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Cover Page

Cover Page - shares3 Months Ended
Mar. 31, 2021May 03, 2021
Document Information [Line Items]
Document Type10-Q
Amendment Flagfalse
Document Period End DateMar. 31,
2021
Document Fiscal Year Focus2021
Document Fiscal Period FocusQ1
Entity Registrant NameThoma Bravo Advantage
Entity Central Index Key0001832459
Security Exchange NameNYSE
Title of 12(b) SecurityClass A ordinary shares, $0.0001 par value
Current Fiscal Year End Date--12-31
Entity Interactive Data CurrentYes
Entity Current Reporting StatusYes
Document Quarterly Reporttrue
Document Transition Reportfalse
Trading SymbolTBA
Entity Shell Companytrue
Entity Filer CategoryNon-accelerated Filer
Entity Small Businesstrue
Entity Emerging Growth Companytrue
Entity Ex Transition Periodfalse
Entity Incorporation, State or Country CodeE9
Entity Address, CountryIL
Class A ordinary shares [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding102,400,000
Class B ordinary shares [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding25,000,000

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)Mar. 31, 2021Dec. 31, 2020
Current assets:
Cash $ 2,185,640 $ 0
Prepaid expenses2,021,289
Total current assets4,206,929
Investments held in Trust Account1,000,011,490
Deferred offering costs associated with initial public offering1,165,929
Total Assets1,004,218,419 1,165,929
Current liabilities:
Accounts payable1,755,179 52,324
Accrued expenses1,304,107 827,894
Note payable - related party285,919
Total current liabilities3,059,286 1,166,137
Deferred underwriting commissions35,000,000
Total liabilities38,059,286 1,166,137
Commitments and Contingencies
Class A ordinary shares, $0.0001 par value; 96,115,913 and 0 shares subject to possible redemption at $10.00 per share as of March 31, 2021 and December 31, 2020, respectively961,159,130 0
Shareholders' Equity
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding0 0
Additional paid-in capital8,333,314 22,500
Accumulated deficit(3,336,439)(25,208)
Total shareholders' equity5,000,003 (208)
Total Liabilities and Shareholders' Equity1,004,218,419 1,165,929
Class A ordinary shares [Member]
Shareholders' Equity
Ordinary shares628
Total shareholders' equity628
Class B ordinary shares [Member]
Shareholders' Equity
Ordinary shares2,500 2,500
Total shareholders' equity $ 2,500 $ 2,500

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / sharesMar. 31, 2021Dec. 31, 2020
Temporary equity par or stated value per share $ 0.0001 $ 0.0001
Temporary equity shares outstanding96,115,913 0
Temporary equity redemption price per share $ 10 $ 10
Preferred stock par or stated value per share $ 0.0001 $ 0.0001
Preferred stock shares authorized1,000,000 1,000,000
Preferred stock shares issued0 0
Preferred stock shares outstanding0 0
Class A ordinary shares [Member]
Temporary equity shares outstanding96,115,913 0
Common stock par or stated value per share $ 0.0001 $ 0.0001
Common stock shares authorized500,000,000 500,000,000
Common stock shares issued6,284,087 0
Common stock shares outstanding6,284,087 0
Class B ordinary shares [Member]
Common stock par or stated value per share $ 0.0001 $ 0.0001
Common stock shares authorized50,000,000 50,000,000
Common stock shares issued25,000,000 25,000,000
Common stock shares outstanding25,000,000 25,000,000

Condensed Statement of Operatio

Condensed Statement of Operations3 Months Ended
Mar. 31, 2021USD ($)$ / sharesshares
General and administrative expenses $ 3,322,721
Total operating expenses(3,322,721)
Other Income
Interest earned on investments held in Trust Account11,490
Net loss(3,311,231)
Class A Redeemable Ordinary Shares [Member]
Other Income
Interest earned on investments held in Trust Account $ 11,000
Basic and diluted weighted average shares outstanding | shares100,000,000
Basic and diluted net income per share | $ / shares $ 0
Class A And Class B Common Stock [Member]
Other Income
Net loss $ 3,300,000
Basic and diluted weighted average shares outstanding | shares26,365,556
Basic and diluted net income per share | $ / shares $ (0.13)

