S-1 Filing
Filing Information
| Form Type | S-1 |
| Accession Number | 0001193125-22-082842 |
| Period End Date | 20211231 |
| Filing Date | 20220323 |
| Fiscal Year | N/A |
| Fiscal Period | N/A |
| XBRL Instance | d200128ds1_htm.xml |
Filing Contents
This filing contains the following financial statements:
Balance Sheet
43 line items
| Line Item | Tag | Value | Unit | Period |
|---|---|---|---|---|
| Cash |
Cash
|
- | USD | Point-in-time |
| Cash |
Cash
|
$532.44K | USD | Point-in-time |
| Preferred stock, par value |
PreferredStockParOrStatedValuePerShare
|
$0.00 | USD | Point-in-time |
| Preferred stock, par value |
PreferredStockParOrStatedValuePerShare
|
$0.00 | USD | Point-in-time |
| Preferred stock, authorized |
PreferredStockSharesAuthorized
|
5.00M | shares | Point-in-time |
| Prepaid expenses current |
PrepaidExpenseCurrent
|
$10.31K | USD | Point-in-time |
| Prepaid expenses current |
PrepaidExpenseCurrent
|
$235.40K | USD | Point-in-time |
| Preferred stock, authorized |
PreferredStockSharesAuthorized
|
5.00M | shares | Point-in-time |
| Preferred stock, shares issued |
PreferredStockSharesIssued
|
0.00 | shares | Point-in-time |
| Preferred stock, shares issued |
PreferredStockSharesIssued
|
0.00 | shares | Point-in-time |
| Preferred stock, Outstanding |
PreferredStockSharesOutstanding
|
0.00 | shares | Point-in-time |
| Preferred stock, Outstanding |
PreferredStockSharesOutstanding
|
0.00 | shares | Point-in-time |
| Total current assets |
AssetsCurrent
|
$767.84K | USD | Point-in-time |
| Total current assets |
AssetsCurrent
|
$10.31K | USD | Point-in-time |
| Deferred offering costs |
DeferredCosts
|
- | USD | Point-in-time |
| Deferred offering costs |
DeferredCosts
|
$33.00K | USD | Point-in-time |
| Prepaid expenses long term |
PrepaidExpenseNoncurrent
|
$35.68K | USD | Point-in-time |
| Investments held in Trust Account |
InvestmentsFairValueDisclosure
|
$345.02M | USD | Point-in-time |
| Total assets |
Assets
|
$345.82M | USD | Point-in-time |
| Total assets |
Assets
|
$43.31K | USD | Point-in-time |
| Accounts payable |
AccountsPayableCurrent
|
$314.09K | USD | Point-in-time |
| Accounts payable |
AccountsPayableCurrent
|
- | USD | Point-in-time |
| Accrued expenses |
AccruedLiabilitiesCurrent
|
$3.92M | USD | Point-in-time |
| Accrued expenses |
AccruedLiabilitiesCurrent
|
$33.00K | USD | Point-in-time |
| Total current liabilities |
LiabilitiesCurrent
|
$33.00K | USD | Point-in-time |
| Total current liabilities |
LiabilitiesCurrent
|
$4.24M | USD | Point-in-time |
| Deferred underwriting commissions |
DeferredUnderwritingCommissionNoncurrent
|
$12.07M | USD | Point-in-time |
| Derivative warrant liabilities |
DerivativeLiabilitiesNoncurrent
|
$30.99M | USD | Point-in-time |
| Total Liabilities |
Liabilities
|
$33.00K | USD | Point-in-time |
| Total Liabilities |
Liabilities
|
$47.30M | USD | Point-in-time |
| Commitments and Contingencies |
CommitmentsAndContingencies
|
- | USD | Point-in-time |
| Commitments and Contingencies |
CommitmentsAndContingencies
|
- | USD | Point-in-time |
| Redeemable convertible preferred stock, par value $0.000001 per share. 102,891,847 shares authorized at December 31, 2021 and January 31, 2021, respectively; and 98,726,505 shares issued and outstanding at December 31, 2021 and January 31, 2021, respectively (aggregate liquidation preference of $89,524,504 at December 31, 2021) |
PreferredStockValue
|
- | USD | Point-in-time |
| Redeemable convertible preferred stock, par value $0.000001 per share. 102,891,847 shares authorized at December 31, 2021 and January 31, 2021, respectively; and 98,726,505 shares issued and outstanding at December 31, 2021 and January 31, 2021, respectively (aggregate liquidation preference of $89,524,504 at December 31, 2021) |
