0001193125-22-197214 | S-1/A | XBRL Viewer

Basic and diluted weighted average shares outstanding

$ (18,846)

(2,303,304)

(523,923)

$ (52,956,000)

$ (53,058,000)

(6,475,753)

$ (122,314,000)

$ (109,521,000)

$ (104,361,000)

6,872,944

6,426,203

6,682,894

6,426,203

$ (5.61)

$ (5.46)

$ (10.51)

$ (10.82)

$ (24.16)

$ (21.64)

$ (20.16)

$ 96,284,000

$ 23,177,000

$ 173,348,000

$ 28,719,000

$ 251,913,000

$ 92,086,000

$ 100,123,000

Research and development expenses

79,378,000

19,681,000

141,974,000

25,787,000

241,466,000

111,016,000

120,087,000

Gross profit (loss)

16,906,000

3,496,000

31,374,000

2,932,000

10,447,000

(18,930,000)

(19,964,000)

Operating Expenses [Abstract]

23,355,000

17,090,000

45,539,000

31,543,000

73,386,000

55,861,000

49,092,000

Selling, general, and administrative expenses

23,512,000

13,331,000

38,871,000

24,500,000

59,442,000

35,586,000

36,737,000

Total operating expenses

46,867,000

30,421,000

84,410,000

56,043,000

132,828,000

91,447,000

85,829,000

Other income, net

58,000

70,000

80,000

53,000

67,000

809,000

1,432,000

Loss before income tax

(29,903,000)

(26,855,000)

(52,956,000)

(53,058,000)

(122,314,000)

(109,568,000)

(104,361,000)

Income tax benefit

47,000

Returns on redeemable Preferred Units

(29,903,000)

(26,855,000)

(52,956,000)

(53,058,000)

(122,314,000)

(109,521,000)

(104,361,000)

(8,641,000)

(8,230,000)

(17,282,000)

(16,459,000)

(32,919,000)

(29,565,000)

(25,181,000)

Loss attributable to Class A Units and Class C Units

$ (38,544,000)

$ (35,085,000)

$ (70,238,000)

$ (69,517,000)

$ (155,233,000)

$ (139,086,000)

$ (129,542,000)

Loss per unit attributable to Class A Units and Class C Units, basic and diluted

$ (5.61)

$ (5.46)

$ (10.51)

$ (10.82)

$ (24.16)

$ (21.64)

$ (20.16)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted

6,872,944

6,426,203

6,682,894

6,426,203

General and administrative expenses

18,846

2,299,907

508,266

6,392,183

General and administrative expenses—related party

30,000

16,726

100,000

Loss from operations

(18,846)

(2,329,907)

(524,992)

(6,492,183)

Income from investments held in Trust Account

26,603

1,069

16,430

$ (18,846)

$ (2,303,304)

$ (523,923)

(6,475,753)

Systems

$ 89,572,000

$ 16,760,000

$ 160,794,000

$ 16,760,000

$ 227,563,000

$ 70,818,000

$ 80,462,000

71,975,000

13,060,000

128,460,000

13,096,000

216,577,000

79,252,000

92,184,000

Software subscriptions

965,000

920,000

1,940,000

1,544,000

4,009,000

2,614,000

2,348,000

1,145,000

765,000

1,955,000

1,556,000

2,962,000

3,681,000

4,142,000

Operation services

5,747,000

5,497,000

10,614,000

10,415,000

20,341,000

18,654,000

17,313,000

Class A ordinary shares subject to possible redemption [Member] | SVF INVESTMENT CORP. 3 [Member]

$ 6,258,000

$ 5,856,000

$ 11,559,000

$ 11,135,000

$ 21,927,000

$ 28,083,000

$ 23,761,000

Basic and diluted weighted average shares outstanding

$ (4,856,235)

32,000,000

7,466,667

25,950,685

Loss per unit attributable to Class A Units and Class C Units, basic and diluted

$ (0.06)

$ (0.04)

$ (0.19)

Operating Expenses [Abstract]

$ (0.06)

$ (0.04)

$ (0.19)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted

32,000,000

7,466,667

25,950,685

Non-redeemable ordinary shares [Member] | SVF INVESTMENT CORP. 3 [Member]

Basic and diluted weighted average shares outstanding

$ (18,846)

$ (1,619,518)

7,000,000

^[1]

9,040,000

7,476,000

8,654,356

Loss per unit attributable to Class A Units and Class C Units, basic and diluted

$ 0

$ (0.06)

$ (0.04)

$ (0.19)

Operating Expenses [Abstract]

$ 0

$ (0.06)

$ (0.04)

$ (0.19)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted

7,000,000

^[1]

9,040,000

7,476,000

8,654,356

[1]	This number excludes an aggregate of up to 1,000,000 Class B ordinary shares (other than the founder shares transferred to the two independent directors) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. (see Note 5)

Condensed Statements of Operations (Parenthetical)	12 Months Ended
Condensed Statements of Operations (Parenthetical)	Dec. 31, 2021 shares
Common Class B [Member] \| SVF INVESTMENT CORP. 3 [Member]
Common shares subject to forfeiture	1,000,000

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended			6 Months Ended	12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 27, 2021	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Net loss	$ (29,903)	$ (26,855)	$ (26,855)	$ (52,956)	$ (122,314)	$ (109,521)	$ (104,361)
Foreign currency translation adjustments	345	1,912	659	51	2,326	(1,825)	(501)
Total comprehensive loss	$ (29,558)	$ (51,146)	$ (26,196)	$ (52,905)	$ (119,988)	$ (111,346)	$ (104,862)

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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Basis of Presentation and Summary of Significant Accounting Policies

Condensed Statements of Changes in Shareholders' Equity (Deficit) - USD ($)	Total	Common Stock [Member] Common Class A [Member]	Common Stock [Member] Common Class B [Member]	Common Stock [Member] Common Class C [Member]	Common Stock [Member] Common ClassB1 [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Capital Units [Member] Common Class A [Member]	Capital Units [Member] Common Class B [Member]	Capital Units [Member] Common Class C [Member]	Capital Units [Member] Common ClassB1 [Member]	Accumulated Other Comprehensive Loss
Beginning balance, at Sep. 29, 2018	$ (571,581,000)					$ 0	$ (586,298,000)	$ 16,809,000	$ 396,507,000	$ 0	$ 107,113,000	$ (2,092,000)
Beginning balance (shares) at Sep. 29, 2018								5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(104,361,000)
Net loss	(104,361,000)						(104,361,000)
Other comprehensive loss	(501,000)											(501,000)
Preferred Return	(25,181,000)						(25,181,000)		$ 19,825,000		$ 5,356,000
Granted (Shares)										64,987
Unit-based compensation										$ 22,000
Forfeited (shares)										(64,987)
Accretion of class C Units to redemption value	(22,000)						(22,000)			$ 22,000
Ending balance, at Sep. 28, 2019	(701,646,000)					0	(715,862,000)	$ 16,809,000	$ 416,332,000	$ 44,000	$ 112,469,000	(2,593,000)
Ending balance (shares) at Sep. 28, 2019								5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(109,521,000)
Net loss	(109,521,000)						(109,521,000)
Other comprehensive loss	(1,825,000)											(1,825,000)
Preferred Return	(29,565,000)						(29,565,000)		$ 20,817,000		$ 8,748,000
Granted (Shares)										42,587
Unit-based compensation										$ 71,000
Member contributions											100,000,000
Forfeited (shares)										(42,587)
Accretion of class C Units to redemption value	(1,910,000)						(1,910,000)			$ 1,910,000
Ending balance, at Sep. 26, 2020	(844,467,000)					0	(856,858,000)	$ 16,809,000	$ 437,149,000	$ 2,025,000	$ 221,217,000	(4,418,000)
Ending balance (shares) at Sep. 26, 2020								5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Accretion of Class A ordinary shares subject to redemption	191,000						191,000			$ (191,000)
Net loss	(53,058,000)
Net loss	(53,058,000)						(53,058,000)
Unit-based compensation										40
Preferred Return	(16,460,000)						(16,460,000)		$ 10,929,000		$ 5,531,000
Granted (Shares)										31,543
Forfeited (shares)										(31,543)
Foreign currency translation adjustment	1,912,000											1,912,000
Ending balance, at Mar. 27, 2021	(911,882,000)	$ 16,809,000	$ 448,078,000	$ 1,874,000	$ 226,748,000		(926,185,000)	$ 16,809,000	$ 448,078,000	$ 1,874,000	$ 226,748,000	(2,506,000)
Ending balance (shares) at Mar. 27, 2021		5,997,632	1	428,571	1			5,997,632	1	428,571	1
Beginning balance, at Sep. 26, 2020	(844,467,000)					0	(856,858,000)	$ 16,809,000	$ 437,149,000	$ 2,025,000	$ 221,217,000	(4,418,000)
Beginning balance (shares) at Sep. 26, 2020								5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(122,314,000)
Net loss	(122,314,000)						(122,314,000)
Other comprehensive loss	2,326,000											2,326,000
Preferred Return	(32,919,000)						(32,919,000)		$ 21,858,000		$ 11,061,000
Granted (Shares)										51,543
Unit-based compensation										$ 97,000
Provision for warrants	26,999,000					26,999,000
Forfeited (shares)										(51,543)
Accretion of class C Units to redemption value	(142,853,000)						(142,853,000)			$ 142,853,000
Ending balance, at Sep. 25, 2021	(1,113,228,000)					26,999,000	(1,154,944,000)	$ 16,809,000	$ 459,007,000	$ 144,975,000	$ 232,278,000	(2,092,000)
Ending balance (shares) at Sep. 25, 2021								5,997,632	1	428,571	1
Beginning balance at Dec. 10, 2020	0	$ 0	$ 0			0	0
Beginning balance (shares) at Dec. 10, 2020		0	0
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Issuance of Class B ordinary shares to Sponsor	25,000		$ 800			24,200
Issuance of Class B ordinary shares to Sponsor (shares)			8,000,000
Net loss	(18,846)						(18,846)
Ending balance at Dec. 31, 2020	6,154	$ 0	$ 800			24,200	(18,846)
Ending balance (shares) at Dec. 31, 2020		0	8,000,000
Beginning balance, at Dec. 26, 2020	(877,599,000)	$ 16,809,000	$ 442,613,000	$ 1,995,000	$ 223,982,000		(891,243,000)					(3,165,000)
Beginning balance (shares) at Dec. 26, 2020		5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(26,855,000)						(26,855,000)
Preferred Return	(8,231,000)		$ 5,465,000		$ 2,766,000		(8,231,000)
Granted (Shares)				19,543
Unit-based compensation				$ 23,000
Forfeited (shares)				(19,543)
Accretion of class C Units to redemption value	144,000			$ (144,000)			144,000
Foreign currency translation adjustment	659,000											659,000
Ending balance, at Mar. 27, 2021	(911,882,000)	$ 16,809,000	$ 448,078,000	$ 1,874,000	$ 226,748,000		(926,185,000)	$ 16,809,000	$ 448,078,000	$ 1,874,000	$ 226,748,000	(2,506,000)
Ending balance (shares) at Mar. 27, 2021		5,997,632	1	428,571	1			5,997,632	1	428,571	1
Beginning balance (shares) at Dec. 31, 2020		0	8,000,000
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Sale of private placement shares to Sponsor in private placement	10,383,883	$ 104	$ 0			10,383,779
Sale of private placement shares to Sponsor in private placement, net of offering costs (shares)		1,040,000
Accretion of Class A ordinary shares subject to redemption	(17,455,524)					(10,407,979)	(7,047,545)
Net loss	(523,923)						(523,923)
Ending balance at Mar. 31, 2021	(7,589,410)	$ 104	$ 800			0	(7,590,314)
Ending balance (shares) at Mar. 31, 2021		1,040,000	8,000,000
Beginning balance at Dec. 31, 2020	6,154	$ 0	$ 800			24,200	(18,846)
Beginning balance (shares) at Dec. 31, 2020		0	8,000,000
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Sale of private placement shares to Sponsor in private placement	10,383,883	$ 104	$ 0			10,383,779
Sale of private placement shares to Sponsor in private placement, net of offering costs (shares)		1,040,000
Accretion of Class A ordinary shares subject to redemption		$ 0
Accretion of Class A ordinary shares subject to redemption (Shares)		0
Net loss	(6,475,753)						(6,475,753)
Ending balance at Dec. 31, 2021	(13,541,240)	$ 104	$ 800			0	(13,542,144)
Ending balance (shares) at Dec. 31, 2021		1,040,000	8,000,000
Beginning balance at Mar. 31, 2021	(7,589,410)	$ 104	$ 800			0	(7,590,314)
Beginning balance (shares) at Mar. 31, 2021		1,040,000	8,000,000
Ending balance at Dec. 31, 2021	(13,541,240)	$ 104	$ 800			0	(13,542,144)
Ending balance (shares) at Dec. 31, 2021		1,040,000	8,000,000
Beginning balance, at Sep. 25, 2021	(1,113,228,000)					26,999,000	(1,154,944,000)	$ 16,809,000	$ 459,007,000	$ 144,975,000	$ 232,278,000	(2,092,000)
Beginning balance (shares) at Sep. 25, 2021								5,997,632	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Accretion of Class A ordinary shares subject to redemption	(23,589,000)						(23,589,000)			$ 23,589,000
Net loss	(52,956,000)
Net loss	(52,956,000)						(52,956,000)
Unit-based compensation										49
Preferred Return	(17,282,000)						(17,282,000)		$ 11,475,000		$ 5,807,000
Granted (Shares)										8,468
Forfeited (shares)										(8,468)
Foreign currency translation adjustment	51,000											51,000
Exercise of warrants (Shares)								446,741
Exercise of warrants	173,796,000					(26,999,000)		$ 200,795,000
Ending balance, at Mar. 26, 2022	(1,033,208,000)	$ 217,604,000	$ 470,482,000	$ 168,613,000	$ 238,085,000		(1,248,771,000)	$ 217,604,000	$ 470,482,000	$ 168,613,000	$ 238,085,000	(2,041,000)
Ending balance (shares) at Mar. 26, 2022		6,444,373	1	428,571	1			6,444,373	1	428,571	1
Beginning balance, at Dec. 25, 2021	(978,613,000)	$ 217,604,000	$ 464,744,000	$ 152,195,000	$ 235,182,000		(1,193,831,000)					(2,386,000)
Beginning balance (shares) at Dec. 25, 2021		6,444,373	1	428,571	1
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(29,903,000)						(29,903,000)
Preferred Return	(8,641,000)		$ 5,738,000		$ 2,903,000		(8,641,000)
Granted (Shares)				2,400
Unit-based compensation				$ 22,000
Forfeited (shares)				(2,400)
Accretion of class C Units to redemption value	(16,396,000)			$ 16,396,000			(16,396,000)
Foreign currency translation adjustment	345,000											345,000
Ending balance, at Mar. 26, 2022	(1,033,208,000)	$ 217,604,000	$ 470,482,000	$ 168,613,000	$ 238,085,000		(1,248,771,000)	$ 217,604,000	$ 470,482,000	$ 168,613,000	$ 238,085,000	$ (2,041,000)
Ending balance (shares) at Mar. 26, 2022		6,444,373	1	428,571	1			6,444,373	1	428,571	1
Beginning balance (shares) at Dec. 31, 2021		1,040,000	8,000,000
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net loss	(2,303,304)						(2,303,304)
Ending balance at Mar. 31, 2022	$ (15,844,544)	$ 104	$ 800			$ 0	$ (15,845,448)
Ending balance (shares) at Mar. 31, 2022		1,040,000	8,000,000

