Filing Details

   As of the close of business on March 23, 2021, the reporting persons beneficially owned an aggregate of 9,400,000 shares of the Issuers Class A Common Stock as a result of holding 9,400,000 of the Issuers units. Each unit consists of one share of the Issuers Class A Common Stock and one-fourth of one warrant. Each whole warrant entitles the holder to purchase one share of the Issuers Class A Common Stock. The Issuers warrants will become exercisable on the later of 30 days after the completion of the Issuers initial business combination and 12 months from the closing of the Issuers initial public offering. Specifically, as of the close of business on March 23, 2021:

   i) Integrated Core Strategies (US) LLC, a Delaware limited liability company ("Integrated Core Strategies"), beneficially owned 7,617,500 shares of the Issuers Class A Common Stock as a result of holding 7,617,500 of the Issuers units; and

   ii) ICS Opportunities, Ltd., an exempted company organized under the laws of the Cayman Islands ("ICS Opportunities"), beneficially owned 1,782,500 shares of the Issuers Class A Common Stock as a result of holding 1,782,500 of the Issuers units, which together with the shares of the Issuers Class A Common Stock beneficially owned by Integrated Core Strategies represented 9,400,000 shares of the Issuers Class A Common Stock or 6.8% of the Issuers Class A Common Stock outstanding.

   Millennium International Management LP, a Delaware limited partnership ("Millennium International Management"), is the investment manager to ICS Opportunities and may be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities.

   Millennium Management LLC, a Delaware limited liability company ("Millennium Management"), is the general partner of the managing member of Integrated Core Strategies and may be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Management is also the general partner of the 100% owner of ICS Opportunities and may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities.

   Millennium Group Management LLC, a Delaware limited liability company ("Millennium Group Management"), is the managing member of Millennium Management and may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies. Millennium Group Management is also the general partner of Millennium International Management and may also be deemed to have shared voting control and investment discretion over securities owned by ICS Opportunities.

   The managing member of Millennium Group Management is a trust of which Israel A. Englander, a United States citizen ("Mr. Englander"), currently serves as the sole voting trustee. Therefore, Mr. Englander may also be deemed to have shared voting control and investment discretion over securities owned by Integrated Core Strategies and ICS Opportunities.

   The foregoing should not be construed in and of itself as an admission by Millennium International Management, Millennium Management, Millennium Group Management or Mr. Englander as to beneficial ownership of the securities owned by Integrated Core Strategies or ICS Opportunities, as the case may be.

(b) Percent of Class:   

   As of the close of business on March 23, 2021, Millennium Management, Millennium Group Management and Mr. Englander may be deemed to have beneficially owned 9,400,000 shares of the Issuers Class A Common Stock or 6.8% of the Issuers Class A Common Stock outstanding (see Item 4(a) above), which percentage was calculated based on 138,000,000 shares of the Issuers Class A Common Stock outstanding as of March 19, 2021, as reported in the Issuers Form 8-K filed on March 22, 2021.