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FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Sep. 30, 2022

Assets and Liabilities Measured at Fair Value

The following tables present information about the Company’s assets and liabilities that are measured at fair value at September 30, 2022 and December 31, 2021, and indicate the level in the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

At September 30, 2022	Quoted Prices in		Significant Other		Significant Other
	Active Markets		Observable Inputs		Unobservable Inputs
Description	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account	$	295,009,088	$	—	$	—

Liabilities:
Public Warrants	$	—	$	1,437,500	$	—
Private Placement Warrants		—		—		900,000
Total warrant liabilities	$	—	$	1,437,500	$	900,000

At December 31, 2021	Quoted Prices in		Significant Other		Significant Other
	Active Markets		Observable Inputs		Unobservable Inputs
Description	(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account	$	293,251,371	$	—	$	—

Liabilities:
Public Warrants	$	—	$	—	$	8,481,250
Private Placement Warrants		—		—		5,400,000
Total warrant liabilities	$	—	$	—	$	13,881,250

Level 3 Fair Value Measurements

The following table provides quantitative information regarding Level 3 fair value measurements as of September 30, 2022:

	Private Placement Warrants
Exercise price	$	11.50
Share price	$	10.00
Volatility		0.4	%
Expected term (years)		3.6
Risk-free rate		4.19	%
Dividend yield		—	%

The following table provides quantitative information regarding Level 3 fair value measurements as of December 31, 2021:

	Public Warrants			Private Placement Warrants
Exercise price	$	11.50		$	11.50
Share price	$	9.71		$	9.71
Volatility		11.0	%		11.0	%
Expected term (years)		6.0			6.0
Risk-free rate		1.35	%		1.35	%
Dividend yield		—	%		—	%

Change in Fair Value of Warrant Liabilities

The change in fair value of the warrant liabilities classified as Level 3 during the nine months ended September 30, 2022 is summarized as follows:

	Public Warrants			Private Placement Warrants

Warrant liabilities at December 31, 2021	$	8,481,250		$	5,400,000
Transfer out to Level 1⁽¹⁾		(8,481,250	)		—
Change in fair value of warrant liabilities		—			(4,500,000	)
Warrant liabilities at September 30, 2022	$	—		$	900,000

(1)	Subsequently transferred from Level 1 to Level 2 during the quarter ended September 30, 2022.