Condensed Statement of Cash Flows - USD ($)	1 Months Ended	3 Months Ended				6 Months Ended		12 Months Ended
Condensed Statement of Cash Flows - USD ($)	Dec. 31, 2020	Mar. 31, 2022	Mar. 26, 2022	Mar. 31, 2021	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Dec. 31, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Sep. 28, 2019
Cash Flows from Operating Activities:
Net loss	$ (18,846)	$ (2,303,304)	$ (29,903,000)	$ (523,923)	$ (26,855,000)	$ (52,956,000)	$ (53,058,000)	$ (6,475,753)	$ (122,314,000)	$ (109,521,000)	$ (104,361,000)	$ (104,361,000)
Adjustments to reconcile net loss to net cash used in operating activities:
Income from investments held in Trust Account		(26,603)		(1,069)				(16,430)
General and administrative expenses paid by related party under note payable				44,617				44,617
Depreciation and amortization						2,774,000	1,825,000		4,491,000	5,734,000	7,353,000
Foreign currency losses						(45,000)	21,000		53,000	33,000	121,000
Losses on sale of assets						4,098,000				51,000
Unit-based compensation						50,000	40,000		97,000	71,000	22,000
Deferred taxes, net										(47,000)
Changes in operating assets and liabilities:
Prepaid expenses	18,846	142,218		(1,422,818)				(853,135)
Due from related party				(84,054)
Due to related party		437,624		(16,726)				507,909
Accounts receivable						(25,606,000)	447,000		(1,619,000)	342,000	(1,128,000)
Inventories						(38,544)	(2,311,000)		(16,817,000)	(5,653,000)	10,370,000
Prepaid expenses and other current assets						(20,949,000)	4,479,000		3,736,000	21,000	1,068,000
Deferred expenses						480,000	(4,385,000)		132,683,000	31,797,000	7,937,000
Other long-term assets						(19,000)	(107,000)		2,313,000	(1,421,000)	(641,000)
Accounts payable		9,554		1,029		26,796,000	1,786,000	188,159	22,169,000	(4,812,000)	7,716,000
Accrued expenses		1,209,519		399,939		(8,764,000)	(9,094,000)	3,221,829	16,187,000	644,000	425,000
Deferred revenue						49,354,000	124,320,000		67,100,000	(39,123,000)	89,249,000
Other long-term liabilities						429,000	6,655,000		1,488,000	(2,423,000)	(946,000)
Net cash used in operating activities		(530,992)		(1,569,553)		(62,902,000)	70,618,000	(3,382,804)	109,567,000	(124,307,000)	17,185,000
Cash Flows from Investing Activities:
Cash deposited in Trust Account				(320,000,000)				(320,000,000)
Purchases of property and equipment						(8,560,000)	(2,562,000)		(12,168,000)	(5,071,000)	(4,327,000)
Proceeds from sale of assets										12,000
Net cash used in investing activities				(320,000,000)		(8,560,000)	(2,562,000)	(320,000,000)	(12,168,000)	(5,059,000)	(4,327,000)
Cash Flows from Financing Activities:
Proceeds from working capital loan – related party		3,000,000
Repayment of note payable to related party				(413,562)				(413,562)
Proceeds received from initial public offering, gross				320,000,000				320,000,000
Proceeds received from private placement				10,400,000				10,400,000
Offering costs paid				(6,430,750)				(5,790,750)
Class B-1 Preferred Unit member contributions										100,000,000
Proceeds from issuance of Class A Common Units						173,796,000
Net cash provided by financing activities		3,000,000		323,555,688		173,796,000		324,195,688		100,000,000
Net increase (decrease) in cash and cash equivalents		2,469,008		1,986,135		102,410,000	68,058,000	812,884	98,370,000	(30,045,000)	12,809,000
Effect of exchange rate changes on cash and cash equivalents						76,000	2,000		971,000	(679,000)	(49,000)
Cash - beginning of the period		812,884				156,634,000	58,264,000		58,264,000	88,309,000	75,500,000
Cash - end of the period		3,281,892	$ 259,044,000	1,986,135	$ 126,322,000	259,044,000	126,322,000	812,884	156,634,000	58,264,000	88,309,000	$ 88,309,000
Supplemental disclosure of noncash investing and financing activities:
Offering costs included in accounts payable	9,000			57,979				6,479
Offering costs included in accrued expenses	100,000	70,000		73,567				73,567
Offering costs paid by related party under note payable	17,550			322,595				322,595
Prepaid expenses paid by Sponsor in exchange for issuance of Class B ordinary shares	$ 25,000
Offering costs included in due to related party								51,500
Reversal of offering costs included in accrued expenses in prior year				100,000				100,000
Prepaid expenses paid by related party through note payable				19,600				19,600
Outstanding accounts payable balance paid by related party under note payable				9,000				9,000
Deferred underwriting commissions		$ 11,200,000		11,200,000				$ 11,200,000
Underwriters' reimbursements in connection with the offering in accounts receivable				$ 640,000
Common Class B-1[Member]
Noncash Investing and Financing Items [Abstract]
Preferred Return						5,807,000	5,531,000		11,061,000	8,748,000	5,356,000
Common Class B [Member]
Noncash Investing and Financing Items [Abstract]
Preferred Return						$ 11,475,000	$ 10,929,000		$ 21,858,000	$ 20,817,000	$ 19,825,000