PreferredStockValue
|
- | USD | Point-in-time |
| Class A ordinary shares subject to possible redemption, $0.0001 par value; 34,500,000 and -0- shares at $10.00 per share as of December 31, 2021 and December 31, 2020, respectively |
TemporaryEquityCarryingAmountAttributableToParent
|
- | USD | Point-in-time |
| Class A ordinary shares subject to possible redemption, $0.0001 par value; 34,500,000 and -0- shares at $10.00 per share as of December 31, 2021 and December 31, 2020, respectively |
TemporaryEquityCarryingAmountAttributableToParent
|
$345.00M | USD | Point-in-time |
| Additional paid-in capital |
AdditionalPaidInCapitalCommonStock
|
$24.14K | USD | Point-in-time |
| Accumulated deficit |
RetainedEarningsAccumulatedDeficit
|
$-46.48M | USD | Point-in-time |
| Accumulated deficit |
RetainedEarningsAccumulatedDeficit
|
$-14.69K | USD | Point-in-time |
| Total Shareholders' Equity (Deficit) |
StockholdersEquity
|
$-46.48M | USD | Point-in-time |
| Total Shareholders' Equity (Deficit) |
StockholdersEquity
|
$10.31K | USD | Point-in-time |
| Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders' Equity (Deficit) |
LiabilitiesAndStockholdersEquity
|
$43.31K | USD | Point-in-time |
| Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption and Shareholders' Equity (Deficit) |
LiabilitiesAndStockholdersEquity
|
$345.82M | USD | Point-in-time |
Income Statement
12 line items
| Line Item | Tag | Value | Unit | Period |
|---|---|---|---|---|
| General and administrative expenses |
GeneralAndAdministrativeExpense
|
$4.90M | USD | Annual |
| General and administrative expenses |
GeneralAndAdministrativeExpense
|
$14.69K | USD | Point-in-time |
| Loss from operations |
OperatingIncomeLoss
|
$-14.69K | USD | Point-in-time |
| Loss from operations |
OperatingIncomeLoss
|
$-4.90M | USD | Annual |
| Change in fair value of warrant liability |
FairValueAdjustmentOfWarrants
|
- | USD | Point-in-time |
| Change in fair value of warrant liability |
FairValueAdjustmentOfWarrants
|
$17.78M | USD | Annual |
| Offering costs associated with derivative warrant liabilities |
OfferingCostsAssociatedWithDerivativeLiabilities
|
- | USD | Point-in-time |
| Offering costs associated with derivative warrant liabilities |
OfferingCostsAssociatedWithDerivativeLiabilities
|
$502.45K | USD | Annual |
| Income from investments held in Trust Account |
GainLossOnInvestments
|
- | USD | Point-in-time |
| Income from investments held in Trust Account |
GainLossOnInvestments
|
$19.27K | USD | Annual |
| Net loss |
NetIncomeLoss
|
$-23.17M | USD | Annual |
| Net loss |
NetIncomeLoss
|
$-14.69K | USD | Point-in-time |
Cash Flow Statement
28 line items
| Line Item | Tag | Value | Unit | Period |
|---|---|---|---|---|
| Net loss |
ProfitLoss
|
$-23.17M | USD | Annual |
| Net loss |
ProfitLoss
|
$-14.69K | USD | Point-in-time |
| Income from investments held in Trust Account |
GainLossOnInvestments
|
- | USD | Point-in-time |
| Income from investments held in Trust Account |
GainLossOnInvestments
|
$19.27K | USD | Annual |
| Offering costs associated with derivative liabilities |
OfferingCostsAssociatedWithDerivativeLiabilities
|
- | USD | Point-in-time |
| Offering costs associated with derivative liabilities |
OfferingCostsAssociatedWithDerivativeLiabilities
|
$502.45K | USD | Annual |
| Change in fair value of derivative warrant liabilities |
FairValueAdjustmentOfWarrants
|
- | USD | Point-in-time |
| Change in fair value of derivative warrant liabilities |