Condensed Statement of Change I

Condensed Statement of Change In Shareholders' Equity - 3 months ended Mar. 31, 2021 - USD ($)TotalPrivate Placement [Member]Additional Paid-in Capital [Member]Additional Paid-in Capital [Member]Private Placement [Member]Accumulated Deficit [Member]Class A ordinary shares [Member]Class A ordinary shares [Member]Private Placement [Member]Class B ordinary shares [Member]
Beginning balance at Dec. 31, 2020 $ (208) $ 22,500 $ (25,208) $ 2,500
Beginning Balance, shares at Dec. 31, 202025,000,000
Sale of shares in initial public offering, gross1,000,000,000 $ 24,000,000 999,990,000 $ 23,999,760 $ 10,000 $ 240
Sale of shares in initial public offering, gross, Shares100,000,000 2,400,000
Offering costs, net of reimbursement from underwriters(54,529,428)(54,529,428)
Shares subject to possible redemption(961,159,130)(961,149,518) $ (9,612)
Shares subject to possible redemption, Shares(96,115,913)
Net loss(3,311,231)(3,311,231)
Ending balance at Mar. 31, 2021 $ 5,000,003 $ 8,333,314 $ (3,336,439) $ 628 $ 2,500
Ending balance, Shares at Mar. 31, 20216,284,087 25,000,000

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows3 Months Ended
Mar. 31, 2021USD ($)
Cash Flows from Operating Activities:
Net loss $ (3,311,231)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on investments held in Trust Account(11,490)
Changes in operating assets and liabilities:
Prepaid expenses(2,021,289)
Accounts payable1,702,855
Accrued expenses391,213
Net cash used in operating activities(3,249,942)
Cash Flows from Investing Activities:
Cash deposited in Trust Account(1,000,000,000)
Net cash used in investing activities(1,000,000,000)
Cash Flows from Financing Activities:
Repayment of note payable to related party(285,919)
Proceeds received from initial public offering, gross1,000,000,000
Proceeds received from private placement24,000,000
Reimbursement from underwriters2,000,000
Offering costs paid(20,278,499)
Net cash provided by financing activities1,005,435,582
Net increase in cash2,185,640
Cash - beginning of the period0
Cash - end of the period2,185,640
Supplemental disclosure of noncash investing and financing activities:
Offering costs included in accrued expenses85,000
Deferred underwriting commissions35,000,000
Initial value of Class A common stock subject to possible redemption964,447,000
Change in value of Class A common stock subject to possible redemption $ (3,287,870)