Description of Organization and Business Operations	3 Months Ended		12 Months Ended
Description of Organization and Business Operations	Mar. 31, 2022	Mar. 26, 2022	Dec. 31, 2021	Sep. 25, 2021
Description of Organization and Business Operations		1. Organization and Operations Warehouse Technologies LLC (the “Company”), headquartered in New Hampshire, is a limited liability company that was formed in December 2006 to make investments in companies that develop new technologies to improve operating efficiencies in modern warehouses. Symbotic LLC (“Symbotic”), a technology company that develops and commercializes innovative technologies for use within warehouse operations and Symbotic Group Holdings, ULC (“Symbotic Canada”) are wholly owned subsidiaries of the Company.		1. Organization and Operations Warehouse Technologies LLC (the “Company”), headquartered in New Hampshire, is a limited liability company that was formed in December 2006 to make investments in companies that develop new technologies to improve operating efficiencies in modern warehouses. Symbotic LLC (“Symbotic”), a technology company that develops and commercializes innovative technologies for use within warehouse operations and Symbotic Group Holdings, ULC (“Symbotic Canada”) are wholly owned subsidiaries of the Company. Risks and Uncertainties The Company is subject to risks common to companies in the markets it serves, including, but not limited to, global economic and financial market conditions, fluctuations in customer demand, acceptance of new products, development by its competitors of new technological innovations, risk of disruption in its supply chain, the implementation of tariffs and export controls, dependence on key personnel, and protection of proprietary technology. The Company has an accumulated deficit of $1,155 million as of September 25, 2021 and has incurred recurring net losses since its inception. As discussed in Note 13, upon written notice, the Preferred Unit holders can redeem all of the outstanding Preferred Units. However, the Preferred Unit holders have confirmed that they will only request redemption of their Preferred Units if the Company is able to make such payments and remain solvent but not prior to February 28, 2023. In April 2021, the Company entered into an amendment to a contract with a customer whereby $185.0 million of guaranteed, non-refundable payments are due to the Company in accordance with the contract, of which $165.0 million has been subsequently received through the date of issuance of these consolidated financial statements, and the remaining guaranteed, non-refundable payments are to be made during the six months following the issuance of these consolidated financial statements. As of September 25, 2021, the Company had cash and cash equivalents of $156.6 million. Based on these factors, the Company believes that its cash and cash equivalents balance, combined with the guaranteed, non-refundable payments due from a customer subsequent to September 25, 2021 as described above will be sufficient to fund its operations for at least the next twelve months from the date of issuance of these consolidated financial statements.
SVF INVESTMENT CORP. 3 [Member]
Description of Organization and Business Operations	Note 1 – Description of Organization and Business Operations SVF Investment Corp. 3, formerly known as SVF Investment III Corp., (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on December 11, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (“Business Combination”). As of March 31, 2022, the Company had not yet commenced operations. All activities for the period from December 11, 2020 (inception) through March 31, 2022 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”), described below, and, subsequent to the Initial Public Offering, identifying a target company for a Business Combination. 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. The Company’s fiscal year end is December 31. The Company’s sponsor is SVF Sponsor III (DE) LLC, a Delaware limited liability company (“Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on March 8, 2021. On March 11, 2021, the Company consummated its Initial Public Offering of 32,000,000 Class A ordinary shares (the “Public Shares”), including the 4,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $320.0 million, and incurring offering costs of approximately $18.1 million, of which approximately $11.2 million was for deferred underwriting commissions (see Note 5). On April 22, 2021, the underwriters made a payment to the Company in an amount of $640,000 to reimburse certain of the expenses in connection with its Initial Public Offering. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 1,040,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $10.4 million (see Note 4). Upon the closing of the Initial Public Offering, management agreed that an amount equal to at least $10.00 per Public Share sold in the Initial Public Offering, including the proceeds of the Private Placement Shares, will be held in a trust account (“Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, or the Investment Company Act, having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Initial Public Offering and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company’s initial Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time the Company signs a definitive agreement in connection with the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. F -6 The Company provides its holders of the Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (at $10.00 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 6). All of the Public Shares contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the initial Business Combination and in connection with certain amendments to the Company’s Amended and Restated Memorandum and Articles of Association. In accordance with SEC and its guidance on redeemable equity instruments, which has been codified in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480-10-S99, redemption provisions not solely within the control of a company require ordinary shares subject to redemption to be classified outside of permanent equity. Given that the Public Shares will be issued with Public Warrants, the initial carrying value of ordinary shares classified as temporary equity will be the allocated proceeds determined in accordance with FASB ASC 470-20. The Public Shares are subject to FASB ASC 480-10-S99. If it is probable that the equity instrument will become redeemable, the Company has the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to recognize the changes immediately. The ordinary shares subject to possible redemption are recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to the amended and restated memorandum and articles of association which will be adopted by the Company upon the consummation of the Initial Public Offering (the “Amended and Restated Memorandum and Articles of Association”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (the “SEC”), and file tender offer documents with the SEC prior to completing a Business Combination. If, however, a shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the holders of the Founder Shares prior to this Initial Public Offering (the “Initial Shareholders”) agreed to vote their Founder Shares (as defined in Note 4) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the Initial Shareholders agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. In addition, the Company agreed not to enter into a definitive agreement regarding an initial Business Combination without the prior consent of the Sponsor. Notwithstanding the foregoing, the Company’s Amended and Restated Memorandum and Articles of Association will provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, executive officers, directors and director nominees agreed not to propose an amendment to the Company’s Amended and Restated Memorandum and Articles of Association that would affect the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or March 11, 2023 (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not 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 earned on the funds held in the Trust Account and not previously released to the Company to pay its income taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii), to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. In connection with the redemption of 100% of the Company’s outstanding Public Shares for a portion of the funds held in the Trust Account, each holder will receive a full pro rata portion of the amount then in the Trust Account, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes payable (less up to $100,000 of interest to pay dissolution expenses). The Initial Shareholders agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Shareholders should acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters agreed to waive their rights to their deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed that it will be liable to the Company 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 has entered into a written letter of intent, confidentiality or other 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 taxes payable, 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 the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Proposed Business Combination On December 12, 2021, (a) the Company and Saturn Acquisition (DE) Corp. (“Merger Sub”), a wholly owned subsidiary of the Company, entered into an Agreement and Plan of Merger (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”) with Warehouse Technologies LLC (“Warehouse”) and Symbotic Holdings LLC, a wholly owned subsidiary of Warehouse (“Symbotic Holdings”), and (b) Warehouse and Symbotic Holdings entered into an Agreement and Plan of Merger (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Company Merger Agreement”). If the Company Merger Agreement, the Merger Agreement, the transactions contemplated thereby are adopted by the Company’s shareholders and Warehouse’s unitholders, as applicable, (i) Warehouse will merge with and into Symbotic Holdings, with Symbotic Holdings surviving the merger (sometimes hereinafter referred to as “Interim Symbotic”) and (ii) immediately thereafter, Merger Sub will merge with and into Interim Symbotic (the “Merger,” and, together with the Domestication and the other transactions contemplated by the Merger Agreement, the “Business Combination”), with Interim Symbotic surviving the merger as a subsidiary of the Company (“New Symbotic Holdings”). Prior to the consummation of the Merger, the Company will transfer by way of continuation from the Cayman Islands and domesticate as a Delaware corporation (the “Domestication”). Following the Domestication and simultaneously with the Business Combination, the Company will change its corporate name to “Symbotic Inc.” (the “Post-Combination Company” or “Symbotic Inc.”). In connection with the execution of the Merger Agreement, the Company entered into Subscription Agreements (the “Subscription Agreements”) with certain parties subscribing for shares of the Post-Combination Company’s Class A ordinary share (the “Subscribers”) pursuant to which the Subscribers have agreed to purchase, and the Company has agreed to sell the Subscribers, an aggregate of 20,500,000 shares of the Post-Combination Company’s Class A ordinary share, at a purchase price of $10.00 per share for an aggregate purchase price of $205,000,000. The obligations to consummate the transactions contemplated by the Subscription Agreements are conditioned upon, among other things, customary closing conditions and the consummation of the transactions contemplated by the Merger Agreement. Each Surviving Company Common Unit may be redeemed by the holder for shares of Surviving Pubco Class A Ordinary share (or an equivalent amount in cash, at the option of the Surviving Company, subject to the provisions of the limited liability company agreement of the Surviving Company) at a value equal to the arithmetic mean of the volume-weighted average price of a share of Surviving Pubco Class A Ordinary share for the full five trading days ending prior to the redemption date, subject to certain exceptions. Upon such redemption, a number of shares of Surviving Pubco Class V-3 Ordinary share or Surviving Pubco Class V-1 Ordinary share, as applicable, equal to the number of redeemed Surviving Company Common Units, will be transferred to the Surviving Pubco and cancelled by the Surviving Pubco. Pursuant to the terms of the Merger Agreement, the Company is required to cause the shares of Surviving Pubco Class A Ordinary share to be issued in connection with the transactions contemplated by the Merger Agreement (the “Transactions”) to be listed on the NASDAQ prior to the date of the Closing and to be eligible for continued listing on NASDAQ immediately following the Closing (as if the listing were a new initial listing by an issuer that had never been listed prior to the Closing). Refer to the Current Report on Form 8-K, filed with the SEC on December 13, 2021 for additional information. On May 9, 2022, the U.S. Securities and Exchange Commission (the “SEC”), declared the registration statement on Form S-4 (as amended, the “Registration Statement”), which includes a proxy statement/prospectus in connection with the Transactions effective and the Company has scheduled an extraordinary general meeting on June 3, 2022 at 9:00 am to approve the Business Combination and related proposals. SVF and Symbotic expect to close the Business Combination promptly after the Special Meeting, subject to SVF’s shareholder approval and other customary closing conditions. For additional information related to the Transactions, please see final proxy statement/prospectus filed with the SEC on May 9, 2022. Liquidity and Going Concern As of March 31, 2022, the Company had approximately $3.3 million in its operating bank account and working capital deficit of approximately $4.7 million. Prior to the completion of the Initial Public Offering, the Company’s liquidity needs were satisfied through the payment by the Company’s Sponsor of $25,000 for certain offering costs on the Company’s behalf in exchange for the issuance of the Founder Shares, and borrowings under the Company’s promissory note with its Sponsor of $300,000 as well as additional advances of approximately $114,000. The Company fully repaid the Note balance and the advance from the Sponsor as of March 15, 2021. Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company’s liquidity needs were satisfied with a portion of the proceeds of $10.4 million from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is not obligated to, provide the Company Working Capital Loans (see Note 4). On August 10, 2021 the Sponsor agreed to loan the Company $2.0 million as the Working Capital Loan. On November 9, 2021 the Sponsor and the Company agreed to amend this loan to increase the commitment by $1.0 million. As of March 31, 2022 there was $3.0 million drawn on the Working Capital Loan. As of December 31, 2021 there were no amounts outstanding under any Working Capital Loans. In connection with the Company’s assessment of going concern considerations management has determined that the mandatory liquidation and subsequent dissolution if the Company is unable to complete a Business Combination with 24 months from closing of the Initial Public Offering, or March 11, 2023, raises substantial doubt about the Company’s ability to continue as a going concern for a period of time which is considered to be one year from the issuance of these financial statements. The condensed consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. Risks and Uncertainties Management is continuing to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and/or search for a target company, the specific impact is not readily determinable as of the date of the condensed consolidated financial statements. The condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.		Note 1—Description of Organization and Business Operations SVF Investment Corp. 3, formerly known as SVF Investment III Corp., (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on December 11, 2020. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (“Business Combination”). As of December 31, 2021, the Company had not yet commenced operations. All activities for the period from December 11, 2020 (inception) through December 31, 2021 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”), described below, and, subsequent to the Initial Public Offering, identifying a target company for a Business Combination. 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. The Company’s fiscal year end is December 31. The Company’s sponsor is SVF Sponsor III (DE) LLC, a Delaware limited liability company (“Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on March 8, 2021. On March 11, 2021, the Company consummated its Initial Public Offering of 32,000,000 Class A ordinary shares (the “Public Shares”), including the 4,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $320.0 million, and incurring offering costs of approximately $18.1 million, of which approximately $11.2 million was for deferred underwriting commissions (see Note 5). On April 22, 2021, the underwriters made a payment to the Company in an amount of $640,000 to reimburse certain of the expenses in connection with its Initial Public Offering. Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 1,040,000 Class A ordinary shares (the “Private Placement Shares”), at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $10.4 million (see Note 4). Upon the closing of the Initial Public Offering, management agreed that an amount equal to at least $10.00 per Public Share sold in the Initial Public Offering, including the proceeds of the Private Placement Shares, will be held in a trust account (“Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act of 1940, as amended, or the Investment Company Act, having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account as described below. The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Initial Public Offering and the sale of Private Placement Shares, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company’s initial Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time the Company signs a definitive agreement in connection with the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company provides its holders of the Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (at $10.00 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share amount to be distributed to Public Shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 7). All of the Public Shares contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the initial Business Combination and in connection with certain amendments to the Company’s Amended and Restated Memorandum and Articles of Association. In accordance with SEC and its guidance on redeemable equity instruments, which has been codified in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480-10-S99, redemption provisions not solely within the control of a company require ordinary shares subject to redemption to be classified outside of permanent equity. Given that the Public Shares will be issued with Public Warrants, the initial carrying value of ordinary shares classified as temporary equity will be the allocated proceeds determined in accordance with FASB ASC 470-20. The Public Shares are subject to FASB ASC 480-10-S99. If it is probable that the equity instrument will become redeemable, the Company has the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to recognize the changes immediately. The ordinary shares subject to possible redemption are recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to the amended and restated memorandum and articles of association which will be adopted by the Company upon the consummation of the Initial Public Offering (the “Amended and Restated Memorandum and Articles of Association”), conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (the “SEC”), and file tender offer documents with the SEC prior to completing a Business Combination. If, however, a shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the holders of the Founder Shares prior to this Initial Public Offering (the “Initial Shareholders”) agreed to vote their Founder Shares (as defined in Note 5) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the Initial Shareholders agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. In addition, the Company agreed not to enter into a definitive agreement regarding an initial Business Combination without the prior consent of the Sponsor. Notwithstanding the foregoing, the Company’s Amended and Restated Memorandum and Articles of Association will provide that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A ordinary shares sold in the Initial Public Offering, without the prior consent of the Company. The Company’s Sponsor, executive officers, directors and director nominees agreed not to propose an amendment to the Company’s Amended and Restated Memorandum and Articles of Association that would affect the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Shareholders with the opportunity to redeem their Class A ordinary shares in conjunction with any such amendment. If the Company is unable to complete a Business Combination within 24 months from the closing of the Initial Public Offering, or March 11, 2023 (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not 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 earned on the funds held in the Trust Account and not previously released to the Company to fund Regulatory Withdrawals (as defined in the Company’s Amended and Restated Memorandum and Articles of Association), subject to an annual limit of $250,000, for a maximum of 24 months and/or to pay its income taxes, if any (less up to $100,000 of interest to pay dissolution expenses), divided by the number of the then-outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii), to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. In connection with the redemption of 100% of the Company’s outstanding Public Shares for a portion of the funds held in the Trust Account, each holder will receive a full pro rata portion of the amount then in the Trust Account, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes payable (less up to $100,000 of interest to pay dissolution expenses). The Initial Shareholders agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Shareholders should acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriters agreed to waive their rights to their deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed that it will be liable to the Company 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 has entered into a written letter of intent, confidentiality or other 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 taxes payable, 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 the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Proposed Business Combination On December 12, 2021, (a) the Company and Saturn Acquisition (DE) Corp. (“Merger Sub”), a wholly owned subsidiary of the Company, entered into an Agreement and Plan of Merger (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”) with Warehouse Technologies LLC (“Warehouse”) and Symbotic Holdings LLC, a wholly owned subsidiary of Warehouse (“Symbotic Holdings”), and (b) Warehouse and Symbotic Holdings entered into an Agreement and Plan of Merger (as it may be amended, restated, supplemented or otherwise modified from time to time, the “Company Merger Agreement”). If the Company Merger Agreement, the Merger Agreement, the transactions contemplated thereby are adopted by the Company’s shareholders and Warehouse’s unitholders, as applicable, (i) Warehouse will merge with and into Symbotic Holdings, with Symbotic Holdings surviving the merger (sometimes hereinafter referred to as “Interim Symbotic”) and (ii) immediately thereafter, Merger Sub will merge with and into Interim Symbotic (the “Merger,” and, together with the Domestication and the other transactions contemplated by the Merger Agreement, the “Business Combination”), with Interim Symbotic surviving the merger as a subsidiary of the Post-Combination Company (“New Symbotic Holdings”). Prior to the consummation of the Merger, the Company will transfer by way of continuation from the Cayman Islands and domesticate as a Delaware corporation (the “Domestication”). Following the Domestication and simultaneously with the Business Combination, the Company will change its corporate name to “Symbotic Inc.” (the “Post-Combination Company” or “Symbotic Inc.”). In connection with the execution of the Merger Agreement, the Company entered into Subscription Agreements (the “Subscription Agreements”) with certain parties subscribing for shares of the Post-Combination Company’s Class A common stock (the “Subscribers”) pursuant to which the Subscribers have agreed to purchase, and the Company has agreed to sell the Subscribers, an aggregate of 20,500,000 shares of the Post-Combination Company’s Class A common stock, at a purchase price of $10.00 per share for an aggregate purchase price of $205,000,000. The obligations to consummate the transactions contemplated by the Subscription Agreements are conditioned upon, among other things, customary closing conditions and the consummation of the transactions contemplated by the Merger Agreement. Each Surviving Company Common Unit may be redeemed by the holder for shares of Surviving Pubco Class A Common Stock (or an equivalent amount in cash, at the option of the Surviving Company, subject to the provisions of the limited liability company agreement of the Surviving Company) at a value equal to the arithmetic mean of the volume-weighted average price of a share of Surviving Pubco Class A Common Stock for the full five trading days ending prior to the redemption date, subject to certain exceptions. Upon such redemption, a number of shares of Surviving Pubco Class V-3 Common Stock or Surviving Pubco Class V-1 Common Stock, as applicable, equal to the number of redeemed Surviving Company Common Units, will be transferred to the Surviving Pubco and cancelled by the Surviving Pubco. Pursuant to the terms of the Merger Agreement, the Company is required to cause the shares of Surviving Pubco Class A Common Stock to be issued in connection with the transactions contemplated by the Merger Agreement (the “ Transactions ”) to be listed on the NASDAQ prior to the date of the Closing and to be eligible for continued listing on NASDAQ immediately following the Closing (as if the listing were a new initial listing by an issuer that had never been listed prior to the Closing). Refer to the Current Report on Form 8-K, filed with the SEC on December 13, 2021 for additional information. Liquidity and Going Concern As of December 31, 2021, the Company had approximately $813,000 in its operating bank account and working capital deficit of approximately $2.5 million. Prior to the completion of the Initial Public Offering, the Company’s liquidity needs were satisfied through the payment by the Company’s Sponsor of $25,000 for certain offering costs on the Company’s behalf in exchange for the issuance of the Founder Shares, and borrowings under the Company’s promissory note with its Sponsor of $300,000 as well as additional advances of approximately $114,000. The Company fully repaid the Note balance and the advance from the Sponsor as of December 31, 2021. Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company’s liquidity needs were satisfied with a portion of the proceeds of $10.4 million from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is not obligated to, provide the Company Working Capital Loans (see Note 4). On August 10, 2021 the Sponsor agreed to loan the Company $2.0 million as the Working Capital Loan. On November 9, 2021 the Sponsor and the Company agreed to amend this loan to increase the commitment by $1.0 million. As of December 31, 2021 and December 31, 2020, there were no amounts outstanding under any Working Capital Loans. In connection with the Company’s assessment of going concern considerations management has determined that the mandatory liquidation and subsequent dissolution if the Company is unable to complete a Business Combination with 24 months from closing of the Initial Public Offering, or March 11, 2023, raises substantial doubt about the Company’s ability to continue as a going concern for a period of time which is considered to be one year from the issuance of these financial statements. The consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. Risks and Uncertainties Management continues to evaluate 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 financial statements. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Organization and Operations	3 Months Ended	12 Months Ended
Organization and Operations	Mar. 26, 2022	Sep. 25, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Operations	1. Organization and Operations Warehouse Technologies LLC (the “Company”), headquartered in New Hampshire, is a limited liability company that was formed in December 2006 to make investments in companies that develop new technologies to improve operating efficiencies in modern warehouses. Symbotic LLC (“Symbotic”), a technology company that develops and commercializes innovative technologies for use within warehouse operations and Symbotic Group Holdings, ULC (“Symbotic Canada”) are wholly owned subsidiaries of the Company.	1. Organization and Operations Warehouse Technologies LLC (the “Company”), headquartered in New Hampshire, is a limited liability company that was formed in December 2006 to make investments in companies that develop new technologies to improve operating efficiencies in modern warehouses. Symbotic LLC (“Symbotic”), a technology company that develops and commercializes innovative technologies for use within warehouse operations and Symbotic Group Holdings, ULC (“Symbotic Canada”) are wholly owned subsidiaries of the Company. Risks and Uncertainties The Company is subject to risks common to companies in the markets it serves, including, but not limited to, global economic and financial market conditions, fluctuations in customer demand, acceptance of new products, development by its competitors of new technological innovations, risk of disruption in its supply chain, the implementation of tariffs and export controls, dependence on key personnel, and protection of proprietary technology. The Company has an accumulated deficit of $1,155 million as of September 25, 2021 and has incurred recurring net losses since its inception. As discussed in Note 13, upon written notice, the Preferred Unit holders can redeem all of the outstanding Preferred Units. However, the Preferred Unit holders have confirmed that they will only request redemption of their Preferred Units if the Company is able to make such payments and remain solvent but not prior to February 28, 2023. In April 2021, the Company entered into an amendment to a contract with a customer whereby $185.0 million of guaranteed, non-refundable payments are due to the Company in accordance with the contract, of which $165.0 million has been subsequently received through the date of issuance of these consolidated financial statements, and the remaining guaranteed, non-refundable payments are to be made during the six months following the issuance of these consolidated financial statements. As of September 25, 2021, the Company had cash and cash equivalents of $156.6 million. Based on these factors, the Company believes that its cash and cash equivalents balance, combined with the guaranteed, non-refundable payments due from a customer subsequent to September 25, 2021 as described above will be sufficient to fund its operations for at least the next twelve months from the date of issuance of these consolidated financial statements.

