details)
Private Placement (Details) - USD ($) | Oct. 05, 2020 | Mar. 31, 2021 |
Private Placement Warrants [Abstract] | ||
Warrants exercise price (in dollars per share) | $ 11.50 | |
Private Placement Warrants [Member] | ||
Private Placement Warrants [Abstract] | ||
Warrants issued (in shares) | 12,000,000 | |
Share price (in dollars per share) | $ 1 | |
Gross proceeds from issuance of warrants | $ 12,000,000 | |
Class A Ordinary Share [Member] | ||
Private Placement Warrants [Abstract] | ||
Number of securities called by each warrant (in shares) | 1 | |
Class A Ordinary Share [Member] | Private Placement Warrants [Member] | ||
Private Placement Warrants [Abstract] | ||
Number of securities called by each warrant (in shares) | 1 | |
Warrants exercise price (in dollars per share) | $ 11.50 |
Related Party Transactions, Fou
Related Party Transactions, Founder Shares (Details) | Sep. 10, 2020shares | Sep. 02, 2020shares | Aug. 28, 2020USD ($)shares | Mar. 31, 2021$ / shares |
Founder Shares [Abstract] | ||||
Stock conversion basis at time of business combination | 1 | |||
Founder Shares [Member] | Sponsor [Member] | Class A Ordinary Share [Member] | ||||
Founder Shares [Abstract] | ||||
Stock conversion basis at time of business combination | 1 | |||
Number of trading days | 20 days | |||
Trading day threshold period | 30 days | |||
Founder Shares [Member] | Sponsor [Member] | Class A Ordinary Share [Member] | Minimum [Member] | ||||
Founder Shares [Abstract] | ||||
Share price (in dollars per share) | $ / shares | $ 12 | |||
Threshold period after initial Business Combination | 120 days | |||
Founder Shares [Member] | Sponsor [Member] | Class B Ordinary Shares [Member] | ||||
Founder Shares [Abstract] | ||||
Shares issued (in shares) | 12,500,000 | 17,250,000 | ||
Proceeds from issuance of Class B common stock to Sponsor | $ | $ 25,000 | |||
Common stock, contributed shares (in shares) | 4,750,000 | |||
Ownership interest, as converted percentage | 20.00% | |||
Number of shares no longer subject to forfeiture (in shares) | 1,250,000 | |||
Founder Shares [Member] | Sponsor [Member] | Class B Ordinary Shares [Member] | Maximum [Member] | ||||
Founder Shares [Abstract] | ||||
Number of shares subject to forfeiture (in shares) | 1,250,000 | |||
Founder Shares [Member] | Director One [Member] | Class B Ordinary Shares [Member] | ||||
Founder Shares [Abstract] | ||||
Shares issued (in shares) | 75,000 | |||
Founder Shares [Member] | Director Two [Member] | Class B Ordinary Shares [Member] | ||||
Founder Shares [Abstract] | ||||
Shares issued (in shares) | 75,000 | |||
Founder Shares [Member] | Director Three [Member] | Class B Ordinary Shares [Member] | ||||
Founder Shares [Abstract] | ||||
Shares issued (in shares) | 75,000 | |||
Founder Shares [Member] | Directors [Member] | Class B Ordinary Shares [Member] | ||||
Founder Shares [Abstract] | ||||
Shares issued (in shares) | 225,000 |
Related Party Transactions, Pro
Related Party Transactions, Promissory Note, Administrative Support Agreement and Related Party Loans (Details) - USD ($) | Oct. 08, 2020 | Aug. 27, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Sponsor [Member] | Promissory Note [Member] | ||||
Related Party Transactions [Abstract] | ||||
Related party transaction | $ 300,000 | |||
Repayment of debt to related party | $ 178,120 | |||
Sponsor [Member] | Administrative Support Agreement [Member] | ||||
Related Party Transactions [Abstract] | ||||
Related party transaction | $ 20,000 | |||
Related party expense | 60,000 | $ 60,000 | ||
Sponsor or an Affiliate of the Sponsor, or Certain of the Company's Officers and Directors [Member] | Working Capital Loans [Member] | ||||
Related Party Transactions [Abstract] | ||||
Related party transaction | 2,000,000 | |||
Related parties, outstanding amount | $ 0 | $ 0 | ||
Share price (in dollars per share) | $ 1 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Oct. 05, 2020USD ($)$ / shares | Mar. 31, 2021Demand$ / sharesshares |
Underwriting Agreement [Abstract] | ||
Deferred underwriting fees | $ | $ 17,500,000 | |
Forward Purchase Agreement [Abstract] | ||
Warrants exercise price (in dollars per share) | $ / shares | $ 11.50 | |
