0001213900-21-047072 | S-4 | XBRL Viewer | Growth Capital Acquisition Corp

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Document And Entity Information	6 Months Ended
Document And Entity Information	Jun. 30, 2021
Document Information Line Items
Entity Registrant Name	GROWTH CAPITAL ACQUISITION CORP.
Document Type	S-4
Amendment Flag	false
Entity Central Index Key	0001498233
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, State or Country Code	DE

CONDENSED BALANCE SHEETS - USD ($)	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Assets:
Cash	$ 718,500	$ 749,737		$ 2,043
Prepaid expenses	80,532	114,937		20,000
Total current assets	799,032	864,674		22,043
Investments held in Trust Account	172,511,739	172,505,514
Total assets	173,310,771	173,370,188		22,043
Liabilities and Shareholders’ Equity:
Accounts payable and accrued expenses	73,550	73,756		20,000
Total current liabilities	73,550	73,756		20,000
Warrant liabilities	8,607,750	7,141,500
Total liabilities	8,681,300	7,215,256		20,000
Class A common stock subject to possible redemption, value	159,629,470	161,154,930
Shareholders’ equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding
Class A common stock, value	128	113
Class B common stock, value	431	431		431
Additional paid-in capital	1,525,445	(3,115,509)		148,269
Retained earnings (accumulated deficit)		8,114,967,000,000		(146,657,000,000)
Retained earnings (accumulated deficit)	3,473,997	4,999,458
Total shareholders’ equity	5,000,001	5,000,002		2,043
Total liabilities and shareholders’ equity	173,310,771	$ 173,370,188		$ 22,043
Cepton Technologies, Inc
Assets:
Cash	12,400,000		$ 11,312,000		$ 11,338,000
Short-term investments	13,041,000		32,058,000
Accounts receivable	372,000		285,000		646,000
Inventories	3,007,000		3,394,000		2,408,000
Prepaid expenses and other current assets	3,723,000		1,134,000		1,296,000
Total current assets	32,543,000		48,183,000		15,688,000
Property and equipment, net	384,000		457,000		561,000
Other Assets	373,000		94,000		94,000
Total assets	33,300,000		48,734,000		16,343,000
Liabilities and Shareholders’ Equity:
Accounts payable and accrued expenses	887,000		1,214,000		524,000
Total current liabilities	4,708,000		2,779,000		2,504,000
Accrued expenses and other current liabilities	2,700,000		1,565,000		1,285,000
Current portion of debt	1,121,000				695,000
Long-term debt			1,121,000		4,214,000
Other long-term liabilities	1,217,000		1,293,000		15,000
Total liabilities	5,925,000		5,193,000		6,733,000
Convertible preferred stock – Par value $0.00001 per share – 22,806,009 shares authorized at June 30, 2021 and December 31, 2020; 21,671,491 shares issued and outstanding at June 30, 2021 and December 31, 2020; (aggregate liquidation preference of $96.7 million)	99,470,000		99,470,000		46,847,000
Stockholders’ deficit:
Common stock, value
Class F stock, value
Shareholders’ equity:
Additional paid-in capital	4,697,000		2,286,000		1,336,000
Accumulated other comprehensive income	(34,000)		(18,000)		(10,000)
Retained earnings (accumulated deficit)	(76,758,000)		(58,197,000)		(38,563,000)
Total shareholders’ equity	(72,095,000)		(55,929,000)		(37,237,000)
Total liabilities and shareholders’ equity	$ 33,300,000		$ 48,734,000		$ 16,343,000

CONDENSED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Class A common stock subject to possible redemption	15,962,947	16,115,493
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000		1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, shares authorized				100,000,000
Cepton Technologies, Inc
Preferred stock par value (in Dollars per share)	$ 0.00001		$ 0.00001		$ 0.00001
Preferred stock, shares authorized	22,806,009		22,806,009		16,872,475
Preferred stock, shares issued	21,671,491		21,671,491		15,342,075
Preferred stock, shares outstanding	21,671,491		21,671,491		15,342,075
Common stock, par value (in Dollars per share)	$ 0.00001		$ 0.00001		$ 0.00001
Common stock, shares authorized	75,000,000		75,000,000		60,000,000
Common stock, shares issued	27,412,984		27,184,882		27,004,791
Common stock, shares outstanding	27,412,984		27,184,882		27,004,791
Aggregate liquidation preference (in Dollars)	$ 96.7		$ 96.7		$ 43.7
Class A Common Stock
Class A common stock subject to possible redemption		16,115,493		0
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000		100,000,000
Common stock, shares issued	1,287,053	1,134,507		0
Common stock, shares outstanding	1,287,053	1,134,507		0
Class B Common Stock
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001		$ 0.0001
Common stock, shares authorized	10,000,000	10,000,000		10,000,000
Common stock, shares issued	4,312,500	4,312,500		4,312,500
Common stock, shares outstanding	4,312,500	4,312,500		4,312,500
Class F stock \| Cepton Technologies, Inc
Common stock, par value (in Dollars per share)	$ 0.00001		$ 0.00001		$ 0.00001
Common stock, shares authorized	8,402,000		8,402,000		8,450,000
Common stock, shares issued	8,372,143		8,372,143		8,402,000
Common stock, shares outstanding	8,372,143		8,372,143		8,402,000

CONDENSED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
CONDENSED STATEMENTS OF OPERATIONS - USD ($)	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
General and administrative expenses	$ 66,638				$ 93,265		$ 9,683
Loss from operations	(66,638)				(93,265)		(9,683)
Other income (loss):
Warrant transaction costs					(292,875)
Excess value of UW warrants					(1,293,750)
Change in fair value of warrants	(1,466,250)				9,936,000
Provision for income taxes							32
Interest income – operating account	1,202				5,514
Interest income – Trust Account	6,225
Net income (loss)	(1,525,461)				8,261,624		(9,715)
Other comprehensive loss, net of tax:
Net loss	$ (1,525,461)				$ 8,261,624		$ (9,715)
Cepton Technologies, Inc
Loss from operations			$ (18,566,000)	$ (8,824,000)		$ (19,576,000)		$ (17,004,000)
Other income (loss):
Provision for income taxes			(11,000)	(14,000)		26,000		7,000
Net income (loss)			(18,561,000)	(8,912,000)		(19,634,000)		(16,757,000)
Revenue			1,333,000	810,000		2,006,000		4,132,000
Cost of revenue			2,436,000	1,760,000		3,746,000		3,497,000
Gross Profit (Loss)			(1,103,000)	(950,000)		(1,740,000)		635,000
Other comprehensive loss, net of tax:
Research and development			10,990,000	4,737,000		11,666,000		11,457,000
Selling, general and administrative			6,473,000	3,137,000		6,170,000		6,182,000
Total operating expenses			17,463,000	7,874,000		17,836,000		17,639,000
Other income (expense), net			2,000	(181,000)		(181,000)
Interest income, net			14,000	107,000		149,000		254,000
Loss before income taxes			$ (18,550,000)	$ (8,898,000)		$ (19,608,000)		$ (16,750,000)
Net loss per share, basic and diluted (in Dollars per share)			$ (0.68)	$ (0.33)		$ (0.73)		$ (0.62)
Weighted-average shares used in computing net loss per share, basic and diluted (in Shares)			27,314,638	27,051,233		27,068,162		26,892,775
Net loss			$ (18,561,000)	$ (8,912,000)		$ (19,634,000)		$ (16,757,000)
Changes in unrealized gain on available-for-sale securities			(4,000)	4,000		3,000
Foreign currency translation adjustments			(12,000)	(4,000)		(11,000)		(10,000)
Total other comprehensive loss, net of tax			(16,000)			(8,000)		(10,000)
Comprehensive loss			$ (18,577,000)	$ (8,912,000)		$ (19,642,000)		$ (16,767,000)
Class A Common Stock
Other income (loss):
Basic and diluted weighted average shares outstanding, Class A common stock subject to possible redemption (in Shares)	16,115,493				2,404,988
Basic and diluted net loss per share, Class A common stock subject to possible redemption (in Shares)	0.00				0.00
Class B Common Stock
Other income (loss):
Basic and diluted weighted average shares outstanding, Class B common stock (in Shares)	5,447,007	3,750,000			4,648,608		3,750,000
Basic and diluted net loss per share, Class B common stock (in Dollars per share)	$ (0.28)				$ 1.78		$ 0.00

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY - USD ($)	Class B Common Stock	Class A Common Stock	Convertible Preferred Stock Cepton Technologies, Inc	Class F Stock Cepton Technologies, Inc	Common Stock Cepton Technologies, Inc	Additional Paid-in Capital Cepton Technologies, Inc	Additional Paid-in Capital	Accumulated Earnings (Deficit) Cepton Technologies, Inc	Accumulated Earnings (Deficit)	Accumulated Other Comprehensive Gain (Loss) Cepton Technologies, Inc	Cepton Technologies, Inc	Total
Balance at Dec. 31, 2018			$ 46,847,000			$ 469,000		$ (21,806,000)			$ (21,337,000)
Balance (in Shares) at Dec. 31, 2018			15,342,075	8,402,000	26,868,958
Issuance of common stock upon exercise of stock options						30,000					$ 30,000
Issuance of common stock upon exercise of stock options (in Shares)					135,833						135,833
Stock-based compensation						749,000					$ 749,000
Warrant issuance						88,000					88,000
Foreign currency translation adjustment										(10,000)	(10,000)
Net income (loss)								(16,757,000)			(16,757,000)
Balance at Dec. 31, 2019			$ 46,847,000			1,336,000		(38,563,000)		(10,000)	(37,237,000)
Balance (in Shares) at Dec. 31, 2019			15,342,075	8,402,000	27,004,791
Balance at Mar. 31, 2019	$ 431						$ 139,269		$ (136,942)			$ 2,758
Balance (in Shares) at Mar. 31, 2019	4,312,500
Contribution from stockholder							9,000					9,000
Net income (loss)									(9,715)			(9,715)
Balance at Mar. 31, 2020	$ 431						148,269		(146,657)			2,043
Balance (in Shares) at Mar. 31, 2020	4,312,500
Balance at Dec. 31, 2019			$ 46,847,000			1,336,000		(38,563,000)		(10,000)	(37,237,000)
Balance (in Shares) at Dec. 31, 2019			15,342,075	8,402,000	27,004,791
Issuance of Series C convertible preferred stock in exchange for cash, net of issuance costs			$ 52,623,000
Issuance of Series C convertible preferred stock in exchange for cash, net of issuance costs (in Shares)			6,299,559
Issuance of common stock upon exercise of stock options						13,000					13,000
Issuance of common stock upon exercise of stock options (in Shares)					57,500
Stock-based compensation						391,000					391,000
Unrealized gain on available-for-sale, net of tax										4,000	4,000
Foreign currency translation adjustment										(4,000)	(4,000)
Net income (loss)								(8,912,000)			(8,912,000)
Balance at Jun. 30, 2020	$ 431		$ 99,470,000			1,740,000	148,269	(47,475,000)	(146,657)	(10,000)	(45,745,000)	2,043
Balance (in Shares) at Jun. 30, 2020	4,312,500		21,641,634	8,402,000	27,062,291
Balance at Dec. 31, 2019			$ 46,847,000			1,336,000		(38,563,000)		(10,000)	(37,237,000)
Balance (in Shares) at Dec. 31, 2019			15,342,075	8,402,000	27,004,791
Issuance of Series C convertible preferred stock in exchange for cash, net of issuance costs			$ 52,623,000
Issuance of Series C convertible preferred stock in exchange for cash, net of issuance costs (in Shares)			6,299,559
Stock transfer
Stock transfer (in Shares)			29,857	(29,857)
Issuance of common stock upon exercise of stock options						225,000					$ 225,000
Issuance of common stock upon exercise of stock options (in Shares)					180,091						305,091
Stock-based compensation						725,000					$ 725,000
Unrealized gain on available-for-sale, net of tax										3,000	3,000
Foreign currency translation adjustment										(11,000)	(11,000)
Net income (loss)								(19,634,000)			(19,634,000)
Balance at Dec. 31, 2020			$ 99,470,000			2,286,000		(58,197,000)		(18,000)	(55,929,000)
Balance (in Shares) at Dec. 31, 2020			21,671,491	8,372,143	27,184,882
Balance at Mar. 31, 2020	$ 431						148,269		(146,657)			2,043
Balance (in Shares) at Mar. 31, 2020	4,312,500
Net income (loss)
Balance at Jun. 30, 2020	$ 431		$ 99,470,000			1,740,000	148,269	(47,475,000)	(146,657)	(10,000)	(45,745,000)	2,043
Balance (in Shares) at Jun. 30, 2020	4,312,500		21,641,634	8,402,000	27,062,291
Balance at Mar. 31, 2020	$ 431						148,269		(146,657)			2,043
Balance (in Shares) at Mar. 31, 2020	4,312,500
Sale of 17,250,000 Units on February 2, 2021, net of warrant liability		$ 1,725					161,889,525					$ 161,891,250
Sale of 17,250,000 Units on February 2, 2021, net of warrant liability (in Shares)		17,250,000										17,250,000
Offering costs charged to shareholders’ equity							(4,004,071)					$ (4,004,071)
Class A common stock subject to possible redemption		$ (1,612)					(161,153,318)					(161,154,930)
Class A common stock subject to possible redemption (in Shares)		(16,115,493)
Contribution from stockholder							4,086					4,086
Net income (loss)									8,261,624			8,261,624
Balance at Mar. 31, 2021	$ 431	$ 113							4,999,458			5,000,002
Balance (in Shares) at Mar. 31, 2021	4,312,500	1,134,507
Balance at Dec. 31, 2020			$ 99,470,000			2,286,000		(58,197,000)		(18,000)	(55,929,000)
Balance (in Shares) at Dec. 31, 2020			21,671,491	8,372,143	27,184,882
Issuance of common stock upon exercise of stock options						334,000					$ 334,000
Issuance of common stock upon exercise of stock options (in Shares)					228,102						190,602
Stock-based compensation						2,077,000					$ 2,077,000
Unrealized gain on available-for-sale, net of tax										(4,000)	(4,000)
Foreign currency translation adjustment										(12,000)	(12,000)
Net income (loss)								(18,561,000)			(18,561,000)
Balance at Jun. 30, 2021	$ 431	$ 128	$ 99,470,000			4,697,000	1,525,445	(76,758,000)	3,473,997	(34,000)	(72,095,000)	5,000,001
Balance (in Shares) at Jun. 30, 2021	4,312,500	1,287,053	21,671,491	8,372,143	27,412,984
Balance at Mar. 31, 2021	$ 431	$ 113							4,999,458			5,000,002
Balance (in Shares) at Mar. 31, 2021	4,312,500	1,134,507
Class A common stock subject to possible redemption		$ 15					1,525,445					1,525,460
Class A common stock subject to possible redemption (in Shares)		152,546
Net income (loss)									(1,525,461)			(1,525,461)
Balance at Jun. 30, 2021	$ 431	$ 128	$ 99,470,000			$ 4,697,000	$ 1,525,445	$ (76,758,000)	$ 3,473,997	$ (34,000)	$ (72,095,000)	$ 5,000,001
Balance (in Shares) at Jun. 30, 2021	4,312,500	1,287,053	21,671,491	8,372,143	27,412,984

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Parentheticals)	12 Months Ended
	Mar. 31, 2021 shares
Statement of Stockholders' Equity [Abstract]
Sale of Units	17,250,000

CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
CONDENSED STATEMENTS OF CASH FLOWS - USD ($)	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019
Cash Flows from Operating Activities:
Net income (loss)	$ (1,525,461)				$ 8,261,624		$ (9,715)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on investment held in Trust Account	(6,225)				(5,514)
Warrant transaction costs					292,875
Excess value of UW warrants					1,293,750
Unrealized gain on Fair Value changes of warrants					(9,936,000)
Change in fair value warrants	1,466,250				(9,936,000)
Changes in operating assets and liabilities:
Prepaid expenses	34,405				(114,937)
Accounts payable and accrued expenses	(206)				53,756
Net cash used in operating activities	(31,237)				(154,446)		(9,715)
Cash Flows from Investing Activities:
Purchase of investments held in Trust Account					(172,500,000)
Net cash used in investing activities					(172,500,000)
Cash Flows from Financing Activities:
Proceeds from Initial Public Offering, net of underwriting fees					169,050,000
Borrowings from promissory note					135,325
Repayment of promissory note					(135,325)
Proceeds from private placement					5,175,000
Contribution from stockholder					4,086		9,000
Payments of offering costs					(826,946)
Net cash provided by financing activities					173,402,140		9,000
Net Change in Cash	(31,237)				747,694		(715)
Cash – Beginning	749,737				2,043		2,758
Cash – Ending	718,500				749,737		2,043
Supplemental cash flow information
Cash paid for income taxes							32
Value of Class A common stock subject to possible redemption at February 2, 2021					151,176,360
Initial classification of warrant liability					17,077,500
Deferred offering costs included in accrued offering costs							20,000
Supplemental Disclosure of Non-cash Financing Activities:
Change in value of Class A common stock subject to possible redemption	$ (1,525,460)				$ 9,978,570
Cepton Technologies, Inc
Cash Flows from Operating Activities:
Net income (loss)			$ (18,561,000)	$ (8,912,000)		$ (19,634,000)		$ (16,757,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			96,000	92,000		184,000		171,000
Stock-based compensation			2,077,000	388,000		710,000		749,000
Loss on debt extinguishment				180,000		180,000
Amortization and accretion of short-term investments			153,000	(60,000)		120,000
Other				(88,000)		(90,000)		17,000
Changes in operating assets and liabilities:
Accounts receivable, net			(87,000)	317,000		363,000		(3,000)
Inventories, net			387,000	(546,000)		(971,000)		(1,728,000)
Prepaid expenses and other current assets			(2,590,000)	220,000		162,000		216,000
Other long-term assets			(279,000)
Accounts payable			(328,000)	134,000		690,000		305,000
Accrued expenses			1,136,000	(205,000)		129,000		(548,000)
Other long-term liabilities			1,000			1,177,000		8,000
Net cash used in operating activities			(17,995,000)	(8,480,000)		(16,980,000)		(17,570,000)
Cash Flows from Investing Activities:
Purchases of property and equipment			(23,000)	(3,000)		(80,000)		(148,000)
Proceeds from long-term security deposit								1,000
Purchases of short-term investments			(8,455,000)	(19,234,000)		(33,676,000)
Proceeds from short-term investments						1,500,000
Proceeds from maturities of short-term investments			27,315,000
Net cash used in investing activities			18,837,000	(19,237,000)		(32,256,000)		(147,000)
Cash Flows from Financing Activities:
Proceeds from PPP loan				1,121,000
Proceeds from issuance of long-term debt						1,121,000
Proceeds from issuance of long-term debt and warrants, net								4,982,000
Repayment of long-term debt				(5,000,000)		(5,000,000)
Cash received from early exercises of options						253,000
Proceeds from issuance of common stock options, net of repurchase			258,000	13,000		225,000		30,000
Proceeds from convertible preferred stock, net of issuance costs				52,624,000		52,623,000
Net cash provided by financing activities			258,000	48,758,000		49,222,000		5,012,000
Effect of exchange rate changes on cash			(12,000)	(5,000)		(12,000)		(10,000)
Net Change in Cash			1,088,000	21,036,000		(26,000)		(12,715,000)
Cash – Beginning			11,312,000	11,338,000		11,338,000		24,053,000
Cash – Ending			12,400,000	32,374,000		11,312,000		11,338,000
Supplemental cash flow information
Cash paid for interest				44,000		44,000
Cash paid for income taxes			2,000	1,000		25,000
Changes in accrued purchases of property and equipment				3,000		$ (3,000)		$ 3,000
Vesting of early exercises of stock options			$ 76,000

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Accounting Policies [Abstract]

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS

NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS

Organization and General

Growth Capital Acquisition Corp. (the “Company”), a blank check company, was incorporated under the laws of the State of Delaware on January 4, 2010 under the name PinstripesNYS, Inc., and changed its name to its current name on February 14, 2020. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”).

The registration statements for the Company’s initial public offering (described below) were declared effective on January 29, 2021. On February 2, 2021, the Company consummated the initial public offering of 17,250,000 units (the “Units” and, with respect to the shares of Class A common stock included in the Units sold, the “Public Shares”), which includes the full exercise by the underwriter of its over-allotment option in the amount of 2,250,000 Units, at $10.00 per Unit, generating gross proceeds of $172,500,000, which is described in Note 4.

Simultaneously with the closing of the initial public offering, the Company consummated the sale of 5,175,000 warrants (each, a “Private Placement Warrant” and, collectively, the “Private Placement Warrants”) in a private placement to the Company’s sponsor, Growth Capital Sponsor LLC (the “Sponsor”), Nautilus Carriers LLC (“Nautilus”), an affiliate of our Co-Chief Executive Officers, and HB Strategies LLC (“HB Strategies”), an affiliate of Hudson Bay Capital Management LP (“Hudson Bay”) generating gross proceeds of $5,175,000, which is described in Note 5.

Transaction costs amounted to $4,296,946, consisting of $3,450,000 of underwriting fees, and $824,946 of other offering costs.

Although the Company is not limited to a particular industry or sector for the purpose of consummating a Business Combination, it intends to focus on industries that complement the Company’s management team’s background, and to capitalize on the ability of the Company’s management team to identify and acquire a business or businesses consistent with the experience of the Company’s management team and affiliates of Maxim Group LLC (“Maxim”), the representative of the underwriters in the Initial Public Offering.

As of June 30, 2021, the Company had not commenced any operations. All activity from January 4, 2010 (inception) through February 2, 2021 relates to the Company’s formation, its prior unconsummated initial public offering, and its initial public offering (the “Initial Public Offering” or “IPO”) described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering and will recognize changes in the fair value of warrant liability as other income (expense). The Company has selected March 31 as its fiscal year end.

The Trust Account

Following the closing of the IPO on February 2, 2021 and the exercise of Over-allotment Units simultaneously with the closing of the Initial Public Offering, an amount of $172,500,000 ($10.00 per Unit) from the net proceeds of the exercise of the Units in the IPO, the sale of the Private Placement Warrants, and the exercise of Over-allotment Units was placed in a trust account (“Trust Account”). The proceeds held in the Trust Account are substantially invested only in money market funds registered under the Investment Company Act of 1940, as amended and compliant with Rule 2a-7.

Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, the proceeds from the IPO may not be released from the Trust Account until the earliest of: (i) the completion of the initial Business Combination; (ii) the redemption of any public shares properly tendered in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if it does not complete the initial Business Combination by August 2, 2022; or (iii) the redemption of all of the Company’s public shares if the Company is unable to complete the initial Business Combination by August 2, 2022 (at which such time up to

$100,000 of interest shall be available to the Company to pay liquidation or dissolution expenses), subject to applicable law. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public stockholders.

Initial Business Combination

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO, although substantially all of the net proceeds of the IPO and the Private Placement are intended to be generally applied toward consummating an initial Business Combination. The initial Business Combination must occur with one or more businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the amount of the Business Combination Marketing Fee). There is no assurance that the Company will be able to successfully effect an initial Business Combination.

The Company, after signing a definitive agreement for an initial Business Combination, will provide its public stockholders’ with the opportunity to redeem all or a portion of their shares upon the completion of the initial Business Combination, either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. However, in no event will the Company redeem its public shares in an amount that would cause its net tangible assets, after payment of deferred underwriting commissions, to be less than $5,000,001. In such case, the Company would not proceed with the redemption of its public shares and the related initial Business Combination, and instead may search for an alternate initial Business Combination.

If the Company holds a stockholder vote or there is a tender offer for shares in connection with an initial Business Combination, a public stockholder will have the right to redeem its shares for an amount in cash equal to its pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest, but less taxes payable. As a result, such shares of Class A common stock will be recorded at their redemption amount and classified as temporary equity, in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, “Distinguishing Liabilities from Equity.”

The Company will have until August 2, 2022 to complete a Business Combination. If the Company is unable to complete the initial Business Combination by August 2, 2022, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no 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, but less taxes payable (less up to $100,000 of interest to pay liquidation or dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, dissolve and liquidate, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.

Each of the Company’s Sponsor and Nautilus has agreed that it will be severally liable to the Company, on a pro rata basis based on the number of founder shares owned by them, if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company have entered into a written letter of intent, confidentiality or similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less interest released to pay taxes, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of IPO against certain liabilities, including liabilities under the Securities Act. However, the Company has not asked its Sponsor or Nautilus to reserve for such indemnification obligations, nor has it independently verified whether the Sponsor or Nautilus have sufficient funds to satisfy such

indemnity obligations and believe that the only assets of the Sponsor and Nautilus are securities of the Company. Therefore, the Company cannot assure you that the Sponsor or Nautilus would be able to satisfy those obligations. None of the Company’s officers or directors will indemnify the Company for claims by third parties including, without limitation, claims by vendors and prospective target businesses.

The Sponsor, the Company’s officers and directors and certain initial stockholders have entered into a letter agreement with the Company, pursuant to which they agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares (as defined below) held by them if the Company fails to complete the initial Business Combination by August 2, 2022. However, if the Sponsor or any of the Company’s directors or officers acquires shares of Class A common stock in or after the IPO, they will be entitled to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial Business Combination within the prescribed time period.

In the event of a liquidation, dissolution or winding up of the Company after an initial Business Combination, the Company’s remaining stockholders are entitled to share ratably in all assets remaining available for distribution to them after payment of liabilities and after provision is made for each class of stock, if any, having preference over the common stock.

The Company will provide its public stockholders with the opportunity to redeem all or a portion of their public shares upon the completion of the initial Business Combination at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its taxes, divided by the number of then outstanding public shares, subject to the limitations described herein. The amount in the Trust Account is initially anticipated to be $10.00 per public share. There will be no redemption rights upon the completion of the initial Business Combination with respect to the Company’s warrants. The Company’s Sponsor, officers, directors, and Nautilus have entered into a letter agreement with the Company, pursuant to which they have agreed to waive their redemption rights with respect to any founder shares held by them and any public shares they may acquire during or after the IPO in connection with the completion of the initial Business Combination or otherwise. HB Strategies has agreed to the foregoing terms except that it will not waive redemption rights with respect to its public shares.

The Company may require its public stockholders seeking to exercise their redemption rights, whether they are record holders or hold their shares in “street name,” to either tender their certificates to the Company’s transfer agent prior to the date set forth in the tender offer documents or proxy materials mailed to such holders, or up to two business days prior to the vote on the proposal to approve the initial Business Combination in the event the Company distributes proxy materials, or to deliver their shares to the transfer agent electronically using The Depository Trust Company’s DWAC (Deposit/Withdrawal At Custodian) System, at the holder’s option. The tender offer or proxy materials, as applicable, that the Company will furnish to holders of its public shares in connection with the initial Business Combination will indicate whether the Company is requiring public stockholders to satisfy such delivery requirements.

Liquidity and Capital Resources

At June 30, 2021, the Company had cash outside the Trust Account of $718,500 and a working capital of $725,482. All remaining cash held in the Trust Account is generally unavailable for the Company’s use prior to an initial business combination, and is restricted for use either in a Business Combination or to redeem common stock.

On February 2, 2021, the Company consummated its IPO (see Note 3) and Private Placement (See Note 4) and the underwriters fully exercised their Over-Allotment Option. Of the net proceeds from the IPO, exercise of the over-allotment option, and associated Private Placements, $172,500,000 of cash was placed in the Trust Account.

Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the date the financial statements are issued. Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

Risks and Uncertainties

Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these condensed financial statements. The condensed financial statements does not include any adjustments that might result from the outcome of this uncertainty.

NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS

Organization and General

Transaction costs amounted to $4,296,946, consisting of $3,450,000 of underwriting fees, and $824,946 of other offering costs.

As of March 31, 2021, the Company had not commenced any operations. All activity from January 4, 2010 (inception) through February 2, 2021 relates to the Company’s formation, its prior unconsummated initial public offering, and its initial public offering (the “Initial Public Offering” or “IPO”) described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering and will recognize changes in the fair value of warrant liability as other income (expense). The Company has selected March 31 as its fiscal year end.