Basis of Presentation and Summary of Significant Accounting Policies

3 Months Ended

6 Months Ended

12 Months Ended

Mar. 31, 2022

Mar. 26, 2022

Dec. 31, 2021

Sep. 25, 2021

2. Summary of Significant Accounting Policies

Basis of Presentation and Consolidation

The accompanying unaudited consolidated financial statements have been prepared in U.S. dollars, in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Certain information and note disclosures normally included in the annual financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes thereto as of and for the year ended September 25, 2021.

The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries and reflect all adjustments (consisting solely of normal, recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim periods presented. All intercompany balances and transactions have been eliminated in consolidation. The results of operations for the interim periods presented are not necessarily indicative of the results to be expected for any future period or the entire fiscal year.

The Company operates and reports using a

52-53

Use of Estimates

The preparation of unaudited consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses, and the amounts disclosed in the related notes to the consolidated financial statements. Actual results and outcomes may differ materially from management’s estimates, judgments, and assumptions. Significant estimates, judgments, and assumptions used in these financial statements include, but are not limited to, those related to revenue, useful lives and realizability of long-lived assets, accounting for income taxes and related valuation allowances, and the fair value of certain unit-based awards issued. Estimates are periodically reviewed in light of changes in circumstances, facts, and experience.

The

COVID-19

pandemic has resulted in a sustained global slowdown of economic activity that has decreased demand for a broad variety of goods and services, including from our customers. While we have not experienced significant disruptions from the

COVID-19

pandemic during the first two quarters of fiscal 2022, we are unable to accurately predict the extent to which the

COVID-19

pandemic may impact our business, results of operations, and financial condition going forward. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. As of the date of issuance of these financial statements, we are not aware of any specific event or circumstance that would require us to update our estimates, assumptions, and judgments or revise the carrying value of our assets or liabilities. These estimates may change as new events occur and additional information is obtained and will be recognized in the

consolidated financial statements as soon as they become known. Actual results could differ from those estimates and any such differences may be material to our financial statements.

Significant Accounting Policies

The Company’s significant accounting policies are described in Note 2,

Summary of Significant Accounting Policies

, to the audited consolidated financial statements and related notes thereto as of and for the year ended September 25, 2021. There have been no material changes to the significant accounting policies during the six month period ended March 26, 2022.

Recently Issued Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that recently issued standards, which are not yet effective, will not have a material impact on the Company’s consolidated financial statements upon adoption.

2. Summary of Significant Accounting Policies

Basis of Presentation and Foreign Currency Translation

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

The functional currency for the Company’s foreign subsidiaries is based on the subsidiaries’ financial and operational environment and is the applicable local currency of the subsidiary. For the Company’s subsidiaries that transact in a functional currency other than the U.S. dollar, assets and liabilities are translated into U.S. dollars at

period-end

foreign exchange rates. Revenue and expenses are translated into U.S. dollars at the average foreign exchange rates for the period. Translation adjustments are excluded from the determination of net income and are recorded in accumulated other comprehensive income (loss), a separate component of members’ deficit.

Certain transactions of the Company and its subsidiaries are denominated in currencies other than the functional currency. Foreign currency transaction losses were $0.1 million for the year ended September 25, 2021, less than $0.1 million for the year ended September 26, 2020, and $0.1 million for the year ended September 28, 2019, and were recorded within other income, net on the consolidated statements of operations.

The Company operates and reports using a

52-53

week fiscal year ending on the last Saturday closest to September 30. Accordingly, the Company’s fiscal quarters end on the last Saturday that falls closest to the last day of the third month of each quarter. The fiscal years ended September 25, 2021, September 26, 2020, and September 28, 2019 were

52-week

periods.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates, judgments, and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses, and the amounts disclosed in the related notes to the consolidated financial statements. Actual results and outcomes may differ materially from management’s estimates, judgments, and assumptions. Significant estimates, judgments, and assumptions used in these financial statements include, but are not limited to, those related to revenue, useful lives and realizability of long-lived assets, accounting for income taxes and related valuation allowances, and the fair value of certain unit-based awards issued. Estimates are periodically reviewed in light of changes in circumstances, facts, and experience.

The

COVID-19

pandemic during the year ended September 26, 2021, we are unable to accurately predict the extent to which the

COVID-19

Operating Segments

The Company operates as one operating segment. Operating segments are defined as components of an enterprise for which separate financial information is regularly evaluated by the chief operating decision maker (“CODM”), which is the Company’s chief executive officer, in deciding how to allocate resources and assess performance. The Company’s CODM evaluates the Company’s financial information and resources and assesses the performance of these resources on a consolidated basis. The Company is not organized by market and is managed and operated as one business. A single management team that reports to the chief executive officer comprehensively manages the entire business. Accordingly, the Company does not accumulate discrete financial information with respect to separate divisions and does not have separate operating or reportable segments. Since the Company operates in one operating segment, all required financial segment information can be found in the consolidated financial statements.

Cash and Cash Equivalents

Cash and cash equivalents consist of cash and highly liquid investments that are readily convertible into cash and have original maturities of three months or less at the date of purchase. The Company invests its excess cash primarily in money market funds or demand deposit accounts of major financial institutions. Accordingly, the Company’s cash and cash equivalents are subject to minimal credit and market risk. The Company’s cash and cash equivalents are carried at cost, which approximates fair value.

Accounts Receivable

Accounts receivable consists primarily of trade receivables from customers. The Company estimates the allowance for doubtful accounts for accounts receivable based on the aging of the receivables, customer financial statements, historical collection experience, existing economic conditions, and other available information. The Company had no allowances for doubtful accounts at September 25, 2021, September 26, 2020, and September 28, 2019.

Concentrations of Credit Risk and Significant Customers

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable.

The Company’s cash and cash equivalents are generally held with large financial institutions. Although the Company’s deposits may exceed federally insured limits, the financial institutions that the Company uses have high investment-grade credit ratings and, as a result, the Company believes that, as of September 25, 2021, its risk relating to deposits exceeding federally insured limits was not significant.

The Company has no significant

off-balance

sheet risk such as foreign exchange contracts, options contracts, or other hedging arrangements.

The Company believes its credit policies are prudent and reflect normal industry terms and business risk. The Company generally does not require collateral from its customers and generally requires payment 30 days from the invoice date. For each of the years ended September 25, 2021, September 26, 2020, and September 28, 2019, there were two customers that accounted for 10% or more of total revenue. In the aggregate, the top two customers accounted for approximately 95%, 87%, and 80%, of the Company’s total revenue for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively. Individually, the top two customers accounted for approximately 67% and 28%, 45% and 43%, and 59% and 21% of the Company’s total revenue for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively. At September 25, 2021 and September 26, 2020, four customers accounted for 100% of the Company’s accounts receivable balance. At September 25, 2021, individually these four customers accounted for approximately 97%, 1%, 1%, and 1% of the Company’s accounts receivable balance. At September 26, 2020, individually these four customers accounted for approximately 14%, 44%, 26%, and 16% of the Company’s accounts receivable balance. The concentration in the volume of business transacted with these customers may lead to a material impact on the Company’s results from operations if a total or partial loss of the business relationship were to occur. As of the date of issuance of these financial statements, the Company is not aware of any specific event or circumstance which would result in a material adverse impact to its results of operations or liquidity and financial condition.

Fair Value Measurements

The Company’s financial instruments consist of cash and cash equivalents, accounts receivable, and accounts payable. The carrying amounts of these financial instruments approximate their fair value due to their short-term nature.

Inventories

Inventories are stated at the lower of cost or net realizable value. Cost approximates actual cost on a

first-in,

first-out

basis. Adjustments to reduce the cost of inventory to its net realizable value are made, if required, for estimated excess, obsolete, or impaired balances. At the point of the loss recognition, a new, lower cost basis for that inventory is established, and subsequent changes in facts and circumstances do not result in the restoration or increase in that newly established cost basis.

Property and Equipment

Property and equipment include purchases of items with a

per-unit

value greater than $2,000 and an estimated useful life greater than one year. Property and equipment are recorded at cost upon acquisition. Depreciation is computed using the straight-line method and depreciation expense is allocated between cost of revenue, research and development expenses, and selling, general, and administrative expenses on the statements of operations over the following estimated useful lives:


		Estimated Useful Life
Computer equipment and software, furniture and fixtures, and test equipment		3-5 years
Leasehold improvements		Shorter of estimated useful life or remaining term of the lease

Expenditures that improve or extend the life of an asset are capitalized while repairs and maintenance expenditures are expensed as incurred. The Company periodically reviews the estimated useful lives of property and equipment. Changes to the estimated useful lives are recorded prospectively from the date of the change. As assets are retired or sold, the related cost and accumulated depreciation are removed from the accounts, and any resulting gain or loss is included in loss from operations.

Acquired Intangible Assets and Long-Lived Assets

Acquired intangible assets consist of customer relationships and trademarks. Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives.

The Company periodically evaluates the recoverability of its long-lived assets, such as property and equipment and intangible assets, whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. If circumstances require a long-lived asset or asset group to be tested for impairment, then assets are required to be grouped and evaluated at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of assets. If the carrying amount of the assets exceeds the expected future undiscounted net cash flows to be generated by the assets, then an impairment charge is recognized to the extent the carrying amount of the asset exceeds its fair value. No impairment losses were recognized in the years ended September 25, 2021, September 26, 2020, and September 28, 2019.

Revenue Recognition

On September 29, 2019, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”)

2014-09,

Revenue from Contracts with Customers

(“Topic 606”) using the modified retrospective method applied to those contracts which were not completed as of the adoption date and all new contracts initiated on or after the adoption date. Revenue is recorded in accordance with the five-step model set forth by Topic 606, which involves identification of the contract, identification of performance obligations in the contract, determination of the transaction price, allocation of the transaction price to the previously identified performance obligations, and revenue recognition as the performance obligations are satisfied.

The adoption of Topic 606 did not result in a cumulative prior period adjustment to the opening balance of accumulated deficit. Further, it did not have a material impact on the timing or amount of revenue recognized in comparison to Topic 605,

Revenue Recognition

with customers that can include various combinations of services to design and install the Systems. These services are generally distinct and accounted for as separate performance obligations. As a result, each customer contract may contain multiple performance obligations. The Company determines whether performance obligations are distinct based on whether the customer can benefit from the product or service on its own or together with other resources that are readily available and whether the Company’s commitment to provide the services to the customer is separately identifiable from other obligations in the contract.

The Company has identified the following distinct performance obligations in its contracts with customers:

Systems

: The Company designs, assembles, and installs modular hardware systems and performs configuration of embedded software. Systems include the delivery of hardware and an embedded software component, sold as either a perpetual or term-based

on-premise

license, that automate customers’ depalletizing, storage, selection, and palletization warehousing processes. The modular hardware and embedded software are each not capable of being distinct because a customer cannot benefit from the hardware or software on their own. Accordingly, they are treated as a single performance obligation. Fees for systems are typically fixed or cost-plus fixed fee amounts that are due based on the achievement of a variety of milestones beginning at contract inception through final acceptance. The substantial majority of the Company’s embedded software component is sold as a perpetual

on-premise

license; however, the Company does sell an immaterial amount of term-based

on-premise

licenses.