Description of Organization and

Description of Organization and Business Operations3 Months Ended
Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business OperationsNOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Organization and General Thoma Bravo Advantage (the “Company”) was incorporated as a Cayman Islands exempted company on November 6, 2020. The Company was incorporated for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of March 31, 2021, the Company had not commenced any operations. All activity for the period from November 6, 2020 (inception) through January 20, 2021 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) described below, and since the closing of the Initial Public Offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in The Company’s sponsor is Thoma Bravo Advantage Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on January 14, 2021. On January 20, 2021, the Company consummated its Initial Public Offering of 100,000,000 Class A ordinary shares (the “Public Shares”), including the 10,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $1.0 billion, and incurring offering costs of approximately $54.5 million, of which $35.0 million was for deferred underwriting commissions (Note 5). Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 2,400,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $24.0 million (Note 4). Upon the closing of the Initial Public Offering and the Private Placement, $1.0 billion ($10.00 per Public Share) of the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement were held in a trust account (“Trust Account”), located in the United States at Citibank, N.A., with Continental Stock Transfer & Trust Company acting as trustee, and will invest only in U.S. “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (as defined below) (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting discount) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its 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 a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $10.00 per Public Share). The per-share amount to any material non-public information and Notwithstanding the foregoing, the Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, officers and directors (the “Initial Shareholders”) agreed not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (A) that would modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination within 24 months from the closing of the Initial Public Offering (or 30 months from the closing of the Initial Public Offering, if the Company has executed a letter of intent, agreement in principle or definitive agreement for its Business Combination within 24 months from the closing of the Initial Public Offering, or January 20, 2023, but has not completed the Business Combination within such 24-month period) (the rights or pre-initial Business Combination If the Company is unable to complete a Business Combination within the Completion Window, the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable The Sponsor, officers and directors agreed to waive their liquidation rights with respect to the Founder Shares and Private Placement Shares if the Company fails to complete a Business Combination within the Completion Window. However, if the Initial Shareholders or members of the Company’s management team acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Completion Window. The underwriters agreed to waive their rights to its deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within in the Completion Window and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed to be liable to the Company if and to the extent any claims by a vendor 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. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity and Going Concern As of March 31, 2021, the Company had approximately $2.2 million in its operating bank account and working capital of approximately $1.1 million. The Company’s liquidity needs to date have been satisfied through a contribution of $25,000 from Sponsor to cover for certain offering costs in exchange for the issuance of the Founder Shares (as defined in Note 4), the loan of approximately $286,000 from the Sponsor pursuant to the Note (as defined see Note 4), and the proceeds from the consummation of the Private Placement not held in the Trust Account. The Company fully repaid the Note on January 20, 2021. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (as defined in Note 4). As of March 31, 2021, there were no amounts outstanding under any Working Capital Loan. Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or one year from this filing. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies3 Months Ended
Mar. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting PoliciesNOTE 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021. The accompanying unaudited condensed financial statements should be read in conjunction with the audited balance sheet and the financial statements and notes thereto included in the Form 8-K 10-K Emerging growth company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies Use of estimates The preparation of unaudited condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Cash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of March 31, 2021 held outside the Trust Account. Concentration of credit risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of March 31, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. The Company’s investments held in the Trust Account as of March 31, 2021 and December 31, 2020 is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities money market funds. Investments held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the unaudited condensed balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on Investments Held in Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Fair value of financial instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of March 31, 2021 and December 31, 2020, the carrying values of cash, prepaid expenses, accrued expenses, and due to related parties approximate their fair values due to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets. Offering costs associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred in connection with the formation and preparation of the Initial Public Offering. These costs were charged to additional paid-in 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 ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A 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, Class A 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 the occurrence of uncertain future events. Accordingly, as of March 31, 2021 and December 31, 2020, 96,115,913 and 0 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets, respectively. Net loss per ordinary share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period excluding ordinary shares subject to forfeiture. Weighted average shares were reduced for the effect of 2,500,000 Class B ordinary share that were subject to forfeiture if the overallotment option was not fully exercised by the underwriters (See Note 6). The underwriters fully exercised the over-allotment option on January 20, 2021; thus, these 2,500,000 Class B ordinary shares were no longer subject to forfeiture. As of March 31, 2021, the Company did not have any dilutive securities and other contracts that could, potentially be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted loss per ordinary share is the same as basic loss per ordinary share for the period presented. The Company’s statements of operations include a presentation of income per share for ordinary shares subject to redemption in a manner similar to the two-class method of non-redeemable non-redeemable Income taxes ASC 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman federal income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Recently adopted accounting standards In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06”), 2020-06 Recent accounting pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering3 Months Ended
Mar. 31, 2021
Equity [Abstract]
Initial Public OfferingNOTE 3. INITIAL PUBLIC OFFERING On January 20, 2021, the Company consummated its Initial Public Offering of 100,000,000 Public Shares, including the 10,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $1.0 billion, and incurring offering costs of approximately $54.5 million, of which $35.0 million was for deferred underwriting commissions.