The Trust Account

Following the closing of the IPO on February 2, 2021 and the sale of Over-allotment Units simultaneously with the closing of the Initial Public Offering, an amount of $172,500,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the IPO, the sale of the Private Placement Warrants, and the sale of Over-allotment Units was placed in a trust account (“Trust Account”). The proceeds held in the Trust Account will be invested only in U.S. government treasury bills with a maturity of 185 days or less or in money market funds registered under the Investment Company Act of 1940, as amended and compliant with Rule 2a-7 thereof that maintain a stable net asset value of $1.07.

Initial Business Combination

the Securities Act. However, the Company has not asked its Sponsor or Nautilus to reserve for such indemnification obligations, nor has it independently verified whether the Sponsor or Nautilus have sufficient funds to satisfy such indemnity obligations and believe that the only assets of the Sponsor and Nautilus are securities of the Company. Therefore, the Company cannot assure you that the Sponsor or Nautilus would be able to satisfy those obligations. None of the Company’s officers or directors will indemnify the Company for claims by third parties including, without limitation, claims by vendors and prospective target businesses.

Risks and Uncertainties

Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of this financial statement. The financial statement does not include any adjustments that might result from the outcome of this uncertainty.

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Condensed Financial Information Disclosure [Abstract]

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

NOTE 2 — REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

On July 19, 2021 the Company reported an incorrect amount to the Securities and Exchange Commission of its Form 10-K. The Company reported negative additional-paid in capital on its March 31, 2021 balance sheet and statement of changes in shareholders’ equity. Had the Company properly reported the information, the negative additional-paid in capital would have been reclassified to retained earnings. Total shareholders’ equity did not change.

	As Reported			Adjustment			As Adjusted
Audited Balance Sheet as of March 31, 2021
Additional paid in capital	$	(3,115,509	)	$	3,115,509		$	—
Retained earnings	$	8,114,967		$	(3,115,509	)	$	4,999,458
Total shareholders’ equity	$	5,000,002		$	—		$	5,000,002

Audited Statement of Changes in Shareholders’ Equity as of March 31, 2021
Additional paid-in capital	$	(3,115,509	)	$	3,115,509		$	—
Retained earnings	$	8,114,967		$	(3,115,509	)	$	4,999,458
Total shareholders’ equity	$	5,000,002		$	—		$	5,000,002

NOTE 2 — REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

On April 12, 2021, the Staff of the SEC issued a statement entitled “Staff Statement on Accounting and Reporting Considerations for Warrants Issued by Special Purpose Acquisition Companies.” In the statement, the SEC Staff, among other things, highlighted potential accounting implications of certain terms that are common in warrants issued in connection with the initial public offerings of special purpose acquisition companies such as the Company.

The Company previously accounted for its outstanding Public Warrants and Private Placement Warrants (collectively, with the Public Warrants, the “Warrants”) issued in connection with its IPO as components of equity instead of as derivative liabilities. The warrant agreement governing the Warrants includes a provision that provides for potential changes to the settlement amounts dependent upon the characteristics of the holder of the warrant. In addition, the warrant agreement includes a provision that in the event of a tender or exchange offer made to and accepted by holders of more than 50% of the outstanding shares of a single class of common stock, all holders of the Warrants would be entitled to receive cash for their Warrants (the “tender offer provision”).

In connection with the audit of the Company’s financial statements for the period ended March 31, 2021, the Company’s management further evaluated the Warrants under Accounting Standards Codification (“ASC”) Subtopic 815-40, Contracts in Entity’s Own Equity. ASC Section 815-40-15 addresses equity versus liability treatment and classification of equity-linked financial instruments, including warrants, and states that a warrant may be classified as a component of equity only if, among other things, the warrant is indexed to the issuer’s common stock. Under ASC Section 815-40-15, a warrant is not indexed to the issuer’s common stock if the terms of the warrant require an adjustment to the exercise price upon a specified event and that event is not an input to the fair value of the warrant. Based on management’s evaluation, the Company’s audit committee, in consultation with management, concluded that the Company’s Private Placement Warrants are not indexed to the Company’s common stock in the manner contemplated by ASC Section 815-40-15 as described above. In addition, based on management’s evaluation, the Company’s audit committee, in consultation with management, concluded the tender offer provision included in the warrant agreement fails the “classified in stockholders’ equity” criteria as contemplated by ASC Section 815-40-25. As a result the company reclassified public and private placement warrants as derivative warrant liability at the date of issuance recorded at their fair values, with subsequent changes in their respective fair values recognized in the statement of operations at each reporting date.

The following summarizes the impact to the balance sheet dated February 2, 2021, filed on Form 8-K on February 9, 2021.

	As Previously Reported			Adjustment			As Revised
Balance Sheet at February 2, 2021
Warrant Liability	$	—		$	17,077,500		$	17,077,500
Total Liabilities		214,710			17,077,500			17,077,500

Common stock subject to possible redemption		168,253,860			(17,077,500	)		151,176,360
Class A common stock		42			171			213
Additional paid-in capital		6,925,294			1,586,454			5,338,840
Accumulated deficit	$	(1,925,928	)	$	(1,586,625	)	$	(339,303	)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented.

The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual report on Form 10-K, as filed with the SEC on July 19, 2021. The interim results for the three months ended June 30, 2021 are not necessarily indicative of the results to be expected for the year ending March 31, 2021 or for any future periods.

Emerging Growth Company

Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard.

This may make comparison of the Company’s condensed financial statements with another public company, which is neither an emerging growth company nor an emerging growth company, and which has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2021 and 2020.

Investment Held in Trust Account

At June 30, 2021, the assets held in the Trust Account were held in cash and Money Market mutual funds.

As of June 30, 2021, investment in the Company’s Trust Account consisted of $919 in cash and $172,510,820 in Money Market mutual funds. Money Market funds are characterized as Level 1 investments within the fair value hierarchy under ASC 820 (as defined below).

Common Stock Subject to Possible Redemption

The Company accounts for its Class A common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity”. Class A common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.

Use of Estimates

The preparation of condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Financial Instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “Fair Value Measurement,” approximates the carrying amounts represented in the balance sheet, primarily due to their short term nature.

Fair Value Measurements

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:

• Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

• Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

• Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

Warrant Liability

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.

The Company accounts for the warrants issued in connection with the IPO in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. Accordingly, the Company classified each warrant as a liability at its fair value. This liability is subject to re-measurement at each reporting period. With each such re-measurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. As of June 30, 2021 and 2020, there were 13,800,000 and 0 warrants outstanding, respectively.

Net Income Per Share

redeemed, only participate in their pro rata share of the Trust Account earnings. The calculation of diluted income per common stock does not consider the effect of the warrants issued in connection with the (i) IPO, (ii) exercise of over-allotment and (iii) Private Placement as such warrants were anti-dilutive. The warrants are exercisable to purchase 13,800,000 shares of Class A common stock in the aggregate.

The Company’s statement of operations includes a presentation of income per Class A common stock subject to possible redemption in a manner similar to the two-class method of income per common stock. Net income per common stock, basic and diluted, for redeemable Class A common stock is calculated by dividing the interest income earned on the Trust Account, by the weighted average number of redeemable Class A common stock outstanding since original issuance. Net income per common stock, basic and diluted, for non-redeemable Class B common stock is calculated by dividing the net income, adjusted for income attributable to redeemable Class B common stock, by the weighted average number of non-redeemable Class B common stock outstanding for the periods. Non-redeemable Class B common stock include the Founder Shares as these common stock does not have any redemption features and do not participate in the income earned on the Trust Account.

	For the Three Months Ended June 30,
	2021			2020
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	6,225		$	—
Less: interest available to be withdrawn for payment of taxes		(6,225	)		—
Net income allocable to shares subject to possible redemption	$	—		$	—
Denominator: Weighted Average Redeemable Common Stock		—
Redeemable Common Stock outstanding, Basic and Diluted		16,115,493
Basic and Diluted net income per Redeemable Common Share	$	—		$	—
Non-Redeemable Common Stock
Numerator: Net Loss less Redeemable Net Earnings
Net Loss	$	(1,525,461	)	$	—
Redeemable Net Income	$	(6,225	)	$	—
Non-Redeemable Net Loss	$	(1,531,686	)	$	—
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		5,447,007			3,750,000
Basic and Diluted net income per Non-Redeemable Common Share	$	(0.28	)	$	—

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes” (“ASC 740”). Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the period from June 30, 2021 and June 30, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Recent Accounting Standards

Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

NOTE 3 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statement of the Company is presented in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”).

Emerging Growth Company

This may make comparison of the Company’s financial statements with another public company, which is neither an emerging growth company nor an emerging growth company, and which has opted out of using the extended transition period, difficult or impossible because of the potential differences in accounting standards used.

Cash and Cash Equivalents

Investment Held in Trust Account

At March 31, 2021, the assets held in the Trust Account were held in cash, U.S. Treasury Bills and Money Market mutual funds. The Company classifies its United States Treasury Bills as held-to-maturity in accordance with FASB ASC Topic 320 “Investments — Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts.

As of March 31, 2021, investment in the Company’s Trust Account consisted of $919 in cash, $86,253,272 in U.S. Treasury Bills and $86,251,323 in Money Market mutual funds. All of the U.S. Treasury Bills will mature on May 6, 2021. 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 gain and fair value of held to maturity securities on March 31, 2021 are as follows:

	Carrying Value/ Amortized Cost		Amortization of Bond Discount		Gross Unrealized Gain		Fair Value as of March 31, 2021
U.S. Money Market Mutual Funds	$	86,251,323	$	—	$	—	$	86,251,323
U.S. Treasury Bills		86,253,272		4,167		1,898		86,255,170
	$	172,504,595	$	4,167	$	1,898	$	172,506,493

A decline in the market value of held-to-maturity securities below cost that is deemed to be other than temporary, results in an impairment that reduces the carrying costs to such securities’ fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other than temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary. Evidence considered in this assessment includes the reasons for the impairment, the severity and the duration of the impairment, changes in value subsequent to year-end, forecasted performance of the investee, and the general market condition in the geographic area or industry the investee operates in.

Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion is included in the “interest income” line item in the statements of operations. Interest income is recognized when earned.

Common Stock Subject to Possible Redemption

Use of Estimates

The preparation of financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Concentration of Credit Risk

Financial Instruments

Fair Value Measurements

• Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

Warrant Liability

The Company accounts for the warrants issued in connection with the IPO in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. Accordingly, the Company classified each warrant as a liability at its fair value. This liability is subject to re-measurement at each reporting period. With each such re-measurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. As of March 31, 2021 and 2020, there were 13,800,000 and 0 warrants outstanding, respectively.

Net Income Per Share

Net income per share is computed by dividing net income by the weighted average number of common stock outstanding during the period. The Company applies the two-class method in calculating earnings per share. Common Stock subject to possible redemption at March 31, 2021, which are not currently redeemable and are not redeemable at fair value, have been excluded from the calculation of basic net income per common share since such shares, if redeemed, only participate in their pro rata share of the Trust Account earnings. The calculation of diluted income per common stock does not consider the effect of the warrants issued in connection with the (i) IPO, (ii) exercise of over-allotment and (iii) Private Placement as such warrants were anti-dilutive. The warrants are exercisable to purchase 13,800,000 shares of Class A common stock in the aggregate.

calculated by dividing the net income, adjusted for income attributable to redeemable Class B common stock, by the weighted average number of non-redeemable Class B common stock outstanding for the periods. Non-redeemable Class B common stock include the Founder Shares as these common stock does not have any redemption features and do not participate in the income earned on the Trust Account.

	For the year ended March 31, 2021
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	5,514
Less: interest available to be withdrawn for payment of taxes		(5,514	)
Net income allocable to shares subject to possible redemption	$	—
Denominator: Weighted Average Redeemable Common Stock
Redeemable Common Stock outstanding, Basic and Diluted		2,360,836
Basic and Diluted net income per Redeemable Common Share	$	0.00

Non-Redeemable Common Stock
Numerator: Net Income minus Redeemable Net Earnings
Net Income	$	8,261,624
Redeemable Net Income	$	(5,514	)
Non-Redeemable Net Income	$	8,256,110
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		4,645,499
Basic and Diluted net income per Non-Redeemable Common Share	$	1.78

Income Taxes

ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2021. The Company’s management determined that the United States is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the period from March 31, 2021 and March 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Recent Accounting Standards

Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

PUBLIC OFFERING

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Public Offering [Abstract]

PUBLIC OFFERING

NOTE 4 — PUBLIC OFFERING

Pursuant to the IPO, the Company sold 17,250,000 at an offering price of $10.00 per Unit, which included 2,250,000 units sold upon the full exercise by the underwriter of its over-allotment option, at $10.00 per Unit, generating gross proceeds of $172,500,000.

Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one-half of one redeemable warrant, with each whole warrant exercisable for one share of Class A common stock (each, a “Warrant” and, collectively, the “Warrants” and, with respect to the warrants sold in the Private Placement, the “Private Placement Warrants”). Each whole Warrant entitles the holder thereof to purchase one share of Class A common stock at a price of $11.50 per share, subject to adjustment.

Warrants

Warrants may only be exercised for a whole number of shares. No fractional Warrants will be issued upon separation of the Units and only whole Warrants will trade. The Warrants will become exercisable on the later of (a) 30 days after the completion of the initial Business Combination or (b) 12 months from the closing of the IPO; provided in each case that the Company has an effective registration statement under the Securities Act covering the shares of Class A common stock issuable upon exercise of the Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company will agree that as soon as practicable, but in no event later than 15 business days, after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act, of the shares of Class A common stock issuable upon exercise of the Warrants, to cause such registration statement to become effective within 60 business days after the closing of the initial Business Combination and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement. If the shares issuable upon exercise of the warrants are not registered under the Securities Act by the 60th business day after the closing of the initial Business Combination, the Company will be required to permit holders to exercise their warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Company’s Class A common stock is at the time of any exercise of a warrant not listed on a national securities exchange such that it satisfies the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company elects, the Company will not be required to file or maintain in effect a registration statement, but the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available.

The warrants contain a tender or exchange offer that the Company’s management concluded do not qualify as an acceptable form of net cash settlement under the exception of ASC 815-40-25-8, because an event that is not within the entity’s control (tender offer) may result in a circumstance in which warrant holders would be entitled to cash while holders of the shares underlying the contract also would not receive cash (because a portion of their shares may not be subject to the tender offer). In a tender offer for less than all of the Company’s outstanding shares, the common stockholders may be restricted in the number of tendered shares that will be accepted for purchase. As such, the Company’s Public Warrants are reported as a derivative liability.

The Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation.

The Company may call the Warrants for redemption (except with respect to the Private Placement Warrants):

• in whole and not in part;

• at a price of $0.01 per warrant;

• upon a minimum of 30 days’ prior written notice of redemption (the “30-day redemption period”); and

• if, and only if, the last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrantholders.

• If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement.

NOTE 4 — PUBLIC OFFERING

Warrants

The Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation.

The Company may call the Warrants for redemption (except with respect to the Private Placement Warrants):

• in whole and not in part;

• at a price of $0.01 per warrant;

• upon a minimum of 30 days’ prior written notice of redemption (the “30-day redemption period”); and

PRIVATE PLACEMENT

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Private Placement [Abstract]

PRIVATE PLACEMENT

NOTE 5 — PRIVATE PLACEMENT

Simultaneously with the closing of the IPO, the Company consummated the sale of 5,175,000 Private Placement Warrant in a private placement to the Sponsor, Nautilus Carriers LLC and HB Strategies LLC generating gross proceeds of $5,175,000.

A portion of the purchase price of the Private Placement Warrants were added to the proceeds from the IPO held in the Trust Account. If the Initial Business Combination is not completed by August 2, 2022, the proceeds from the sale of the Private Placement Warrants held in the Trust Account will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

The Private Placement Warrants are identical to the Warrants underlying the Units sold in the IPO, except that the Private Placement Warrants and the shares of Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of the initial Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable so long as they are held by the initial purchasers or such purchasers’ permitted transferees. If the Private Placement Warrants are held by someone other than the initial shareholders or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Warrants.

NOTE 5 — PRIVATE PLACEMENT

RELATED PARTY TRANSACTIONS	3 Months Ended	6 Months Ended	12 Months Ended
RELATED PARTY TRANSACTIONS	Jun. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
RELATED PARTY TRANSACTIONS [Line Items]
RELATED PARTY TRANSACTIONS	NOTE 6 — RELATED PARTY TRANSACTIONS Founder Shares On April 30, 2010, the Company sold 5,000,000 shares of the Company’s common stock, par value $0.0001 per share, to the Sponsor, at a purchase price of $25,000. On July 1, 2012, the Company issued 376,344 shares of the Company’s common stock to a third party as consideration for services performed. On February 24, 2020, the third party forfeited 257,649 shares of the Company’s common stock. On February 24, 2020, the Company effectuated a recapitalization. Each outstanding share of the Company’s Common Stock became 0.8425 shares of Class B common stock, resulting in an aggregate of 4,312,500 Founder Shares outstanding and held by the Sponsor (up to 562,500 of which were subject to forfeiture if the underwriter’s over-allotment option was not exercised in full). All share and per-share amounts for periods and dates prior to December 2019 have been retroactively restated to reflect this split. Additionally, 75,000 shares of Class B Common Stock were transferred from the Sponsor to the Company’s three independent directors prior to the closing of the IPO. On August 14, 2020, the Sponsor forfeited an aggregate of 2,833,333 shares of Class B common stock to the Company for no consideration, and each of Nautilus and HB Strategies purchased from the Company 1,379,167 shares of Class B common stock for a purchase price of $2,043 (or an aggregate purchase price of $4,086). On January 7, 2021, three initial stockholders of the Company forfeited an aggregate of 718,750 shares of Class B common stock at no cost, which the Company cancelled, resulting in an aggregate of 3,593,750 shares of Class B common stock outstanding and held by the Company’s initial stockholders. On January 29, 2021, the Company effectuated a 1.2-for-1 forward stock split, resulting in an aggregate of 4,312,500 shares held by its initial stockholders (all share and per share amounts have been restated). Holders of Founder Shares may also elect to convert their shares of Class B common stock into an equal number of shares of Class A common stock, subject to adjustment, at any time. The Company’s initial stockholders, officers and directors have agreed, not to transfer, assign or sell any Founder Shares held by them until the earlier to occur of: (i) one year after the completion of the initial Business Combination, (ii) the last sale price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 60 days after the initial Business Combination, or (iii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, stock exchange, reorganization or other similar transaction that results in all of the public stockholders having the right to exchange their shares of common stock for cash, securities or other property. Administrative Fees Commencing on January 29, 2021, the Company agreed to pay an affiliate of the Sponsor a total of $5,750 per month for office space, utilities and secretarial and administrative support. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. The Company incurred $17,250 in expenses in connection with such services for the three months ended June 30, 2021, as reflected in the accompanying statement of operations. Notes Payable — Related Party The Company issued promissory notes to certain initial stockholders of the Company, which allowed the Company to borrow up to $300,000 without interest to be used for a portion of the expenses of the IPO. All amounts due under the promissory notes were payable on the earlier of: (i) June 30, 2021 or (ii) the date on which the Company consummated its IPO. As of June 30, 2021 and 2020, there were no amounts outstanding under the promissory notes, respectively. The promissory notes were repaid from the proceeds of the IPO. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor and certain other initial stockholders of the Company may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants.		NOTE 6 — RELATED PARTY TRANSACTIONS Founder Shares On April 30, 2010, the Company sold 5,000,000 shares of the Company’s common stock, par value $0.0001 per share, to the Sponsor, at a purchase price of $25,000. On July 1, 2012, the Company issued 376,344 shares of the Company’s common stock to a third party as consideration for services performed. On February 24, 2020, the third party forfeited 257,649 shares of the Company’s common stock. On February 24, 2020, the Company effectuated a recapitalization. Each outstanding share of the Company’s Common Stock became 0.8425 shares of Class B common stock, resulting in an aggregate of 4,312,500 Founder Shares outstanding and held by the Sponsor (up to 562,500 of which were subject to forfeiture if the underwriter’s over-allotment option was not exercised in full). All share and per-share amounts for periods and dates prior to December 2019 have been retroactively restated to reflect this split. Additionally, 75,000 shares of Class B Common Stock were transferred from the Sponsor to the Company’s three independent directors prior to the closing of the IPO. On August 14, 2020, the Sponsor forfeited an aggregate of 2,833,333 shares of Class B common stock to the Company for no consideration, and each of Nautilus and HB Strategies purchased from the Company 1,379,167 shares of Class B common stock for a purchase price of $2,043 (or an aggregate purchase price of $4,086). On January 7, 2021, three initial stockholders of the Company forfeited an aggregate of 718,750 shares of Class B common stock at no cost, which the Company cancelled, resulting in an aggregate of 3,593,750 shares of Class B common stock outstanding and held by the Company’s initial stockholders. On January 29, 2021, the Company effectuated a 1.2-for-1 forward stock split, resulting in an aggregate of 4,312,500 shares held by its initial stockholders (all share and per share amounts have been restated). Holders of Founder Shares may also elect to convert their shares of Class B common stock into an equal number of shares of Class A common stock, subject to adjustment, at any time. The Company’s initial stockholders, officers and directors have agreed, not to transfer, assign or sell any Founder Shares held by them until the earlier to occur of: (i) one year after the completion of the initial Business Combination, (ii) the last sale price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 60 days after the initial Business Combination, or (iii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, stock exchange, reorganization or other similar transaction that results in all of the public stockholders having the right to exchange their shares of common stock for cash, securities or other property. Administrative Fees Commencing on January 29, 2021, the Company agreed to pay an affiliate of the Sponsor a total of $5,750 per month for office space, utilities and secretarial and administrative support. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. The Company incurred $12,056 in expenses in connection with such services for the period from January 29, 2021 (“Listing Date”) to March 31, 2021, as reflected in the accompanying statement of operations. Notes Payable — Related Party The Company issued promissory notes to certain initial stockholders of the Company, which allowed the Company to borrow up to $300,000 without interest to be used for a portion of the expenses of the IPO. All amounts due under the promissory notes were payable on the earlier of: (i) March 31, 2021 or (ii) the date on which the Company consummated its IPO. As of March 31, 2021 and 2020, there were no amounts outstanding under the promissory notes, respectively. The promissory notes were repaid from the proceeds of the IPO. Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor and certain other initial stockholders of the Company may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants.
Cepton Technologies, Inc. [Member]
RELATED PARTY TRANSACTIONS [Line Items]
RELATED PARTY TRANSACTIONS		Note 14. Related Party Transactions On February 4, 2020, a customer participated in the Company’s Series C convertible preferred stock financing. Revenue from this customer and investor was $770,000 and $99,000 for the six months ended June 30, 2021 and 2020, respectively. As of June 30, 2021 and December 31, 2020, accounts receivable from this customer and investor was $239,000 and $1,300, respectively.		Note 14. Related Party Transactions On February 4, 2020, a customer participated in the Company’s Series C convertible preferred stock financing. Revenue from this customer and investor was $320,000 for the year ended December 31, 2020. As of December 31, 2020, accounts receivable from this customer and investor was $1,300.

RECURRING FAIR VALUE MEASUREMENTS

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

RECURRING FAIR VALUE MEASUREMENTS [Line Items]

RECURRING FAIR VALUE MEASUREMENTS

Note 7 — RECURRING FAIR VALUE MEASUREMENTS

At June 30, 2021, the Company’s warrant liability was valued at $8,607,750. 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.

The Company’s warrant liability for the Private Placement Warrants is based on a valuation model utilizing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. The fair value of the Private Warrant liability 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.

Substantially all of the Company’s trust assets on the condensed balance sheet consist of U. S. Money Market funds which are classified as cash equivalents. Fair values of these investments are determined by Level 1 inputs utilizing quoted prices (unadjusted) in active markets for identical assets.

The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of June 30, 2021, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value.

	Level 1		Level 2		Level 3
Assets:
Investments held in Trust Account-Money Market Mutual Funds		172,511,739		—		—
Liabilities
Warrant Liability – Public Warrants	$	5,347,500	$	—	$	—
Warrant Liability – Private Warrants		—		—		3,260,250
	$	5,347,500	$	—	$	3,260,250

The Private Warrants were valued using a Black Scholes Option Pricing Model and were considered to be a Level 3 fair value measurements due to the use of unobservable inputs. The Black Scholes Option Pricing Model’s primary unobservable input utilized in determining the fair value of the Private Warrants is the expected volatility of the common stock. The expected volatility as of the IPO date was derived from the post-merger announced publicly traded warrants for comparable SPAC companies as of the valuation date. The closing price of the Public Warrants was used to determine their fair value.

The key inputs used in the Black Scholes Option Pricing Model for the Private Warrants were as follows:

Input	June 30, 2021
Risk-free interest rate		1.0	%
Expected term (years)		5.36
Expected volatility		11.9	%
Stock Price	$	9.70
Exercise price	$	11.50
Dividend yield		—	%

The following table sets forth a summary of the changes in the fair value of the Level 3 assets and liabilities measured at fair value for the three months ended June 30, 2021:

	Private Warrants
Fair value as of March 31, 2021	$	2,742,750
Change in fair value		517,500
Fair value as of June 30, 2021	$	3,260,250

There were no transfers between levels 1, 2 and 3 for the three months end ended June 30, 2021.

Note 7 — FAIR VALUE MEASUREMENTS

As of March 31, 2021, investment securities in the Company’s Trust Account consisted of $86,255,170 in U.S. Treasury Bills and $86,255,170 in Money Market mutual funds.. The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of March 31, 2021, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value.

	March 31, 2021		(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account-Money Market Mutual Funds		86,251,323		86,251,323
Cash and Investments held in Trust Account-Treasury Bills		86,255,170		86,255,170
		172,506,493		172,506,493
Liabilities
Warrant Liability – Public Warrants	$	4,398,750	$	4,398,750	$	—	$	—
Warrant Liability – Private Warrants		2,742,750		—		—		2,742,750
	$	7,141,500	$	4,398,750	$		$	2,742,750

At March 31, 2020, the Company did not have any assets or liabilities that were measured at fair value on a recurring basis.

The Private Warrants were initially valued using a Black Scholes Option Pricing Model and were considered to be a Level 3 fair value measurements due to the use of unobservable inputs. The Black Scholes Option Pricing Model’s primary unobservable input utilized in determining the fair value of the Private Warrants is the expected volatility of the common stock. The expected volatility as of the IPO date was derived from the post-merger announced publicly traded warrants for comparable SPAC companies as of the valuation date. A Monte Carlo Simulation Method was used in estimating the fair value of the public warrants for periods where no observable traded price was available, using the same expected volatility as was used in measuring the fair value of the Private Warrants. For periods subsequent to the detachment of the warrants from the Units, including March 31, 2021, the closing price of the public warrants was used as the fair value as of each relevant date.

The key inputs used in the Black Scholes Option Pricing Model for the Private Warrants were as follows:

Input	March 31, 2021
Risk-free interest rate		1.2	%
Expected term (years)		5.58
Expected volatility		10.0	%
Stock Price	$	9.70
Exercise price	$	11.50
Dividend yield		0.0	%

The following table sets forth a summary of the changes in the fair value of the Level 3 assets and liabilities measured at fair value for the year ended March 31, 2021:

	Warrant Liability			Private Warrants			Public Warrants
Fair value as of April 1, 2020	$	—		$	—		$	—
Initial fair value of warrant liability upon issuance at IPO on February 2, 2021		17,077,500			6,468,750			10,608,750
Public warrants reclassified to level 1		—			—			(4,398,750	)
Change in fair value		(9,936,000	)		(3,726,000	)		(6,210,000	)
Fair value as of March 31, 2021	$	7,141,500		$	2,742,750		$	—

Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no other transfers between levels for the year ended March 31, 2021, except that the public warrants transferred from Level 3 to Level 1.