Software subscriptions

: Software subscriptions refer to support services that provide the customer with technical support, updates, and upgrades to the embedded software license. Fees for the software subscription service are typically payable in advance on a quarterly, or annual basis over the term of the software subscription service contract, which term can range from one to 15 years but, for a substantial majority of our software subscriptions, is 15 years.

Operation services

: The Company provides the customer with assistance operating the system and ensuring user experience is optimized for efficiency and effectiveness. Fees for operation services are typically invoiced to customers on a time and materials basis monthly in arrears or using a fixed fee structure.

The Company recognizes revenue upon transfer of control of promised goods or services in a contract with a customer, generally as title and risk of loss pass to the customer, in an amount that reflects the consideration the Company expects to receive in exchange for those products or services. Revenue is recognized only to the extent that it is probable that a significant reversal of revenue will not occur and when collection is considered probable. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined its contracts do not include a significant financing component. Taxes collected from customers, which are subsequently remitted to governmental authorities, are excluded from revenue. Shipping and handling costs billed to customers are included in revenue and the related costs are included in cost of revenue when control transfers to the customer. The Company presents amounts collected from customers for sales and other taxes net of the related amounts remitted.

For contracts that contain multiple performance obligations, the transaction price is allocated to each performance obligation based on a relative standalone selling price (“SSP”) when available. If standalone selling price is not available, the Company estimates the standalone selling price of each performance obligation, which is generally based on an expected cost plus a margin approach.

The design, assembly, and installation of a system includes substantive customer-specified acceptance criteria that allow the customer to accept or reject systems that do not meet the customer’s specifications. When the Company cannot objectively determine that acceptance criteria will be met upon contract inception, revenue relating to systems is deferred and recognized at a point in time upon final acceptance from the customer. If acceptance can be reasonably certain upon contract inception, revenue is recognized over time based on an input method, using a

cost-to-cost

measure of progress. During fiscal year 2021, the Company has been able to objectively determine that acceptance criteria will be met upon contract inception, and as such, for contracts with

customers entered into during fiscal year 2021, revenue related to systems is accounted for over time as described above. For all other contracts with customers entered into prior to fiscal year 2021, revenue relating to systems is deferred and recognized at a point in time upon final acceptance, which is when the customer has obtained control of the system.

The transaction price is allocated to the software subscription service performance obligation based on the respective SSP. The allocated amount is then recognized ratably over the term of the software subscription service contract. Operation services revenue is recognized over time as the services are performed and costs are incurred.

Contract liabilities consist of deferred revenue. Deferred revenue is recorded when the Company has a right to invoice or payments have been received for undelivered products or services, or in situations where revenue recognition criteria have not been met. Deferred revenue that will be recognized during the succeeding

12-month

period is recorded as current deferred revenue, and the remaining portion is recorded as long-term deferred revenue.

Costs to fulfill a contract are presented as deferred expenses on the consolidated balance sheets and consist of costs incurred by the Company to fulfill its obligations under a contract once it is obtained, but before transferring goods or services to the customer. These costs relate directly to a contract that the Company can specifically identify, are costs to generate or enhance resources of the Company that are used in satisfying performance obligations and are costs which are expected to be recovered. Accordingly, these costs are recognized on the consolidated balance sheets as an asset and are recognized consistent with the pattern of the transfer of the goods or services to which the asset relates. For all contracts, the Company recognizes anticipated contract losses as a charge to cost of revenue as soon as they become evident. As of September 25, 2021, there were no anticipated contract losses recorded in accrued expenses on the consolidated balance sheets.

The Company’s warehouse automation system generally provides for a limited warranty that promises customers that delivered products are as specified. The Company’s standard warranty provides for repair or replacement of the associated system parts during the warranty period. The Company records estimated warranty costs in the period the related revenue is recognized based on historical experience or expectations of future costs to repair or replace. Actual results could differ from these estimates, which could cause increases or decreases in warranty reserves in future periods.

The Company has not deferred sales commissions and other costs to obtain a contract because such amounts that would qualify for deferral are not material.

An allowance for future sales returns is established based on historical trends in product return rates. There was no allowance for future sales returns at September 25, 2021, September 26, 2020, and September 28, 2019.

For periods prior to September 29, 2019, the Company recognized revenue in accordance with Topic 605. Under Topic 605, revenue was recognized when all the following were met: (i) persuasive evidence of an arrangement existed, (ii) delivery had occurred or services had been performed, (iii) the sales price was fixed or determinable, and (iv) collectability was probable. There were no material differences between Topic 605 and Topic 606 relating to the timing or amount of revenue recognized.

Warrant Transactions

On April 30, 2021, the Company and Walmart Inc. (“Walmart”) entered into a Subscription Agreement (the “Subscription Agreement”), in which the Company has agreed to issue to Walmart warrants to acquire up to an aggregate of 714,022 shares of the Company’s Class A Units, subject to certain vesting conditions. Warrants equivalent to 6.5% of the Company’s outstanding and issuable Common Units, or 446,741 units, vested upon the signing of the Subscription Agreement. Warrants equivalent to up to 3.5% of the Company’s outstanding and

issuable Common Units, or 267,281 units, may vest in connection with conditions defined by the terms of the Warrant, as Walmart makes additional expenditures to the Company in connection with the Subscription Agreement. Upon vesting, units may be acquired at an exercise price of $389.03. The right to purchase units in connection with the Subscription Agreement expires on April 30, 2031.

The warrant units granted to Walmart are accounted for as equity instruments and measured in accordance with ASC 718,

Compensation—Stock Compensation

. These instruments are classified in the consolidated statements of operations in accordance with ASC 606,

Revenue from Contracts with Customers

, and ASU

2019-08,

Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606)

(“ASU

2019-08”).

For awards granted to a customer which are not in exchange for distinct goods or services, the fair value of the awards earned based on service or performance conditions is recorded as a reduction of the transaction price, in accordance with ASC 606. To determine the fair value of the warrants in accordance with ASC 718, the Company used pricing models based in part on assumptions for which management is required to use judgment. Based on the fair value of the awards, the Company determines the amount of warrant expense based on the customer’s

pro-rata

achievement of vesting conditions, which is recorded as a reduction to the transaction price.

Research and Development Expenses

Costs incurred in the research and development of the Company’s products are expensed as incurred. Research and development costs include personnel, contracted services, materials, and indirect costs involved in the design and development of new products and services, as well as depreciation expense.

Selling, General, and Administrative Expenses

Selling, general, and administrative expenses include all costs that are not directly related to satisfaction of customer contracts or research and development. Selling, general, and administrative expenses include items for the Company’s selling and administrative functions, such as sales, finance, legal, human resources, and information technology support. These functions include costs for items such as salaries and benefits and other personnel-related costs, maintenance and supplies, professional fees for external legal, accounting, and other consulting services, intangible asset amortization, and depreciation expense.

Unit-based Compensation

Unit-based compensation cost is measured at the grant date, based on the estimated fair value of the award, and is recognized as expense over the vesting period of the award. The Company recognizes the effect

of pre-vesting forfeitures

as they occur. The Company classifies unit-based compensation expense in its consolidated statements of operations in the same manner in which the award recipient’s salary and related costs are classified.

Income Taxes

The Company is a multimember limited liability company and is treated as a partnership for U.S. federal and state income tax purposes. The Company makes no provision for U.S. federal or state income taxes. The Company’s Canadian entities, however, are subject to certain Canadian federal and provincial income taxes; thus, any income taxes reported in these consolidated financial statements relate to the Company’s Canadian jurisdictions (see Note 8 for further discussion).

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. 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 includes the enactment date. A valuation allowance is established against net deferred tax assets if, based on the weight of available evidence, it is more likely than not that some or all of the net deferred tax assets will not be realized.

The Company accounts for uncertain tax positions using a

two-step

approach. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount which is more than 50 percent likely of being realized upon ultimate settlement.

Recently Adopted Accounting Pronouncements

In November 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

No. 2019-08,

Codification improvements—Share-Based Consideration payable to a Customer (“ASU

2019-08”).

ASU

2019-08

requires entities to measure and classify share-based payments that are granted to a customer in conjunction with a revenue arrangement and are not in exchange for a distinct good or service in accordance with FASB ASC 718, Compensation – Stock Compensation. The Company adopted ASU

2019-08

on September 27, 2020. Accordingly, warrants to purchase Class A Units issued to Walmart Inc. in April 2021 have been accounted for under ASU

2019-08.

Refer to the warrant transactions policy above and Note 15 for additional information.

In May 2014, the FASB issued ASU

No. 2014-09,

Revenue from Contracts with Customers (Topic 606). The ASU provided amended guidance on the recognition of revenue from contracts with customers. The new standard established a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes substantially all of the previous revenue recognition guidance, including industry-specific guidance. The new standard requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further, the new standard requires additional disclosures to help enable users of the financial statements to better understand the nature, amount, timing, risks, and judgments related to revenue recognition and related cash flows from contracts with customers. Concurrently, the FASB issued guidance on the accounting for costs to fulfill or obtain a customer contract. On September 29, 2019, the Company adopted the guidance using the modified retrospective method applied to those contracts that were not completed as of the adoption date. Adoption of the new standard did not result in a cumulative prior period adjustment and did not have a material impact on the timing or amount of revenue recognized. Refer to the revenue recognition policy above and Note 3 for the required disclosures related to the impact of adopting this standard and a discussion of the Company’s updated policies related to revenue recognition.

Recently Issued Accounting Pronouncements

In February 2016, the FASB issued ASU No.

2016-02,

Leases

. The ASU requires lessees to recognize the assets and liabilities on their balance sheet for the rights and obligations created by most leases and continue to recognize expenses on their income statements over the lease term. Assuming the Company continues to qualify as an Emerging Growth Company (“EGC”), the guidance is effective for annual reporting periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company is in the process of aggregating and evaluating lease arrangements and implementing new processes. The Company expects the adoption will result in a material increase in its assets and liabilities upon adoption. The impact on the Company’s results of operations and cash flows is not expected to be material.

In June 2016, the FASB issued ASU

No. 2016-13,

Measurement of Credit Losses on Financial Instruments

, which amends the impairment model by requiring entities to use a forward-looking approach based on expected losses rather than incurred losses to estimate credit losses on certain types of financial instruments. This may result in the earlier recognition of allowances for losses. Assuming the Company continues to qualify as an EGC, the guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company does not expect the new standard to have a material impact on its consolidated financial statements.

In August 2018, the FASB issued ASU

No. 2018-15,

Intangibles—Goodwill and

Other—Internal-Use

Software

. The ASU aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain

internal-use

software (and hosting arrangements that include an internal use software license). Assuming the Company continues to qualify as an EGC, the guidance is effective for fiscal years beginning after December 15, 2020, and for interim periods within fiscal years beginning after December 15, 2021, with early adoption permitted. The Company does not expect the new standard to have a material impact on its consolidated financial statements.

In December 2019, the FASB issued ASU

No. 2019-12,

Income Taxes—Simplifying the Accounting for Income Taxes

. The ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles as well as clarifying and amending existing guidance to improve consistent application. Assuming the Company continues to qualify as an EGC, the guidance is effective for fiscal years beginning after December 15, 2021, and for interim periods within fiscal years beginning after December 15, 2022, with early adoption permitted. The Company does not expect the new standard to have a material impact on its consolidated financial statements.

Other recent accounting pronouncements that are or will be applicable to the Company did not, or are not expected to, have a material impact on the Company’s present or future financial statements.

Basis of Presentation and Summary of Significant Accounting Policies

Note 2 — Basis of Presentation and Summary of Significant Policies

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements are presented in U.S. dollars and in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by GAAP. In the opinion

of management, the condensed consolidated financial statements reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the balances and results for the periods presented. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected through December 31, 2022.

The accompanying condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Annual Report on Form

10-K

filed by the Company with the SEC on March 23, 2022.

Emerging Growth Company Status

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the JOBS Act, and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, 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 an emerging growth 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 consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

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, liabilities and expenses at the date of the condensed financial statements. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

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 had no cash equivalents held outside the Trust Account as of March 31, 2022 and December 31, 2021.

Concentration of Credit Risk

coverage limit of $250,000 and investments held in the Trust Account. As of March 31, 2022 and December 31, 2021, the Company had not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Investments Held in the Trust Account

The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the accompanying balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities is included in income from investments held in Trust Account in the accompanying statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities equal or approximate the carrying amounts represented in the accompanying condensed balance sheets.

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 consist of:

•

Level 1, defined as observable inputs such as quoted prices 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.

As of March

2022

and December

2021

the carrying values of cash, prepaid expense, due from related party, accounts payable, accrued expenses, and working capital loan—related party approximate their fair values due to the short-term nature of the instruments. The fair value of investments held in Trust Account is determined using quoted prices in active markets.

Offering Costs Associated with the Initial Public Offering

Offering costs consist of legal, accounting, underwriting and other costs incurred that were directly related to the Initial Public Offering. Offering costs were allocated between the Private Placement Shares and the Public Shares based on a relative fair value basis, compared to total proceeds received. Additionally, at the Initial Public Offering, offering costs allocated to the Public Shares were charged against temporary equity and offering costs allocated to the Private Placement Shares were charged against shareholders’ deficit. Deferred underwriting commissions are classified as

non-current

liabilities as their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature 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) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ deficit. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at the Initial Public Offering and as of March 31, 2022 and December 31, 2021, 32,000,000 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s condensed balance sheets.