FairValueAdjustmentOfWarrants
|
$17.78M | USD | Annual |
| Prepaid expenses and other current assets |
IncreaseDecreaseInPrepaidExpense
|
$-14.69K | USD | Point-in-time |
| Prepaid expenses and other current assets |
IncreaseDecreaseInPrepaidExpense
|
$260.77K | USD | Annual |
| Accounts payable |
IncreaseDecreaseInAccountsPayable
|
$314.09K | USD | Annual |
| Accrued expenses |
IncreaseDecreaseInAccruedLiabilities
|
$3.89M | USD | Annual |
| Net cash used in operating activities |
NetCashProvidedByUsedInOperatingActivities
|
$-961.98K | USD | Annual |
| Cash deposited in Trust Account |
CashDepositedInTrustAccount
|
$345.00M | USD | Annual |
| Net cash used in investing activities |
NetCashProvidedByUsedInInvestingActivities
|
$-345.00M | USD | Annual |
| Proceeds from note payable to related party |
ProceedsFromNotesPayable
|
$275.00K | USD | Annual |
| Repayment of note payable to related party |
RepaymentsOfNotesPayable
|
$275.00K | USD | Annual |
| Proceeds received from initial public offering, gross |
ProceedsFromIssuanceInitialPublicOffering
|
$345.00M | USD | Annual |
| Proceeds received from private placement |
ProceedsFromIssuanceOfPrivatePlacement
|
$8.90M | USD | Annual |
| Offering costs paid |
PaymentsOfStockIssuanceCosts
|
$7.41M | USD | Annual |
| Net cash provided by financing activities |
NetCashProvidedByUsedInFinancingActivities
|
$346.49M | USD | Annual |
| Net (decrease) increase in cash and restricted cash |
CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseIncludingExchangeRateEffect
|
$532.44K | USD | Annual |
| Cash - beginning of the period |
CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations
|
$532.44K | USD | Point-in-time |
| Cash - end of the period |
CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsIncludingDisposalGroupAndDiscontinuedOperations
|
$532.44K | USD | Point-in-time |
| Offering costs included in accrued expenses |
NonCashOfferingCostsIncludedInAccruedExpense
|
$33.00K | USD | Point-in-time |
| Prepaid expenses paid by Sponsor in exchange for issuance of Class B ordinary shares |
PrepaidExpensesPaidBySponsorInExchangeForIssuanceOfCommonStock
|
$25.00K | USD | Point-in-time |
| Deferred underwriting commissions |
NonCashDeferredUnderwritingCommissions
|
$12.07M | USD | Annual |
| Accretion of Class A ordinary shares to redemption amount |
AccretionOfClassAOrdinarySharesToRedemptionAmount
|
$27.72M | USD | Annual |
Stockholders Equity
9 line items
| Line Item | Tag | Value | Unit | Period |
|---|---|---|---|---|
| Beginning balance |
StockholdersEquity
|
$-46.48M | USD | Point-in-time |
| Beginning balance |
StockholdersEquity
|
$10.31K | USD | Point-in-time |
| Accretion of Class A ordinary shares to redemption amount |
AccretionOfOrdinarySharesToRedemptionAmount
|
$-27.72M | USD | Annual |
| Issuance of Class B ordinary shares to Sponsor |
StockIssuedDuringPeriodValueNewIssues
|
$25.00K | USD | Point-in-time |
| Issuance of Common Stock Warrants to Investors |
AdjustmentsToAdditionalPaidInCapitalWarrantIssued
|
$4.41M | USD | Annual |
| Net Loss |
NetIncomeLoss
|
$-23.17M | USD | Annual |
| Net Loss |
NetIncomeLoss
|
$-14.69K | USD | Point-in-time |
| Ending balance |
StockholdersEquity
|
$-46.48M | USD | Point-in-time |
| Ending balance |
StockholdersEquity
|
$10.31K | USD | Point-in-time |
Comprehensive Income
2 line items
| Line Item | Tag | Value | Unit | Period |
|---|---|---|---|---|
| Net loss |
NetIncomeLoss
|
$-23.17M | USD | Annual |
| Net loss |
NetIncomeLoss
|
$-14.69K | USD | Point-in-time |
Data is extracted from SEC EDGAR XBRL filings. Values shown are as reported in the filing.