Class A Common Stock Subject To Possible Redemption

12 Months Ended

Dec. 31, 2021

Class A Common Stock Subject To Possible Redemption [Abstract]

CLASS A COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION

NOTE 7. CLASS A COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION

All of the 22,164,744 shares of Class A common stock sold as part of the Units in the Initial Public Offering contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a stockholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s certificate of incorporation. Given that the Class A common stock was issued with other freestanding instruments (i.e., public warrants), the initial carrying value of the Class A common stock was classified as temporary equity is the allocated proceeds based on the guidance in ASC 470-20.

If it is probable that the equity instrument will become redeemable, the Company has the option to either accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or to recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company recognizes changes in redemption value immediately as they occur. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Class A common stock resulted in charges against additional paid-in capital and accumulated deficit.

As of December 31, 2021, the Class A common stock reflected on the balance sheet are reconciled in the following table:

Gross proceeds from Initial Public Offering	$	221,647,440
Less:
Proceeds allocated to Public Warrants		(11,680,978	)
Class A shares issuance costs		(12,246,230	)
Plus:
Accretion of carrying value to redemption value		23,927,208
Class A common stock subject to possible redemption	$	221,647,440