The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of the Class A ordinary shares subject to possible redemption to equal the redemption value at the end of each reporting period. Effective with the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable shares of Class A ordinary shares resulted in charges against additional

paid-in

capital and accumulated deficit.

Income Taxes

The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes” (“ASC 740”) which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

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. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

The Company is considered an exempted Cayman Islands Company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.

Net Loss Per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Income and losses are shared pro rata between Class A ordinary shares subject to possible redemption and

non-redeemable

ordinary shares. Net loss per ordinary share is calculated by dividing the net loss by the weighted-average number of ordinary shares outstanding for the respective period.

Non-redeemable

ordinary shares include Founder Shares and Private Placement Shares as these shares do not have any redemption features. Diluted net loss per share is the same as basic net loss per share for the three months ended March 31, 2022 and 2021. Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value.

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Three Months Ended March 31, 2022						For the Three Months Ended March 31, 2021
	Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares			Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(1,795,949	)	$	(507,355	)	$	(261,798	)	$	(262,125	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		32,000,000			9,040,000			7,466,667			7,476,000

Basic and diluted net loss per ordinary share	$	(0.06	)	$	(0.06	)	$	(0.04	)	$	(0.04	)

Recently Issued Accounting Standards

Our management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying unaudited condensed consolidated financial statements.

Note 2—Basis of Presentation and Summary of Significant Policies

Basis of presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”).

Emerging Growth Company Status

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 consolidated financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

Use of Estimates

The preparation of consolidated 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, liabilities and expenses at the date of the financial statements.

Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

Cash and Cash Equivalents

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 Corporation coverage limit of $250,000 and investments held in the Trust Account. As of December 31, 2021 and 2020, the Company had not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Investments Held in Trust Account

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities equal or approximate the carrying amounts represented in the accompanying balance sheets.

Fair Value Measurements

•

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

•

As of December 31, 2021 and 2020, the carrying values of cash, prepaid expense, due from related party, accounts payable, accrued expenses, due to related party and note payable to related party approximate their fair values due to the short-term nature of the instruments. The fair value of investments held in Trust Account is determined using quoted prices in active markets.

Offering Costs Associated with the Initial Public Offering

Offering costs consist of legal, accounting, underwriting and other costs incurred that were directly related to the Initial Public Offering. Offering costs were allocated between the Private Placement Shares and the Public Shares based on a relative fair value basis, compared to total proceeds received. Additionally, at the Initial Public Offering, offering costs allocated to the Public Shares were charged against temporary equity and offering costs allocated to the Private Placement Shares were charged against shareholders’ equity (deficit). Deferred underwriting commissions are classified as

non-current

liabilities as their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature 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) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity (deficit). The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at the Initial

Public

Offering and as of December 31, 2021, 32,000,000 Class A ordinary shares subject to possible redemption are presented as temporary equity, outside of the shareholders’ equity (deficit) section of the Company’s balance sheets.

additional paid-in

capital and accumulated deficit. As of December 31, 2021, the Company recorded an adjustment to present the redeemable Class A ordinary shares at redemption value of $17,455,524, of which $10,407,979 was recorded against additional

paid-in

capital and $7,047,545 was recorded in accumulated deficit.

Income Taxes

more-likely-than-not

to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

Net Loss per Ordinary Share

non-redeemable

ordinary shares. Net loss per ordinary share is calculated by dividing the net loss by the weighted-average number of ordinary shares outstanding for the respective period. Non-redeemable ordinary shares include Founder Shares and Private Placement Shares as these shares do not have any redemption features. Diluted net loss per share is the same as basic net loss per share for the Year Ended December 31, 2021 and for the period from December 11, 2020 (inception) through December 31, 2020. Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value.

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Year Ended December 31, 2021						For the period from December 11, 2020 (inception) through December 31, 2020
	Class A ordinary shares			non-redeemable ordinary shares			Class A ordinary shares		non-redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(4,856,235	)	$	(1,619,518	)	$	—	$	(18,846	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		25,950,685			8,654,356			0		7,000,000	(1)

Basic and diluted net loss per ordinary share	$	(0.19	)	$	(0.19	)	$	—	$	(0.00	)

(1)	This number excludes an aggregate of up to 1,000,000 Class B ordinary shares (other than the founder shares transferred to the two independent directors) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. (see Note 5)

Recent Accounting Pronouncements

In August 2020, the FASB issued Accounting Standards Update

(“ASU”) No. 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”

(“ASU 2020-06”),

effective for fiscal years beginning after December 15, 2023 for emerging growth companies, which simplified accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removed certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplified the diluted earnings per share calculation in certain areas. The provisions of ASU 2020-06 are applicable for fiscal years beginning after December 15, 2023, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company early adopted

ASU 2020-06 on

January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

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

Initial Public Offering	3 Months Ended	12 Months Ended
Initial Public Offering	Mar. 31, 2022	Dec. 31, 2021
SVF INVESTMENT CORP 3 [Member]
Initial Public Offering	Note 3 — Initial Public Offering On March 11, 2021, the Company consummated its Initial Public Offering of 32,000,000 Public Shares, including the 4,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $320.0 million, and incurring offering costs of approximately $18.1 million, of which approximately $11.2 million was for deferred underwriting commissions. On April 22, 2021, the underwriters made a payment to the Company in an amount of $640,000 to reimburse certain of the expenses in connection with its Initial Public Offering. Of the 32,000,000 Public Shares, an aggregate of 112,500 Public Shares was purchased by certain of the Company’s directors and officers (the “Affiliated Shares”).	Note 3—Initial Public Offering On March 11, 2021, the Company consummated its Initial Public Offering of 32,000,000 Public Shares, including the 4,000,000 Public Shares as a result of the underwriters’ full exercise of their over-allotment option, at an offering price of $10.00 per Public Share, generating gross proceeds of $320.0 million, and incurring offering costs of approximately $18.1 million, of which approximately $11.2 million was for deferred underwriting commissions. On April 22, 2021, the underwriters made a payment to the Company in an amount of $640,000 to reimburse certain of the expenses in connection with its Initial Public Offering. Of the 32,000,000 Public Shares, an aggregate of 112,500 Public Shares was purchased by certain of the Company’s directors and officers (the “Affiliated Shares”).

Revenue

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Revenue from Contract with Customer [Abstract]

3. Revenue

The Company generates revenue through its design and installation of modular inventory management systems (the “Systems”) to automate customers’ depalletizing, storage, selection, and palletization warehousing processes. The Systems have both a hardware component and an embedded software component that enables the system to be programmed to operate within specific customer environments. The Company enters into contracts with customers that can include various combinations of services to design and install the Systems. These services are generally distinct and accounted for as separate performance obligations. As a result, each customer contract may contain multiple performance obligations. The Company determines whether performance obligations are distinct based on whether the customer can benefit from the product or service on its own or together with other resources that are readily available and whether the Company’s commitment to provide the services to the customer is separately identifiable from other obligations in the contract.

cost-to-cost

measure of progress. During fiscal year 2021, the Company was able to objectively determine that acceptance criteria will be met upon contract inception, and as such, for contracts with customers entered into during fiscal year 2021 and fiscal year 2022, revenue related to systems is accounted for over time as described above. For all other contracts with customers entered into prior to fiscal year 2021, revenue relating to systems is deferred and recognized at a point in time upon final acceptance, which is when the customer has obtained control of the system.

Disaggregation of Revenue

The Company provides disaggregation of revenue based on product and service type on the consolidated statements of operations as it believes these categories best depict how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors.

Contract Balances

The following table provides information about accounts receivable and contract liabilities from contracts with customers (in thousands):


	Period Ended
	March 26, 2022		September 25, 2021
Accounts receivable	$	28,598	$	63,370
Contract liabilities	$	469,078	$	475,956

The change in the opening and closing balances of the Company’s contract liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. The Company’s performance obligations are typically satisfied over time as work is performed. Payment from customers can vary, and is often received in advance of satisfaction of the performance obligations, resulting in a contract liability balance. During the six months ended March 26, 2022 and March 27, 2021, the Company recognized $140.6 million and $3.0 million, respectively, of the contract liability balance as revenue upon transfer of the products or services to customers.

Remaining Performance Obligations

Remaining performance obligations represent the aggregate amount of the transaction price allocated to performance obligations not delivered, or partially undelivered, at the end of the reporting period. Remaining performance obligations include deferred revenue plus unbilled amounts not yet recorded in deferred revenue. Remaining performance obligation estimates are subject to change and are affected by several factors, including terminations, changes in scope of contracts, periodic revalidation, adjustments for revenue that have not materialized, and adjustments for currency. For contracts with a duration of greater than one year, the transaction price allocated to performance obligations that are unsatisfied as of March 26, 2022 was $5.2 billion, which is primarily comprised of undelivered or partially undelivered Systems under contract, and which a substantial majority relates to undelivered or partially undelivered Systems in connection with the Master Automation Agreement with Walmart to implement systems in 25 of Walmart’s 42 regional distribution centers. The definition of remaining performance obligations excludes: (i) any variable consideration, and (ii) those contracts that provide the customer with the right to cancel or terminate the contract without incurring a substantial penalty. The Company expects to recognize approximately 12% of its remaining performance obligations as revenue in the next 12 months. Subsequently, approximately 46% of the remaining performance obligations is expected to be recognized as revenue through fiscal year 2025, and the remaining 42% is expected to be recognized as revenue through fiscal year 2028. The Company does not disclose the value of remaining performance obligations for contracts with an original expected duration of one year or less.

Significant Customers

For the three months ended March 26, 2022, there was one customer that individually accounted for 10% or more of total revenue, which represented 92% of the Company’s total revenue. For the three months ended March 27, 2021, there was one customer that individually accounted for 10% or more of total revenue, which represented 77% of the Company’s total revenue. For the six months ended March 26, 2022, there was one customer that individually accounted for 10% or more of total revenue, which represented 90% of the Company’s total revenue. For the six months ended March 27, 2021, there were three customers that individually accounted for

10% or more of total revenue, which in the aggregate represented 89% of the Company’s total revenue. For the six months ended March 27, 2021, the

three

customers that accounted for 10% or more of total revenue individually accounted for 65%, 13%, and 11% of the Company’s total revenue. At March 26, 2022, there were two customers that accounted for 98% of the Company’s accounts receivable balance, and four customers that accounted for 100% of the Company’s accounts receivable balance at September 25, 2021. At March 26, 2022, individually these two customers accounted for approximately 65% and 33% of the Company’s accounts receivable balance. At September 25, 2021, individually these four customers accounted for approximately 97%, 1%, 1%, and 1% of the Company’s accounts receivable balance. The concentration in the volume of business transacted with these customers may lead to a material impact on the Company’s results from operations if a total or partial loss of the business relationship were to occur. As of the date of the issuance of these financial statements, the Company is not aware of any specific event or circumstance which would result in a material adverse impact to its results of operations or liquidity and financial

condition.

3. Revenue

Disaggregation of Revenue

Contract Balances

The following table provides information about accounts receivable and contract liabilities from contracts with customers (in thousands):


	September 25, 2021		September 26, 2020
Accounts receivable	$	63,370	$	2,489
Contract liabilities	$	475,956	$	380,779

The change in the opening and closing balances of the Company’s contract liabilities primarily results from the timing difference between the Company’s performance and the customer’s payment. The Company’s performance obligations are typically satisfied over time as work is performed. Payment from customers can vary, and is often received in advance of satisfaction of the performance obligations, resulting in a contract liability balance. During the years ended September 25, 2021 and September 26, 2020, the Company recognized $120.3 million and $72.6 million, respectively, of the contract liability balance as revenue upon transfer of the products or services to customers.

Remaining Performance Obligations

Remaining performance obligations represent the aggregate amount of the transaction price allocated to performance obligations not delivered, or partially undelivered, at the end of the reporting period. Remaining performance obligations include deferred revenue plus unbilled amounts not yet recorded in deferred revenue. Remaining performance obligation estimates are subject to change and are affected by several factors, including terminations, changes in scope of contracts, periodic revalidation, adjustments for revenue that have not materialized, and adjustments for currency. For contracts with a duration of greater than one year, the transaction price allocated to performance obligations that are unsatisfied as of September 25, 2021 was $5.4 billion, which is primarily comprised of undelivered or partially undelivered Systems under contract, and which a substantial majority relates to undelivered or partially undelivered Systems in connection with the Master Automation Agreement with Walmart to implement systems in 25 of Walmart’s 42 regional distribution centers. The definition of remaining performance obligations excludes: (i) any variable consideration, and (ii) those contracts that provide the customer with the right to cancel or terminate the contract without incurring a substantial penalty. The Company expects to recognize approximately 8% of its remaining performance obligations as revenue in the next 12 months. Subsequently, approximately 53% of the remaining performance obligations is expected to be recognized as revenue through fiscal year 2025, and the remaining 39% is expected to be recognized as revenue through fiscal year 2028. The Company does not disclose the value of remaining performance obligations for contracts with an original expected duration of one year or less.

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.