Purchase price (in dollars per share) | $ / shares | $ 10 | |
Class A Ordinary Share [Member] | ||
Forward Purchase Agreement [Abstract] | ||
Number of securities called by each unit (in shares) | 1 | |
Number of securities called by each warrant (in shares) | 1 | |
Public Warrant [Member] | Class A Ordinary Share [Member] | ||
Forward Purchase Agreement [Abstract] | ||
Number of securities called by each unit (in shares) | 0.2 | |
Maximum [Member] | ||
Registration and Stockholder Rights [Abstract] | ||
Number of demands eligible security holder can make | Demand | 3 | |
Over-Allotment Option [Member] | ||
Underwriting Agreement [Abstract] | ||
Deferred underwriter fee discount (in dollars per share) | $ / shares | $ 0.35 | |
Deferred underwriting fees | $ | $ 17,500,000 | |
Altimeter Partners Fund, L.P [Member] | Maximum [Member] | Class A Ordinary Share [Member] | ||
Forward Purchase Agreement [Abstract] | ||
Number of securities entitled to purchase (in shares) | 20,000,000 | |
JS Capital LLC [Member] | Maximum [Member] | Class A Ordinary Share [Member] | ||
Forward Purchase Agreement [Abstract] | ||
Number of securities entitled to purchase (in shares) | 20,000,000 |
Shareholders' Equity, Preferred
Shareholders' Equity, Preferred Shares and Ordinary Shares (Details) | 3 Months Ended | 4 Months Ended |
Mar. 31, 2021$ / sharesshares | Dec. 31, 2020$ / sharesshares | |
Stockholders' Equity [Abstract] | ||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preference stock, shares outstanding (in shares) | 0 | 0 |
Ordinary shares subject to possible redemption (in shares) | 36,456,924 | 32,137,745 |
Stock conversion percentage threshold | 20.00% | |
Stock conversion basis at time of business combination | 1 | |
Class A Ordinary Shares [Member] | ||
Stockholders' Equity [Abstract] | ||
Ordinary shares, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Voting right per share | 1 | 1 |
Ordinary shares, shares issued (in shares) | 13,543,076 | 17,862,255 |
Ordinary shares, shares outstanding (in shares) | 13,543,076 | 17,862,255 |
Ordinary shares subject to possible redemption (in shares) | 36,456,924 | 32,137,745 |
Class B Ordinary Shares [Member] | ||
Stockholders' Equity [Abstract] | ||
Ordinary shares, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Ordinary shares, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 |
Voting right per share | 1 | 1 |
Ordinary shares, shares issued (in shares) | 12,500,000 | 12,500,000 |
Ordinary shares, shares outstanding (in shares) | 12,500,000 | 12,500,000 |
Warrants (Details)
Warrants (Details) | 3 Months Ended |
Mar. 31, 2021$ / shares | |
Warrants [Abstract] | |
Period warrants to become exercisable after completion of business combination | 30 days |
Period required for warrants to become exercisable, after Initial Public Offering | 1 year |
Warrants expiration period | 5 years |
Number of days to file registration statement | 20 days |
Period for registration statement to become effective | 60 days |
Class A Ordinary Shares [Member] | Additional Issue of Common Stock or Equity [Member] | |
Warrants [Abstract] | |
Share price (in dollars per share) | $ 9.20 |
Number of trading days | 20 days |
Percentage of exercise price of public warrants is adjusted higher than the market value of newly issued price | 115.00% |
Percentage of redemption triggered price is adjusted higher than the market value of newly issued price | 180.00% |
Class A Ordinary Shares [Member] | Additional Issue of Common Stock or Equity [Member] | Maximum [Member] | |
Warrants [Abstract] | |
Percentage of aggregate gross proceeds of issuance available for funding of business combination | 60.00% |
Redemption of Warrants When Price Exceeds $18.00 [Member] | Class A Ordinary Shares [Member] | |
Warrants [Abstract] | |
Warrant redemption price (in dollars per share) | $ 0.01 |
Notice period to redeem warrants | 30 days |
Trading day threshold period | 10 days |
Number of trading days | 20 days |
Redemption of Warrants When Price Exceeds $18.00 [Member] | Class A Ordinary Shares [Member] | Minimum [Member] | |
Warrants [Abstract] | |
Share price (in dollars per share) | $ 18 |