Cepton Technologies, Inc. [Member]

RECURRING FAIR VALUE MEASUREMENTS [Line Items]

RECURRING FAIR VALUE MEASUREMENTS

Note 3. Fair Value Measurement

The following table summarize our assets measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands):

	June 30, 2021
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	9,275	$	—	$	—	$	9,275
Total cash equivalents	$	9,275		—		—	$	9,275
Short-term investments:
Commercial Paper		—		5,595		—		5,595
Corporate debt securities		—		6,343		—		6,343
Asset-backed Securities		—		1,103		—		1,103
Total short-term investments		—		13,041		—		13,041
Total assets measured at fair value	$	9,275	$	13,041	$	—	$	22,316

	December 31, 2020
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	7,192	$	—	$	—	$	7,192
Total cash equivalents	$	7,192		—		—	$	7,192
Short-term investments:
Commercial Paper		—		14,587		—		14,587
Corporate debt securities		—		13,810		—		13,810
Asset-backed Securities		—		3,661		—		3,661
Total short-term investments		—		32,058		—		32,058
Total assets measured at fair value	$	7,192	$	32,058	$	—	$	39,250

Cash equivalents consist primarily of money market fund with original maturities of three months or less at the time of purchase, and the carrying amount is a reasonable estimate of fair value. Short-term investments consist of investment securities with original maturities greater than three months but less than twelve months and are included as current assets in the consolidated balance sheets. For corporate debt securities, the fair value as of June 30, 2021 and December 31, 2020 approximates amortized cost basis.

Note 3. Fair Value Measurement

The following table summarize our assets measured at fair value on a recurring basis, by level, within the fair value hierarchy (in thousands):

	December 31, 2020
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	7,192	$	—	$	—	$	7,192
Total cash equivalents		7,192		—		—		7,192
Short-term investments:
Commercial Paper		—		14,587		—		14,587
Corporate debt securities		—		13,810		—		13,810
Asset-backed Securities		—		3,661		—		3,661
Total short-term investments		—		32,058		—		32,058
Total assets measured at fair value	$	7,192	$	32,058	$	—	$	39,250

Cash equivalents consist primarily of money market fund with original maturities of three months or less at the time of purchase, and the carrying amount is a reasonable estimate of fair value. Short-term investments consist of investment securities with original maturities greater than three months but less than twelve months and are included as current assets in the consolidated balance sheets. For corporate debt securities, the fair value as of December 31, 2020 approximates amortized cost basis. There were no assets or liabilities requiring fair value measurement as of December 31, 2019.

- 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 + Details

COMMITMENTS

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

COMMITMENTS [Line Items]

COMMITMENTS

NOTE 8 — COMMITMENTS

Registration Rights

The holders of the Founder Shares, Private Placement Warrants, shares of Class A common stock underlying the Private Placement Warrants, warrants issuable upon conversion of working capital loans (if any), and the shares of Class A common stock issuable upon exercise of or conversion of the foregoing are entitled to registration rights pursuant to certain registration rights agreements executed on January 29, 2021, requiring the Company to register such securities for resale (in the case of the initial shares, only after conversion to the Company’s Class A common stock). Certain holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our completion of the Company’s initial Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act of 1933, as amended (the “Securities Act”). The Company will bear the expenses incurred in connection with the filing of any such registration statements. Notwithstanding the foregoing, the Sponsor may not exercise its demand and “piggyback” registration rights after five (5) and (7) years, respectively, after the effective date of the registration statement filed in connection with the IPO and may not exercise its demand rights on more than one occasion. In addition, if Hudson Bay acquires units in the IPO and becomes an affiliate (as defined in the Securities Act) of us following such offering, the Company has agreed to file a registration statement following such offering to register the resale of the units (including the shares of Class A common stock and warrants included in the units) purchased by Hudson Bay (or its nominee) in the IPO. Pursuant to the Company’s registration rights agreement with its initial stockholders, the Company will be liable for certain liquidated damages for failure to honor such holders’ registration rights described herein. There is no defined maximum allowed amount of potential liquidated damages in the registration rights agreement with the Company’s initial stockholders. The Company’s registration rights agreement with its initial stockholders expires upon the earlier of (i) the tenth anniversary of the date it was executed or (ii) the date as of which (A) all of the registrable securities (as defined therein) have been sold pursuant to a registration statement or (B) with respect to any holder, such holder ceasing to hold registrable securities.

Business Combination Marketing Agreement

The Company has engaged Maxim Group LLC, an affiliate of its Sponsor, as advisors in connection with its initial Business Combination to assist it in arranging meetings with its stockholders to discuss a potential Business Combination and the target business’ attributes, introduce it to potential investors that may be interested in purchasing its securities, assist it in obtaining stockholder approval for its initial Business Combination and assist it with the preparation of press releases and public filings in connection with the initial Business Combination. The Company will pay Maxim Group LLC for such services upon the consummation of the initial Business Combination a cash fee in an amount equal to 3.5% of the gross proceeds of the IPO (exclusive of any applicable finders’ fees which might become payable) or $6,037,500. Pursuant to the terms of the Business Combination marketing agreement, no fee will be due if the Company does not complete an initial Business Combination.

NOTE 8 — COMMITMENTS

Registration Rights

Business Combination Marketing Agreement

preparation of press releases and public filings in connection with the initial Business Combination. The Company will pay Maxim Group LLC for such services upon the consummation of the initial Business Combination a cash fee in an amount equal to 3.5% of the gross proceeds of the IPO (exclusive of any applicable finders’ fees which might become payable) or $6,037,500. Pursuant to the terms of the Business Combination marketing agreement, no fee will be due if the Company does not complete an initial Business Combination.

Cepton Technologies, Inc. [Member]

COMMITMENTS [Line Items]

COMMITMENTS

Note 13. Commitments and Contingencies

Operating Lease Commitments

The Company leases office and manufacturing facilities under noncancelable operating leases expiring at various dates through January 2023. On April 15, 2021, the Company entered into a new lease agreement for 92,842 square feet of office space in San Jose, California. The lease began on June 1, 2021 and is set to expire on January 31, 2023.

Rent expense is recognized on a straight-line basis over the term of the leases and accordingly, the Company records any differences between cash rent payments and the recognition of rent expense as a deferred rent liability.

As of June 30, 2021, future minimum lease payments under all noncancelable operating leases with an initial lease term in excess of one year were as follows (in thousands):

	June 30, 2021
2021	$	664
2022		1,719
2023		143
Total	$	2,526

Rent expense under these leases was approximately $571,000 and $322,000 for the six months ended June 30, 2021 and 2020, respectively.

Legal Proceedings

From time to time, the Company may be involved in various legal claims and litigation that arise in the normal course of its operations. The Company is defending all current litigation matters. Although there can be no assurances and the outcome of these matters is currently not determinable, the Company currently believes that none of these claims or proceedings are likely to have a material adverse effect on the Company’s financial position.

The Company records accruals for our outstanding legal proceedings, investigations or claims when it is probable that a liability will be incurred, and the amount of loss can be reasonably estimated. The Company evaluated developments in legal proceedings, investigations or claims that could affect the amount of any accrual, as well as any developments that would result in a loss contingency to become both probable and reasonably estimable. The Company has not recorded any accrual for loss contingencies associated with such legal claims or litigation discussed above.

Note 13. Commitments and Contingencies

Operating Lease Commitments

The Company leases office and manufacturing facilities under noncancelable operating leases expiring at various dates through August 2022. In December 2017, the Company began leasing approximately 25,000 square feet of office space in San Jose, California as its corporate headquarters.

As of December 31, 2020, future minimum lease payments under all noncancelable operating leases with an initial lease term in excess of one year were as follows (in thousands):

	December 31, 2020
2021	$	552
2022		18
Total	$	570

Rent expense under these leases was approximately $654,000 and $656,000 for the years ended December 31, 2020 and 2019, respectively.

Legal Proceedings

SHAREHOLDERS' EQUITY	3 Months Ended	6 Months Ended	12 Months Ended
SHAREHOLDERS' EQUITY	Jun. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
SHAREHOLDERS' EQUITY [Line Items]
SHAREHOLDERS' EQUITY	NOTE 9 — SHAREHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At June 30, 2021 and 2020, there were no shares of preferred stock issued or outstanding. Class A common stock — The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of June 30, 2021 and 2020, there were 1,287,053 and 0 shares of Class A common stock issued or outstanding, excluding 15,962,947 and 0 shares subject to possible redemption. Class B common stock — The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of June 30, 2021 and 2020, there were 4,312,500 shares of Class B common stock issued or outstanding. The shares of Class B common stock will automatically convert into shares of the Company’s Class A common stock at the time of an initial Business Combination or at any time prior thereto at the option of the holder on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts sold in our initial public offering and related to the closing of the initial Business Combination, including pursuant to a specified future issuance, the ratio at which shares of Class B common stock shall convert into shares of Class A common stock will be adjusted (unless the holders of a majority of the outstanding shares of Class B common stock agree to waive such adjustment with respect to any such issuance or deemed issuance, including a specified future issuance) so that the number of shares of Class A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 20% of the sum of the total number of all shares of common stock outstanding upon the completion of our initial public offering plus all shares of Class A common stock and equity-linked securities issued or deemed issued in connection with the initial Business Combination (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the initial Business Combination, any private placement-equivalent warrants issued to the Sponsor or its affiliates upon conversion of loans made to us). If the Company enters into an initial Business Combination, it may (depending on the terms of such an initial Business Combination) be required to increase the number of shares of Class A common stock which the Company is authorized to issue at the same time as the Company’s stockholders vote on the initial Business Combination to the extent the Company seeks stockholder approval in connection with the initial Business Combination. Holders of the Company’s common stock are entitled to one vote for each share of common stock. On February 24, 2020, the Company effectuated a recapitalization. Each outstanding share of the Company’s Common Stock became 0.8425 shares of Class B common stock, resulting in an aggregate of 4,312,500 Founder Shares outstanding. On August 14, 2020, the Sponsor forfeited an aggregate of 2,833,333 shares of Class B Common Stock to the Company, and each of Nautilus and HB Strategies purchased from the Company 1,379,167 shares of Class B Common Stock. In January 2021, three initial stockholders of the Company forfeited an aggregate of 718,750 shares of Class B common stock at no cost, which the Company cancelled, resulting in an aggregate of 3,593,750 founder shares outstanding and held by its initial stockholders. On January 29, 2021, the Company effectuated a 1.2-for-1 forward stock split, resulting in an aggregate of 4,312,500 Class B shares held by its initial stockholders.		NOTE 9 — STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At March 31, 2021 and 2020, there were no shares of preferred stock issued or outstanding. Class A common stock — The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $0.0001 per share. As of March 31, 2021 and 2020, there were 1,134,507, and 0 shares of Class A common stock issued or outstanding, excluding 16,115,493 and 0 shares subject to possible redemption. Class B common stock — The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. As of March 31, 2021 and 2020, there were 4,312,500 shares of Class B common stock issued or outstanding. The shares of Class B common stock will automatically convert into shares of the Company’s Class A common stock at the time of an initial Business Combination or at any time prior thereto at the option of the holder on a one-for-one basis, subject to adjustment for stock splits, stock dividends, reorganizations, recapitalizations and the like, and subject to further adjustment as provided herein. In the case that additional shares of Class A common stock, or equity-linked securities, are issued or deemed issued in excess of the amounts sold in our initial public offering and related to the closing of the initial Business Combination, including pursuant to a specified future issuance, the ratio at which shares of Class B common stock shall convert into shares of Class A common stock will be adjusted (unless the holders of a majority of the outstanding shares of Class B common stock agree to waive such adjustment with respect to any such issuance or deemed issuance, including a specified future issuance) so that the number of shares of Class A common stock issuable upon conversion of all shares of Class B common stock will equal, in the aggregate, on an as-converted basis, 20% of the sum of the total number of all shares of common stock outstanding upon the completion of our initial public offering plus all shares of Class A common stock and equity-linked securities issued or deemed issued in connection with the initial Business Combination (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the initial Business Combination, any private placement-equivalent warrants issued to the Sponsor or its affiliates upon conversion of loans made to us). If the Company enters into an initial Business Combination, it may (depending on the terms of such an initial Business Combination) be required to increase the number of shares of Class A common stock which the Company is authorized to issue at the same time as the Company’s stockholders vote on the initial Business Combination to the extent the Company seeks stockholder approval in connection with the initial Business Combination. Holders of the Company’s common stock are entitled to one vote for each share of common stock. On February 24, 2020, the Company effectuated a recapitalization. Each outstanding share of the Company’s Common Stock became 0.8425 shares of Class B common stock, resulting in an aggregate of 4,312,500 Founder Shares outstanding. On August 14, 2020, the Sponsor forfeited an aggregate of 2,833,333 shares of Class B Common Stock to the Company, and each of Nautilus and HB Strategies purchased from the Company 1,379,167 shares of Class B Common Stock. In January 2021, three initial stockholders of the Company forfeited an aggregate of 718,750 shares of Class B common stock at no cost, which the Company cancelled, resulting in an aggregate of 3,593,750 founder shares outstanding and held by its initial stockholders. On January 29, 2021, the Company effectuated a 1.2-for-1 forward stock split, resulting in an aggregate of 4,312,500 Class B shares held by its initial stockholders.
Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY [Line Items]
SHAREHOLDERS' EQUITY		Note 9. Stockholders’ Deficit Common Stock Holders of common stock are entitled to one vote per share, and to receive dividends when, as and if declared by the Board of Directors, and, upon liquidation or dissolution, are entitled to receive all assets available for distribution to stockholders. The holders have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. As of June 30, 2021, the Company had authorized 75,000,000 shares of common stock, each with a par value of $0.00001. As of June 30, 2021, there were 27,412,984 shares of the Company’s common stock issued and outstanding. Class F Stock Holders of Class F stock have the option to convert their shares into common stock at any time, and without payment of additional consideration. Additionally, Class F stock will automatically convert into shares of common stock upon either the date and time, or occurrence of an event, specified by vote or written consent of the holders of a majority of the then outstanding shares of Class F stock, at the then effective conversion rate. Finally, Class F stock will automatically convert into shares of preferred stock in the event an investor in a preferred stock financing purchases Class F stock shares from a holder of Class F stock. The conversion ratio for Class F stock to common or preferred stock was one-to-one as of June 30, 2021 and December 31, 2020. Each share of Class F stock has the same voting rights as the equivalent number of common stock on an as-converted basis. Class F stockholders are entitled to elect two members of the Board of Directors. The holders of common stock are not entitled to elect any members of the Board of Directors so long as there is any Class F stock outstanding. Holders of Class F stock are entitled to receive dividends when and if declared by the Board of Directors, and, upon liquidation or dissolution, are entitled to receive all assets available for distribution to stockholders after distributions to holders of preferred stock. The Class F stock is subject to vesting terms wherein each holder acquires a vested interest in the stock over a service period of four years. As of June 30, 2021, the Company had authorized 8,402,000 shares of Class F stock, each with a par value of $0.00001. As of June 30, 2021, there were 8,372,143 shares of the Company’s Class F stock issued and outstanding. In addition, there were no unvested shares of Class F stock as of June 30, 2021.		Note 9. Stockholders’ Deficit Common Stock Holders of common stock are entitled to one vote per share, and to receive dividends when, as and if declared by the Board of Directors, and, upon liquidation or dissolution, are entitled to receive all assets available for distribution to stockholders. The holders have no preemptive or other subscription rights and there are no redemption or sinking fund provisions with respect to such shares. On July 5, 2016, the Board of Directors approved the number of shares of common stock authorized to be issued as 50,000,000 shares with par value $0.00001 per share, the number of shares of Class F stock authorized to be issued as 8,500,000 shares with par value $0.00001 per share, and the number of shares of Series A Preferred Stock to be issued as 8,000,000 shares with par value $0.00001 per share. On July 11, 2018, the Board of Directors approved to adjust the number of shares of common stock authorized to be issued to 60,000,000 shares with par value of $0.00001 per share, and authorized to issue 5,600,000 shares of Series B Preferred Stock with par value of $0.00001 per share and 3,272,475 shares of Series B-1 Preferred Stock with par value of $0.00001. In addition, the Board of Directors approved an adjustment to the number of shares of Class F stock authorized to be issued to 8,450,000 shares with par value of $0.00001 per share. On January 31, 2020, under the Amended and Restated Certificate of Incorporation, the Board of Directors approved to adjust the number of shares of common stock authorized to be issued to 75,000,000 shares with par value of $0.00001 per share, the number of shares of Class F stock authorized to be issued to 8,402,000 with par value of $0.00001 per share, and the total number of shares of Preferred Stock authorized to be issued to 22,806,009 with par value of $0.00001 per share. The approved number of shares of Preferred Stock authorized to be issued consist of 8,000,000 shares of Series A Preferred Stock, 4,069,000 shares of Series B Preferred Stock, 3,272,475 of Series B-1 Preferred Stock, and 7,463,934 of Series C Preferred Stock. As of December 31, 2020 and 2019, there were 27,184,882 and 27,004,791 shares of the Company’s common stock issued and outstanding. Class F Stock Holders of Class F stock have the option to convert their shares into common stock at any time, and without payment of additional consideration. Additionally, Class F stock will automatically convert into shares of common stock upon either the date and time, or occurrence of an event, specified by vote or written consent of the holders of a majority of the then outstanding shares of Class F stock, at the then effective conversion rate. Finally, Class F stock will automatically convert into shares of preferred stock in the event an investor in a preferred stock financing purchases Class F stock shares from a holder of Class F stock. The conversion ratio for Class F stock to common or preferred stock was one-to-one as of December 31, 2020 and 2019. Each share of Class F stock has the same voting rights as the equivalent number of common stock on an as-converted basis. Class F stockholders are entitled to elect two members of the Board of Directors. The holders of common stock are not entitled to elect any members of the Board of Directors so long as there is any Class F stock outstanding. Holders of Class F stock are entitled to receive dividends when and if declared by the Board of Directors, and, upon liquidation or dissolution, are entitled to receive all assets available for distribution to stockholders after distributions to holders of preferred stock. The Class F stock is subject to vesting terms wherein each holder acquires a vested interest in the stock over a service period of four years. As of December 31, 2020, there were no unvested shares. As of December 31, 2019, there were 254,794 unvested shares. On July 8, 2020, the Company facilitated the sale of 29,857 shares of previously issued Class F stock by a shareholder to an investor for $8.3736 per share or an aggregate purchase price of $250,011 paid to the shareholder. The investor who purchased the Class F stock had previously invested in the Company’s Series C preferred stock financing on February 4, 2020 and as a result, their purchased Class F stock automatically converted into shares of Series C preferred stock. The Company determined the Class F stock was sold at fair value. As of December 31, 2020 and 2019, there were 8,372,143 and 8,402,000 shares of Class F stock issued and outstanding.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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+ Details

SUBSEQUENT EVENTS	3 Months Ended	6 Months Ended	12 Months Ended
SUBSEQUENT EVENTS	Jun. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020
SUBSEQUENT EVENTS [Line Items]
SUBSEQUENT EVENTS	NOTE 10 — SUBSEQUENT EVENTS The Company has evaluated events that have occurred after the balance sheet up to the date the condensed financial statements were issued. The Company did not identify any subsequent events, other than as noted below, that would have required adjustment to or disclosure in the condensed financial statements. On August 5, 2021, Growth Capital Acquisition Corp., a Delaware corporation (“GCAC”), and GCAC Merger Sub Inc., a Delaware corporation and newly formed wholly-owned subsidiary of GCAC (“Merger Sub”) entered into a Business Combination Agreement (the “Business Combination Agreement”) with Cepton Technologies, Inc., a Delaware corporation (“Cepton”). Pursuant to the Business Combination Agreement, upon the consummation of the transactions contemplated by the Business Combination Agreement, Merger Sub will merge with and into Cepton (the “Merger”) with Cepton continuing as the surviving corporation in the Merger and a wholly-owned subsidiary of GCAC. Additionally, Koito Manufacturing Co., LTD., a current shareholder of Cepton, has committed to invest $50 million in Cepton’s business via the purchase of 5,000,000 Private Investment in Public Equity (PIPE) offering of shares of common stock of Growth Capital at a purchase price of $10.00 per share, which is subject to the completion of, and will close simultaneously with, the business combination.		NOTE 11 — SUBSEQUENT EVENTS The Company has evaluated events that have occurred after the balance sheet up to the date the financial statements were issued. The Company did not identify any subsequent events that would have required adjustment to or disclosure in the financial statements.
Cepton Technologies, Inc. [Member]
SUBSEQUENT EVENTS [Line Items]
SUBSEQUENT EVENTS		Note 17. Subsequent Events In connection with the preparation of the accompanying consolidated financial statements, the Company has evaluated events and transactions occurring after June 30, 2021 and through September 02, 2021, the date these financial statements were issued, for potential recognition or disclosure and has determined that there are no additional items to disclose except as disclosed below. Merger with Growth Capital Acquisition Corp. In August 2021, the Company entered into a definitive business combination agreement with Growth Capital Acquisition Corp. (NASDAQ: GCAC), a special purpose acquisition company. Upon the transaction closing, the combined company will be publicly traded.		Note 17. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through May 31, 2021, the issuance date of the consolidated financial statements. New Lease Agreement On April 15, 2021, the Company entered into a new lease agreement for 92,842 square feet of office space in San Jose, California. The lease is estimated to begin on June 1, 2021 and is set to expire on January 31, 2023. Monthly rent will be $139,300 for the first 12 months, with the first four months abated, and $143,400 for the remainder of the lease term. Total lease payments over the term of the lease will be $2,261,600.

INCOME TAX

6 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

INCOME TAX [Line Items]

INCOME TAX

Note 10 — Income Tax

The income tax provision consists of the following:

	March 31, 2021			March 31, 2020
Federal
Current	$	—
Deferred		(18,428	)	(2,033	)

State
Current		—		32
Deferred		—
Change in valuation allowance		18,428		2,033
Income tax provision	$	—		32

The Company’s net deferred tax assets are as follows:

	March 31, 2021			March 31, 2020
Deferred tax asset


Net operating loss carryforwards		57,578		39,150
Total deferred tax asset		57,578		39,150
Valuation allowance		(57,578	)	(39,150	)
Deferred tax asset, net of allowance	$	—

As of March 31, 2021 the Company had $254,433 of U.S. federal net operating loss carryovers available to offset future taxable, of which 125,594 begin to expire in 2031 and 128,839 do not expire and $80,757 of state and local net operating loss carryforward which begin to expire in 2036.

In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the periods ended March 31, 2021 and March 31, 2020, the valuation allowance increased $18,428 and $2,033, respectively.

A reconciliation of the federal income tax rate to the Company’s effective tax rate at March 31, 2021 is as follows:

Statutory federal income tax rate	21.0	%	21.0	%
State tax provision net of federal benefit	(0.0	)	(0.3	)
Change in FV of warrant liability	(21.9	)
Transaction costs associated with the issuance of warrants	0.7
Change in valuation allowance	0.2		(21.0	)
Income tax provision	—	%	(0.3	)%

The Company files income tax returns in the U.S. federal jurisdiction in various state and local jurisdictions and is subject to examination by the various taxing authorities for years after 2016.

Cepton Technologies, Inc. [Member]

INCOME TAX [Line Items]

INCOME TAX

Note 12. Income Taxes

The Company’s provision for income taxes was $11,000 and $14,000 for the six months ended June 30, 2021 and 2020, respectively. The Company’s income tax provision in the six months ended June 30, 2021 was primarily related to income taxes on earnings from its foreign tax jurisdictions. The Company’s income tax provision in the six months ended June 30, 2020 was due to income taxes on earnings from operations in the U.S. and foreign tax jurisdictions. The decrease in income tax expense for the six months ended June 30, 2021, as compared to the same period in 2020 was primarily due to decrease earnings from its foreign operations for the six months ended June 30, 2021.

The Company conducts its business globally and its operating income is subject to varying rates of tax in the U.S., Canada, Germany and UK. Consequently, the Company’s effective tax rate is dependent upon the geographic distribution of its earnings or losses and the tax laws and regulations in each geographical region.

Due to historical losses in the U.S., the Company has a full valuation allowance on its U.S. federal and state deferred tax assets. Management continues to evaluate the realizability of deferred tax assets and the related valuation allowance. If management’s assessment of the deferred tax assets or the corresponding valuation allowance were to change, the Company would record the related adjustment to income during the period in which management makes the determination.

As of June 30, 2021, there were no material changes to either the nature or the amounts of the uncertain tax positions previously determined for the year ended December 31, 2020.

On March 27, 2020, the U.S. enacted the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act which provided certain tax relief measures. On December 27, 2020, the U.S. enacted the Consolidated Appropriations Act of 2021 (CAA) which extended and expanded certain tax relief measures created by the CARES Act. On March 11, 2021, the U.S. enacted the American Rescue Plan Act of 2021 (ARPA). Theses legislations have not had a material impact on the Company’s operations to date and the Company will continue to evaluate the impact they may have on its future business.

Note 12. Income Taxes

Income (loss) before income taxes consisted of the following (in thousands):

	Year Ended December 31,
	2020			2019
Domestic	$	(19,694	)	$	(16,852	)
Foreign		86			102
Income (loss) before income taxes	$	(19,608	)	$	(16,750	)

Provision for (benefit from) income taxes consisted of the following (in thousands):

	Year Ended December 31,
	2020		2019
Current:
Federal	$	—	$	—
State		1		1
Foreign		16		16
Total Current		17		17

Deferred:
Federal		—		—
State		—		—
Foreign		9		(10	)
Total Deferred		9		(10	)
Provision for (benefit from) income taxes	$	26	$	7

The provision for (benefit from) income taxes differ from the amounts computed by applying the U.S. federal income tax rate to income (loss) before income taxes for the following reasons:

	Year Ended December 31,
	2020		2019
U.S. federal provision (benefit) at statutory rate	21.0	%	21.0	%
State income taxes, net of federal benefit	(0.01	)	(0.01	)
Foreign income taxes at rates other than the U.S. rate	(0.03	)	0.09
Other permanent items	(0.09	)	(0.25	)
Stock-based compensation	(0.32	)	(0.45	)
Research and development credits	1.93		0.65
Unrecognized tax benefits	(0.77	)	(0.80	)
Global intangible low-taxed income	(0.03	)	(0.09	)
Change in valuation allowance	(21.97	)	(18.59	)
Payroll tax credit adjustments	0.16		0.19
Disallowed favorable transfer pricing adjustment	—		(1.78	)
Effective tax rate	(0.13	)%	(0.04	)%

The difference between the provision for income taxes and the income tax determined by applying the statutory federal income tax rate of 21 percent was due primarily to research and development credits and changes in valuation allowance. The Company’s valuation allowance balance increased by $5,800,000 and $3,700,000 for the year ended December 31, 2020 and 2019, respectively.

The Company’s deferred income tax assets and liabilities as of December 31, 2020 and 2019 were as follows (in thousands):

	December 31,
	2020			2019
Deferred tax assets:
Accruals and reserves	$	30		$	21
Stock-based compensation		55			22
Net operating loss carryforward		13,945			8,700
Research and development credits		1,833			1,334
Valuation allowance		(15,818	)		(10,047	)
Total deferred tax assets		45			30
Deferred tax liabilities:
Depreciation and amortization		(45	)		(20	)
Total deferred tax liabilities		(45	)		(20	)
Net deferred tax assets (liabilities)	$	—		$	10

Annually, the Company determines whether it is “more likely than not” that a tax position will be sustained upon examination by the appropriate taxing authorities in considering whether any tax benefit can be recorded in the consolidated financial statements. The Company recorded full valuation allowance against its US net deferred tax assets as it believes these deferred tax assets were not realizable on a more likely than not basis as of December 31, 2020 and 2019.