Related Party Transactions

Related Party Transactions3 Months Ended
Mar. 31, 2021
Related Party Transactions [Abstract]
Related Party TransactionsNOTE 4. RELATED PARTY TRANSACTIONS Founder Shares On November 11, 2020, the Sponsor paid $25,000, or approximately $0.0009 per share, to cover certain offering costs in consideration for 28,750,000 Class B ordinary shares, par value $0.0001 (the “Founder Shares”). Shares and the associated amounts reflected: (i) the surrender of 25,875,000 Class B ordinary shares to the Company for no consideration on November 18, 2020; and (ii) the share capitalization of 22,125,000 Class B ordinary shares on December 22, 2020, resulting in 25,000,000 Class B ordinary shares outstanding. On January 6, 2021, each of the Company’s independent directors, Les Brun, Cam McMartin and Pierre Naudé, purchased 75,000 Founder Shares from the Sponsor at a price of $0.001 per Founder Share. Of the 25,000,000 Founder Shares outstanding, up to 2,500,000 of the Class B ordinary shares held by the Sponsor were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters, so that the Founder Shares would represent 20.0% of the Company’s issued and outstanding shares after the Initial Public Offering (excluding the Private Placement Shares). The underwriters fully exercised the over-allotment option on January 20, 2021; thus, these 2,500,000 Founder Shares are no longer subject to forfeiture. The Initial Shareholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the last reported sale price of Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, within any 30-trading day period Private Placement Shares Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 2,400,000 Private Placement Shares, at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $24.0 million. A portion of the proceeds from the Private Placement Shares was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Completion Window, the Private Placement Shares will expire worthless. The Sponsor agreed, subject to limited exceptions, not to transfer, assign or sell any of its Private Placement Shares until 30 days after the completion of the initial Business Combination. Sponsor Loan On November 6, 2020, the Sponsor agreed to loan the Company pursuant to a promissory note (the “Note”), which was later amended on December 21, 2020, up to $400,000 to cover expenses related to the Initial Public Offering. This loan was non-interest bearing and Working Capital Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company will repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into shares at a price of $10.00 per share, which shares will have terms identical to those of the Private Placement Shares. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. As of March 31, 2021 and December 31, 2020, the Company had no borrowings under the Working Capital Loans. Termination of Administrative Support Agreement At the time of the initial public offering, the Company agreed to pay the Sponsor $10,000 per month for office space, secretarial and administrative services pursuant to an administrative support agreement. The parties subsequently determined the arrangement was unnecessary and terminated the administrative support agreement prior to services being provided thereunder. In addition, the Sponsor, executive officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket

Commitments and Contingencies

Commitments and Contingencies3 Months Ended
Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and ContingenciesNOTE 5. COMMITMENTS AND CONTINGENCIES Registration Rights The holders of Founder Shares, Private Placement Shares, and Class A ordinary shares that may be issued upon conversion of Working Capital Loans were entitled to registration rights pursuant to a registration rights agreement signed upon consummation of the Initial Public Offering. These holders were entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, these holders will have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day option from The underwriters were entitled to an underwriting discount of $0.20 per share, or $20.0 million in the aggregate, paid upon the closing of the Initial Public Offering. The underwriters also reimbursed $2.0 million to the Company for certain offering costs. In addition, $0.35 per share, or $35.0 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. 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. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic on

Shareholders' Equity

Shareholders' Equity3 Months Ended
Mar. 31, 2021
Stockholders' Equity Note [Abstract]
Shareholders' EquityNOTE 6. SHAREHOLDERS’ EQUITY Preference Shares — The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of March 31, 2021 and December 31, 2020, there were no preference shares issued and outstanding. Class A Ordinary Shares — Class B Ordinary Shares — The Company is authorized to issue 50,000,000 Class B ordinary shares with a par value of $0.0001 per share. Holders are entitled to one vote for each share of Class B ordinary shares. Shares and the associated amounts reflected: (i) the surrender of 25,875,000 Class B ordinary shares to the Company for no consideration on November 18, 2020; and (ii) the share capitalization of 22,125,000 Class B ordinary shares, resulting in 25,000,000 Class B ordinary shares outstanding. Of the 25,000,000 Class B ordinary shares outstanding, an aggregate of up to 2,500,000 shares held by the Sponsor were subject to forfeiture to the Company for no consideration to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Initial Shareholders would collectively own 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering. The underwriters fully exercised the over-allotment option on January 20, 2021; thus, these 2,500,000 Class B ordinary shares are no longer subject to forfeiture. As of March 31, 2021 and December 31, 2020, there were 25,000,000 Class B ordinary shares issued and outstanding. Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. Except as described below, holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the shareholders except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares on the first business day following the consummation of the initial Business Combination 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% less than one-to-one.

Fair Value Measurements

Fair Value Measurements3 Months Ended
Mar. 31, 2021
Fair Value Disclosures [Abstract]
Fair Value MeasurementsNOTE 7. FAIR VALUE MEASUREMENTS The following tables present information about the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy: March 31, 2021 Description Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets held in Trust Account: Money Market Funds $ 1,000,011,490 $ — $ — Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no transfers between levels for the period from January 1 through March 31, 2021.