Redemption of Warrants When Price Exceeds $10.00 [Member] | Class A Ordinary Shares [Member] | |
Warrants [Abstract] | |
Warrant redemption price (in dollars per share) | $ 0.10 |
Notice period to redeem warrants | 30 days |
Number of trading days | 20 days |
Redemption of Warrants When Price Exceeds $10.00 [Member] | Class A Ordinary Shares [Member] | Minimum [Member] | |
Warrants [Abstract] | |
Share price (in dollars per share) | $ 10 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value Measurements [Abstract] | |
Agrgregate FPA commitment | $ 200 |
Percentage of probability assigned to consumption of business combination | 95.00% |
Fair Value Measurements , Summa
Fair Value Measurements , Summary of Assets and Laibilities Measured at Fair Value (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Liabilities: | ||
FPA liability | $ 42,384,243 | $ 54,310,054 |
Fair Value, Recurring [Member] | ||
Liabilities: | ||
Public Warrants | 30,789,000 | 48,677,457 |
Private Placement Warrants | 40,615,018 | 54,202,500 |
Total warrant liabilities | 71,404,018 | 102,879,957 |
FPA liability | 42,384,243 | 54,310,054 |
Fair Value, Recurring [Member] | US Treasury Securities [Member] | ||
Assets: | ||
Assets held in trust account | 500,006,513 | |
Fair Value, Recurring [Member] | Fair Value, Level 1 [Member] | ||
Liabilities: | ||
Public Warrants | 30,789,000 | 48,677,457 |
Private Placement Warrants | 0 | 0 |
Total warrant liabilities | 30,789,000 | 48,677,457 |
FPA liability | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Level 1 [Member] | US Treasury Securities [Member] | ||
Assets: | ||
Assets held in trust account | 500,006,513 | |
Fair Value, Recurring [Member] | Fair Value, Level 2 [Member] | ||
Liabilities: | ||
Public Warrants | 0 | 0 |
Private Placement Warrants | 0 | 0 |
Total warrant liabilities | 0 | 0 |
FPA liability | 0 | 0 |
Fair Value, Recurring [Member] | Fair Value, Level 2 [Member] | US Treasury Securities [Member] | ||
Assets: | ||
Assets held in trust account | 0 | |
Fair Value, Recurring [Member] | Fair Value, Level 3 [Member] | ||
Liabilities: | ||
Public Warrants | 0 | 0 |
Private Placement Warrants | 40,615,018 | 54,202,500 |
Total warrant liabilities | 40,615,018 | 54,202,500 |
FPA liability | 42,384,243 | $ 54,310,054 |
Fair Value, Recurring [Member] | Fair Value, Level 3 [Member] | US Treasury Securities [Member] | ||
Assets: | ||
Assets held in trust account | $ 0 |
Fair Value Measurements , Sum_2
Fair Value Measurements , Summary of Reconciliation of Warrant Liabilities Measured at Fair Value (Details) - Fair Value, Recurring [Member] | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value as of August 25, 2020 | $ 102,879,957 |
Fair value as of December 31, 2020 | 71,404,018 |
Fair Value, Level 3 [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value as of August 25, 2020 | 54,202,500 |
Fair value as of December 31, 2020 | 40,615,018 |
FPA Liability [Member] | Fair Value, Level 3 [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value as of August 25, 2020 | 54,310,054 |
Change in valuation inputs or other assumptions | (11,925,811) |
Fair value as of December 31, 2020 | 42,384,243 |
Private Placement Warrants [Member] | Fair Value, Level 3 [Member] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Fair value as of August 25, 2020 | 48,677,457 |
Change in valuation inputs or other assumptions | (8,062,439) |
Fair value as of December 31, 2020 | $ 40,615,018 |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of fair value measurements inputs (Detail) - Fair Value, Inputs, Level 3 [Member] | Mar. 31, 2021yr |
Measurement Input, Risk Free Interest Rate [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 0.92 |
Measurement Input, Expected Term [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 5 |
Measurement Input, Price Volatility [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 34.3 |
Measurement Input, Share Price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 11.50 |
Measurement Input, Exercise Price [Member] | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |
Warrants and Rights Outstanding, Measurement Input | 11.70 |