As of December 31, 2020 and 2019, the Company had total net operating loss carryforwards for federal income tax purposes of approximately $51,300,000 and $31,900,000. If not utilized, these net federal operating loss carryforwards will begin to expire in 2037. For tax years beginning January 1, 2018 onward, any federal net operating losses generated will be allowable for carry forward indefinitely, as opposed to the original expiration of 20 years. As of December 31, 2020 and 2019, the Company had $49,200,000 and $29,800,000 of federal net operating losses that can be carried forward indefinitely. The Company also had a state net operating loss carryforward of approximately $44,100,000 and $28,400,000 as of December 31, 2020 and 2019, which will expire beginning in the year 2037.

As of December 31, 2020 and 2019, the Company had federal research and development credit carryforward of approximately $700,000 and $300,000, which begins to expire in 2038, and California research and development credit carryforward of approximately $3,000,000 and $2,400,000, which does not expire.

Utilization of the research and development credit carryforward may be subject to an annual limitation due to the ownership percentage change limitations provided by the Internal Revenue Code of 1986 and similar state provisions. The annual limitation may result in the expiration of the research and development credits before utilization. The amount of such elimination, if any, has not been determined.

As of December 31, 2020 and 2019, the total amount of unrecognized tax benefits was $1,500,000 and $1,100,000, none of which would affect income tax expense, if recognized, after consideration of any valuation allowance. The Company does not expect the unrecognized tax benefits to change significantly over the next 12 months. The following table summarizes the aggregate changes in the total gross amount of unrecognized tax benefits (in thousands):

	Year Ended December 31,
	2020		2019
Unrecognized tax benefits as of the beginning of the year	$	1,090	$	—
Increases related to prior year tax provisions		—		910
Increase related to current year tax provisions		381		180
Unrecognized tax benefits as of the end of the year	$	1,471	$	1,090

The Company is subject to income taxes in the U.S. federal, state, and various foreign jurisdictions. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. All of the Company’s tax years will remain open for examination by the federal and state tax authorities for three and four years, respectively, from the date of utilization of the net operating loss or research and development credits. The Company does not have any tax audits or other issues pending.

As a qualified small business, the Company applies a portion of its post-2015 federal research and development credit against payroll tax liabilities, instead of income tax liabilities. As of December 31, 2020 and 2019, the related payroll tax receivable balance is $1,000,000 and $700,000, respectively.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES [Line Items]

Description of Business and Summary of Significant Accounting Policies

Note 1. Description of Business and Summary of Significant Accounting Policies

Description of Business

Cepton provides state-of-the-art, intelligent, lidar-based solutions for a range of markets such as automotive (ADAS/AV), smart cities, smart spaces, and smart industrial applications. Cepton’s patented MMT®-based lidar technology enables reliable, scalable, and cost-effective solutions that deliver long range, high resolution 3D perception for smart applications.

Founded in April 2016 and led by industry veterans with over two decades of collective experience across a wide range of advanced lidar and imaging technologies, Cepton is focused on the mass market commercialization of high performance, high quality lidar solutions. Cepton is headquartered in San Jose, California, USA, with a presence in Germany, Canada, Japan, China and India, to serve a fast-growing global customer base.

Basis of Presentation and Principles of Consolidation

The condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial statements include the accounts of our wholly owned subsidiaries in Canada, Germany, and the United Kingdom. All intercompany balances and transactions have been eliminated in consolidation.

In the opinion of the Company, the accompanying unaudited condensed financial statements contain all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of the interim periods presented. These unaudited interim consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes for 2020.

The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. As of June 30, 2021, the Company had cash and cash equivalents of $12.4 million, short-term investment of $13.0 million, and an accumulated deficit of $76.8 million. During the six months ended June 30, 2021, the Company incurred a net loss of $18.6 million and had negative cash flows from operating activities of $18.0 million. Although much of the negative cash flow resulted from one-time expenses for research and development projects and one-time expenses of preparing to become a publicly traded company, the Company expects to continue to invest in research and development and generate operating losses in the future.

The Company is subject to risks and uncertainties frequently encountered by early-stage companies including, but not limited to, the uncertainty of successfully developing its products, securing certain contracts, building its customer base, successfully executing its business and marketing strategy and hiring appropriate personnel.

To date, the Company has been funded primarily by equity financings, convertible promissory notes and other borrowings. Failure to generate sufficient revenues, achieve planned gross margins and operating profitability, control operating costs, or secure additional funding may require the Company to modify, delay, or abandon some of its planned future expansion or development, or to otherwise enact operating cost reductions available to management, which could have a material adverse effect on the Company’s business, operating results, financial condition, and ability to achieve its intended business objectives.

Based on its recurring losses from operations and negative cash flows from operating activities incurred since inception, the expectation of continuing operating losses in the future, and the need to raise additional capital to finance its future operations, as of the issuance date of the condensed consolidated financial statements as of and for the six months ended June 30, 2021, the Company has concluded that there is substantial doubt about its ability to continue as a going concern for one year after the date that the financial statements are issued.

The Company intends to obtain financing through the execution of a merger transaction with Growth Capital Acquisition Corp. (see Note 17 for subsequent event disclosure). In addition, the Company has strong relationships with capital resource providers such as banks and strategic and financial investors to execute debt borrowing and/or equity

financing, if necessary. These plans are intended to mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern; however, as the plans are not entirely within the Company’s control, management cannot provide assurance that they will be effectively implemented.

Concentration of Risk

Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, and accounts receivable. The Company maintains a substantial portion of its cash and cash equivalents and short-term investments in money market funds, commercial paper, corporate debt securities, and asset backed securities. Management believes that the financial institutions that hold its cash, cash equivalents, and short-term investments are financially sound and, accordingly, represent minimal credit risk. Deposits held with banks may exceed the amount of federal insurance limits provided on such deposits.

Customers that accounted for 10% or greater of accounts receivable, net as of June 30, 2021 and December 31, 2020 were as follows:

	June 30, 2021	December 31, 2020
Customer A	14%	15%
Customer B	—%	39%
Customer C	—%	10%
Customer D	12%	13%
Customer E	64%	—%

Customers with revenue equal to or greater than 10% of total revenue for the periods indicated were as follows:

	Six Months Ended June 30, 2021	Six Months Ended June 30, 2020
Customer A	58%	12%
Customer B	—%	31%
Customer C	—%	11%
Customer D	—%	11%

Use of Estimates

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant items subject to such estimates and assumptions include, but are not limited to, estimating the stand-alone selling prices of performance obligations for revenue recognition, allowances for doubtful accounts, inventory valuation and reserves, warranty reserves, valuation allowance for deferred tax assets, share-based compensation including the fair value of the Company’s common stock, useful lives of property, plant and equipment, income tax uncertainties, and other loss contingencies. The Company evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors and adjusts those estimates and assumptions when facts and circumstances dictate. Actual results could differ from those estimates, and such differences could be material to the Company’s consolidated financial condition and results of operations.

Product Warranties

The Company typically provides a one-year warranty on its products. Estimated future warranty costs are accrued and charged to cost of goods sold in the period that the related revenue is recognized. These estimates are derived from historical data and trends of product reliability and costs of repairing and replacing defective products. The Company periodically assesses the adequacy of its recorded warranty liabilities and adjusts the amounts as necessary.

Changes in our accrued warranty liability, which is included as a component of accrued expenses and other current liabilities, for the six months ended June 30, 2021 and the year ended December 31, 2020 was as follows (in thousands):

	Six Months Ended June 30, 2021			Year Ended December 31, 2020
Beginning balance	$	40		$	31
Warranty provision		33			90
Consumption		(24	)		(81	)
Ending balance		49		$	40

Significant Accounting Policies

There have been no significant changes to the accounting policies during the six months ended June 30, 2021, as compared to the significant accounting policies described in Note 1 of the “Notes to the Financial Statements” in the Company’s audited financial statements for the year ended December 31, 2020.

Recently Issued Accounting Pronouncements

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), (“ASC 842”), which clarifies the definition of a lease and requires lessees to recognize right-of-use assets and lease liabilities for all leases, including those classified as operating leases under previous lease accounting guidance. The guidance is effective for private business entities for fiscal years beginning after December 15, 2019, with early adoption permitted. In October 2019, the FASB issued ASU 2019-10, which extended the effective date to fiscal years beginning after December 15, 2020. In June 2020, the FASB issued ASU 2020-05, which provides an additional optional one-year deferral for all companies that have not yet issued their financial statements reflecting the adoption of ASC 842. As the Company expects to be an emerging growth company, ASU 2016-02 will be effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. The Company expects to adopt the new standard in the first quarter of 2022 using the modified retrospective method, under which the Company will apply ASC 842 to existing and new leases as of January 1, 2022, but prior periods will not be restated and will continue to be reported under ASC 840 guidance in effect during those periods. The Company is currently evaluating the impact the adoption of these ASUs will have on its financial statements and related disclosures.

In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments, which significantly changes the way entities recognize credit losses and impairment of financial assets recorded at amortized cost. Currently, the credit loss and impairment model for loans and leases is based on incurred losses, and investments are recognized as impaired when there is no longer an assumption that future cash flows will be collected in full under the originally contracted terms. Under the new current expected credit loss (“CECL”) model, the standard requires immediate recognition of estimated credit losses expected to occur over the remaining life of the asset. As the Company expects to be an emerging growth company, the standard will be effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. The Company expects there to be no material impact on its consolidated financial statements and related disclosures from the adoption of this update.

In December 2019, the FASB issued ASU 2019-12, Income Taxes: Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects related to accounting for income taxes. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. ASU 2019-12 is effective for the Company beginning January 1, 2022, with early adoption permitted. The Company is currently in the process of evaluating the effects of this pronouncement on the Company’s financial statements and does not expect it to have a material impact on the consolidated financial statements.

In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity, which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The ASU is part of the FASB’s simplification initiative, which aims to reduce unnecessary complexity in U.S. GAAP. As the Company expects to be an emerging growth company, ASU 2020-06 will be effective for interim and annual periods in fiscal years beginning after December 15, 2023, with earlier adoption permitted for fiscal years beginning after December 15, 2020. The Company expects there to be no material impact on its consolidated financial statements and related disclosures from the adoption of this update.

Note 1. Description of Business and Summary of Significant Accounting Policies

Description of Business

Founded in April 2016 and led by industry veterans with over two decades of collective experience across a wide range of advanced lidar and imaging technologies, Cepton is focused on the mass market commercialization of high performance, high quality lidar solutions. Cepton is headquartered in San Jose, California, USA, with a presence in Germany, Canada, Japan and India, to serve a fast-growing global customer base.

Basis of Presentation and Principles of Consolidation

The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial statements include the accounts of our wholly owned subsidiaries in Canada, Germany, and the United Kingdom. All intercompany balances and transactions have been eliminated in consolidation.

Concentration of Risk

Customers that accounted for 10% or greater of accounts receivable, net as of December 31, 2020 and 2019 were as follows:

	December 31,
	2020		2019
Customer A	15	%	—	%
Customer B	39	%	56	%
Customer C	10	%	—	%
Customer D	13	%	—	%

Customers with revenue equal to or greater than 10% of total revenue for the periods indicated were as follows:

	Year Ended December 31,
	2020		2019
Customer A	23	%	—	%
Customer B	16	%	40	%
Customer C	11	%	—	%
Customer D	—	%	10	%
Customer E	—	%	13	%

Supplier Concentrations

The Company relies on third parties for the supply and manufacture of its products, as well as third-party logistics providers. In instances where these parties fail to perform their obligations, the Company may be unable to find alternative suppliers or satisfactorily deliver its products to its customers on time, if at all.

For the fiscal year ended December 31, 2020, two vendors accounted for approximately 27% of total Accounts Payable. For the fiscal year ended December 31, 2019, three vendors accounted for 44% of total Accounts Payable.

Use of Estimates

Cash Equivalents and Short-Term Investments

The Company considers all highly liquid investments with original maturity of three months or less at the date of purchase to be cash equivalents.

The Company’s short-term investments consist of investments and marketable securities that are classified as available-for-sale securities and are carried at fair value, with net unrealized gains or losses, net of tax, reported as a separate component of accumulated other comprehensive loss within stockholders’ deficit.

Accounts Receivable

Trade accounts receivable are recorded at the invoiced amount, net of any allowance for doubtful accounts, and do not bear interest. Allowances on accounts receivable are recorded when circumstances indicate collection is doubtful for a particular accounts receivable balance. Receivables are written off if reasonable collection efforts prove unsuccessful. The Company provides for allowances on a specific account basis. As of December 31, 2020, and 2019, the allowance for doubtful accounts was de minimis.

Inventories

Inventories are stated at the lower of cost or estimated net realizable value. Costs are computed under the standard cost method, which approximates actual costs determined on the first-in, first-out basis. The Company records write-downs of inventories which are obsolete based on product life cycle stage, product development plans, and assumptions about future demand and market conditions.

Property and Equipment

Property and equipment are stated at cost, less accumulated depreciation and amortization. The Company depreciates property and equipment using the straight-line method over the estimated useful lives of the assets, generally three to seven years. Leasehold improvements are amortized over the shorter of the asset’s useful life or the remaining lease term. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation

and amortization are removed from the balance sheet and the resulting gain or loss is reflected in operations in the period realized. Improvements are capitalized and amortized over the remaining term of the estimated useful life of the asset. Maintenance and repairs are charged to operations as incurred.

Foreign Currency

The functional currency of the Company’s foreign subsidiaries in Canada and Germany is the respective local currency whereas the functional currency of the foreign subsidiary in the United Kingdom is the U.S. dollar. For the Canadian and German entities, assets and liabilities are translated into U.S. dollars at the local current exchange rates in effect at the balance sheet date, and income and expense accounts are translated at the average exchange rates during the period. The resulting translation adjustments are included in accumulated other comprehensive income. Foreign currency translation adjustments were insignificant for the years ended December 31, 2020 and 2019.

Convertible Preferred Stock

The Company records all shares of convertible preferred stock at their respective fair values on the dates of issuance, net of issuance costs, if applicable. The convertible preferred stock is recorded outside of permanent stockholders’ deficit because while it is not mandatorily redeemable, it is contingently redeemable into cash upon the occurrence of an event not solely within the Company’s control. When it is probable that a convertible preferred share will become redeemable, adjustments are recorded to adjust the carrying values. No adjustments have been recorded in 2020 or 2019. Refer to Footnote 8 for more information on the rights, preferences, privileges, and restrictions associated with the convertible preferred stock.

Revenue Recognition

The Company recognizes revenue from contracts with its customers. A contract with a customer exists when both parties have approved the contract and are committed to perform their respective obligations, each party’s rights can be identified, payment terms can be identified, the contract has commercial substance, and it is probable that the Company will collect substantially all of the consideration it is entitled to. Revenue is recognized when, or as, performance obligations are satisfied by transferring control of a promised product or service to a customer.

The Company’s revenue is primarily derived from product sales of LiDAR sensors to direct customers. Revenue is recognized at a point in time when control of the products is transferred to the customer, generally occurring upon shipment in accordance with the terms of the related contract. Amounts billed to customers for shipping and handling are included in the transaction price and are not treated as separate performance obligations as these costs fulfill a promise to transfer the product to the customer. Shipping and handling costs paid by the Company are included in cost of revenue. Taxes collected from customers and remitted to governmental authorities are excluded from revenue on the net basis of accounting.

When a contract involves multiple promises, the Company accounts for individual performance obligations if the customer can benefit from each promise on its own or with other resources that are readily available to the customer and each promise is separately identifiable from other promises in the arrangement. In these situations, the arrangement consideration is allocated between the separate performance obligations in proportion to their estimated standalone selling price. The standalone selling price reflects the price the Company would charge for a specific product if it were sold separately in similar circumstances and to similar customers. If the selling price is not directly observable, the Company may estimate the stand-alone selling price through maximizing the use of observable inputs such as historical discounting, project cost estimates, and targeted margins.

Other Policies, Judgments and Practical Expedients

Costs to obtain a contract

The Company generally expenses the incremental costs of obtaining a contract when incurred because the amortization period for these costs would be less than one year. These costs primarily relate to sales commissions and are recognized upon receiving customer payment, at the time of the customer order, or at the time of product shipment. Commission expense was $31,000 and $26,000 in 2020 and 2019, respectively and was recorded in selling, general and administrative expense in the Company’s consolidated statements of operations.

Contract balances

The timing of revenue recognition, billings, and cash collections generally results in accounts receivable recognized on the balance sheet. However, the Company may recognize contract liabilities when consideration is received from a customer prior to transferring goods or services to the customer. Contract liabilities are recognized as revenue after control of the products or services is transferred to the customer and all revenue recognition criteria have been met.

Customer deposits

The Company may recognize customer deposit liabilities when consideration is received from a customer prior to entering into a contract. Customer deposit liabilities are recognized as revenue when a contract with enforceable rights and obligations exists and all revenue recognition criteria have been met.

Right of return

The Company’s general terms and conditions for its contracts do not contain a right of return that allows the customer to return products and receive a credit. Therefore, the Company does not estimate returns and generally recognizes revenue at contract price upon shipment.

Significant financing components

The Company may receive payment from a customer either before or after the performance obligation has been satisfied. The expected timing difference between the payment and satisfaction of performance obligations for the vast majority of the Company’s contracts is one year or less; therefore, the Company applies a practical expedient and does not consider the effects of the time value of money. The Company’s contracts with customer prepayment terms do not include a significant financing component because the primary purpose is not to receive financing from the customers.

Cost of Revenue

Cost of revenue includes the manufacturing cost of LiDAR sensors, which primarily consists of personnel-related costs directly associated with our manufacturing organization, and amounts paid to our third-party contract manufacturers and vendors. Our cost of revenue also includes depreciation and amortization, cost of component inventory, product testing costs, costs of providing services, an allocated portion of overhead, facility and IT costs, warranty costs, excess and obsolete inventory and shipping costs.

Product Warranties

Changes in our accrued warranty liability, which is included as a component of accrued expenses and other current liabilities, for the year ended December 31, 2020 and 2019 was as follows (in thousands):

	Year Ended December 31,
	2020			2019
Balance as of the beginning of year	$	31		$	20
Warranty provision		90			185
Consumption		(81	)		(174	)
Balance as of the end of the year	$	40		$	31

Research and Development

Research and development expenses consist primarily of personnel-related costs directly associated with our research and development organization, with the remainder being prototype expenses, third-party engineering and contractor costs, an allocated portion of facility and IT costs and depreciation. Our research and development efforts are focused on enhancing and developing additional functionality for our existing products and on new product development, including new releases and upgrades to our LiDAR sensors and embedded software. Research and development costs are expensed as incurred.

Advertising

Advertising costs are expensed as incurred and were $197,000 and $610,000 for the years ended December 31, 2020 and 2019.

Income Taxes

The Company accounts for income taxes using the asset and liability method. Under this method, deferred income tax assets and liabilities are recorded based on the estimated future tax effects of differences between the financial statement and income tax basis of existing assets and liabilities. Deferred income tax assets and liabilities are recorded net and classified as non-current on the consolidated balance sheet. A valuation allowance is provided against the Company’s deferred income tax assets when their realization is not reasonably assured. The Company accrues for uncertain tax positions identified, which are not deemed more likely than not to be sustained if challenged, and recognizes interest and penalties accrued on an unrecognized tax benefits as a component of income tax expense.

Stock-Based Compensation Expense

The Company grants stock options to employees and non-employees with an exercise price equal to the fair value of the shares at the date of grant. The Company accounts for these options under FASB ASC Topic 718, Stock Compensation (Topic 718). Under Topic 718, all stock option grants are accounted for using the fair value method and compensation is recognized as the underlying options vest. The Company uses the Black-Scholes option pricing model to determine the fair value of its stock option awards. The determination of the fair value for stock options in connection with determining stock compensation requires judgment, including estimating the fair market value of common stock, stock-price volatility, expected term, expected dividends, and risk-free interest rates. Given the absence of a public trading market, the Company considered numerous objective and subjective factors to determine the fair market value of common stock. These factors included but were not limited to (i) contemporaneous third-party valuations of common stock; (ii) the rights and preferences of preferred stock relative to common stock; (iii) the lack of marketability of common stock; (iv) developments in the business; and (v) the likelihood of achieving a liquidity event, such as an initial public offering or sale of the Company, given prevailing market conditions. For more information on inputs to the fair value of stock options, refer to Footnote 10.

Impairment of Long-Lived Assets

Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require the testing of a long-lived asset or asset group for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined using various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary. No impairment loss was recognized in the years ended December 31, 2020 and 2019.

Fair Value Measurements

The Company determines the fair value of an asset or liability based on the assumptions that market participants would use in pricing the asset or liability in an orderly transaction between market participants at the measurement date. The identification of market participant assumptions provides a basis for determining what inputs are to be used for pricing each asset or liability.

A fair value hierarchy has been established which gives precedence to fair value measurements calculated using observable inputs over those using unobservable inputs. This hierarchy prioritized the inputs into three broad levels as follows:

Level 1: Quoted prices in active markets for identical instruments

Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments)

Level 3: Significant unobservable inputs (including assumptions in determining the fair value of certain investments)

Money market funds are highly liquid investments and are actively traded. The pricing information for the Company’s money market funds are readily available and can be independently validated as of the measurement date. This approach results in the classification of these securities as Level 1 of the fair value hierarchy. The Company’s short-term investments consisting of commercial paper, corporate debt securities, and asset-backed securities are classified as Level 2 within the fair value hierarchy given their fair values are based on other significant observable inputs. As of December 31, 2020, the Company held $7,190,000 in money market funds and $32,058,000 in short-term investments, with an insignificant unrealized gain. The Company had no cash invested in money market funds and no short-term investments as of December 31, 2019.

Commitments and Contingencies

Liabilities for loss contingencies arising from claims, assessments, litigation, fines, and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount within a range of loss can be reasonably estimated. When no amount within the range is a better estimate than any other amount, the Company accrues for the minimum amount within the range. Legal costs incurred in connection with loss contingencies are expensed as incurred. No liabilities for loss contingencies were accrued as of December 31, 2020 and 2019.

Recently Adopted Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606), which replaces most existing revenue recognition guidance in U.S. GAAP and issued converged guidance on recognizing revenue in contracts with customers. For private companies, Topic 606 is effective for fiscal years beginning after December 15, 2018. In June 2020, the FASB issued ASU No. 2020-05, which provides an optional one-year deferral of the effective date of Topic 606 for all

companies that have not yet issued their financial statements reflecting the adoption of Topic 606. Early adoption is permitted. The Company has adopted this standard beginning on January 1, 2019 using the full retrospective method. The adoption did not have a material effect on the Company’s consolidated financial statements.

In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which addresses the classification of certain specific cash flow issues including debt prepayment or extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of certain insurance claims and distributions received from equity method investees. This ASU is effective for fiscal years beginning after December 15, 2018. The Company adopted this standard beginning January 1, 2019, and the adoption did not have a material impact on its consolidated statements of cash flows.

In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230) — Restricted Cash, which requires that entities show the changes in total of cash, cash equivalents, restricted cash, and restricted cash equivalents in their statements of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statements of cash flows. The standard is effective for fiscal years beginning after December 15, 2018. The Company adopted the standard beginning January 1, 2019 and the adoption had no effect on its statements of cash flows.

In July 2017, the FASB issued ASU No. 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815) I. Accounting for Certain Financial Instruments with Down Round Features II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. Part I of the standard applies to entities that issue financial instruments such as warrants, convertible debt or convertible preferred stock that contain down-round features. Part II of the standard replaces the indefinite deferral for certain mandatorily redeemable noncontrolling interests and mandatorily redeemable financial instruments of nonpublic entities contained within ASC 480 with a scope exception and does not impact the accounting for these mandatorily redeemable instruments. The new standard became effective for the Company on January 1, 2020 under the extended transition period. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements or footnote disclosures.

In June 2018, the FASB issued ASU No. 2018-07, Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting. Further clarification of this guidance was subsequently provided by FASB through the issuance of ASU 2019-08, Compensation — Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606): Codification Improvements — Share-Based Consideration Payable to a Customer in November 2019. ASU 2018-07 expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The Company adopted the guidance of ASU 2018-07 and subsequent related pronouncements as of January 1, 2019, by measuring the nonemployee share-based payments awards at the grant-date fair value of the equity instruments, in accordance with the guidance. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

In August 2018, the FASB issued ASU No. 2018-13, Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement, to improve the effectiveness of fair value measurement disclosures. Among other provisions, the update removes requirements to disclose amounts of and reasons for transfers between Level 1 and Level 2 in the fair value hierarchy, and it modifies the disclosures regarding transfers in and out of Level 3 of the fair value hierarchy. The update requires a discussion regarding the change in unrealized gains and losses included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period, and the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. This

update is effective for financial statements issued for fiscal years and interim periods beginning after December 15, 2019. The Company adopted this standard beginning January 1, 2020, and the adoption did not have a material impact on its consolidated financial statements.

Recently Issued Accounting Pronouncements

REVENUE

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

REVENUE [Line Items]

Revenue

Note 2. Revenue

The Company disaggregates its revenue from contracts with customers by geographic region based on the shipping location of the customer. Total revenue disaggregated by geographic region is as follows (dollars in thousands):

	Six Months Ended June 30,
	2021				2020
	Revenue		% of Revenue		Revenue		% of Revenue
Revenue by geography:
North America	$	252	19	%	$	347	43	%
Asia Pacific		875	66	%		435	54	%
Other		206	15	%		28	3	%
Total	$	1,333	100	%	$	810	100	%

As of June 30, 2021 and December 31, 2020, the Company had $2,000 and $44,000, respectively, of contract liabilities included in accrued expenses and other current liabilities and no contract assets.

Note 2. Revenue

	Year Ended December 31,
	2020				2019
	Revenue		% of Revenue		Revenue		% of Revenue
Revenue by geography:
North America	$	721	36	%	$	1,579	38	%
Asia Pacific		1,011	50	%		2,277	55	%
Other		274	14	%		276	7	%
Total	$	2,006	100	%	$	4,132	100	%

As of December 31, 2020, the Company had $44,000 of contract liabilities included in accrued expenses and other current liabilities and no contract assets. As of December 31, 2019, the Company had no contract assets or contract liabilities.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

INVENTORIES

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

INVENTORIES [Line Items]

Inventories

Note 4. Inventories

Inventories consist of the following (in thousands):

	June 30, 2021		December 31, 2020
Raw materials	$	992	$	1,015
Work-in-process		605		867
Finished goods		1,410		1,512
Total inventories	$	3,007	$	3,394

Note 4. Inventories

Inventories consist of the following as of December 31, 2020 and 2019 (in thousands):

	December 31,
	2020		2019
Raw materials	$	1,015	$	673
Work-in-process		867		429
Finished goods		1,512		1,306
Total inventories	$	3,394	$	2,408

Inventories are carried and depicted above at the lower of cost or net realizable value. For the years ended December 31, 2020 and 2019, the Company had write-downs associated with obsolete inventory of $452,000 and $41,000, respectively. For the year ended December 31, 2020, the Company had a write-down associated with changes in price levels of $627,000. The Company had no write-downs associated with changes in price levels in 2019.

PROPERTY AND EQUIPMENT, NET

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

PROPERTY AND EQUIPMENT, NET [Line Items]

Property and Equipment, Net

Note 5. Property and Equipment, Net

Property and equipment, at cost, consists of the following as of June 30, 2021 and December 31, 2020 (in thousands):

	June 30, 2021			December 31, 2020
Machinery and equipment	$	648		$	649
Automobiles		50			50
Leasehold improvements		146			146
Computer and equipment		53			36
Furniture and fixtures		68			68
Software		10			3
Total property, and equipment		975			952
Less: accumulated depreciation and amortization		(591	)		(495	)
Total property and equipment, net	$	384		$	457

The aggregate depreciation and amortization related to property, and equipment was $96,000 and $92,000 for the six months ended June 30, 2021 and 2020.