Proposed Business Combination

Proposed Business Combination3 Months Ended
Mar. 31, 2021
Business Combinations [Abstract]
Proposed Business CombinationNOTE 8. PROPOSED BUSINESS COMBINATION On March 20, 2021, the Company entered into the Merger Agreement, by and among the Company, ironSource, Merger Sub, and Merger Sub II, pursuant to which: (a) Merger Sub will merge with and into the Company (the “First Merger”), with the Company surviving the First Merger as a wholly owned subsidiary of ironSource (such company, as the surviving entity of the First Merger, the “Surviving Entity”) and (b) immediately following the First Merger and as part of the same overall transaction as the First Merger, the Surviving Entity will merge with and into Merger Sub II (the “Second Merger” and, together with the First Merger, the “Mergers”), with Merger Sub II surviving the Second Merger as a wholly owned subsidiary of ironSource. The transactions set forth in the Merger Agreement, including the Mergers, will constitute a “Business Combination” as contemplated by the Company’s amended and restated memorandum and articles of association. The Merger Agreement and the transactions contemplated thereby have been unanimously approved by the Company’s board and the board of directors of ironSource. At the Effective Time, assuming none of the Company’s public shareholders exercise redemption rights (“TBA Redemptions”) pursuant to the Company’s amended and restated memorandum and articles of association, (i) the existing shareholders of ironSource, including ironSource Management, will own approximately 77% of the ironSource Class A Ordinary Shares, which includes Class A ordinary shares issuable upon conversion of Class B ordinary shares of ironSource on a one-for-one On the Closing Date and immediately prior to the consummation of the Mergers and the sale of shares to the PIPE Investors, ironSource shall effect a recapitalization whereby (i) ironSource will adopt amended and restated articles of association, (ii) each ordinary share of ironSource that is issued and outstanding immediately prior to the Effective Time will be renamed and become an ironSource Class A Ordinary Share, (iii) ironSource will declare and effect an in-kind Following such recapitalization (but before the Mergers), if ironSource determines, after consulting with the Company, that the amount of freely usable cash proceeds to be released to us from the trust account is greater than ironSource’s capital needs (such amount of freely usable cash to be no less than $500 million), the Company has agreed to purchase from one or more ironSource shareholders, as determined by ironSource in its sole discretion, an amount of ironSource Class A Ordinary Shares, at a price per share of $10.00, in a secondary sale for an aggregate purchase price equal to such excess amount. Following the recapitalization, (a) immediately prior to the First Merger, each Class B ordinary share of the Company will be cancelled automatically and converted into one Class A ordinary share of the Company and (b) after giving effect to the foregoing and in connection with the First Merger, each Class A ordinary share of the Company issued and outstanding will be converted automatically into one ironSource Class A Ordinary Share. ironSource Ordinary Shares to be received by the Sponsor and certain of the Company’s directors and officers will be subject to the transfer restrictions. The consummation of the Transactions is subject to customary closing conditions for special purpose acquisition companies, including the following conditions to each party’s obligations, among others: • the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; • no law or governmental order enjoining, prohibiting or making illegal the Transactions; • the Company having at least $ 5,000,001 • the approval of the Transactions by our shareholders and ironSource’s shareholders; • the approval of the listing of ironSource Class A Ordinary Shares to be issued in connection with the closing of the Transactions on the New York Stock Exchange; and • the effectiveness of the Registration Statement. Concurrently with the execution of the Merger Agreement, the Sponsor and certain of its directors entered into a letter agreement (the “Sponsor Support Agreement”) in favor of ironSource and the Company. Additionally, on March 20, 2021, ironSource entered into Investment Agreements (each, an “Investment Agreement”) with certain investors (each, a “PIPE Investor” and collectively, the “PIPE Investors”) pursuant to which, among other things, the PIPE Investors have agreed to purchase an aggregate of 130 million ironSourceClass A Ordinary Shares in a private placement or secondary sale of shares for $10.00 per share on the terms and subject to the conditions set forth therein. Thoma Bravo Ascension Fund, L.P., an affiliate of our sponsor and Thoma Bravo, L.P., has agreed to purchase $300 million of ironSource Class A Ordinary Shares pursuant to an Investment Agreement on substantially the same terms and conditions as the other PIPE Investors. The foregoing description of the Merger Agreement, the transactions, the Sponsor Support Agreement and the Investment Agreement does not purport to be complete. For further information and access to the full agreements refer to the Company’s Current Report on Form 8-K

