XML 27 R16.htm IDEA: XBRL DOCUMENT v3.21.2
Description of Organization and Business Operations (Details) - USD ($)
 1 Months Ended 2 Months Ended
Jun. 18, 2021
Mar. 31, 2021
Description of Organization and Business Operations (Details) [Line Items]    
Share price per share (in Dollars per share)   $ 10.00
Generating gross proceeds $ 345,000,000  
Incurring offering costs 19,100,000  
Deferred underwriting commissions $ 11,700,000  
Price per warrant (in Dollars per share)   $ 1.00
Initial Public Offering and the Private Placement   $ 345,026,000
Maturity of money market funds term   185 days
Percentage of fair market value   80.00%
Common stock par value (in Dollars per share)   $ 0.0001
Net tangible assets   $ 5,000,001
Working capital deficit   323,000
Cover expenses   25,000
Sponsor pursuant   $ 126,000
Business combination [Member]    
Description of Organization and Business Operations (Details) [Line Items]    
Business acquisition voting interests, percentage   50.00%
Business combination, description   If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or June 18, 2023 (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes of the Company or Opco, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares and Class A Units of Opco (other than those held by the Company), which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Company’s board of directors, liquidate and dissolve, subject in each case, to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. There will be no redemption rights or liquidating distributions with respect to the warrants, which will expire worthless if the Company fails to consummate an initial Business Combination within 24 months from the closing of the Initial Public Offering.
Over Allotment Option [Member]    
Description of Organization and Business Operations (Details) [Line Items]    
Sale of stock (in Shares) 34,500,000  
IPO[Membar]    
Description of Organization and Business Operations (Details) [Line Items]    
Sale of stock (in Shares)   10.9
Share price per share (in Dollars per share) $ 10.00  
IPO[Membar] | Business combination [Member]    
Description of Organization and Business Operations (Details) [Line Items]    
Business combination term   24 months
Private Placement [Member]    
Description of Organization and Business Operations (Details) [Line Items]    
Warrants (in Shares)   10,900,000
Price per warrant (in Dollars per share)   $ 1.00
Class A Common Stock [Member]    
Description of Organization and Business Operations (Details) [Line Items]    
Sale of stock (in Shares) 4,500,000  
Share price per share (in Dollars per share)   $ 12.00