Note 5. Property and Equipment, Net

Property and equipment, at cost, consists of the following as of December 31, 2020 and 2019 (in thousands):

	December 31,
	2020			2019
Machinery and equipment	$	649		$	573
Automobiles		50			50
Leasehold improvements		146			146
Computer and equipment		36			33
Furniture and fixtures		68			68
Total property, and equipment		949			870
Less: accumulated depreciation and amortization		(492	)		(309	)
Total property, and equipment, net	$	457		$	561

The aggregate depreciation and amortization related to property, and equipment was $184,000 and $171,000 for the years ended December 31, 2020 and 2019.

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES [Line Items]

Accrued Expenses and Other Current Liabilities

Note 6. Accrued Expenses and Other Current Liabilities

Accrued expenses consisted of the following as of June 30, 2021 and December 31, 2020 (in thousands):

	June 30, 2021		December 31, 2020
Accrued expenses and taxes	$	2,367	$	1,292
Accrued unvested option liability		152		151
Deferred revenue		2		44
Deferred rent		130		38
Warranty reserve		49		40
Total accrued expenses	$	2,700	$	1,565

Note 6. Accrued Expenses and Other Current Liabilities

Accrued expenses consisted of the following as of December 31, 2020 and 2019 (in thousands):

	December 31,
	2020		2019
Accrued expenses and taxes	$	1,292	$	1,192
Accrued unvested option liability		151		—
Deferred revenue		44		—
Deferred rent		38		62
Warranty reserve		40		31
Total accrued expenses	$	1,565	$	1,285

DEBT	6 Months Ended	12 Months Ended
DEBT	Jun. 30, 2021	Dec. 31, 2020
Cepton Technologies, Inc. [Member]
DEBT [Line Items]
Debt	Note 7. Debt In August 2019, the Company entered into a loan and security agreement (“Loan Agreement”) with Silicon Valley Bank (“SVB”) that allowed for borrowings of up to $5,000,000 under a term loan through July 31, 2020. On December 5, 2019, the Company borrowed the full amount of $5,000,000 with a stated interest rate of 5.0% and a maturity date of July 1, 2023. In February 2020, the Company repaid the term loan in full and recognized a loss on extinguishment of $180,000. In connection with the Loan Agreement, the Company issued detachable warrants to purchase an aggregate of 60,000 shares of common stock (see Note 11). On April 24, 2020, the Company entered into a promissory note (the “Promissory Note”) with JPMorgan Chase Bank, N.A. that provides for a loan in the amount of $1,120,000 pursuant to the US Small Business Administration’s Paycheck Protection Program (“PPP Loan”) created as part of the recently enacted Coronavirus Aid, Relief, and Economic Security (“CARES”) Act. The PPP Loan matures on April 24, 2022 and bears interest at a rate of 0.98% per annum. Monthly amortized principal and interest payments are deferred to either (1) the date that US Small Business Administration remits the borrower’s loan forgiveness amount to the lender or (2) if the borrower does not apply for loan forgiveness, 10 months after the end of the borrower’s loan forgiveness covered period. The Promissory Note contains events of default and other provisions customary for a loan of this type. Certain amounts of the loan may be forgiven if they are used towards qualifying expenses as described in the CARES Act. In the event that forgiveness is applied for, an adjustment will be necessary for tax purposes to disallow for any expenses the loan was used towards in the period in which forgiveness occurs. The Company submitted the application to JPMorgan Chase bank for forgiveness of the loan in third quarter of 2021.	Note 7. Debt In August 2019, the Company entered into a loan and security agreement (“Loan Agreement”) with Silicon Valley Bank (“SVB”) that allowed for borrowings of up to $5,000,000 under a term loan through July 31, 2020. On December 5, 2019, the Company borrowed the full amount of $5,000,000 with a stated interest rate of 5.0% and a maturity date of July 1, 2023. In February 2020, the Company repaid the term loan in full and recognized a loss on extinguishment of $180,000. In connection with the Loan Agreement, the Company issued detachable warrants to purchase an aggregate of 60,000 shares of common stock (see Note 11). On April 24, 2020, the Company entered into a promissory note (the “Promissory Note”) with JPMorgan Chase Bank, N.A. that provides for a loan in the amount of $1,120,000 pursuant to the Small Business Administration’s Paycheck Protection Program (“PPP Loan”) created as part of the recently enacted Coronavirus Aid, Relief, and Economic Security (“CARES”) Act. The PPP Loan matures on April 24, 2022 and bears interest at a rate of 0.98% per annum. Monthly amortized principal and interest payments are deferred for six months after the date of disbursement. The Promissory Note contains events of default and other provisions customary for a loan of this type. Certain amounts of the loan may be forgiven if they are used towards qualifying expenses as described in the CARES Act. In the event that forgiveness is applied for, an adjustment will be necessary for tax purposes to disallow for any expenses the loan was used towards in the period in which forgiveness occurs. The Company plans to apply for forgiveness of the loan in 2021.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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+ Details

CONVERTIBLE PREFERRED STOCK

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

CONVERTIBLE PREFERRED STOCK [Line Items]

Convertible Preferred Stock

Note 8. Convertible Preferred Stock

The par value for the Convertible Preferred Stock is $0.00001. The authorized, issued, and outstanding shares of Convertible Preferred Stock, and liquidation preferences as of June 30, 2021 were as follows:

	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	4,069,600	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
Series C	February 4, 2020	7,463,934	6,329,416		8.3736		52,999,998
		22,806,009	21,671,491			$	96,661,482

The rights, preferences, privileges, and restrictions for the holders of preferred stock are as follows:

Dividends — The holders of preferred stock are entitled to receive non-cumulative dividends, prior and in preference to any declaration or payment of any dividends to the holders of common stock, in an amount equal to a dividend of 8% of the applicable original issue price per annum on each share of preferred stock, as adjusted for stock dividends, splits, combinations, recapitalizations or the like, when and if declared by the Board of Directors. After payment of such dividends, any additional dividends will be distributed to holders of preferred stock, participating on an as-if converted basis, Class F stock, and common stock. No dividends on preferred stock or common stock have been declared by the Board of Directors since inception.

Liquidation — In the event of any liquidation, dissolution or winding up of the Company, either voluntary or involuntary, the holders of preferred stock are entitled to receive an amount equal to the greater of the original issue price per share as adjusted for stock splits, dividends, combinations, recapitalizations or the like, plus any dividends declared but unpaid on such shares, and such amount per share as would have been payable had such shares of preferred stock been converted into common stock immediately prior to such event, prior and in preference to any distributions to the holders of Class F and common stock. If the proceeds of such an event are insufficient to permit the full liquidation payment, the entire proceeds legally available for distribution will be distributed ratably among the holders of preferred stock in proportion to the full amounts that each such holder is otherwise entitled to receive.

Thereafter, the remaining assets and surplus will be distributed ratably to the holders of Class F and common stock in proportion to the number of shares of common stock held, on an as-if converted basis.

Redemption — Preferred stock is not redeemable at the option of the holder. Upon the occurrence of a liquidation transaction, preferred stock will be redeemed by the Company for the applicable original issue price. Moreover, if the holders of preferred stock would receive a greater amount of consideration had the preferred stock been converted immediately prior to such transaction, the preferred stock will be deemed to be converted for purposes of the redemption. Each preferred stock share is conditionally puttable by the holders upon “deemed liquidation events,” which include a merger, consolidation, change of control, or a sale of substantially all of the Company’s assets. The Company determined that triggering events that could result in a deemed liquidation are not solely within the control of the Company. Therefore, the preferred stock is classified outside of permanent equity (i.e., temporary equity). The preferred stock is not being accreted to its liquidation preference, as it is not probable that the preferred stock will become redeemable as of June 30, 2021. The Company continues to monitor circumstances that may cause the preferred stock to become probable of becoming redeemable.

Conversion — Each share of preferred stock is convertible into common stock, at the option of the holder, at any time after the date of issuance. Each share of preferred stock automatically converts into the number of shares of common stock determined in accordance with the conversion ratio upon the earlier of (i): the date, or the occurrence of an event, as specified by affirmative election by the majority of the holders of preferred stock, or (ii): upon the closing of an initial public offering, which results in aggregate proceeds of at least $100,000,000. As of June 30, 2021, and December 31, 2020, the conversion ratio for all outstanding series of preferred stock to common stock was one-to-one.

Voting — Each share of preferred stock has the same voting rights as the equivalent number of common stock on an as-converted basis. The holders of (i) Series A Preferred Stock, (ii) Series B and Series B-1 Preferred Stock, voting as a single class, and (iii) Series C Preferred Stock are each entitled to elect one member of the Board of Directors.

Protective Provisions — The holders of preferred stock also have certain protective provisions. So long as there are at least 20% of the originally issued shares of preferred stock issued and outstanding, the Company cannot without the approval of the majority of the preferred stock then outstanding, voting as a single class on an as-converted basis, take certain actions. Such actions include: (i) consummating a liquidation, dissolution or winding up of the Company; (ii) adversely altering, waiving or affecting the rights, preferences, privileges, or powers of, or restrictions of preferred stock; (iii) increasing or decreasing the authorized number of shares of any common stock or preferred stock; or (iv) redeeming or paying dividends except for permitted purposes.

Note 8. Convertible Preferred Stock

The authorized, issued, and outstanding shares of Convertible Preferred Stock, and liquidation preferences as of December 31, 2020 and 2019 were as follows:

			December 31, 2020
	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	4,069,600	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
Series C	February 4, 2020	7,463,934	6,329,416		8.3736		52,999,998
		22,806,009	21,671,491			$	96,661,482

			December 31, 2019
	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	5,600,000	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
		16,872,475	15,342,075			$	43,661,484

The rights, preferences, privileges, and restrictions for the holders of preferred stock are as follows:

Redemption — Preferred stock is not redeemable at the option of the holder. Upon the occurrence of a liquidation transaction, preferred stock will be redeemed by the Company for the applicable original issue price. Moreover, if the holders of preferred stock would receive a greater amount of consideration had the preferred stock been converted immediately prior to such transaction, the preferred stock will be deemed to be converted for purposes of the redemption. Each preferred stock share is conditionally puttable by the holders upon “deemed liquidation events,” which include a merger, consolidation, change of control, or a sale of substantially all of the Company’s assets. The Company determined that triggering events that could result in a deemed liquidation are not solely within the control of the Company. Therefore, the preferred stock is classified outside of permanent (i.e., temporary equity). The preferred stock is not being accreted to its liquidation preference, as it is not probable that the preferred stock will become redeemable as of December 31, 2020. The Company continues to monitor circumstances that may cause the preferred stock to become probable of becoming redeemable.

Conversion — Each share of preferred stock is convertible into common stock, at the option of the holder, at any time after the date of issuance. Each share of preferred stock automatically converts into the number of shares of common stock determined in accordance with the conversion ratio upon the earlier of (i): the date, or the occurrence of an event, as specified by affirmative election by the majority of the holders of preferred stock, or (ii): upon the closing of an initial public offering, which results in aggregate proceeds of at least $100,000,000. As of December 31, 2020 and 2019, the conversion ratio for all outstanding series of preferred stock to common stock was one-to-one.

STOCK-BASED COMPENSATION

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

STOCK-BASED COMPENSATION [Line Items]

Stock-Based Compensation

Note 10. Stock-Based Compensation

Equity Incentive Plans

On July 5, 2016, the Company adopted the 2016 Stock Plan (the Plan) under which 4,800,000 shares of the Company’s common stock were reserved for issuance to employees, nonemployee directors, consultants, and advisors. As of June 30, 2021 and December 31, 2020, there were 9,187,533 shares of common stock reserved for issuance. As of June 30, 2021 and December 31, 2020, there were 1,361,781 and 3,406,368 option shares available for future issuance, respectively.

Under the Plan, the Board of Directors may grant incentive stock options (ISO), nonqualified stock options (NQSO), and stock appreciation rights (SAR). The Board of Directors may, in its discretion, designate any option or SAR as an “early exercise option” or “early exercise SAR”. If a shareholder elects to exercise all or a portion of any early exercise option or SAR before it is vested, the shares of common stock attributable to the unvested portion of the Option or SAR are considered restricted shares and recognized as a liability.

Awards granted under the Plan may be outstanding for periods of up to 10 years following the grant date. Awards issued under the Plan must be priced at no less than 100% of the fair value of the shares on the date of the grant provided, however, that (i) the exercise price of an ISO will not be less than 100% of the fair value of the shares on the date of grant, and (ii) the exercise price of an ISO and NSO granted or the purchase price under the stock issuance program to a 10% stockholder will not be less than 110% of the fair value of the shares on the date of grant. Fair value is determined by the Board of Directors.

Outstanding awards generally vest over four years. Certain nonemployee awards vest over two years. Award shares are subject to a right of first refusal with respect to any proposed transactions up through the time the Company’s common stock is registered under Section 12 of the 1934 Exchange Act.

Restricted Common Stock Awards

Unvested early exercise options or SARs are considered restricted shares and are subject to repurchase by the Company in the event the shareholders’ employment is terminated. The Company may, at its option, repurchase said shares at the lesser of (i) the price paid by the shareholder to exercise the award or (ii) the fair market value of the Company’s common stock determined on the date of the repurchase. During the vesting term, holders of restricted stock awards are deemed to be a common stock shareholder and have dividend and voting rights.

The Company did not grant any early exercise options during the six months ended June 30, 2021 and the Company did not repurchase any of the unvested restricted shares as of June 30, 2021. The total intrinsic value of outstanding unvested restricted stock awards was $966,000 as of June 30, 2021.

Incentive Stock Options and Nonqualified Stock Options

A summary of the Company’s employee and nonemployee stock option activity for the six months ended June 30, 2021 is presented below:

			Options Outstanding
	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contract Term (in years)	Aggregate Intrinsic Value (in thousands)
Options outstanding as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550
Granted	2,214,670			11.48
Exercised	(190,602	)		1.36
Expired/Forfeited	(170,083	)		6.67
Options outstanding as of June 30, 2021	7,075,268		$	4.45	7.9	$	60,890
Exercisable, June 30, 2021	3,168,956			1.07	6.3	$	37,994
Vested and expected to vest as of June 30, 2021	7,075,268		$	4.45	7.9	$	60,890

During the six months ended June 30, 2021 and June 30, 2020, the estimated weighted-average grant-date fair value of options granted was $7.02 and $1.21 per share, respectively. As of June 30, 2021, there was $15.8 million of unrecognized stock-based compensation related to unvested stock options expected to be recognized over a weighted-average period of 3.07 years. The total intrinsic value of options exercised during the six months ended June 30, 2021 and June 30, 2020 was $738,000 and $2,231,000. The Company recognizes forfeitures as they occur.

Stock-Based Compensation

For the six months ended June 30, 2021 and 2020, the Company recorded stock-based compensation expense related to options granted to employees and nonemployees as follows (in thousands):

	Six Months Ended June 30,
	2021		2020
Cost of revenue	$	20	$	16
Research and development expense		1,386		232
Selling, general and administrative expense		671		140
Total stock-based compensation expense	$	2,077	$	388

For the six months ended June 30, 2021 and 2020, the Company capitalized $20,000 and $19,000, respectively, of stock-based compensation expense into inventory.

Note 10. Stock-Based Compensation

Equity Incentive Plans

On July 5, 2016, the Company adopted the 2016 Stock Plan (the Plan) under which 4,800,000 shares of the Company’s common stock were reserved for issuance to employees, nonemployee directors, consultants, and advisors. As of December 31, 2020 and 2019, there were 9,187,533 and 6,300,000 shares of common stock reserved for issuance, respectively. As of December 31, 2020 and 2019, there were 3,406,368 and 1,020,294 option shares available for future issuance, respectively.

Restricted Common Stock Awards

On August 20, 2020, the Company granted 150,000 early exercise option awards under the 2016 Plan to one independent contractor. The options vest over 24 equal monthly installments beginning on August 10, 2020. On December 29, 2020, the option holder elected to early exercise all granted awards, purchasing the related shares for $2.02 per share or aggregate consideration of $303,000. At the time of exercise, 25,000 shares were fully vested with the remainder being unvested. On the date of purchase, the Company recognized the vested portion purchased as common stock issued with additional paid in capital. The Company recognized a liability associated with the unvested restricted shares, recording a liability included in accrued expenses and other long-term liabilities of $151,500 and $101,000, respectively. As shares of restricted stock vest, the Company will reclassify the liability to common stock and additional paid in capital. The Company did not grant any early exercise options in 2019.

As of December 31, 2020, the Company had not repurchased any of the unvested restricted shares. The fair value of the Company’s common stock on the date the early exercise options were granted was $2.02 per share. The fair value of the Company’s common stock on the date the restricted shares were issued was $3.07 per share. The total intrinsic value of outstanding unvested restricted stock awards was $131,000 as of December 31, 2020.

Incentive Stock Options and Nonqualified Stock Options

A summary of the Company’s employee and nonemployee stock option activity for the years ended December 31, 2020 and 2019 is presented below:

			Options Outstanding
	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contract Term (in years)	Aggregate Intrinsic Value (in thousands)
Options outstanding as of December 31, 2018	4,231,042		$	0.82	8.6	$	5,844
Granted	1,442,000			1.97
Exercised	(135,833	)		0.23
Expired/Forfeited	(512,294	)		1.06
Options outstanding as of December 31, 2019	5,024,915		$	1.14	8.2	$	6,732
Granted	1,705,000			2.39
Exercised	(305,091	)		1.57
Expired/Forfeited	(1,203,541	)		1.53
Options outstanding as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550
Exercisable, December 31, 2020	2,768,000			0.75	6.5	$	6,419
Vested and expected to vest as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550

During the years ended December 31, 2020 and 2019, the estimated weighted-average grant-date fair value of options granted was $1.24 and $1.02 per share, respectively. As of December 31, 2020, there was $3,000,000 of unrecognized stock-based compensation related to unvested stock options expected to be recognized over a weighted-average period of 2.89 years. The total intrinsic value of options exercised during the years ended December 31, 2020 and 2019 was $458,000 and $386,000. The Company recognizes forfeitures as they occur.

Stock-Based Compensation

The fair value of employee stock option grants is estimated by the Company on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

	Year Ended December 31,
	2020	2019
Expected life (years)	6 – 6.25	6.25
Risk-free interest rate	0.36 – 1.21%	1.63 – 2.34%
Expected volatility	50 – 70%	50 – 57%
Dividend yield	—%	—%

Expected volatility is estimated based on historical volatilities of comparable public companies operating in the Company’s industry. The expected life of the options represents the period the options are expected to be outstanding and is estimated using the simplified method. The Company believes it is appropriate to use the simplified method in determining the expected life of options because the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term for options. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant. The Company uses the same inputs to estimate the fair value of awards granted to nonemployees.

For the years ended December 31, 2020 and 2019, the Company recorded stock-based compensation expense related to options granted to employees and nonemployees as follows (in thousands):

	Year Ended December 31,
	2020		2019
Cost of revenue	$	27	$	22
Research and development expense		564		440
Selling, general and administrative expense		119		287
Total stock-based compensation expense	$	710	$	749

For the year ended December 31, 2020, the Company capitalized $42,000 of stock-based compensation expense into inventory. The Company did not capitalize stock-based compensation expense into inventory during 2019.

WARRANTS	6 Months Ended	12 Months Ended
WARRANTS	Jun. 30, 2021	Dec. 31, 2020
Cepton Technologies, Inc. [Member]
WARRANTS [Line Items]
Warrants	Note 11. Warrants Common Stock Warrants Issued with Borrowings In 2019, in connection with the Loan Agreement, the Company issued a warrant to purchase 30,000 shares of common stock with an exercise price of $1.66 per share. The Company also agreed to issue a warrant to purchase an additional 30,000 shares of common stock with an exercise price of $1.66 per share if the Company drew on the $5,000,000 term loan. The Company recorded the additional warrants on December 5, 2019, when the Company borrowed the full amount of the term loan. Both warrants were immediately exercisable upon issuance and are set to expire in August 2029. The warrants remain outstanding as of June 30, 2021. The Company’s common stock warrants were recorded to additional paid-in capital at fair value as of the date of issuance using the Black-Scholes valuation model. The fair values of the warrants issued in August 2019 and December 2019 were estimated at $39,000 and $49,000, respectively. The initial amount allocated to the warrants is accounted for as a discount to the related debt and amortized to interest expense over the loan term using the effective interest method.	Note 11. Warrants Common Stock Warrants Issued with Borrowings In 2019, in connection with the Loan Agreement, the Company issued a warrant to purchase 30,000 shares of common stock with an exercise price of $1.66 per share. The warrant was immediately exercisable and expires in August 2029. The warrant remains outstanding as of December 31, 2020. In connection with the Loan Agreement, the Company also agreed to issue a warrant to purchase an additional 30,000 shares of common stock with an exercise price of $1.66 per share if the Company drew on the $5,000,000 term loan. The Company recorded the additional warrants on December 5, 2019, when the Company borrowed the full amount of the term loan. The warrant was immediately exercisable and expires in August 2029. The warrant remains outstanding as of December 31, 2020. The Company’s common stock warrants were recorded to additional paid-in capital at fair value as of the date of issuance using the Black-Scholes valuation model. The fair values of the warrants issued in August 2019 and December 2019 were estimated at $39,000 and $49,000, respectively. The initial amount allocated to the warrants is accounted for as a discount to the related debt and amortized to interest expense over the loan term using the effective interest method.

NET LOSS PER SHARE

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

NET LOSS PER SHARE [Line Items]

Net Loss Per Share

Note 15. Net Loss Per Share

The Company follows the two-class method when computing net loss per common share when shares are issued that meet the definition of participating securities. The Company considers its convertible preferred stock to be participating as holders of such securities have non-forfeitable dividend rights in the event of the declaration of a dividend for shares of common stock. When the Company is in a net loss position, the net loss attributable to common stockholders was not allocated to the convertible preferred stock under the two-class method as these securities do not have a contractual obligation to share in losses. Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted-average number of shares of the Company’s common stock outstanding. During the periods when there is a net loss attributable to common stockholders, potentially dilutive common stock equivalents have been excluded from the calculation of diluted net loss per share attributable to common stockholders as their effect is anti-dilutive.

The following common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive:

	Six Months Ended June 30,
	2021	2020
Stock options to purchase common stock	7,075,268	4,365,000
Unvested restricted stock	87,500	—
Preferred shares on an as-converted basis	21,671,491	21,671,491
Class F shares an as-converted basis	8,372,143	8,372,143
Shares issuable upon exercise of warrants	60,000	60,000
Total	37,266,402	34,468,634

Note 15. Net Loss Per Share

The following common stock equivalents were excluded from the computation of diluted net loss per share for the periods presented because including them would have been antidilutive:

	Year Ended December 31,
	2020	2019
Stock options to purchase common stock	5,221,283	5,024,915
Unvested restricted stock	125,000	—
Preferred shares on an as-converted basis	21,671,491	15,342,075
Class F shares an as-converted basis	8,372,143	8,402,000
Shares issuable upon exercise of warrants	60,000	60,000
Total	35,449,917	28,828,990

SEGMENTS	6 Months Ended	12 Months Ended
SEGMENTS	Jun. 30, 2021	Dec. 31, 2020
Cepton Technologies, Inc. [Member]
SEGMENTS [Line Items]
Segments	Note 16. Segments The Company conducts its business in one operating segment that develops and produces LiDAR sensors for use in automotive and smart infrastructure industries. The Company’s Chief Executive Officer is the chief operating decision maker (CODM). The CODM allocates resources and makes operating decisions based on financial information presented on a consolidated basis, accompanied by disaggregated information about sales and gross margin by product group. The profitability of the Company’s product group is not a determining factor in allocating resources and the CODM does not evaluate profitability below the level of the consolidated company.	Note 16. Segments The Company conducts its business in one operating segment that develops and produces LiDAR sensors for use in industrial, 3D mapping, and auto applications. The Company’s Chief Executive Officer is the chief operating decision maker (CODM). The CODM allocates resources and makes operating decisions based on financial information presented on a consolidated basis, accompanied by disaggregated information about sales and gross margin by product group. The profitability of the Company’s product group is not a determining factor in allocating resources and the CODM does not evaluate profitability below the level of the consolidated company.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Accounting Policies, by Policy (Policies)

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

Accounting Policies, by Policy (Policies) [Line Items]

Basis of Presentation and Principles of Consolidation

Basis of Presentation

Emerging Growth Company

Cash Equivalents and Short-Term Investments

Cash and Cash Equivalents

Investment Held in Trust Account

At June 30, 2021, the assets held in the Trust Account were held in cash and Money Market mutual funds.

Investment Held in Trust Account

	Carrying Value/ Amortized Cost		Amortization of Bond Discount		Gross Unrealized Gain		Fair Value as of March 31, 2021
U.S. Money Market Mutual Funds	$	86,251,323	$	—	$	—	$	86,251,323
U.S. Treasury Bills		86,253,272		4,167		1,898		86,255,170
	$	172,504,595	$	4,167	$	1,898	$	172,506,493

Common Stock Subject to Possible Redemption

Use of Estimates

Concentration of Risk

Concentration of Credit Risk

Financial Instruments

Fair Value Measurements

• Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

Fair Value Measurements

• Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

Warrant Liability

The Company accounts for the warrants issued in connection with the IPO in accordance with the guidance contained in ASC 815-40. Such guidance provides that because the warrants do not meet the criteria for equity treatment thereunder, each warrant must be recorded as a liability. Accordingly, the Company classified each warrant as a liability at its fair value. This liability is subject to re-measurement at each reporting period. With each such re-measurement, the warrant liability will be adjusted to fair value, with the change in fair value recognized in the Company’s statement of operations. As of March 31, 2021 and 2020, there were 13,800,000 and 0 warrants outstanding, respectively.

Net Income Per Share

	For the Three Months Ended June 30,
	2021			2020
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	6,225		$	—
Less: interest available to be withdrawn for payment of taxes		(6,225	)		—
Net income allocable to shares subject to possible redemption	$	—		$	—
Denominator: Weighted Average Redeemable Common Stock		—
Redeemable Common Stock outstanding, Basic and Diluted		16,115,493
Basic and Diluted net income per Redeemable Common Share	$	—		$	—
Non-Redeemable Common Stock
Numerator: Net Loss less Redeemable Net Earnings
Net Loss	$	(1,525,461	)	$	—
Redeemable Net Income	$	(6,225	)	$	—
Non-Redeemable Net Loss	$	(1,531,686	)	$	—
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		5,447,007			3,750,000
Basic and Diluted net income per Non-Redeemable Common Share	$	(0.28	)	$	—

Net Income Per Share

	For the year ended March 31, 2021
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	5,514
Less: interest available to be withdrawn for payment of taxes		(5,514	)
Net income allocable to shares subject to possible redemption	$	—
Denominator: Weighted Average Redeemable Common Stock
Redeemable Common Stock outstanding, Basic and Diluted		2,360,836
Basic and Diluted net income per Redeemable Common Share	$	0.00

Non-Redeemable Common Stock
Numerator: Net Income minus Redeemable Net Earnings
Net Income	$	8,261,624
Redeemable Net Income	$	(5,514	)
Non-Redeemable Net Income	$	8,256,110
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		4,645,499
Basic and Diluted net income per Non-Redeemable Common Share	$	1.78

Income Taxes

Recently Issued Accounting Pronouncements

Recent Accounting Standards

Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

Recent Accounting Standards

Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Cepton Technologies, Inc. [Member]

Accounting Policies, by Policy (Policies) [Line Items]

Basis of Presentation and Principles of Consolidation

Cash Equivalents and Short-Term Investments

The Company considers all highly liquid investments with original maturity of three months or less at the date of purchase to be cash equivalents.