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Lessee, Operating Leases [Text Block]

Related Party Transactions	3 Months Ended	6 Months Ended	12 Months Ended
Related Party Transactions	Mar. 31, 2022	Mar. 26, 2022	Dec. 31, 2021	Sep. 25, 2021
Related Party Transactions		7. Related Party Transactions Insurance Coverage The Company is covered under the C&S Wholesale Grocers, Inc. (“C&S”) workers’ compensation, general liability, auto liability risk, and technology errors and omissions insurance which C&S manages through the utilization of high deductible insurance policies. C&S is an affiliate of the Company as both entities are controlled by the same individual, collectively with certain family members and certain affiliated entities and trusts of the individual and his family members. The Company paid $0.6 million and $0.4 million to C&S related to this insurance coverage during the three months ended March 26, 2022 and March 27, 2021, respectively, and $1.0 million and $0.9 million during the six months ended March 26, 2022 and March 27, 2021, respectively. The amounts were expensed to operations as incurred. Customer Contracts The Company has customer contracts with C&S relating to software maintenance services and the operations of a warehouse automation system. Revenue of $0.9 million and $0.7 million and cost of revenue of $0.6 million and $0.7 million was recognized for the three months ended March 26, 2022 and March 27, 2021, respectively, relating to these customer contracts. Revenue of $1.7 million and $1.3 million and cost of revenue of $1.1 million and $1.2 million was recognized for the six months ended March 26, 2022 and March 27, 2021, respectively, relating to these customer contracts. There were no accounts receivable due from C&S at March 26, 2022 and September 25, 2021. There was less than $0.1 million of deferred revenue relating to contracts with C&S at March 26, 2022 and $0.5 million of deferred revenue relating to contracts with C&S at September 25, 2021.		11. Related Party Transactions Insurance Coverage The Company is covered under the C&S Wholesale Grocers, Inc. (“C&S”) workers’ compensation, general liability, auto liability risk, and technology errors and omissions insurance which C&S manages through the utilization of high deductible insurance policies. C&S is an affiliate of the Company as the same individual, certain of his family members and certain affiliated entities and trusts of the individual and his family members, in the aggregate, control both entities. The Company paid $1.8 million, $1.6 million, and $1.5 million to C&S related to this insurance coverage during the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively. The amounts were expensed to operations as incurred. Credit Agreement On September 28, 2018, C&S entered into a credit agreement (the “2018 Credit Agreement”) with Bank of America, N.A., which replaced and superseded a previous credit agreement. The 2018 Credit Agreement consists of a $1.5 billion revolving credit facility, including a $300.0 million letter of credit sub-limit and a $150 million swingline loan limit. The 2018 Credit Agreement includes an accordion feature which gives C&S the ability to increase the commitments under the 2018 Credit Agreement by up to $750 million, subject to certain conditions. The Company was not primarily responsible for the obligations under the 2018 Credit Agreement and only had joint and several liability as guarantor after a default of C&S and certain of its affiliates. On June 27, 2020, an amendment was executed which released the Company from being a named guarantor for the 2018 Credit Agreement, leaving only C&S and certain affiliates as the remaining guarantors. As a result, the Company had no liabilities associated with the 2018 Credit Agreement reported on its consolidated balance sheets. Senior Secured Notes On July 10, 2014, an entity affiliated with C&S issued $400.0 million in 5.375% Senior Secured Notes with a maturity date of July 15, 2022 (the “2022 Notes”). The Company was not primarily responsible for the obligations under the 2022 Notes and only had joint and several liability as guarantor after a default of the C&S and certain of its affiliates. As a result, the Company has no liabilities associated with the 2022 Notes reported on its consolidated balance sheets. On March 23, 2020, the 2022 Notes were redeemed in advance of their maturity date. Customer Contracts The Company has customer contracts with C&S relating to software maintenance services and the operations of a warehouse automation system. Revenue of $2.9 million, $2.4 million, and $2.9 million and cost of revenue of $2.2 million, $2.1 million, $2.7 million was recognized for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively, relating to these customer contracts. There were no accounts receivable due from C&S at September 25, 2021 and September 26, 2020. There was $0.5 million of deferred revenue relating to contracts with C&S at September 25, 2021 and no deferred revenue relating to contracts with C&S at September 26, 2020.
SVF INVESTMENT CORP 3 [Member]
Related Party Transactions	Note 4 — Related Party Transactions Founder Shares On December 14, 2020, the Company issued 2,875,000 Class B ordinary shares to the Sponsor in exchange for the payment of $25,000 from the Sponsor to cover for certain expenses on behalf of the Company. On January 29, 2021, the Company effected a share dividend of 12,125,000 Class B ordinary shares, which was retroactively restated to 2020, and on February 3, 2021 and February 26, 2021, the Sponsor surrendered 5,000,000 and 2,000,000 Class B ordinary shares for no consideration, respectively. The share dividend and share surrender resulted in an aggregate of 8,000,000 Class B ordinary shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share capitalization as of December 11, 2020 (inception). The holders of the Founder Shares agreed to forfeit up to an aggregate of 1,000,000 Founder Shares, on a pro rata basis, to the extent that the option to purchase additional shares was not exercised in full by the underwriters, so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering (excluding the Private Placement Shares and the Forward Purchase Shares). The underwriters fully exercised the over-allotment option on March 11, 2021; thus, these 1,000,000 Founder Shares are no longer subject to forfeiture. The Initial Shareholders agreed not to transfer, assign or sell any of their Founder Shares and the Forward Purchase Investor agreed not to transfer, assign or sell any of its Forward Purchase Shares until the earlier to occur of (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property. Prior to closing the Initial Public Offering, in February 2021, the Sponsor transferred 100,000 shares of our Class B ordinary shares to the Company’s independent directors. Subsequent to the IPO, in April 2021, the Sponsor transferred an additional 50,000 shares of our Class B ordinary shares to a Company independent director (the “Transferred Shares”), which was estimated to be fair valued at approximately $834,000 or $5.56 per Founder Share. The Transferred Shares shall vest upon the Company consummating an Initial Business Combination. The sale or transfers of the Founders Shares to members of the Company’s the board of directors, as described above, is within the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Founders Shares were effectively sold or transferred subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founders Shares is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. A business combination is not probable until it is completed. Stock-based compensation would be recognized at the date a Business Combination is considered probable in an amount equal to the number of Founders Shares times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founders Shares. As of March 31, 2022, the Company determined that a Business Combination is not considered probable until the business combination is completed, and therefore, no stock-based compensation expense has been recognized. Private Placement Shares Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 1,040,000 Private Placement Shares, at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $10.4 million. In addition, the Sponsor, officers and directors, or their respective affiliates will be reimbursed for any out-of-pocket expenses incurred in connection with activities on the Company’s behalf such as identifying potential target businesses and performing due diligence on suitable Business Combinations. The Company’s audit committee will review on a quarterly basis all payments that were made by the Company to the Sponsor, executive officers or directors, or their affiliates. Any such payments prior to an initial Business Combination will be made using funds held outside the Trust Account. In addition to the administrative services agreement fee of $130,000 and $100,000 (as noted above) approximately $867,000, and $459,000 is due to the Sponsor’s affiliates for reimbursements of expenses and is included in due to related party on the accompanying condensed balance sheets as of March 31, 2022 and December 31, 2021, respectively. A portion of the proceeds from the Private Placement Shares was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement share 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 Shares will be worthless. The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination, as such are considered non-redeemable and presented as permanent equity in the Company’s condensed balance sheets. Related Party Loans On December 14, 2020, the Sponsor agreed to loan the Company up to $300,000 pursuant to a promissory note (the “Note”). The Note was non-interest bearing, unsecured and due upon the closing of the Initial Public Offering. As of March 11, 2021, the Company fully borrowed $300,000 under the Note. In addition, the Sponsor also advanced approximately $114,000 to the Company. The Company fully repaid the Note balance and the advance from the Sponsor, for a total of approximately $414,000, on March 15, 2021. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor, members of the Company’s founding team or any of their affiliates 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 will 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. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $2.0 million of such Working Capital Loans may be convertible into shares of the post Business Combination entity at a price of $10.00 per share. The shares would be identical to the Private Placement Shares. On August 10, 2021 the Sponsor agreed to loan the Company $2.0 million as the Working Capital Loan. On November 9, 2021 the Sponsor and the Company agreed to amend this loan to increase the commitment by $1.0 million. The Company has determined that the conversion feature does not require bifurcation as an embedded derivative and as such the carrying value of the loan would be recognized at cost and presented as a liability on the accompanying condensed balance sheets. As of March 31, 2022 there was $3.0 million under the Working Capital Loan. As of December 31, 2021 there were no amounts outstanding under any Working Capital Loans. Administrative Service Agreement Commencing on the date that the Company’s securities were first listed on the NASDAQ through the earlier of consummation of the initial Business Combination and the liquidation, the Company agreed to pay the Sponsor $10,000 per month for office space, secretarial and administrative services provided to the Company by an affiliate of the Sponsor. The Company incurred $30,000 and $10,000 in such fees included as general and administrative expenses to related party on the accompanying unaudited condensed consolidated statements of operations for three months ended March 31, 2022 and 2021, respectively. As of March 31, 2022 $130,000 was due to the Sponsor and is included in due to related party on the accompanying condensed balance sheets. As December 31, 2021 $100,000 was due to the Sponsor and was included in the due to related party on the accompanying condensed balance sheets.		Note 4—Related Party Transactions Founder Shares On December 14, 2020, the Company issued 2,875,000 Class B ordinary shares to the Sponsor in exchange for the payment of $25,000 from the Sponsor to cover for certain expenses on behalf of the Company. On January 29, 2021, the Company effected a share dividend of 12,125,000 Class B ordinary shares, which was retroactively restated to 2020, and on February 3, 2021 and February 26, 2021, the Sponsor surrendered 5,000,000 and 2,000,000 Class B ordinary shares for no consideration, respectively. The share dividend and share surrender resulted in an aggregate of 8,000,000 Class B ordinary shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share capitalization as of December 11, 2020 (inception). The holders of the Founder Shares agreed to forfeit up to an aggregate of 1,000,000 Founder Shares, on a pro rata basis, to the extent that the option to purchase additional shares was not exercised in full by the underwriters, so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering (excluding the Private Placement Shares and the Forward Purchase Shares). The underwriters fully exercised the over-allotment option on March 11, 2021; thus, these 1,000,000 Founder Shares are no longer subject to forfeiture. The Initial Shareholders agreed not to transfer, assign or sell any of their Founder Shares and the Forward Purchase Investor agreed not to transfer, assign or sell any of its Forward Purchase Shares until the earlier to occur of (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, or (y) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their ordinary shares for cash, securities or other property. Prior to closing the Initial Public Offering, in February 2021, the Sponsor transferred 100,000 shares of our Class B ordinary shares to the Company’s independent directors. Subsequent to the IPO, in April 2021, the Sponsor transferred an additional 50,000 shares of our Class B ordinary shares to a Company independent director (the “Transferred Shares”). The Transferred Shares shall vest upon the Company consummating an Initial Business Combination. The sale or transfers of the Founders Shares to members of the Company’s the board of directors, as described above, is within the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Founders Shares were effectively sold or transferred subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founders Shares is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. A business combination is not probable until it is completed. Stock-based compensation would be recognized at the date a Business Combination is considered probable in an amount equal to the number of Founders Shares times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founders Shares. As of December 31, 2021, the Company determined that a Business Combination is not considered probable until the business combination is completed, and therefore, no stock-based compensation expense has been recognized. Private Placement Shares Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 1,040,000 Private Placement Shares, at a price of $10.00 per Private Placement Share to the Sponsor, generating gross proceeds of $10.4 million. A portion of the proceeds from the Private Placement Shares was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement share 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 Shares will be worthless. The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the initial Business Combination, as such are considered non-redeemable and presented as permanent equity in the Company’s balance sheets. Related Party Loans On December 14, 2020, the Sponsor agreed to loan the Company up to $300,000 pursuant to a promissory note (the “Note”). The Note was non-interest bearing, unsecured and due upon the closing of the Initial Public Offering. As of March 11, 2021, the Company fully borrowed $300,000 under the Note. In addition, the Sponsor also advanced approximately $114,000 to the Company. The Company fully repaid the Note balance and the advance from the Sponsor, for a total of approximately $414,000, on March 15, 2021. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor, members of the Company’s founding team or any of their affiliates 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 will 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. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $2.0 million of such Working Capital Loans may be convertible into shares of the post Business Combination entity at a price of $10.00 per share. The shares would be identical to the Private Placement Shares. 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. On August 10, 2021 the Sponsor agreed to loan the Company $2.0 million as the Working Capital Loan. On November 9, 2021 the Sponsor and the Company agreed to amend this loan to increase the commitment by $1.0 million. As of December 31, 2021 and 2020, the Company had no borrowings under the Working Capital Loans. Administrative Services Agreement Commencing on the date that the Company’s securities were first listed on the NASDAQ through the earlier of consummation of the initial Business Combination and the liquidation, the Company agreed to pay the Sponsor $10,000 per month for office space, secretarial and administrative services provided to the Company by an affiliate of the Sponsor. The Company incurred $100,000 in such fees included as general and administrative expenses to related party on the accompanying audited statements of operations for the year ended December 31, 2021. As of December 31, 2021, $100,000 is due to the Sponsor and is included in due to related party on the accompanying balance sheets. There was no balance due to related party at December 31, 2020. In addition, the Sponsor, officers and directors, or their respective affiliates will be reimbursed for any out-of-pocket expenses incurred in connection with activities on the Company’s behalf such as identifying potential target businesses and performing due diligence on suitable Business Combinations. The Company’s audit committee will review on a quarterly basis all payments that were made by the Company to the Sponsor, executive officers or directors, or their affiliates. Any such payments prior to an initial Business Combination will be made using funds held outside the Trust Account. In addition to the administrative services agreement fee of $ 100,000 (as noted above) approximately 459,000 , is due to the Sponsor’s affiliates for reimbursements of expenses and is included in due to related party on the accompanying balance sheets as of December 31, 2021 . There was no balance due to related party at December 31,2020 .