Subsequent Events

Subsequent Events3 Months Ended
Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent EventsNOTE 9 The Company evaluated subsequent events and transactions that occurred up to May 3, 2021, the date that the unaudited condensed financial statements were issued. The Company did not identify any subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)3 Months Ended
Mar. 31, 2021
Accounting Policies [Abstract]
Basis of presentationBasis of presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected through December 31, 2021. The accompanying unaudited condensed financial statements should be read in conjunction with the audited balance sheet and the financial statements and notes thereto included in the Form 8-K 10-K
Emerging growth companyEmerging growth company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”) exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies
Use of estimatesUse of estimates The preparation of unaudited condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash and cash equivalentsCash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of March 31, 2021 held outside the Trust Account.
Concentration of credit riskConcentration of credit risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of March 31, 2021, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. The Company’s investments held in the Trust Account as of March 31, 2021 and December 31, 2020 is comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities money market funds.
Investments held in the Trust AccountInvestments held in the Trust Account The Company’s portfolio of investments held in the Trust Account is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities, or a combination thereof. The Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the unaudited condensed balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in gain on Investments Held in Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Fair value of financial instrumentsFair value of financial instruments Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. As of March 31, 2021 and December 31, 2020, the carrying values of cash, prepaid expenses, accrued expenses, and due to related parties approximate their fair values due to the short-term nature of the instruments. The Company’s investments held in Trust Account are comprised of investments in U.S. Treasury securities with an original maturity of 185 days or less or investments in a money market funds that comprise only U.S. treasury securities and are recognized at fair value. The fair value of investments held in Trust Account is determined using quoted prices in active markets.
Offering costs associated with the Initial Public OfferingOffering costs associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred in connection with the formation and preparation of the Initial Public Offering. These costs were charged to additional paid-in
Class A ordinary shares subject to possible redemptionClass A ordinary shares subject to possible redemption The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A 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, Class A 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 the occurrence of uncertain future events. Accordingly, as of March 31, 2021 and December 31, 2020, 96,115,913 and 0 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity section of the Company’s condensed balance sheets, respectively.
Net loss per ordinary shareNet loss per ordinary share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period excluding ordinary shares subject to forfeiture. Weighted average shares were reduced for the effect of 2,500,000 Class B ordinary share that were subject to forfeiture if the overallotment option was not fully exercised by the underwriters (See Note 6). The underwriters fully exercised the over-allotment option on January 20, 2021; thus, these 2,500,000 Class B ordinary shares were no longer subject to forfeiture. As of March 31, 2021, the Company did not have any dilutive securities and other contracts that could, potentially be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted loss per ordinary share is the same as basic loss per ordinary share for the period presented. The Company’s statements of operations include a presentation of income per share for ordinary shares subject to redemption in a manner similar to the two-class method of non-redeemable non-redeemable
Income taxesIncome taxes ASC 740, “Income Taxes,” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2021. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman federal income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s unaudited condensed financial statements. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Recently adopted accounting standardsRecently adopted accounting standards In August 2020, the FASB issued ASU No. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) 815-40): 2020-06”), 2020-06
Recent accounting pronouncementsRecent accounting pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)3 Months Ended
Mar. 31, 2021
Financial Instruments, Financial Assets, Balance Sheet Groupings [Abstract]
Summary of Fair Value MeasurementsThe following tables present information about the Company’s financial assets that are measured at fair value on a recurring basis by level within the fair value hierarchy: March 31, 2021 Description Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Assets held in Trust Account: Money Market Funds $ 1,000,011,490 $ — $ —

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)Jan. 20, 2021Mar. 31, 2021Dec. 31, 2020
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Date of incorporationNov. 6,
2020
Sale of stock issue price per share $ 10 $ 10
Proceeds from initial public offer $ 1,000,000,000 $ 1,000,000,000
Adjustments to additional paid in capital stock issuance costs54,529,428
Deferred underwriting commissions35,000,000
Proceeds from private placement24,000,000
Payment to acquire restricted investments $ 1,000,000,000
Restricted investment value per public share $ 10
Term of restricted investments185 days
Temporary requity redemption price per share $ 10 $ 10
Minimum networth to effect a business combination $ 5,000,001
Percentage of the public shares redeemable in case of non occurrence of business combination100.00%
Time limit within which business combination shall be completed from the closure of initial public offering24 months
Time limit within which business combination shall be completed from the closure of initial public offering in case letter of intent has been executed30 months
Number of business days with which public shares shall be redeemed10 days
Expenses payable on dissolution $ 100,000
Minimum per share amount to be maintained in the trust account $ 10
Cash at bank $ 2,185,640 $ 0
Net working capital1,100,000
Stock shares issued during the period for services value25,000
Proceeds from related party debt286,000
Repayment of related party debt $ 286,000 $ 285,919
Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Equity method investment ownership percentage50.00%
Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Fair market value of acquiree as a percentage of assets held in trust account80.00%
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues10,000,000
Class A ordinary shares [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues100,000,000 100,000,000
Percentage of the public shares that can be redeemed without any restriction15.00%
Class A ordinary shares [Member] | Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues10,000,000 10,000,000
Class A ordinary shares [Member] | Private Placement [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues2,400,000
Sale of stock issue price per share $ 10