Use of Estimates

Concentration of Risk

Customers that accounted for 10% or greater of accounts receivable, net as of June 30, 2021 and December 31, 2020 were as follows:

	June 30, 2021	December 31, 2020
Customer A	14%	15%
Customer B	—%	39%
Customer C	—%	10%
Customer D	12%	13%
Customer E	64%	—%

Customers with revenue equal to or greater than 10% of total revenue for the periods indicated were as follows:

	Six Months Ended June 30, 2021	Six Months Ended June 30, 2020
Customer A	58%	12%
Customer B	—%	31%
Customer C	—%	11%
Customer D	—%	11%

Concentration of Risk

Customers that accounted for 10% or greater of accounts receivable, net as of December 31, 2020 and 2019 were as follows:

	December 31,
	2020		2019
Customer A	15	%	—	%
Customer B	39	%	56	%
Customer C	10	%	—	%
Customer D	13	%	—	%

Customers with revenue equal to or greater than 10% of total revenue for the periods indicated were as follows:

	Year Ended December 31,
	2020		2019
Customer A	23	%	—	%
Customer B	16	%	40	%
Customer C	11	%	—	%
Customer D	—	%	10	%
Customer E	—	%	13	%

Fair Value Measurements

Level 1: Quoted prices in active markets for identical instruments

Level 2: Other significant observable inputs (including quoted prices in active markets for similar instruments)

Level 3: Significant unobservable inputs (including assumptions in determining the fair value of certain investments)

Income Taxes

Recently Issued Accounting Pronouncements

Product Warranties

	Six Months Ended June 30, 2021			Year Ended December 31, 2020
Beginning balance	$	40		$	31
Warranty provision		33			90
Consumption		(24	)		(81	)
Ending balance		49		$	40

Product Warranties

	Year Ended December 31,
	2020			2019
Balance as of the beginning of year	$	31		$	20
Warranty provision		90			185
Consumption		(81	)		(174	)
Balance as of the end of the year	$	40		$	31

Significant Accounting Policies

Supplier Concentrations

Accounts Receivable

Inventories

Property and Equipment

Foreign Currency

Convertible Preferred Stock

Revenue Recognition

Other Policies, Judgments and Practical Expedients

Costs to obtain a contract

Contract balances

Customer deposits

Right of return

Significant financing components

Cost of Revenue

Research and Development

Advertising

Advertising costs are expensed as incurred and were $197,000 and $610,000 for the years ended December 31, 2020 and 2019.

Stock-Based Compensation Expense

Impairment of Long-Lived Assets

Commitments and Contingencies

Recently Adopted Accounting Pronouncements

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Tables)

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Condensed Financial Information Disclosure [Abstract]

Schedule of revision of balance sheet

	As Reported			Adjustment			As Adjusted
Audited Balance Sheet as of March 31, 2021
Additional paid in capital	$	(3,115,509	)	$	3,115,509		$	—
Retained earnings	$	8,114,967		$	(3,115,509	)	$	4,999,458
Total shareholders’ equity	$	5,000,002		$	—		$	5,000,002

Audited Statement of Changes in Shareholders’ Equity as of March 31, 2021
Additional paid-in capital	$	(3,115,509	)	$	3,115,509		$	—
Retained earnings	$	8,114,967		$	(3,115,509	)	$	4,999,458
Total shareholders’ equity	$	5,000,002		$	—		$	5,000,002

	As Previously Reported			Adjustment			As Revised
Balance Sheet at February 2, 2021
Warrant Liability	$	—		$	17,077,500		$	17,077,500
Total Liabilities		214,710			17,077,500			17,077,500

Common stock subject to possible redemption		168,253,860			(17,077,500	)		151,176,360
Class A common stock		42			171			213
Additional paid-in capital		6,925,294			1,586,454			5,338,840
Accumulated deficit	$	(1,925,928	)	$	(1,586,625	)	$	(339,303	)

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

3 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Accounting Policies [Abstract]

Schedule of basic and diluted net income per common share

	For the Three Months Ended June 30,
	2021			2020
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	6,225		$	—
Less: interest available to be withdrawn for payment of taxes		(6,225	)		—
Net income allocable to shares subject to possible redemption	$	—		$	—
Denominator: Weighted Average Redeemable Common Stock		—
Redeemable Common Stock outstanding, Basic and Diluted		16,115,493
Basic and Diluted net income per Redeemable Common Share	$	—		$	—
Non-Redeemable Common Stock
Numerator: Net Loss less Redeemable Net Earnings
Net Loss	$	(1,525,461	)	$	—
Redeemable Net Income	$	(6,225	)	$	—
Non-Redeemable Net Loss	$	(1,531,686	)	$	—
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		5,447,007			3,750,000
Basic and Diluted net income per Non-Redeemable Common Share	$	(0.28	)	$	—

	For the year ended March 31, 2021
Redeemable Common Stock
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$	5,514
Less: interest available to be withdrawn for payment of taxes		(5,514	)
Net income allocable to shares subject to possible redemption	$	—
Denominator: Weighted Average Redeemable Common Stock
Redeemable Common Stock outstanding, Basic and Diluted		2,360,836
Basic and Diluted net income per Redeemable Common Share	$	0.00

Non-Redeemable Common Stock
Numerator: Net Income minus Redeemable Net Earnings
Net Income	$	8,261,624
Redeemable Net Income	$	(5,514	)
Non-Redeemable Net Income	$	8,256,110
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted		4,645,499
Basic and Diluted net income per Non-Redeemable Common Share	$	1.78

Schedule of Held to Maturity securities

	Carrying Value/ Amortized Cost		Amortization of Bond Discount		Gross Unrealized Gain		Fair Value as of March 31, 2021
U.S. Money Market Mutual Funds	$	86,251,323	$	—	$	—	$	86,251,323
U.S. Treasury Bills		86,253,272		4,167		1,898		86,255,170
	$	172,504,595	$	4,167	$	1,898	$	172,506,493

RECURRING FAIR VALUE MEASUREMENTS (Tables)

3 Months Ended

6 Months Ended

12 Months Ended

Jun. 30, 2021

Mar. 31, 2021

Dec. 31, 2020

RECURRING FAIR VALUE MEASUREMENTS (Tables) [Line Items]

Schedule of assets and liabilities that were measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques

	Level 1		Level 2		Level 3
Assets:
Investments held in Trust Account-Money Market Mutual Funds		172,511,739		—		—
Liabilities
Warrant Liability – Public Warrants	$	5,347,500	$	—	$	—
Warrant Liability – Private Warrants		—		—		3,260,250
	$	5,347,500	$	—	$	3,260,250

	March 31, 2021		(Level 1)		(Level 2)		(Level 3)
Assets:
Investments held in Trust Account-Money Market Mutual Funds		86,251,323		86,251,323
Cash and Investments held in Trust Account-Treasury Bills		86,255,170		86,255,170
		172,506,493		172,506,493
Liabilities
Warrant Liability – Public Warrants	$	4,398,750	$	4,398,750	$	—	$	—
Warrant Liability – Private Warrants		2,742,750		—		—		2,742,750
	$	7,141,500	$	4,398,750	$		$	2,742,750

Schedule of key inputs used in the black scholes option pricing model for the private warrants

Input	June 30, 2021
Risk-free interest rate		1.0	%
Expected term (years)		5.36
Expected volatility		11.9	%
Stock Price	$	9.70
Exercise price	$	11.50
Dividend yield		—	%

Input	March 31, 2021
Risk-free interest rate		1.2	%
Expected term (years)		5.58
Expected volatility		10.0	%
Stock Price	$	9.70
Exercise price	$	11.50
Dividend yield		0.0	%

Schedule of of the changes in the fair value of the Level 3 assets and liabilities measured at fair value

	Private Warrants
Fair value as of March 31, 2021	$	2,742,750
Change in fair value		517,500
Fair value as of June 30, 2021	$	3,260,250

	Warrant Liability			Private Warrants			Public Warrants
Fair value as of April 1, 2020	$	—		$	—		$	—
Initial fair value of warrant liability upon issuance at IPO on February 2, 2021		17,077,500			6,468,750			10,608,750
Public warrants reclassified to level 1		—			—			(4,398,750	)
Change in fair value		(9,936,000	)		(3,726,000	)		(6,210,000	)
Fair value as of March 31, 2021	$	7,141,500		$	2,742,750		$	—

Cepton Technologies, Inc. [Member]

RECURRING FAIR VALUE MEASUREMENTS (Tables) [Line Items]

Schedule of assets measured at fair value on a recurring basis

	June 30, 2021
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	9,275	$	—	$	—	$	9,275
Total cash equivalents	$	9,275		—		—	$	9,275
Short-term investments:
Commercial Paper		—		5,595		—		5,595
Corporate debt securities		—		6,343		—		6,343
Asset-backed Securities		—		1,103		—		1,103
Total short-term investments		—		13,041		—		13,041
Total assets measured at fair value	$	9,275	$	13,041	$	—	$	22,316

	December 31, 2020
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	7,192	$	—	$	—	$	7,192
Total cash equivalents	$	7,192		—		—	$	7,192
Short-term investments:
Commercial Paper		—		14,587		—		14,587
Corporate debt securities		—		13,810		—		13,810
Asset-backed Securities		—		3,661		—		3,661
Total short-term investments		—		32,058		—		32,058
Total assets measured at fair value	$	7,192	$	32,058	$	—	$	39,250

	December 31, 2020
	Level 1		Level 2		Level 3		Total
Cash equivalents:
Money market fund	$	7,192	$	—	$	—	$	7,192
Total cash equivalents		7,192		—		—		7,192
Short-term investments:
Commercial Paper		—		14,587		—		14,587
Corporate debt securities		—		13,810		—		13,810
Asset-backed Securities		—		3,661		—		3,661
Total short-term investments		—		32,058		—		32,058
Total assets measured at fair value	$	7,192	$	32,058	$	—	$	39,250

- Definition

Tabular disclosure of all significant concentrations of risk, including credit risk and market risk, arising from all financial instruments (as defined), whether from an individual counterparty or groups of counterparties. The disclosure concerning concentrations of risk may consist of the following information: (1) for concentrations of credit risk disclosure may include: (a) information about the (shared) activity, region, or economic characteristic that identifies the concentration, (b) the maximum amount of loss due to credit risk that, based on the gross fair value of the financial instrument, the entity would incur if parties to the financial instruments that make up the concentration failed completely to perform according to the terms of the contracts and the collateral or other security, if any, for the amount due proved to be of no value to the entity, (c) the policy of requiring collateral or other security to support financial instruments subject to credit risk, information about the entity's access to that collateral or other security, and the nature and a brief description of the collateral or other security supporting those financial instruments, and (d) the policy of entering into master netting arrangements to mitigate the credit risk of financial instruments, information about the arrangements for which the entity is a party, and a brief description of the terms of those arrangements, including the extent to which they would reduce the entity's maximum amount of loss due to credit risk and (2) for disclosure of quantitative information about the market risks of financial instruments that is consistent with the way the company manages or adjusts those risks, disclosure may include: (a) more details about current positions and perhaps activity during the period, (b) the hypothetical effects on comprehensive income (or net assets), or annual income, of several possible changes in market prices, (c) a gap analysis of interest rate re-pricing or maturity dates, (d) the duration of the financial instruments, (e) the entity's value at risk from derivatives and from other positions at the end of the reporting period and the average value at risk during the year, or (f) other ways of reporting quantitative information as internally developed.

+ References + Details

INCOME TAX (Tables)

12 Months Ended

Mar. 31, 2021

Dec. 31, 2020

INCOME TAX (Tables) [Line Items]

Schedule of components of income tax provision

	March 31, 2021			March 31, 2020
Federal
Current	$	—
Deferred		(18,428	)	(2,033	)

State
Current		—		32
Deferred		—
Change in valuation allowance		18,428		2,033
Income tax provision	$	—		32

Schedule of Company's net deferred tax assets

	March 31, 2021			March 31, 2020
Deferred tax asset


Net operating loss carryforwards		57,578		39,150
Total deferred tax asset		57,578		39,150
Valuation allowance		(57,578	)	(39,150	)
Deferred tax asset, net of allowance	$	—

Schedule of reconciliation of the federal income tax rate to the Company’s effective tax rate

Statutory federal income tax rate	21.0	%	21.0	%
State tax provision net of federal benefit	(0.0	)	(0.3	)
Change in FV of warrant liability	(21.9	)
Transaction costs associated with the issuance of warrants	0.7
Change in valuation allowance	0.2		(21.0	)
Income tax provision	—	%	(0.3	)%

Cepton Technologies, Inc. [Member]

INCOME TAX (Tables) [Line Items]

Schedule of components of income tax provision

	Year Ended December 31,
	2020		2019
Current:
Federal	$	—	$	—
State		1		1
Foreign		16		16
Total Current		17		17

Deferred:
Federal		—		—
State		—		—
Foreign		9		(10	)
Total Deferred		9		(10	)
Provision for (benefit from) income taxes	$	26	$	7

Schedule of Company's net deferred tax assets

	December 31,
	2020			2019
Deferred tax assets:
Accruals and reserves	$	30		$	21
Stock-based compensation		55			22
Net operating loss carryforward		13,945			8,700
Research and development credits		1,833			1,334
Valuation allowance		(15,818	)		(10,047	)
Total deferred tax assets		45			30
Deferred tax liabilities:
Depreciation and amortization		(45	)		(20	)
Total deferred tax liabilities		(45	)		(20	)
Net deferred tax assets (liabilities)	$	—		$	10

Schedule of reconciliation of the federal income tax rate to the Company’s effective tax rate

	Year Ended December 31,
	2020		2019
U.S. federal provision (benefit) at statutory rate	21.0	%	21.0	%
State income taxes, net of federal benefit	(0.01	)	(0.01	)
Foreign income taxes at rates other than the U.S. rate	(0.03	)	0.09
Other permanent items	(0.09	)	(0.25	)
Stock-based compensation	(0.32	)	(0.45	)
Research and development credits	1.93		0.65
Unrecognized tax benefits	(0.77	)	(0.80	)
Global intangible low-taxed income	(0.03	)	(0.09	)
Change in valuation allowance	(21.97	)	(18.59	)
Payroll tax credit adjustments	0.16		0.19
Disallowed favorable transfer pricing adjustment	—		(1.78	)
Effective tax rate	(0.13	)%	(0.04	)%

Schedule of income (loss) before income taxes

	Year Ended December 31,
	2020			2019
Domestic	$	(19,694	)	$	(16,852	)
Foreign		86			102
Income (loss) before income taxes	$	(19,608	)	$	(16,750	)

Schedule of unrecognized tax benefits

	Year Ended December 31,
	2020		2019
Unrecognized tax benefits as of the beginning of the year	$	1,090	$	—
Increases related to prior year tax provisions		—		910
Increase related to current year tax provisions		381		180
Unrecognized tax benefits as of the end of the year	$	1,471	$	1,090

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) - Cepton Technologies, Inc. [Member]

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) [Line Items]

Schedule of accounts receivable, net

	June 30, 2021	December 31, 2020
Customer A	14%	15%
Customer B	—%	39%
Customer C	—%	10%
Customer D	12%	13%
Customer E	64%	—%

	December 31,
	2020		2019
Customer A	15	%	—	%
Customer B	39	%	56	%
Customer C	10	%	—	%
Customer D	13	%	—	%

Schedule of total revenue

	Six Months Ended June 30, 2021	Six Months Ended June 30, 2020
Customer A	58%	12%
Customer B	—%	31%
Customer C	—%	11%
Customer D	—%	11%

	Year Ended December 31,
	2020		2019
Customer A	23	%	—	%
Customer B	16	%	40	%
Customer C	11	%	—	%
Customer D	—	%	10	%
Customer E	—	%	13	%

Schedule of accrued warranty liability, which is included as a component of accrued expenses and other current liabilities

	Six Months Ended June 30, 2021			Year Ended December 31, 2020
Beginning balance	$	40		$	31
Warranty provision		33			90
Consumption		(24	)		(81	)
Ending balance		49		$	40

	Year Ended December 31,
	2020			2019
Balance as of the beginning of year	$	31		$	20
Warranty provision		90			185
Consumption		(81	)		(174	)
Balance as of the end of the year	$	40		$	31

REVENUE (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

REVENUE (Tables) [Line Items]

Schedule of total revenue disaggregated by geographic region

	Six Months Ended June 30,
	2021				2020
	Revenue		% of Revenue		Revenue		% of Revenue
Revenue by geography:
North America	$	252	19	%	$	347	43	%
Asia Pacific		875	66	%		435	54	%
Other		206	15	%		28	3	%
Total	$	1,333	100	%	$	810	100	%

	Year Ended December 31,
	2020				2019
	Revenue		% of Revenue		Revenue		% of Revenue
Revenue by geography:
North America	$	721	36	%	$	1,579	38	%
Asia Pacific		1,011	50	%		2,277	55	%
Other		274	14	%		276	7	%
Total	$	2,006	100	%	$	4,132	100	%

INVENTORIES (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

INVENTORIES (Tables) [Line Items]

Schedule of inventories

	June 30, 2021		December 31, 2020
Raw materials	$	992	$	1,015
Work-in-process		605		867
Finished goods		1,410		1,512
Total inventories	$	3,007	$	3,394

	December 31,
	2020		2019
Raw materials	$	1,015	$	673
Work-in-process		867		429
Finished goods		1,512		1,306
Total inventories	$	3,394	$	2,408

PROPERTY AND EQUIPMENT, NET (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

PROPERTY AND EQUIPMENT, NET (Tables) [Line Items]

Schedule of property and equipment

	June 30, 2021			December 31, 2020
Machinery and equipment	$	648		$	649
Automobiles		50			50
Leasehold improvements		146			146
Computer and equipment		53			36
Furniture and fixtures		68			68
Software		10			3
Total property, and equipment		975			952
Less: accumulated depreciation and amortization		(591	)		(495	)
Total property and equipment, net	$	384		$	457

	December 31,
	2020			2019
Machinery and equipment	$	649		$	573
Automobiles		50			50
Leasehold improvements		146			146
Computer and equipment		36			33
Furniture and fixtures		68			68
Total property, and equipment		949			870
Less: accumulated depreciation and amortization		(492	)		(309	)
Total property, and equipment, net	$	457		$	561

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) [Line Items]

Schedule of accrued expenses

	June 30, 2021		December 31, 2020
Accrued expenses and taxes	$	2,367	$	1,292
Accrued unvested option liability		152		151
Deferred revenue		2		44
Deferred rent		130		38
Warranty reserve		49		40
Total accrued expenses	$	2,700	$	1,565

	December 31,
	2020		2019
Accrued expenses and taxes	$	1,292	$	1,192
Accrued unvested option liability		151		—
Deferred revenue		44		—
Deferred rent		38		62
Warranty reserve		40		31
Total accrued expenses	$	1,565	$	1,285

CONVERTIBLE PREFERRED STOCK (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

CONVERTIBLE PREFERRED STOCK (Tables) [Line Items]

Schedule of convertible preferred stock

	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	4,069,600	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
Series C	February 4, 2020	7,463,934	6,329,416		8.3736		52,999,998
		22,806,009	21,671,491			$	96,661,482

			December 31, 2020
	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	4,069,600	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
Series C	February 4, 2020	7,463,934	6,329,416		8.3736		52,999,998
		22,806,009	21,671,491			$	96,661,482

			December 31, 2019
	Issuance Date	Shares Authorized	Shares Issued and Outstanding	Original Issue Price per Share		Aggregate Liquidation Preference
Series A	July 6, 2016	8,000,000	8,000,000	$	1.0000	$	8,000,000
Series B	July 13, 2018	5,600,000	4,069,600		6.2500		25,435,000
Series B-1	July 13, 2018	3,272,475	3,272,475		3.1250		10,226,484
		16,872,475	15,342,075			$	43,661,484

STOCK-BASED COMPENSATION (Tables) - Cepton Technologies, Inc. [Member]

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

STOCK-BASED COMPENSATION (Tables) [Line Items]

Schedule of employee and nonemployee stock option activity

			Options Outstanding
	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contract Term (in years)	Aggregate Intrinsic Value (in thousands)
Options outstanding as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550
Granted	2,214,670			11.48
Exercised	(190,602	)		1.36
Expired/Forfeited	(170,083	)		6.67
Options outstanding as of June 30, 2021	7,075,268		$	4.45	7.9	$	60,890
Exercisable, June 30, 2021	3,168,956			1.07	6.3	$	37,994
Vested and expected to vest as of June 30, 2021	7,075,268		$	4.45	7.9	$	60,890

			Options Outstanding
	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contract Term (in years)	Aggregate Intrinsic Value (in thousands)
Options outstanding as of December 31, 2018	4,231,042		$	0.82	8.6	$	5,844
Granted	1,442,000			1.97
Exercised	(135,833	)		0.23
Expired/Forfeited	(512,294	)		1.06
Options outstanding as of December 31, 2019	5,024,915		$	1.14	8.2	$	6,732
Granted	1,705,000			2.39
Exercised	(305,091	)		1.57
Expired/Forfeited	(1,203,541	)		1.53
Options outstanding as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550
Exercisable, December 31, 2020	2,768,000			0.75	6.5	$	6,419
Vested and expected to vest as of December 31, 2020	5,221,283		$	1.43	7.6	$	8,550

Schedule of stock-based compensation expense related to options granted to employees and nonemployees

	Six Months Ended June 30,
	2021		2020
Cost of revenue	$	20	$	16
Research and development expense		1,386		232
Selling, general and administrative expense		671		140
Total stock-based compensation expense	$	2,077	$	388

Schedule of fair value of employee stock options using black-scholes option pricing model with following weighted average assumptions

	Year Ended December 31,
	2020	2019
Expected life (years)	6 – 6.25	6.25
Risk-free interest rate	0.36 – 1.21%	1.63 – 2.34%
Expected volatility	50 – 70%	50 – 57%
Dividend yield	—%	—%

Schedule of stock based compensation expense related to options granted to employees and non employees

	Year Ended December 31,
	2020		2019
Cost of revenue	$	27	$	22
Research and development expense		564		440
Selling, general and administrative expense		119		287
Total stock-based compensation expense	$	710	$	749

COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

COMMITMENTS AND CONTINGENCIES (Tables) [Line Items]

Schedule of future minimum lease payments

	June 30, 2021
2021	$	664
2022		1,719
2023		143
Total	$	2,526

	December 31, 2020
2021	$	552
2022		18
Total	$	570

NET LOSS PER SHARE (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

NET LOSS PER SHARE (Tables) [Line Items]

Schedule of computation of diluted net loss per share

	Six Months Ended June 30,
	2021	2020
Stock options to purchase common stock	7,075,268	4,365,000
Unvested restricted stock	87,500	—
Preferred shares on an as-converted basis	21,671,491	21,671,491
Class F shares an as-converted basis	8,372,143	8,372,143
Shares issuable upon exercise of warrants	60,000	60,000
Total	37,266,402	34,468,634

	Year Ended December 31,
	2020	2019
Stock options to purchase common stock	5,221,283	5,024,915
Unvested restricted stock	125,000	—
Preferred shares on an as-converted basis	21,671,491	15,342,075
Class F shares an as-converted basis	8,372,143	8,402,000
Shares issuable upon exercise of warrants	60,000	60,000
Total	35,449,917	28,828,990

COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

12 Months Ended

Jun. 30, 2021

Dec. 31, 2020

Cepton Technologies, Inc. [Member]

COMMITMENTS AND CONTINGENCIES (Tables) [Line Items]

Schedule of future minimum lease payments

	June 30, 2021
2021	$	664
2022		1,719
2023		143
Total	$	2,526

	December 31, 2020
2021	$	552
2022		18
Total	$	570

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) - USD ($)			3 Months Ended	12 Months Ended
	Feb. 02, 2021	Feb. 02, 2021	Jun. 30, 2021	Mar. 31, 2021	Mar. 31, 2020
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) [Line Items]
Gross proceeds	$ 5,175,000
Number of warrants issued (in Shares)	5,175,000	5,175,000
Transaction costs			$ 4,296,946	$ 4,296,946
Underwriting fees			3,450,000	3,450,000
Other offering costs			824,946	824,946
Assets held in trust	$ 172,500,000	$ 172,500,000	$ 919	919
Assets held in trust, Price per Unit (in Dollars per share)		$ 10.00	$ 10.00
Dissolution expenses		$ 100,000	$ 100,000	100,000
Threshold minimum aggregate fair market value as a percentage of the assets held in the Trust Account			80.00%
Net tangible assets			$ 5,000,001	5,000,001
Cash			718,500	$ 749,737	$ 2,043
Working Capital			$ 725,482
Per unit price (in Dollars per share)				$ 10.00
Description of trust account				The proceeds held in the Trust Account will be invested only in U.S. government treasury bills with a maturity of 185 days or less or in money market funds registered under the Investment Company Act of 1940, as amended and compliant with Rule 2a-7 thereof that maintain a stable net asset value of $1.07.Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, the proceeds from the IPO may not be released from the Trust Account until the earliest of: (i) the completion of the initial Business Combination; (ii) the redemption of any public shares properly tendered in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation to modify the substance or timing of the Company’s obligation to redeem 100% of its public shares if it does not complete the initial Business Combination by August 2, 2022; or (iii) the redemption of all of the Company’s public shares if the Company is unable to complete the initial Business Combination by August 2, 2022 (at which such time up to $100,000 of interest shall be available to the Company to pay liquidation or dissolution expenses), subject to applicable law. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public stockholders.
Initial Public Offering [Member]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) [Line Items]
Number of units issued (in Shares)	17,250,000	17,250,000
Share price (in Dollars per share)			$ 10.00
Gross proceeds	$ 172,500,000	$ 172,500,000
Assets held in trust			$ 172,500,000
Obligation to redeem public shares if entity does not complete a business combination (as a percent)		100.00%
Offering amount				$ 172,500,000
Over-Allotment Option [Member]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) [Line Items]
Number of units issued (in Shares)	2,250,000	2,250,000
Share price (in Dollars per share)	$ 10.00	$ 10.00
Private Placement [Member]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) [Line Items]
Gross proceeds	$ 5,175,000	$ 5,175,000
Number of warrants issued (in Shares)	5,175,000	5,175,000
Business Combination [Member]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details) [Line Items]
Description of initial business combination				(i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no 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, but less taxes payable (less up to $100,000 of interest to pay liquidation or dissolution expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, dissolve and liquidate, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law.Each of the Company’s Sponsor and Nautilus has agreed that it will be severally liable to the Company, on a pro rata basis based on the number of founder shares owned by them, if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company have entered into a written letter of intent, confidentiality or similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less interest released to pay taxes, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of IPO against certain liabilities, including liabilities under the Securities Act.

