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Recurring Fair Value Measurements | 6 Months Ended
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Jun. 30, 2021
Fair Value Disclosures [Abstract] |
Recurring Fair Value Measurements | Note 8 — Recurring Fair Value Measurements Investment Held in Trust Account As of June 30, 2021, the investments in the Company’s Trust Account consisted of $268 in cash and $345,033,661 in U.S. Treasury Bills. All of the U.S. Treasury Bills mature on July 29, 2021. The Company classifies its U.S. Treasury securities as held-to-maturity in accordance with FASB ASC 320 “Investments — Debt and Equity Securities.” Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts. The Company considers all investments with original maturities of more than three months but less than one year to be short-term investments. The carrying value approximates the fair value due to its short-term maturity. The carrying value, excluding gross unrealized holding loss and fair value of held to maturity securities on June 30, 2021 are as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Carrying |  | ​ | ​ |  | Fair Value |  | ​ | ​
​ | ​ | Value/ | ​ | Gross | ​ | as of | ​ | Amortization
​ | ​ | Amortized | ​ | Unrealized | ​ | June 30, | ​ | of Bond
​ | ​ | Cost | ​ | Loss | ​ | 2021 | ​ | Discount
U.S. Money Market | ​ | $ | 268 | ​ | $ | — | ​ | $ | 268 | ​ | $ | —
U.S. Treasury Securities | ​ |  | 345,033,661 | ​ |  | (4,476) | ​ |  | 345,029,185 | ​ |  | 33,929
​ | ​ | $ | 345,033,929 | ​ | $ | (4,476) | ​ | $ | 345,029,453 | ​ | $ | 33,929
​ Fair values of its investments are classified as Level 1 utilizing quoted prices (unadjusted) in active markets for identical assets. Warrant Liability At June 30, 2021, the Company’s warrants liability was valued at $13,793,134. Under the guidance in ASC 815-40 the warrants do not meet the criteria for equity treatment. As such, the warrants must be recorded on the balance sheet at fair value. This valuation is subject to re-measurement at each balance sheet date. With each re-measurement, the warrant valuation will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. Recurring Fair Value Measurements All of the Company’s permitted investments consist of U. S. Treasury Bills. Fair values of these investments are determined by Level 1 inputs utilizing quoted prices (unadjusted) in active markets for identical assets. The Company’s warrant liability for the Private is based on a valuation model utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair value. The fair value of the Private Placement Warrant liability is classified within Level 3 of the fair value hierarchy. The Company’s warrant liability for the Public Warrants is based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. The fair value of the Public Warrant liability is classified within Level 1 of the fair value hierarchy. During the six months ended June 30, 2021 the Public Warrants were reclassified from a Level 3 to a Level 1 classification. The following table presents fair value information as of June 30, 2021 of the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Carrying Value |  | (Level 1) |  | (Level 2) |  | (Level 3)
Assets: |  |  |  | ​ |  |  | ​ |  |  | ​ |
Investments held in Trust Account – U.S. Treasury Bills |  | 345,033,929 | ​ | $ | 345,033,929 | ​ | $ | — | ​ | $ | —
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Liabilities: |  |  | ​ |  |  | ​ |  |  | ​ |  |
Private Placement Warrants |  | 4,938,134 | ​ |  | — | ​ |  | — | ​ |  | 4,938,134
Public Warrants |  | 8,855,000 | ​ |  | 8,855,000 | ​ |  | — | ​ |  | —
​ Measurement The Company established the initial fair value for the Warrants on March 2, 2021, the date of the consummation of the Company’s IPO, using a Monte Carlo simulation model to value the Public and Private warrants. In April 2021 the Company announced that holders of the Company’s Units may separately trade shares of the Company’s Class A common stock and Public Warrants included in the Units on the Nasdaq Capital Market under the symbols SBEA and SBEAW, respectively. With the trading of the Public Warrants on an open market, At June 30, 2021, the Public Warrants were valued based on an unadjusted market price. The Company used a Monte Carlo simulation model to value the Private Warrants. The key inputs into the Monte Carlo simulation model for the Private Warrants were as follows at initial measurement and at June 30, 2021: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | March 2, |  | ​ | ​ |
​ | ​ | 2021 | ​ | ​ | ​ |
​ | ​ | (Initial | ​ | June 30, |
Input | ​ | Measurement) | ​ | 2021 |
Risk-free interest rate |  | ​ | 1.01 | % | ​ | 1.06 | %
Expected term (years) |  | ​ | 6.46 |  | ​ | 6.13 | ​
Stock price | ​ | $ | 9.584 | ​ | $ | 9.7000 | ​
Probability of completing business combination | ​ |  | 80 | % |  | 80 | %
Expected volatility | ​ |  | 24.2 | % |  | 16.0 | %
Exercise price | ​ | $ | 11.50 | ​ | $ | 11.50 | ​
​ The change in the fair value of the warrant liabilities for the period ended June 30, 2021 is summarized as follows: ​
​ | ​ | ​ | ​
Fair Value at December 31, 2020 |  | $ | —
Fair value at issuance March 2 2021 | ​ |  | 22,182,906
Public Warrants reclassified to level 1(1) | ​ |  | (8,855,000)
Change in fair value | ​ |  | (8,389,772)
Fair Value at June 30, 2021 | ​ | $ | 4,938,134
(1) | Assumes the Public Warrants were reclassified on June 30, 2021.

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=123874694&loc=d3e19207-110258 + Details
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