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)3 Months Ended
Mar. 31, 2021Dec. 31, 2020Mar. 31, 2020
Accounting Policies [Line Items]
Term of restricted investments185 days
Temporary equity shares outstanding96,115,913 0 0
Antidilutive securities excluded from the computation of earnings per share0
Interest income earned on the trust account $ 11,490
Net income loss(3,311,231)
Accrued interest and penalties on unrecognized income tax0
Minimum [Member]
Accounting Policies [Line Items]
Cash with federal deposit insurance corporation insured amount250,000
Class A Redeemable Ordinary Shares [Member]
Accounting Policies [Line Items]
Interest income earned on the trust account11,000
Class A And Class B Common Stock [Member]
Accounting Policies [Line Items]
Net income loss $ 3,300,000

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)Jan. 20, 2021Mar. 31, 2021
Class of Stock [Line Items]
Sale of stock issue price per share $ 10 $ 10
Proceeds from initial public offer $ 1,000,000,000 $ 1,000,000,000
Adjustments to additional paid in capital stock issuance costs54,529,428
Deferred underwriting commissions $ 35,000,000
Over-Allotment Option [Member]
Class of Stock [Line Items]
Stock issued during the period shares new issues10,000,000
Class A ordinary shares [Member]
Class of Stock [Line Items]
Stock issued during the period shares new issues100,000,000 100,000,000
Class A ordinary shares [Member] | Over-Allotment Option [Member]
Class of Stock [Line Items]
Stock issued during the period shares new issues10,000,000 10,000,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)Jan. 20, 2021Nov. 18, 2020Nov. 11, 2020Mar. 31, 2021Jan. 06, 2021Dec. 31, 2020Dec. 21, 2020Mar. 31, 2020
Related Party Transaction [Line Items]
Stock issued during the period value for services $ 25,000
Temporary Equity, Shares Outstanding96,115,913 0 0
Working Capital Loans $ 0
Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Related Party Transaction Amounts Of Transaction $ 10,000
Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class Of Warrant Or Right Price Per Warrant $ 2,400,000
Stock related warrants issued during the period shares10
Stock related warrants issued during the period value $ 24
Maximum [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Warrants Redeemable Threshold Trading Days30 days
Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during the period value for services $ 25,000
Stock issued during the period value for services per share $ 0.0009
Stock issued during the period shares for services28,750,000
Share Transfer Restriction Threshold Consecutive Trading Days20 days
Share Transfer Restriction Threshold Trading Days30 days
Number Of Days For A Particular Event To Get Over To Determine Share Trading Days150 days
Debt face value $ 400,000
Repayment of notes payable $ 286,000
Conversion of debt into warrants value $ 1,500,000
Converion price per unit of debt into warrant $ 10
Sponsor [Member] | Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Expenses incurred towards due diligence $ 22,477
Accounts payable owed to related party current $ 4,795
Sponsor [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Share price $ 12
Sponsor [Member] | Director [Member]
Related Party Transaction [Line Items]
Shares issued75,000
Shares issued price per share $ 0.001
Common Class B [Member]
Related Party Transaction [Line Items]
Common stock par or stated value per share $ 0.0001 $ 0.0001
Common Stock, Shares, Outstanding25,000,000 25,000,000 25,000,000
Ordinary shares were no longer subject to forfeiture2,500,000
Common Class B [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Stock issued during the period shares for services22,125,000
Common stock par or stated value per share $ 0.0001
Stock Surrendered During Period Shares25,875,000
Stock Surrendered During Period Value $ 0
Temporary Equity, Shares Outstanding2,500,000
Percentage of common stock outstanding after IPO20.00%