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Details)	12 Months Ended
	Mar. 31, 2021
Common Stock [Member]
REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Details) [Line Items]
Outstanding shares percentage	50.00%

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Details) - Schedule of revision of balance sheet - USD ($)	Mar. 31, 2021	Feb. 02, 2021
As Reported [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Additional paid-in capital	$ (3,115,509)	$ 5,338,840
Retained earnings	8,114,967
Total shareholders’ equity	5,000,002
As Reported [Member] \| Additional paid-in capital [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	(3,115,509)
As Reported [Member] \| Retained earnings [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	8,114,967
As Reported [Member] \| Total shareholders’ equity [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	5,000,002
Adjustment [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Additional paid-in capital	3,115,509	$ 1,586,454
Retained earnings	(3,115,509)
Total shareholders’ equity
Adjustment [Member] \| Additional paid-in capital [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	3,115,509
Adjustment [Member] \| Retained earnings [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	(3,115,509)
Adjustment [Member] \| Total shareholders’ equity [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity
As Adjusted [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Additional paid-in capital
Retained earnings	4,999,458
Total shareholders’ equity	5,000,002
As Adjusted [Member] \| Additional paid-in capital [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity
As Adjusted [Member] \| Retained earnings [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	4,999,458
As Adjusted [Member] \| Total shareholders’ equity [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Total shareholders’ equity	$ 5,000,002

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	3 Months Ended	12 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Feb. 02, 2021	Jun. 30, 2020	Mar. 31, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Assets held in trust	$ 919	$ 919	$ 172,500,000
Federal Depository Insurance Coverage	$ 250,000
Warrants outstanding (in Shares)	13,800,000	13,800,000		0	0
Federal Deposit Insurance Corporation Premium Expense		$ 250,000
Money Market Mutual Funds [Member]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Assets held in trust	$ 172,510,820	86,251,323
U.S. Treasury Bills [Member]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Assets held in trust		$ 86,253,272
Class A Common Stock
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Warrants Exercisable (in Shares)	13,800,000	13,800,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of basic and diluted net income per common share - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$ 6,225		$ 5,514
Less: interest available to be withdrawn for payment of taxes	(6,225)		(5,514)
Net income allocable to shares subject to possible redemption
Denominator: Weighted Average Redeemable Common Stock
Redeemable Common Stock outstanding, Basic and Diluted (in Shares)	16,115,493
Net Loss	$ (1,525,461)		8,261,624
Redeemable Net Income	(6,225)		(5,514)
Non-Redeemable Net Loss	$ (1,531,686)		$ 8,256,110
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted (in Shares)	5,447,007	3,750,000
Basic and Diluted net income per Redeemable Common Share (in Dollars per share)	$ (0.28)

PUBLIC OFFERING (Details) - USD ($)	3 Months Ended	12 Months Ended
PUBLIC OFFERING (Details) - USD ($)	Jun. 30, 2021	Mar. 31, 2021
Warrant [Member]
PUBLIC OFFERING (Details) [Line Items]
Warrants exercisable period condition one	30 days	30 days
Warrant exercise period condition two	12 months	12 months
Warrants expiry term	5 years	5 years
Warrants redemption, description	• in whole and not in part;• at a price of $0.01 per warrant;• upon a minimum of 30 days’ prior written notice of redemption (the “30-day redemption period”); and• if, and only if, the last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrantholders.• If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement.	• in whole and not in part;• at a price of $0.01 per warrant;• upon a minimum of 30 days’ prior written notice of redemption (the “30-day redemption period”); and• if, and only if, the last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrantholders.• If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement.
Initial Public Offering [Member]
PUBLIC OFFERING (Details) [Line Items]
Number of units issued (in Shares)	17,250,000	17,250,000
Share price	$ 10.00	$ 10.00
Gross proceeds (in Dollars)	$ 172,500,000	$ 172,500,000
Stock split, description	Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one-half of one redeemable warrant, with each whole warrant exercisable for one share of Class A common stock (each, a “Warrant” and, collectively, the “Warrants” and, with respect to the warrants sold in the Private Placement, the “Private Placement Warrants”).	Each Unit consists of one share of the Company’s Class A common stock, $0.0001 par value, and one-half of one redeemable warrant, with each whole warrant exercisable for one share of Class A common stock (each, a “Warrant” and, collectively, the “Warrants” and, with respect to the warrants sold in the Private Placement, the “Private Placement Warrants”).
Over-Allotment Option [Member]
PUBLIC OFFERING (Details) [Line Items]
Number of units issued (in Shares)	2,250,000	2,250,000
Share price	$ 10.00	$ 10.00
Class A Common Stock [Member]
PUBLIC OFFERING (Details) [Line Items]
Price per share	$ 11.50	$ 11.50

PRIVATE PLACEMENT (Details)	Feb. 02, 2021 USD ($) shares
Private Placement [Abstract]
Number of warrants issued \| shares	5,175,000
Gross proceeds \| $	$ 5,175,000

RELATED PARTY TRANSACTIONS (Details)				1 Months Ended				3 Months Ended		6 Months Ended		12 Months Ended
RELATED PARTY TRANSACTIONS (Details)	Jan. 07, 2021 shares	Aug. 14, 2020 USD ($) shares	Jul. 01, 2012 shares	Jan. 31, 2021 shares	Jan. 29, 2021 USD ($) shares	Feb. 24, 2020 shares	Apr. 30, 2010 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2020 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Mar. 31, 2020 $ / shares shares	Jan. 31, 2020 $ / shares	Dec. 31, 2019 $ / shares shares	Jul. 11, 2018 $ / shares	Jul. 05, 2016 $ / shares
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares issued			376,344
Number of shares were forfeited						257,649
Recapitalization conversion ratio					1.2
Common stock, shares outstanding					4,312,500
Founder shares transfer, description								(i) one year after the completion of the initial Business Combination, (ii) the last sale price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 60 days after the initial Business Combination, or (iii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, stock exchange, reorganization or other similar transaction that results in all of the public stockholders having the right to exchange their shares of common stock for cash, securities or other property.
Expenses incurred in business combination (in Dollars) \| $								$ 17,250	$ 12,056
Promissory notes without interest (in Dollars) \| $								300,000		$ 300,000
Working capital loans repaid (in Dollars) \| $								$ 1,500,000	$ 1,500,000
Conversion price per warrant (in Dollars per share) \| $ / shares								$ 1.00	$ 1.00	$ 1.00
Revenue from customer and investor (in Dollars) \| $										$ 770,000	$ 99,000
Accounts receivable from customer and investor (in Dollars) \| $								$ 239,000		$ 239,000	$ 1,300
Cepton Technologies, Inc. [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Par value per share (in Dollars per share) \| $ / shares								$ 0.00001		$ 0.00001		$ 0.00001		$ 0.00001	$ 0.00001	$ 0.00001	$ 0.00001
Common stock, shares outstanding								27,412,984		27,412,984		27,184,882			27,004,791
Accounts receivable from customer and investor (in Dollars) \| $												$ 1,300
Revenue from customer and investor (in Dollars) \| $												$ 320,000
Sponsor [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares issued							5,000,000
Par value per share (in Dollars per share) \| $ / shares							$ 0.0001
Aggregate purchase price (in Dollars) \| $							$ 25,000
Administrative expenses - related party (in Dollars) \| $					$ 5,750
Nautilus [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares issued		1,379,167
Aggregate purchase price (in Dollars) \| $		$ 2,043
Hb Strategies Llc [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares issued		1,379,167
Aggregate purchase price (in Dollars) \| $		$ 2,043
Nautilus Carriers Llc And Hb Strategies Llc [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Aggregate purchase price (in Dollars) \| $		$ 4,086
Common Class B [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Par value per share (in Dollars per share) \| $ / shares								$ 0.0001	$ 0.0001	$ 0.0001	$ 0.0001		$ 0.0001
Number of shares were forfeited	718,750			718,750
Recapitalization conversion ratio					1.2	0.8425
Common stock, shares outstanding	3,593,750					4,312,500		4,312,500	4,312,500	4,312,500	4,312,500		4,312,500
Common Class B [Member] \| Sponsor [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares were forfeited		2,833,333
Common Class B [Member] \| Founder Shares [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares were forfeited		2,833,333
Shares subject to forfeiture						562,500
Common Class B [Member] \| Founder Shares [Member] \| Director [Member]
RELATED PARTY TRANSACTIONS (Details) [Line Items]
Number of shares issued						75,000

RECURRING FAIR VALUE MEASUREMENTS (Details) - USD ($)	Jun. 30, 2021	Mar. 31, 2021
RECURRING FAIR VALUE MEASUREMENTS (Details) [Line Items]
Warrant liability	$ 8,607,750
U.S. Treasury Bills [Member]
RECURRING FAIR VALUE MEASUREMENTS (Details) [Line Items]
Assets held in trust account		$ 86,255,170
Money Market Mutual Funds [Member]
RECURRING FAIR VALUE MEASUREMENTS (Details) [Line Items]
Assets held in trust account		$ 86,255,170

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of assets and liabilities that were measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques	Jun. 30, 2021 USD ($)
Level 1 [Member]
Assets:
Investments held in Trust Account-Money Market Mutual Funds	$ 172,511,739
Liabilities
Total	5,347,500
Level 1 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability	5,347,500
Level 1 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability
Level 2 [Member]
Assets:
Investments held in Trust Account-Money Market Mutual Funds
Liabilities
Total
Level 2 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability
Level 2 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability
Level 3 [Member]
Assets:
Investments held in Trust Account-Money Market Mutual Funds
Liabilities
Total	3,260,250
Level 3 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability
Level 3 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability	$ 3,260,250

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of key inputs used in the black scholes option pricing model for the private warrants - $ / shares	3 Months Ended	12 Months Ended
	Jun. 30, 2021	Mar. 31, 2021
Schedule of key inputs used in the black scholes option pricing model for the private warrants [Abstract]
Risk-free interest rate	1.00%	1.20%
Expected term (years)	5 years 4 months 9 days	5 years 6 months 29 days
Expected volatility	11.90%	10.00%
Stock Price (in Dollars per share)	$ 9.70	$ 9.70
Exercise price (in Dollars per share)	$ 11.50	$ 11.50
Dividend yield		0.00%

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value	3 Months Ended
	Jun. 30, 2021 USD ($)
Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value [Abstract]
Fair value as of March 31, 2021	$ 2,742,750
Change in fair value	517,500
Fair value as of June 30, 2021	$ 3,260,250

COMMITMENTS (Details) - USD ($)	3 Months Ended	6 Months Ended		12 Months Ended
COMMITMENTS (Details) - USD ($)	Jun. 30, 2021	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
COMMITMENTS (Details) [Line Items]
Term of demand exercise	5 years			5 years
Term of piggyback registration rights exercise	7 years			7 years
Rent expense			$ 322,000
IPO [Member]
COMMITMENTS (Details) [Line Items]
Percentage of cash fee in gross proceeds	3.50%			3.50%
Cash fee	$ 6,037,500			$ 6,037,500
Cepton Technologies, Inc. [Member]
COMMITMENTS (Details) [Line Items]
Operating lease description		On April 15, 2021, the Company entered into a new lease agreement for 92,842 square feet of office space in San Jose, California. The lease began on June 1, 2021 and is set to expire on January 31, 2023.			In December 2017, the Company began leasing approximately 25,000 square feet of office space in San Jose, California as its corporate headquarters.
Initial lease term	1 year	1 year			1 year
Rent expense		$ 571,000			$ 654,000	$ 656,000

SHAREHOLDERS' EQUITY (Details)				1 Months Ended				3 Months Ended	6 Months Ended	12 Months Ended
SHAREHOLDERS' EQUITY (Details)	Jan. 07, 2021 shares	Aug. 14, 2020 shares	Jul. 01, 2012 shares	Jan. 31, 2021 shares	Jan. 29, 2021 shares	Feb. 24, 2020 shares	Apr. 30, 2010 $ / shares shares	Jun. 30, 2021 $ / shares shares	Jun. 30, 2021 $ / shares shares	Dec. 31, 2020 $ / shares shares	Dec. 31, 2019 $ / shares shares	Mar. 31, 2021 $ / shares shares	Jul. 08, 2020 USD ($) $ / shares shares	Jun. 30, 2020 $ / shares shares	Mar. 31, 2020 $ / shares shares	Jan. 31, 2020 $ / shares shares	Jul. 11, 2018 $ / shares shares	Jul. 05, 2016 $ / shares shares
SHAREHOLDERS' EQUITY (Details) [Line Items]
Preferred stock, shares authorized								1,000,000	1,000,000			1,000,000			1,000,000
Common stock, shares authorized															100,000,000
Common stock, shares outstanding					4,312,500
Percentage of sum of total number of all shares of common stock outstanding								20.00%	20.00%
Common stock voting rights, description								Holders of the Company’s common stock are entitled to one vote for each share of common stock.
Recapitalization conversion ratio					1.2
Number of shares were forfeited						257,649
Number of shares issued			376,344
Preferred stock, shares issued
Preferred stock, par value (in Dollars per share) \| $ / shares								$ 0.0001	$ 0.0001			$ 0.0001			$ 0.0001
Sale of shares												1.78
Shareholder to an investor price per share (in Dollars per share) \| $ / shares												$ 10.00
Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Preferred stock, shares authorized								22,806,009	22,806,009	22,806,009	16,872,475
Common stock, shares authorized								75,000,000	75,000,000	75,000,000	60,000,000							50,000,000
Common stock, par value (in Dollars per share) \| $ / shares								$ 0.00001	$ 0.00001	$ 0.00001	$ 0.00001					$ 0.00001	$ 0.00001	$ 0.00001
Common stock, shares issued								27,412,984	27,412,984	27,184,882	27,004,791					75,000,000	60,000,000
Common stock, shares outstanding								27,412,984	27,412,984	27,184,882	27,004,791
Common stock vote per share (in Dollars per share) \| $ / shares								$ 1	$ 1	$ 1
Preferred stock, shares issued								21,671,491	21,671,491	21,671,491	15,342,075					22,806,009
Preferred stock, par value (in Dollars per share) \| $ / shares								$ 0.00001	$ 0.00001	$ 0.00001	$ 0.00001					$ 0.00001
Number of board of directors										2
Stock over a service period									4 years	4 years
Unvested shares											254,794
Shareholder to an investor price per share (in Dollars per share) \| $ / shares													$ 8.3736
Aggregate purchase price (in Dollars) \| $													$ 250,011
Number of board of directors									2
Sponsor [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, par value (in Dollars per share) \| $ / shares							$ 0.0001
Number of shares issued							5,000,000
Nautilus [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Number of shares issued		1,379,167
Hb Strategies Llc [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Number of shares issued		1,379,167
Class B Common Stock [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, shares authorized								100,000,000	100,000,000			100,000,000		100,000,000	100,000,000
Common stock, par value (in Dollars per share) \| $ / shares								$ 0.0001	$ 0.0001			$ 0.0001		$ 0.0001	$ 0.0001
Common stock, shares issued								1,287,053	1,287,053			1,134,507		0	0
Common stock, shares outstanding								1,287,053	1,287,053			1,134,507		0	0
Common stock subject to possible redemption								15,962,947	15,962,947			16,115,493		0	0
Class B Common Stock [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, shares authorized								10,000,000	10,000,000			10,000,000		10,000,000	10,000,000
Common stock, par value (in Dollars per share) \| $ / shares								$ 0.0001	$ 0.0001			$ 0.0001		$ 0.0001	$ 0.0001
Common stock, shares issued								4,312,500	4,312,500			4,312,500		4,312,500	4,312,500
Common stock, shares outstanding	3,593,750					4,312,500		4,312,500	4,312,500			4,312,500		4,312,500	4,312,500
Recapitalization conversion ratio					1.2	0.8425
Founder shares outstanding				3,593,750		4,312,500
Number of shares were forfeited	718,750			718,750
Number of shares held by initial stockholders					4,312,500
Class B Common Stock [Member] \| Sponsor [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Number of shares were forfeited		2,833,333
Class F [Member] \| Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, shares authorized								8,402,000	8,402,000
Common stock, par value (in Dollars per share) \| $ / shares								$ 0.00001	$ 0.00001							$ 0.00001	$ 0.00001	$ 0.00001
Common stock, shares issued								8,372,143	8,372,143				8,372,143			8,402,000	8,450,000	8,500,000
Common stock, shares outstanding								8,372,143	8,372,143		8,402,000
Sale of shares													29,857
Series A Preferred Stock [Member] \| Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, par value (in Dollars per share) \| $ / shares																		$ 0.00001
Common stock, shares issued																		8,000,000
Preferred stock, shares issued																8,000,000
Series B Preferred Stock [Member] \| Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, par value (in Dollars per share) \| $ / shares																	$ 0.00001
Common stock, shares issued																	5,600,000
Preferred stock, shares issued																4,069,000
B-1 Preferred Stock [Member] \| Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Common stock, par value (in Dollars per share) \| $ / shares																	$ 0.00001
Common stock, shares issued																	3,272,475
Preferred stock, shares issued																3,272,475
Series C Preferred Stock [Member] \| Cepton Technologies, Inc. [Member]
SHAREHOLDERS' EQUITY (Details) [Line Items]
Preferred stock, shares issued																7,463,934

SUBSEQUENT EVENTS (Details)		1 Months Ended
SUBSEQUENT EVENTS (Details)	Aug. 05, 2021 USD ($) $ / shares shares	Apr. 15, 2021 USD ($) ft²	Mar. 31, 2021 $ / shares	Jul. 08, 2020 $ / shares
SUBSEQUENT EVENTS (Details) [Line Items]
Amount of committed to invest	$ 50,000,000
Purchase price per share (in Dollars per share) \| $ / shares			$ 10.00
Cepton Technologies, Inc. [Member]
SUBSEQUENT EVENTS (Details) [Line Items]
Purchase price per share (in Dollars per share) \| $ / shares				$ 8.3736
Private Investment in Public Equity [Member]
SUBSEQUENT EVENTS (Details) [Line Items]
Number of purchase of offering shares (in Shares) \| shares	5,000,000
Purchase price per share (in Dollars per share) \| $ / shares	$ 10.00
Forecast [Member] \| Cepton Technologies, Inc. [Member]
SUBSEQUENT EVENTS (Details) [Line Items]
Office space (in Square Feet) \| ft²		92,842
Lease agreement description		The lease is estimated to begin on June 1, 2021 and is set to expire on January 31, 2023.
Monthly rent		$ 139,300
Lease term		143,400
Total lease payments		$ 2,261,600

REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Details) - Schedule of revision of balance sheet - USD ($)	Mar. 31, 2021	Feb. 02, 2021
As Previously Reported [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Warrant Liability
Total Liabilities		214,710
Common stock subject to possible redemption		168,253,860
Additional paid-in capital		6,925,294
Accumulated deficit		(1,925,928)
As Previously Reported [Member] \| Class A Common Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Class A common stock		42
Adjustment [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Warrant Liability		17,077,500
Total Liabilities		17,077,500
Common stock subject to possible redemption		(17,077,500)
Additional paid-in capital	$ 3,115,509	1,586,454
Accumulated deficit		(1,586,625)
Adjustment [Member] \| Class A Common Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Class A common stock		171
As Revised [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Warrant Liability		17,077,500
Total Liabilities		17,077,500
Common stock subject to possible redemption		151,176,360
Additional paid-in capital	$ (3,115,509)	5,338,840
Accumulated deficit		(339,303)
As Revised [Member] \| Class A Common Stock [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Class A common stock		$ 213

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of Held to Maturity securities	12 Months Ended
	Mar. 31, 2021 USD ($)
Schedule of Held-to-maturity Securities [Line Items]
Carrying Value/Amortized Cost	$ 172,504,595
Amortization of Bond Discount	4,167
Gross Unrealized Gain	1,898
Fair Value as of March 31, 2021	172,506,493
Money Market Mutual Funds
Schedule of Held-to-maturity Securities [Line Items]
Carrying Value/Amortized Cost	86,251,323
Amortization of Bond Discount
Gross Unrealized Gain
Fair Value as of March 31, 2021	86,251,323
U.S. Treasury Bills
Schedule of Held-to-maturity Securities [Line Items]
Carrying Value/Amortized Cost	86,253,272
Amortization of Bond Discount	4,167
Gross Unrealized Gain	1,898
Fair Value as of March 31, 2021	$ 86,255,170

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of basic and diluted net income per common share - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Mar. 31, 2021
Numerator: Earnings allocable to Redeemable Common Stock
Interest earned on marketable securities held in trust	$ 6,225		$ 5,514
Less: interest available to be withdrawn for payment of taxes	(6,225)		(5,514)
Net income allocable to shares subject to possible redemption
Denominator: Weighted Average Redeemable Common Stock
Redeemable Common Stock outstanding, Basic and Diluted (in Shares)			2,360,836
Basic and Diluted net income per Redeemable Common Share (in Dollars per share)			$ 0.00
Numerator: Net Income minus Redeemable Net Earnings
Net Income	(1,525,461)		$ 8,261,624
Redeemable Net Income	(6,225)		(5,514)
Non-Redeemable Net Income	$ (1,531,686)		$ 8,256,110
Denominator: Weighted Average Non-Redeemable Common Stock
Non-Redeemable Common Stock outstanding, Basic and Diluted (in Shares)			4,645,499
Basic and Diluted net income per Non-Redeemable Common Share (in Shares)			1.78

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of assets and liabilities that were measured at fair value on a recurring basis and indicates the fair value hierarchy of the valuation techniques	Mar. 31, 2021 USD ($)
Assets:
Investments held in Trust Account-Money Market Mutual Funds	$ 86,251,323
Cash and Investments held in Trust Account-Treasury Bills	86,255,170
Total assets	172,506,493
Liabilities
Total liabilities	7,141,500
Public Warrants [Member]
Liabilities
Warrant Liability	4,398,750
Private Warrants [Member]
Liabilities
Warrant Liability	2,742,750
Level 1 [Member]
Assets:
Investments held in Trust Account-Money Market Mutual Funds	86,251,323
Cash and Investments held in Trust Account-Treasury Bills	86,255,170
Total assets	172,506,493
Liabilities
Total liabilities	4,398,750
Level 1 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability	4,398,750
Level 1 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability
Level 2 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability
Level 2 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability
Level 3 [Member]
Liabilities
Total liabilities	2,742,750
Level 3 [Member] \| Public Warrants [Member]
Liabilities
Warrant Liability
Level 3 [Member] \| Private Warrants [Member]
Liabilities
Warrant Liability	$ 2,742,750

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of key inputs used in the black scholes option pricing model for the private warrants - $ / shares	3 Months Ended	12 Months Ended
	Jun. 30, 2021	Mar. 31, 2021
Schedule of key inputs used in the black scholes option pricing model for the private warrants [Abstract]
Risk-free interest rate	1.00%	1.20%
Expected term (years)	5 years 4 months 9 days	5 years 6 months 29 days
Expected volatility	11.90%	10.00%
Stock Price (in Dollars per share)	$ 9.70	$ 9.70
Exercise price (in Dollars per share)	$ 11.50	$ 11.50
Dividend yield		0.00%

RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value	12 Months Ended
	Mar. 31, 2021 USD ($)
Warrant Liability [Member]
RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value [Line Items]
Fair value as of April 1, 2020
Initial fair value of warrant liability upon issuance at IPO on February 2, 2021	17,077,500
Public warrants reclassified to level 1
Change in fair value	(9,936,000)
Fair value as of March 31, 2021	7,141,500
Private Warrants [Member]
RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value [Line Items]
Fair value as of April 1, 2020
Initial fair value of warrant liability upon issuance at IPO on February 2, 2021	6,468,750
Public warrants reclassified to level 1
Change in fair value	(3,726,000)
Fair value as of March 31, 2021	2,742,750
Public Warrants [Member]
RECURRING FAIR VALUE MEASUREMENTS (Details) - Schedule of the changes in the fair value of the Level 3 assets and liabilities measured at fair value [Line Items]
Fair value as of April 1, 2020
Initial fair value of warrant liability upon issuance at IPO on February 2, 2021	10,608,750
Public warrants reclassified to level 1	(4,398,750)
Change in fair value	(6,210,000)
Fair value as of March 31, 2021

INCOME TAX (Details) - USD ($)	3 Months Ended	12 Months Ended
INCOME TAX (Details) - USD ($)	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Mar. 31, 2020	Dec. 31, 2019	Jun. 30, 2020	Dec. 31, 2018
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards		$ 57,578		$ 39,150
Operating loss carryforwards expiration period	which 125,594 begin to expire in 2031 and 128,839 do not expire and $80,757 of state and local net operating loss carryforward which begin to expire in 2036.
Shares (in Shares)		1.78
Increase Decrease In Valuation Allowance		$ 18,428		$ 2,033
Income tax rate			21.00%
Unrecognized tax benefits			$ 1,500,000		$ 1,100,000
Payroll tax receivable			1,000,000		700,000
Cepton Technologies, Inc. [Member]
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards			$ 51,300,000		31,900,000
Operating loss carryforwards expiration period			which will expire beginning in the year 2037.
Increase in valuation allowance			$ 5,800,000		3,700,000
Operating loss carryforwards expiration period			20 years
Unrecognized tax benefits			$ 1,471,000		1,090,000
Provision for income taxes	$ 11,000					$ 14,000
U.S. federal [Member]
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards		$ 254,433
Shares (in Shares)		125,594
State and Local Jurisdiction [Member]
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards	$ 80,757
Shares (in Shares)	128,839
State and Local Jurisdiction [Member] \| Cepton Technologies, Inc. [Member]
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards			44,100,000		28,400,000
Federal [Member] \| Cepton Technologies, Inc. [Member]
INCOME TAX (Details) [Line Items]
Net operating loss carryforwards			$ 49,200,000		29,800,000
Federal Research and Development Credit Carryforward [Member] \| Cepton Technologies, Inc. [Member]
INCOME TAX (Details) [Line Items]
Operating loss carryforwards expiration period			which begins to expire in 2038
Credit carryforward amount			$ 700,000		300,000
California Research and Development Credit Carryforward [Member] \| Cepton Technologies, Inc. [Member]
INCOME TAX (Details) [Line Items]
Credit carryforward amount			$ 3,000,000		$ 2,400,000

INCOME TAX (Details) - Schedule of components of income tax provision - USD ($)	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Federal
Current
Deferred	(18,428)	$ (2,033)
State
Current		32
Deferred
Change in valuation allowance	18,428	2,033
Income tax provision		$ 32

INCOME TAX (Details) - Schedule of Company's net deferred tax assets - USD ($)	Mar. 31, 2021	Mar. 31, 2020
Deferred tax asset
Net operating loss carryforwards	$ 57,578	$ 39,150
Total deferred tax asset	57,578	39,150
Valuation allowance	(57,578)	$ (39,150)
Deferred tax asset, net of allowance

INCOME TAX (Details) - Schedule of reconciliation of the federal income tax rate to the Company’s effective tax rate	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Schedule of reconciliation of the federal income tax rate to the Company’s effective tax rate [Abstract]
Statutory federal income tax rate	21.00%	21.00%
State tax provision net of federal benefit	0.00%	(0.30%)
Change in FV of warrant liability	(21.9)
Transaction costs associated with the issuance of warrants	0.7
Change in valuation allowance	0.20%	(21.00%)
Income tax provision		(0.30%)

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Product warrant term		one-year
Cepton Technologies, Inc. [Member]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Cash and cash equivalents	$ 12,400,000
Short-term investment	13,041,000	$ 32,058,000
Accumulated deficit	76,800,000
Net loss	18,600,000
Cash flows from operating activities	$ (18,000,000.0)
Percentage of accounts receivable, net	10.00%	10.00%	10.00%
Percentage of total revenue	10.00%	10.00%
Product warrant term	-year
Number of vendors		2	3
Percentage of total accounts payable		27.00%	44.00%
Commission expense		$ 31,000	$ 26,000
Advertising costs		197,000	$ 610,000
Money market funds		$ 7,190,000
Minimum [Member] \| Cepton Technologies, Inc. [Member]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Property, plant and equipment, estimated useful lives		three
Maximum [Member] \| Cepton Technologies, Inc. [Member]
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) [Line Items]
Property, plant and equipment, estimated useful lives		seven

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of accounts receivable, net - Cepton Technologies, Inc. [Member]	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Customer A [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net	14.00%	15.00%
Customer B [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net		39.00%	56.00%
Customer C [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net		10.00%
Customer D [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net	12.00%	13.00%
Customer E [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net	64.00%

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of total revenue - Cepton Technologies, Inc. [Member]	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Customer A [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue	58.00%	12.00%	23.00%
Customer B [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		31.00%	16.00%	40.00%
Customer C [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		11.00%	11.00%
Customer D [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		11.00%		10.00%

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of accrued warranty liability, which is included as a component of accrued expenses and other current liabilities - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Product Warranty Liability [Line Items]
Beginning balance	$ 40	$ 31	$ 20
Warranty provision	33	90	185
Consumption	(24)	(81)	(174)
Ending balance	$ 49	$ 40	$ 31

REVENUE (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Cepton Technologies, Inc. [Member]
REVENUE (Details) [Line Items]
Accrued expenses and other current liabilities	$ 2,000	$ 44,000

REVENUE (Details) - Schedule of total revenue disaggregated by geographic region - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Revenue by geography:
Revenue	$ 1,333	$ 810	$ 2,006	$ 4,132
% of Revenue	100.00%	100.00%	100.00%	100.00%
North America [Member]
Revenue by geography:
Revenue	$ 252	$ 347	$ 721	$ 1,579
% of Revenue	19.00%	43.00%	36.00%	38.00%
Asia Pacific [Member]
Revenue by geography:
Revenue	$ 875	$ 435	$ 1,011	$ 2,277
% of Revenue	66.00%	54.00%	50.00%	55.00%
Other [Member]
Revenue by geography:
Revenue	$ 206	$ 28	$ 274	$ 276
% of Revenue	15.00%	3.00%	14.00%	7.00%

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123359005&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI http://asc.fasb.org/extlink&oid=124359900&loc=SL124442526-122756

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI http://asc.fasb.org/extlink&oid=124359900&loc=SL124442552-122756

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
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+ Details

FAIR VALUE MEASUREMENTS (Details) - Schedule of assets measured at fair value on a recurring basis - Cepton Technologies, Inc. [Member] - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Cash equivalents:
Money market fund	$ 9,275,000	$ 7,192,000
Total cash equivalents	9,275,000	7,192,000
Short-term investments:
Commercial Paper	5,595,000	14,587,000
Corporate debt securities	6,343,000	13,810,000
Asset-backed Securities	1,103,000	3,661,000
Total short-term investments	13,041,000	32,058,000
Total assets measured at fair value	22,316,000	39,250,000
Level 1 [Member]
Cash equivalents:
Money market fund	9,275,000	7,192,000
Total cash equivalents	9,275,000	7,192,000
Short-term investments:
Commercial Paper
Corporate debt securities
Asset-backed Securities
Total short-term investments
Total assets measured at fair value	9,275,000	7,192,000
Level 2 [Member]
Cash equivalents:
Money market fund
Total cash equivalents
Short-term investments:
Commercial Paper	5,595,000	14,587,000
Corporate debt securities	6,343,000	13,810,000
Asset-backed Securities	1,103,000	3,661,000
Total short-term investments	13,041,000	32,058,000
Total assets measured at fair value	13,041,000	32,058,000
Level 3 [Member]
Cash equivalents:
Money market fund
Total cash equivalents
Short-term investments:
Commercial Paper
Corporate debt securities
Asset-backed Securities
Total short-term investments
Total assets measured at fair value

INVENTORIES (Details) - Cepton Technologies, Inc. [Member] - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
INVENTORIES (Details) [Line Items]
Inventory write-downs	$ 452,000	$ 41,000
Write-down changes in price levels	$ 627,000

INVENTORIES (Details) - Schedule of inventories - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Inventory [Line Items]
Raw materials	$ 992	$ 1,015	$ 673
Work-in-process	605	867	429
Finished goods	1,410	1,512	1,306
Total inventories	$ 3,007	$ 3,394	$ 2,408

PROPERTY AND EQUIPMENT, NET (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2019
PROPERTY AND EQUIPMENT, NET (Details) [Line Items]
Depreciation and amortization related to property, and equipment		$ 184,000		$ 171,000
Cepton Technologies, Inc. [Member]
PROPERTY AND EQUIPMENT, NET (Details) [Line Items]
Depreciation and amortization related to property, and equipment	$ 96,000		$ 92,000

PROPERTY AND EQUIPMENT, NET (Details) - Schedule of property and equipment - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Line Items]
Machinery and equipment	$ 648	$ 649	$ 573
Automobiles	50	50	50
Leasehold improvements	146	146	146
Computer and equipment	53	36	33
Furniture and fixtures	68	68	68
Software	10	3
Total property, and equipment	975	952
Less: accumulated depreciation and amortization	(591)	(495)
Total property and equipment, net	$ 384	$ 457	$ 561

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - Schedule of accrued expenses - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - Schedule of accrued expenses [Line Items]
Accrued expenses and taxes	$ 2,367	$ 1,292	$ 1,192
Accrued unvested option liability	152	151
Deferred revenue	2	44
Deferred rent	130	38	62
Warranty reserve	49	40	31
Total accrued expenses	$ 2,700	$ 1,565	$ 1,285

DEBT (Details) - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands		1 Months Ended		6 Months Ended		12 Months Ended
	Dec. 05, 2019	Apr. 24, 2020	Feb. 29, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019	Aug. 31, 2019
DEBT (Details) [Line Items]
Borrowings	$ 5,000,000							$ 5,000,000
Debt interest rate	5.00%	0.98%
Maturity date	Jul. 01, 2023
Recognized loss on extinguishment			$ 180,000		$ (180)	$ (180)
Aggregate warrants to purchase of shares (in Shares)				60,000		60,000
Laon		$ 1,120,000

CONVERTIBLE PREFERRED STOCK (Details) - Cepton Technologies, Inc. [Member] - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Jan. 31, 2020	Dec. 31, 2019
CONVERTIBLE PREFERRED STOCK (Details) [Line Items]
Convertible preferred stock, par value (in Dollars per share)	$ 0.00001	$ 0.00001	$ 0.00001	$ 0.00001
Preferred stock, dividend rate	8.00%	8.00%
Aggregate proceeds (in Dollars)	$ 100,000,000	$ 100,000,000
Preferred stock issued and outstanding, percentage	20.00%	20.00%

CONVERTIBLE PREFERRED STOCK (Details) - Schedule of convertible preferred stock - Cepton Technologies, Inc. [Member] - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Conversion of Stock [Line Items]
Shares Authorized	22,806,009	22,806,009	16,872,475
Shares Issued and Outstanding	21,671,491	21,671,491	15,342,075
Aggregate Liquidation Preference (in Dollars)	$ 96,661,482	$ 96,661,482	$ 43,661,484
Series A [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 06, 2016	Jul. 06, 2016	Jul. 06, 2016
Shares Authorized	8,000,000	8,000,000	8,000,000
Shares Issued and Outstanding	8,000,000	8,000,000	8,000,000
Original Issue Price per Share (in Dollars per share)	$ 1.0000	$ 1.0000	$ 1.0000
Aggregate Liquidation Preference (in Dollars)	$ 8,000,000	$ 8,000,000	$ 8,000,000
Series B [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 13, 2018	Jul. 13, 2018	Jul. 13, 2018
Shares Authorized	4,069,600	4,069,600	5,600,000
Shares Issued and Outstanding	4,069,600	4,069,600	4,069,600
Original Issue Price per Share (in Dollars per share)	$ 6.2500	$ 6.2500	$ 6.2500
Aggregate Liquidation Preference (in Dollars)	$ 25,435,000	$ 25,435,000	$ 25,435,000
Series B-1 [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 13, 2018	Jul. 13, 2018	Jul. 13, 2018
Shares Authorized	3,272,475	3,272,475	3,272,475
Shares Issued and Outstanding	3,272,475	3,272,475	3,272,475
Original Issue Price per Share (in Dollars per share)	$ 3.1250	$ 3.1250	$ 3.1250
Aggregate Liquidation Preference (in Dollars)	$ 10,226,484	$ 10,226,484	$ 10,226,484
Series C [Member]
Conversion of Stock [Line Items]
Issuance Date	Feb. 04, 2020	Feb. 04, 2020
Shares Authorized	7,463,934	7,463,934
Shares Issued and Outstanding	6,329,416	6,329,416
Original Issue Price per Share (in Dollars per share)	$ 8.3736	$ 8.3736
Aggregate Liquidation Preference (in Dollars)	$ 52,999,998	$ 52,999,998

STOCK-BASED COMPENSATION (Details) - Cepton Technologies, Inc. [Member] - USD ($)				6 Months Ended			12 Months Ended
	Dec. 29, 2020	Aug. 20, 2020	Jul. 05, 2016	Jun. 30, 2021	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
STOCK-BASED COMPENSATION (Details) [Line Items]
Shares reserved for issuance (in Shares)			4,800,000	9,187,533			9,187,533	6,300,000
Shares available for issuance (in Shares)				1,361,781			3,406,368
Awards granted outstanding period				10 years			10 years
Fair value of awards, description				Awards issued under the Plan must be priced at no less than 100% of the fair value of the shares on the date of the grant provided, however, that (i) the exercise price of an ISO will not be less than 100% of the fair value of the shares on the date of grant, and (ii) the exercise price of an ISO and NSO granted or the purchase price under the stock issuance program to a 10% stockholder will not be less than 110% of the fair value of the shares on the date of grant. Fair value is determined by the Board of Directors.			Awards issued under the Plan must be priced at no less than 100% of the fair value of the shares on the date of the grant provided, however, that (i) the exercise price of an ISO will not be less than 100% of the fair value of the shares on the date of grant, and (ii) the exercise price of an ISO and NSO granted or the purchase price under the stock issuance program to a 10% stockholder will not be less than 110% of the fair value of the shares on the date of grant. Fair value is determined by the Board of Directors.
Awards vest period		24 months		4 years			4 years
Unvested restricted stock				$ 966,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share)				$ 7.02		$ 1.21	$ 1.24	$ 1.02
Unrecognized stock based compensation related to unvested stock options				$ 15,800,000			$ 3,000,000,000
Weighted average period				3 years 25 days			2 years 10 months 20 days	8 years 7 months 6 days
Total intrinsic value unvested				$ 738,000		$ 2,231,000
Capitalized stock based compensation expense into inventory				$ 20,000	$ 19,000		$ 42,000,000
Shares available for future issuance (in Shares)							3,406,368	1,020,294
Option granted (in Shares)				2,214,670			1,705,000	1,442,000
Exercise price (in Dollars per share)	$ 2.02						$ 2.02
Aggregate consideration received	$ 303,000,000
Fully vested shares (in Shares)	25,000
Total intrinsic value of options exercised							$ 458,000,000	$ 386,000,000
Accrued Expenses [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Liability associated with unvested restricted shares	$ 151,500,000
Other Long Term Liabilities [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Liability associated with unvested restricted shares	$ 101,000,000
Employees, Non employee directors, Consultants, and Advisors [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Shares reserved for issuance (in Shares)			4,800,000
Non Employee Awards [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Awards vest period				2 years			2 years
Restricted Stock [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Total intrinsic value unvested					$ 131,000,000		$ 131,000,000
Fair value of common stock (in Dollars per share)							$ 3.07
2016 Plan [Member] \| Independent Contractor [Member]
STOCK-BASED COMPENSATION (Details) [Line Items]
Option granted (in Shares)		150,000

STOCK-BASED COMPENSATION (Details) - Schedule of employee and nonemployee stock option activity - Cepton Technologies, Inc. [Member] - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
STOCK-BASED COMPENSATION (Details) - Schedule of employee and nonemployee stock option activity [Line Items]
Options Outstanding Shares, Beginning Balance	5,221,283
Options Outstanding Weighted Average Exercise Price, Beginning Balance	$ 1.43
Options Outstanding Weighted Average Remaining Contract Term (in years), Beginning Balance	7 years 7 months 6 days
Options Outstanding Aggregate Intrinsic Value, Beginning Balance	$ 8,550
Options Outstanding Shares, Ending Balance	7,075,268	5,221,283
Options Outstanding Weighted Average Exercise Price, Ending Balance	$ 4.45	$ 1.43
Options Outstanding Weighted Average Remaining Contract Term (in years), Ending Balance	7 years 10 months 24 days
Options Outstanding Aggregate Intrinsic Value, Ending Balance	$ 60,890	$ 8,550
Options Outstanding Shares, Exercisable	3,168,956
Options Outstanding Weighted Average Exercise Price, Exercisable	$ 1.07
Options Outstanding Weighted Average Remaining Contract Term (in years), Exercisable	6 years 3 months 18 days
Options Outstanding Aggregate Intrinsic Value, Exercisable	$ 37,994
Options Outstanding Shares, Vested and expected to vest	7,075,268	5,221,283
Options Outstanding Weighted Average Exercise Price, Vested and expected to vest	$ 4.45
Options Outstanding Weighted Average Remaining Contract Term (in years), Vested and expected to vest	7 years 10 months 24 days
Options Outstanding Aggregate Intrinsic Value, Vested and expected to vest	$ 60,890
Options Outstanding Shares, Granted	2,214,670	1,705,000	1,442,000
Options Outstanding Weighted Average Exercise Price, Granted	$ 11.48	$ 2.39	$ 1.97
Options Outstanding Shares, Exercised	(190,602)	(305,091)	(135,833)
Options Outstanding Weighted Average Exercise Price, Exercised	$ 1.36
Options Outstanding Shares, Expired/Forfeited	(170,083)
Options Outstanding Weighted Average Exercise Price, Expired/Forfeited	$ 6.67	$ 1.53	$ 1.06

STOCK-BASED COMPENSATION (Details) - Schedule of stock-based compensation expense related to options granted to employees and nonemployees - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Cost of revenue	$ 20	$ 16
Research and development expense	1,386	232
Selling, general and administrative expense	671	140
Total stock-based compensation expense	$ 2,077	$ 388

WARRANTS (Details) - Cepton Technologies, Inc. [Member] - USD ($)	1 Months Ended	12 Months Ended
	Aug. 31, 2019	Dec. 31, 2019
WARRANTS (Details) [Line Items]
Warrant to purchase shares of common stock (in Shares)		30,000
Warrants exercise price (in Dollars per share)		$ 1.66
Warrant to purchase additional shares of common stock (in Shares)		30,000
Warrants additional exercise price (in Dollars per share)		$ 1.66
Withdrawn loan amount		$ 5,000,000
Fair values of warrants issued	$ 39,000	$ 49,000

COMMITMENTS AND CONTINGENCIES (Details) - Schedule of future minimum lease payments - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
COMMITMENTS AND CONTINGENCIES (Details) - Schedule of future minimum lease payments [Line Items]
2021	$ 664	$ 552
2022	1,719	18
2023	143
Total	$ 2,526	$ 570

NET LOSS PER SHARE (Details) - Schedule of computation of diluted net loss per share - Cepton Technologies, Inc. [Member] - $ / shares	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock options to purchase common stock	7,075,268	4,365,000	5,221,283	5,024,915
Unvested restricted stock	87,500		125,000
Preferred shares on an as-converted basis	21,671,491	21,671,491	21,671,491	15,342,075
Class F shares an as-converted basis	8,372,143	8,372,143	8,372,143	8,402,000
Shares issuable upon exercise of warrants	60,000	60,000	60,000	60,000
Total (in Dollars per share)	$ 37,266,402	$ 34,468,634	$ 35,449,917	$ 28,828,990

- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
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-Name Accounting Standards Codification
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+ Details

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of accounts receivable, net - Cepton Technologies, Inc. [Member]	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Customer A [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net	14.00%	15.00%
Customer B [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net		39.00%	56.00%
Customer C [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net		10.00%
Customer D [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of accounts receivable, net	12.00%	13.00%

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of total revenue - Cepton Technologies, Inc. [Member]	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Customer A [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue	58.00%	12.00%	23.00%
Customer B [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		31.00%	16.00%	40.00%
Customer C [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		11.00%	11.00%
Customer D [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue		11.00%		10.00%
Customer E [Member]
Revenue, Major Customer [Line Items]
Percentage of total revenue				13.00%

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Schedule of accrued warranty liability, which is included as a component of accrued expenses and other current liabilities - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Product Warranty Liability [Line Items]
Beginning balance	$ 40	$ 31	$ 20
Warranty provision	33	90	185
Consumption	(24)	(81)	(174)
Ending balance	$ 49	$ 40	$ 31

REVENUE (Details) - Schedule of total revenue disaggregated by geographic region - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Revenue by geography:
Revenue	$ 1,333	$ 810	$ 2,006	$ 4,132
% of Revenue	100.00%	100.00%	100.00%	100.00%
North America [Member]
Revenue by geography:
Revenue	$ 252	$ 347	$ 721	$ 1,579
% of Revenue	19.00%	43.00%	36.00%	38.00%
Asia Pacific [Member]
Revenue by geography:
Revenue	$ 875	$ 435	$ 1,011	$ 2,277
% of Revenue	66.00%	54.00%	50.00%	55.00%
Other [Member]
Revenue by geography:
Revenue	$ 206	$ 28	$ 274	$ 276
% of Revenue	15.00%	3.00%	14.00%	7.00%

- Definition

+ References

+ Details

FAIR VALUE MEASUREMENT (Details) - Schedule assets measured at fair value on a recurring basis - Cepton Technologies, Inc. [Member] - USD ($)	12 Months Ended
	Dec. 31, 2020	Jun. 30, 2021
Cash equivalents:
Money market fund	$ 7,192,000	$ 9,275,000
Total cash equivalents	7,192,000
Short-term investments:
Commercial Paper	14,587,000
Corporate debt securities	13,810,000	6,343,000
Asset-backed Securities	3,661,000	1,103,000
Total short-term investments	32,058,000	13,041,000
Total assets measured at fair value	39,250,000
Level 1 [Member]
Cash equivalents:
Money market fund	7,192,000	9,275,000
Total cash equivalents	7,192,000
Short-term investments:
Commercial Paper
Corporate debt securities
Asset-backed Securities
Total short-term investments
Total assets measured at fair value	7,192,000
Level 2 [Member]
Cash equivalents:
Money market fund
Total cash equivalents
Short-term investments:
Commercial Paper	14,587,000
Corporate debt securities	13,810,000	6,343,000
Asset-backed Securities	3,661,000	1,103,000
Total short-term investments	32,058,000	13,041,000
Total assets measured at fair value	32,058,000
Level 3 [Member]
Cash equivalents:
Money market fund
Total cash equivalents
Short-term investments:
Commercial Paper
Corporate debt securities
Asset-backed Securities
Total short-term investments
Total assets measured at fair value

INVENTORIES (Details) - Schedule of inventories - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Inventory [Line Items]
Raw materials	$ 992	$ 1,015	$ 673
Work-in-process	605	867	429
Finished goods	1,410	1,512	1,306
Total inventories	$ 3,007	$ 3,394	$ 2,408

PROPERTY AND EQUIPMENT, NET (Details) - Schedule of property and equipment - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Jun. 30, 2021
Property, Plant and Equipment [Line Items]
Machinery and equipment	$ 649	$ 573	$ 648
Automobiles	50	50	50
Leasehold improvements	146	146	146
Computer and equipment	36	33	53
Furniture and fixtures	68	68	68
Total property, and equipment	949	870
Less: accumulated depreciation and amortization	(492)	(309)
Total property, and equipment, net	$ 457	$ 561	$ 384

ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - Schedule of accrued expenses - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - Schedule of accrued expenses [Line Items]
Accrued expenses and taxes	$ 2,367	$ 1,292	$ 1,192
Accrued unvested option liability	152	151
Deferred revenue	2	44
Deferred rent	130	38	62
Warranty reserve	49	40	31
Total accrued expenses	$ 2,700	$ 1,565	$ 1,285

CONVERTIBLE PREFERRED STOCK (Details) - Schedule of convertible preferred stock - Cepton Technologies, Inc. [Member] - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
Conversion of Stock [Line Items]
Shares Authorized	22,806,009	22,806,009	16,872,475
Shares Issued and Outstanding	21,671,491	21,671,491	15,342,075
Aggregate Liquidation Preference (in Dollars)	$ 96,661,482	$ 96,661,482	$ 43,661,484
Series A [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 06, 2016	Jul. 06, 2016	Jul. 06, 2016
Shares Authorized	8,000,000	8,000,000	8,000,000
Shares Issued and Outstanding	8,000,000	8,000,000	8,000,000
Original Issue Price per Share (in Dollars per share)	$ 1.0000	$ 1.0000	$ 1.0000
Aggregate Liquidation Preference (in Dollars)	$ 8,000,000	$ 8,000,000	$ 8,000,000
Series B [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 13, 2018	Jul. 13, 2018	Jul. 13, 2018
Shares Authorized	4,069,600	4,069,600	5,600,000
Shares Issued and Outstanding	4,069,600	4,069,600	4,069,600
Original Issue Price per Share (in Dollars per share)	$ 6.2500	$ 6.2500	$ 6.2500
Aggregate Liquidation Preference (in Dollars)	$ 25,435,000	$ 25,435,000	$ 25,435,000
Series B-1 [Member]
Conversion of Stock [Line Items]
Issuance Date	Jul. 13, 2018	Jul. 13, 2018	Jul. 13, 2018
Shares Authorized	3,272,475	3,272,475	3,272,475
Shares Issued and Outstanding	3,272,475	3,272,475	3,272,475
Original Issue Price per Share (in Dollars per share)	$ 3.1250	$ 3.1250	$ 3.1250
Aggregate Liquidation Preference (in Dollars)	$ 10,226,484	$ 10,226,484	$ 10,226,484
Series C [Member]
Conversion of Stock [Line Items]
Issuance Date	Feb. 04, 2020	Feb. 04, 2020
Shares Authorized	7,463,934	7,463,934
Shares Issued and Outstanding	6,329,416	6,329,416
Original Issue Price per Share (in Dollars per share)	$ 8.3736	$ 8.3736
Aggregate Liquidation Preference (in Dollars)	$ 52,999,998	$ 52,999,998

STOCK-BASED COMPENSATION (Details) - Schedule of company’s employee and nonemployee stock option activity - Cepton Technologies, Inc. [Member] - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2021	Dec. 31, 2020	Dec. 31, 2019
STOCK-BASED COMPENSATION (Details) - Schedule of company’s employee and nonemployee stock option activity [Line Items]
Shares, Options outstanding beginning balance	5,221,283	5,024,915	4,231,042
Weighted Average Exercise Price, Options outstanding beginning balance	$ 1.43	$ 1.14	$ 0.82
Weighted Average Remaining Contract Term (in years), Options outstanding beginning balance	3 years 25 days	2 years 10 months 20 days	8 years 7 months 6 days
Aggregate Intrinsic Value, Options outstanding beginning balance	$ 8,550	$ 6,732	$ 5,844
Shares, Granted	2,214,670	1,705,000	1,442,000
Weighted Average Exercise Price, Granted	$ 11.48	$ 2.39	$ 1.97
Shares, Exercised	(190,602)	(305,091)	(135,833)
Weighted Average Exercise Price, Exercised		$ 1.57	$ 0.23
Shares, Expired/Forfeited		(1,203,541)	(512,294)
Weighted Average Exercise Price, Expired/Forfeited	$ 6.67	$ 1.53	$ 1.06
Shares, Options outstanding ending balance		5,221,283	5,024,915
Weighted Average Exercise Price, Options outstanding ending balance		$ 1.43	$ 1.14
Weighted Average Remaining Contract Term (in years), Options outstanding ending balance		7 years 7 months 6 days	8 years 2 months 12 days
Aggregate Intrinsic Value, Options outstanding ending balance		$ 8,550	$ 6,732
Shares, Exercisable		2,768,000
Weighted Average Exercise Price, Exercisable		$ 0.75
Weighted Average Remaining Contract Term (in years), Exercisable		6 years 6 months
Aggregate Intrinsic Value, Exercisable		$ 6,419
Shares, Vested and expected to vest	7,075,268	5,221,283
Weighted Average Exercise Price, Vested and expected to vest		$ 1.43
Weighted Average Remaining Contract Term (in years), Vested and expected to vest		7 years 7 months 6 days
Aggregate Intrinsic Value, Vested and expected to vest		$ 8,550

STOCK-BASED COMPENSATION (Details) - Schedule of fair value of employee stock options using black-scholes option pricing model with following weighted average assumptions - Cepton Technologies, Inc. [Member]	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Stock-Based Compensation (Details)
Expected life (years)		6 years 3 months
Dividend yield
Minimum [Member]
Stock-Based Compensation (Details)
Expected life (years)	6 years
Risk-free interest rate	0.36%	1.63%
Expected volatility	50.00%	50.00%
Maximum [Member]
Stock-Based Compensation (Details)
Expected life (years)	6 years 3 months
Risk-free interest rate	1.21%	2.34%
Expected volatility	70.00%	57.00%

STOCK-BASED COMPENSATION (Details) - Schedule of stock based compensation expense related to options granted to employees and non employees - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
STOCK-BASED COMPENSATION (Details) - Schedule of stock based compensation expense related to options granted to employees and non employees [Line Items]
Total stock-based compensation expense	$ 710	$ 749
Cost of Revenue [Member]
STOCK-BASED COMPENSATION (Details) - Schedule of stock based compensation expense related to options granted to employees and non employees [Line Items]
Total stock-based compensation expense	27	22
Research and development expense [Member]
STOCK-BASED COMPENSATION (Details) - Schedule of stock based compensation expense related to options granted to employees and non employees [Line Items]
Total stock-based compensation expense	564	440
Selling, general and administrative expense [Member]
STOCK-BASED COMPENSATION (Details) - Schedule of stock based compensation expense related to options granted to employees and non employees [Line Items]
Total stock-based compensation expense	$ 119	$ 287

INCOME TAXES (Details) - Schedule of income (loss) before income taxes - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
INCOME TAXES (Details) - Schedule of income (loss) before income taxes [Line Items]
Domestic	$ (19,694)	$ (16,852)
Foreign	86	102
Income (loss) before income taxes	$ (19,608)	$ (16,750)

INCOME TAXES (Details) - Schedule of provision for (benefit from) income taxes - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Current:
Federal
State	1	1
Foreign	16	16
Total Current	17	17
Deferred:
Federal
State
Foreign	9	(10)
Total Deferred	9	(10)
Provision for (benefit from) income taxes	$ 26	$ 7

INCOME TAXES (Details) - Schedule of U.S. federal income tax rate - Cepton Technologies, Inc. [Member]	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
INCOME TAXES (Details) - Schedule of U.S. federal income tax rate [Line Items]
U.S. federal provision (benefit) at statutory rate	21.00%	21.00%
State income taxes, net of federal benefit	(0.01%)	(0.01%)
Foreign income taxes at rates other than the U.S. rate	(0.03%)	0.09%
Other permanent items	(0.09%)	(0.25%)
Stock-based compensation	(0.32%)	(0.45%)
Research and development credits	1.93%	0.65%
Unrecognized tax benefits	(0.77%)	(0.80%)
Global intangible low-taxed income	(0.03%)	(0.09%)
Change in valuation allowance	(21.97%)	(18.59%)
Payroll tax credit adjustments	0.16%	0.19%
Disallowed favorable transfer pricing adjustment		(1.78%)
Effective tax rate	(0.13%)	(0.04%)

INCOME TAXES (Details) - Schedule of deferred income tax assets and liabilities - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets:
Accruals and reserves	$ 30	$ 21
Stock-based compensation	55	22
Net operating loss carryforward	13,945	8,700
Research and development credits	1,833	1,334
Valuation allowance	(15,818)	(10,047)
Total deferred tax assets	45	30
Deferred tax liabilities:
Depreciation and amortization	(45)	(20)
Total deferred tax liabilities	(45)	(20)
Net deferred tax assets (liabilities)		$ 10

INCOME TAXES (Details) - Schedule of unrecognized tax benefits - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
INCOME TAXES (Details) - Schedule of unrecognized tax benefits [Line Items]
Unrecognized tax benefits as of the beginning of the year	$ 1,090
Increases related to prior year tax provisions		910
Increase related to current year tax provisions	381	180
Unrecognized tax benefits as of the end of the year	$ 1,471	$ 1,090

COMMITMENTS AND CONTINGENCIES (Details) - Schedule of future minimum lease payments - Cepton Technologies, Inc. [Member] - USD ($) $ in Thousands	Jun. 30, 2021	Dec. 31, 2020
COMMITMENTS AND CONTINGENCIES (Details) - Schedule of future minimum lease payments [Line Items]
2021	$ 664	$ 552
2022	1,719	18
Total	$ 2,526	$ 570

NET LOSS PER SHARE (Details) - Schedule of computation of diluted net loss per share - Cepton Technologies, Inc. [Member] - $ / shares	6 Months Ended		12 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Stock options to purchase common stock	7,075,268	4,365,000	5,221,283	5,024,915
Unvested restricted stock	87,500		125,000
Preferred shares on an as-converted basis	21,671,491	21,671,491	21,671,491	15,342,075
Class F shares an as-converted basis	8,372,143	8,372,143	8,372,143	8,402,000
Shares issuable upon exercise of warrants	60,000	60,000	60,000	60,000
Total (in Dollars per share)	$ 37,266,402	$ 34,468,634	$ 35,449,917	$ 28,828,990

- Definition

+ References

+ Details