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail)3 Months Ended
Mar. 31, 2021USD ($)$ / sharesshares
Loss Contingencies [Line Items]
UnderWriting discount per unit | $ / shares $ 0.20
Payments for Underwriting Expense $ 20
Reimbursement from underwriters $ 2,000,000
UnderWriting discount payable per unit | $ / shares $ 0.35
Deferred Underwriting Commissions Payable $ 35
Over-Allotment Option [Member]
Loss Contingencies [Line Items]
Underwriters Option Vesting Period45 days
Stock Issued During Period, Shares, New Issues | shares10,000,000

Shareholders' Equity - Addition

Shareholders' Equity - Additional Information (Detail) - USD ($)Nov. 18, 2020Nov. 11, 2020Mar. 31, 2021Dec. 31, 2020Mar. 31, 2020
Class of Stock [Line Items]
Preferred stock par or stated value per share $ 0.0001 $ 0.0001
Preferred stock shares authorized1,000,000 1,000,000
Preferred stock shares issued0 0
Preferred stock shares outstanding0 0
Temporary Equity, Shares Outstanding96,115,913 0 0
Sponsor [Member]
Class of Stock [Line Items]
Stock issued during the period shares for services28,750,000
Common Class A [Member]
Class of Stock [Line Items]
Common stock par or stated value per share $ 0.0001 $ 0.0001
Common stock shares authorized500,000,000 500,000,000
Common stock shares issued6,284,087 0
Common stock shares outstanding6,284,087 0
Temporary Equity, Shares Outstanding96,115,913 0
Common Class B [Member]
Class of Stock [Line Items]
Common stock par or stated value per share $ 0.0001 $ 0.0001
Common stock shares authorized50,000,000 50,000,000
Common stock shares issued25,000,000 25,000,000
Common stock shares outstanding25,000,000 25,000,000 25,000,000
Ordinary Shares Were No Longer Subject To Forfeiture2,500,000
Common stock description of voting rightsone-to-one
Common Class B [Member] | Sponsor [Member]
Class of Stock [Line Items]
Common stock par or stated value per share $ 0.0001
Stock Surrendered During Period Shares25,875,000
Stock Surrendered During Period Value $ 0
Stock issued during the period shares for services22,125,000
Temporary Equity, Shares Outstanding2,500,000
Percentage Of Common Stock Outstanding After IPO20.00%

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Fair Value Measurements (Detail) - Fair Value, Recurring [Member] - Money Market Funds [Member]Mar. 31, 2021USD ($)
Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets held in Trust Account $ 1,000,011,490
Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets held in Trust Account0
Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Assets held in Trust Account $ 0

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail)Mar. 31, 2021USD ($)
Fair Value Disclosures [Abstract]
Fair value assets transfers between levels $ 0

Proposed Business Combination -

Proposed Business Combination - Additional Information (Detail) - USD ($) $ / shares in Units, shares in MillionsMar. 31, 2021Mar. 20, 2021Jan. 20, 2021
Business Acquisition [Line Items]
Minimum amount of freely usable of cash proceeds $ 500,000,000
Sale of stock issue price per share $ 10 $ 10
Minimum networth $ 5,000,001
Iron Source [Member]
Business Acquisition [Line Items]
Sale of stock issue price per share $ 10
Iron Source [Member] | Investment Agreement [Member] | PIPE Investors [Member]
Business Acquisition [Line Items]
Common stock shares issued but not subscribed shares130
Iron Source [Member] | Investment Agreement [Member] | Thoma Bravo Ascension Fund LP [Member]
Business Acquisition [Line Items]
Common stock shares issued but not subscribed value $ 300,000,000
Iron Source [Member] | Investment Agreement [Member] | PIPE And Thoma Bravo Ascension Fund [Member]
Business Acquisition [Line Items]
Sale of stock issue price per share $ 10
Class A ordinary shares [Member]
Business Acquisition [Line Items]
Percentage of shareholding11.00%
Class A ordinary shares [Member] | Iron Source [Member]
Business Acquisition [Line Items]
Value per share based on stock split $ 10
Class B ordinary shares [Member] | Iron Source [Member]
Business Acquisition [Line Items]
Value per share based on stock split $ 10
Existing Shareholders Of Iron Source Including Iron Source Management [Member] | Class A ordinary shares [Member]
Business Acquisition [Line Items]
Percentage of shareholding77.00%
PIPE Investors [Member] | Class A ordinary shares [Member]
Business Acquisition [Line Items]
Percentage of shareholding12.00%