Leases

12 Months Ended

Sep. 25, 2021

Leases [Abstract]

4. Leases

The Company leases certain real estate under noncancelable operating leases. These leases expire at various dates through December 2025.

Net rental expense under operating leases amounted to $2.3 million $2.0 million, and $1.9 million for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively.

Future minimum lease payments under the noncancelable operating leases as of September 25, 2021 are as follows (in thousands):


	Total
Fiscal year 2022	$	2,396
Fiscal year 2023		2,316
Fiscal year 2024		2,367
Fiscal year 2025		2,069
Fiscal year 2026 and thereafter		581

Total future minimum payments	$	9,729

Commitments and Contingencies

3 Months Ended

6 Months Ended

12 Months Ended

Mar. 31, 2022

Mar. 26, 2022

Dec. 31, 2021

Sep. 25, 2021

Commitments and Contingencies

8. Commitments and Contingencies

Contingencies

reasonably estimated. As of March 26, 2022, the Company had made appropriate provisions related to such matters and does not believe that such matters will have a material adverse effect on the Company’s consolidated operations, financial position, or liquidity.

Indemnifications

In the ordinary course of business, the Company enters into various contracts under which it may agree to indemnify other parties for losses incurred from certain events as defined in the relevant contract, such as litigation, regulatory penalties, or claims relating to past performance. Such indemnification obligations may not be subject to maximum loss clauses. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification obligations. As a result, the Company believes the estimated fair value of these obligations is minimal. Accordingly, the Company has no liabilities recorded for these obligations as of March 26, 2022 and September 25, 2021.

Warranty

The Company provides a limited warranty on its warehouse automation systems and has established a reserve for warranty obligations based on estimated warranty costs. The reserve is included as part of accrued expenses and other long-term liabilities in the accompanying consolidated balance sheets.

Activity related to the warranty accrual was as follows (in thousands):


	Three Months Ended					Six Months Ended
	March 26, 2022			March 27, 2021		March 26, 2022			March 27, 2021
Balance at beginning of period	$	3,970		$	—	$	3,735		$	—
Provision		452			—		1,373			—
Warranty usage		(32	)		—		(718	)		—

Balance at end of period	$	4,390		$	—	$	4,390		$	—

12. Commitments and Contingencies

Purchase Obligations

The Company has contractual obligations to purchase goods or services, which specify significant terms, including fixed or minimum quantities to be purchased and fixed minimum, or variable price provisions. The majority of the purchase commitments covered by these arrangements are for periods of less than one year and aggregate to approximately $202.1 million as of September 25, 2021.

Lease Commitments

The Company leases certain of its facilities under operating leases expiring in various years through 2025. Refer to Note 4 for a schedule of future lease payments under noncancelable leases as of September 25, 2021.

Warranty

The Company provides a limited warranty on its warehouse automation system and has established a reserve for warranty obligations based on estimated warranty costs. The reserve is included as part of accrued expenses and other long-term liabilities in the accompanying consolidated balance sheets.

Activity related to the warranty accrual was as follows (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Balance at beginning of period	$	—		$	450		$	—
Provision		4,652			—			1,750
Warranty usage		(917	)		(450	)		(1,300	)

Balance at end of period	$	3,735		$	—		$	450

Contingencies

Liabilities for any loss contingencies arising from claims, assessments, litigation, fines, penalties, and other matters are recorded when it is probable that the liability has been incurred and the amount of the liability can be reasonably estimated. As of September 25, 2021, the Company had made appropriate provisions related to such matters and does not believe that such matters will have a material adverse effect on the Company’s consolidated operations, financial position, or liquidity.

Indemnifications

be subject to maximum loss clauses. The Company has never incurred costs to defend lawsuits or settle claims related to these indemnification obligations. As a result, the Company believes the estimated fair value of these obligations is not material. Accordingly, the Company has no liabilities recorded for these obligations as of September 25, 2021 and September 26, 2020.

Commitments and Contingencies

Note 5 — Commitments and Contingencies

Registration and Shareholder Rights

The holders of the Founder Shares, Private Placement Shares, and any shares that may be issued upon conversion of Working Capital Loans (and any Class A ordinary shares issuable upon conversion of the Founder Shares) were entitled to registration rights pursuant to a registration and shareholder rights agreement signed upon the effective date of the Initial Public Offering. The holders of these securities were entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders had certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The Company granted the underwriters a

45-day

option from the date of the prospectus to purchase up to 4,000,000 additional shares at the Initial Public Offering price less the underwriting discounts and commissions.

The underwriters fully exercised the over-allotment option on March 11, 2021. The underwriters were entitled to an underwriting discount of $0.20 per unit, or $6.4 million in the aggregate, paid upon the closing of the Initial Public Offering. In addition, $0.35 per unit, or approximately $11.2 million in the aggregate will be payable to the underwriters for deferred underwriting commissions. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. On April 22, 2021, the underwriters made a payment to the Company in an amount of $640,000 to reimburse certain of the expenses in connection with its Initial Public Offering.

Forward Purchase Agreement

The Company entered into a forward purchase agreement (a “Forward Purchase Agreement”) with SVF II SPAC Investment 3 (DE) LLC (the “Forward Purchase Investor”), which provides for the purchase of $150 million forward purchase shares (the “Forward Purchase Shares”), for $10.00 per share, in a private placement to close substantially concurrently with the closing of the initial Business Combination. The Forward Purchase Agreement also provides that the Forward Purchase Investor may elect to purchase up to an additional $50 million of Forward Purchase Shares, for a purchase price of $10.00 per share. Any elections to purchase up to 5,000,000 additional Forward Purchase Shares will take place in one or more private placements in such amounts and at such time as the Forward Purchase Investor determine, but no later than simultaneously with the closing of the initial Business Combination. The Company and the Forward Purchase Investor may determine, by mutual agreement, to increase the number of additional Forward Purchase Shares at any time prior to the initial Business Combination. The obligations under the Forward Purchase Agreement do not depend on whether

any

Class A ordinary shares are redeemed by the Public Shareholders. The forward purchase securities will be issued only in connection with the closing of
the initial Business Combination. The proceeds from the sale of forward purchase securities may be used as part of the consideration to the sellers in the
initial Business Combination, expenses in connection with the initial Business Combination or for working capital in the post-transaction company. On
March 23, 2022, the Forward Purchase Investor elected to purchase an additional $50 million of Forward Purchase Shares, for a purchase price of
$10.00 per share, subject to and on the terms set out in such election and the Forward Purchase Agreement. The Forward Purchase Agreement should be
classified within shareholders’ deficit, and the Forward Purchase Agreement is considered indexed to the Company’s own share under ASC Topic
815-40, Derivatives and Hedging - Contracts in Entity’s Own Equity. As such, the Forward Purchase Agreement meets the scope exception in

ASC

815-10-15-74(a) to derivative accounting and; therefore, the Forward Purchase Agreement should be classified in shareholders’ deficit.

Advisory Fees

In connection with the Business Combination the Company entered into agreements with certain thirds parties which will be entitled to an advisory fee of approximately $9.0 million to be paid upon closing of the Business Combination.

Note 5—Commitments and Contingencies

Registration and Shareholder Rights

Underwriting Agreement

The Company granted the underwriters

a 45-day

option from the date of the prospectus to purchase up to 4,000,000 additional shares at the Initial Public Offering price less the underwriting discounts and commissions.

Forward Purchase Agreement

The obligations under the Forward Purchase Agreement do not depend on whether any Class A ordinary shares are redeemed by the Public Shareholders. The forward purchase securities will be issued only in connection with the closing of the initial Business Combination. The proceeds from the sale of forward

purchase securities may be used as part of the consideration to the sellers in the initial Business Combination, expenses in connection with the initial Business Combination or for working capital in the post-transaction

company

Inventories

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Inventory, Net [Abstract]

Inventories

4. Inventories

Inventories at March 26, 2022 and September 25, 2021 consist of the following (in thousands):


	March 26, 2022		September 25, 2021
Raw materials and components	$	66,102	$	33,065
Finished goods		6,237		496

Total inventories	$	72,339	$	33,561

5. Inventories

Inventories at September 25, 2021 and September 26, 2020 consist of the following (in thousands):


	Year Ended
	September 25, 2021		September 26, 2020
Raw materials and components	$	33,065	$	16,144
Finished goods		496		310

Total inventories	$	33,561	$	16,454

Class A Ordinary Shares Subject to Possible Redemption

3 Months Ended

12 Months Ended

Mar. 31, 2022

Dec. 31, 2021

Class A Ordinary Shares Subject to Possible Redemption

Note 6 — Class A Ordinary Shares Subject to Possible Redemption

The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of March 31, 2022, there were 32,000,000 Class A ordinary shares outstanding that were subject to possible redemption.

As of March 31, 2022, Class A ordinary shares reflected on the accompanying condensed consolidated balance sheets are reconciled in the following table:


Gross proceeds from initial public offering	$	320,000,000
Less:
Class A ordinary shares issuance costs		(17,455,524	)
Plus:
Accretion of carrying value to redemption value		17,455,524

Class A ordinary share subject to possible redemption	$	320,000,000

Note 6—Class A Ordinary Shares Subject to Possible Redemption

The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of December 31, 2021, there were 32,000,000 Class A ordinary shares outstanding that were subject to possible redemption. There were no Class A ordinary shares issued and outstanding at December 31, 2020. As of December 31, 2021, Class A ordinary shares reflected on the accompanying balance sheets are reconciled in the following table:


	As of December 31, 2021
Gross proceeds	$	320,000,000
Less:
Class A ordinary shares issuance costs		(17,455,524	)
Plus:
Accretion of carrying value to redemption value		(17,455,524	)

Class A ordinary shares subject to possible redemption	$	320,000,000

Property and Equipment

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Property, Plant and Equipment [Abstract]

Property and Equipment

5. Property and Equipment

Property and equipment at March 26, 2022 and September 25, 2021 consists of the following (in thousands):


	March 26, 2022			September 25, 2021
Computer equipment and software, furniture and fixtures, and test equipment	$	37,427		$	34,268
Leasehold improvements		2,919			2,909

Total property and equipment		40,346			37,177
Less accumulated depreciation		(21,145	)		(18,560	)

Property and equipment, net	$	19,201		$	18,617

Depreciation expense was $1.3 million for the three months ended March 26, 2022, $2.5 million for the six months ended March 26, 2022, $0.8 million for the three months ended March 27, 2021, and $1.6 million for the six months ended March 27, 2021.

6. Property and Equipment

Property and equipment at September 25, 2021 and September 26, 2020 consists of the following (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
Computer equipment and software, furniture and fixtures, and test equipment	$	34,268		$	33,276
Leasehold improvements		2,909			2,725

Total property and equipment		37,177			36,001
Less accumulated depreciation		(18,560	)		(26,815	)

Property and equipment, net	$	18,617		$	9,186

Depreciation expense was $4.0 million for the year ended September 25, 2021, $5.3 million for the year ended September 26, 2020, and $6.9 million for the year ended September 28, 2019.

Shareholders' Equity (Deficit)	3 Months Ended	12 Months Ended
Shareholders' Equity (Deficit)	Mar. 31, 2022	Dec. 31, 2021
SVF INVESTMENT CORP 3 [Member]
Shareholders' Equity (Deficit)	Note 7 — Shareholders’ Deficit Preference Shares —The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 from time to time in one or more series. As of March 31, 2022 and December 31, 2021, there were no shares of preferred stock issued or outstanding. Class A Ordinary Shares - The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of March 31, 2022 and December 31, 2021, there were 33,040,000 shares of Class A ordinary shares outstanding, of which 32,000,000 were subject to possible redemption and are classified outside of permanent equity in the accompanying balance sheets (see Note 6). Class B Ordinary Shares - The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. On December 14, 2020, the Company issued 2,875,000 Class B ordinary shares to the Sponsor. On January 29, 2021, the Company effected a share dividend of 12,125,000 Class B ordinary shares and on February 3 and February 26, 2021, the Sponsor surrendered 5,000,000 and 2,000,000 Class B ordinary shares for no consideration, respectively. The share dividend and share surrender resulted in an aggregate of 8,000,000 Class B ordinary shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share capitalization. Of the 8,000,000 Class B ordinary shares outstanding, up to 1,000,000 Class B ordinary shares were subject to forfeiture, to the Company by the Initial Shareholders for no consideration to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Initial Shareholders would collectively own 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (excluding the Private Placement Shares and the Forward Purchase Shares). The underwriters fully exercised the over-allotment option on March 11, 2021; thus, these 1,000,000 Founder Shares were no longer subject to forfeiture. As of March 31, 2022 and December 31, 2021, there were 8,000,000 Class B ordinary shares outstanding. Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the shareholders except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding the number of Class A ordinary shares to be sold pursuant to the Private Placement Shares Purchase Agreement and the Forward Purchase Agreement and any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination and any private placement shares issued to the Sponsor, its affiliates or any member of the management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.	Note 7—Shareholders’ Equity (Deficit) Preference Shares —The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share. As of December 31, 2021 and 2020, there were no preference shares issued or outstanding. Class A Ordinary Shares —The Company is authorized to issue 200,000,000 Class A ordinary shares with a par value of $0.0001 per share. Holders of the Company’s Class A ordinary shares are entitled to one vote for each share. As of December 31, 2021, there were 33,040,000 shares of Class A ordinary shares outstanding, of which 32,000,000 were subject to possible redemption and are classified outside of permanent equity in the accompanying balance sheets (see Note 6). As of December 31, 2020, there were no Class A ordinary shares issued or outstanding. Class B Ordinary Shares —The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. On December 14, 2020, the Company issued 2,875,000 Class B ordinary shares to the Sponsor. On January 29, 2021, the Company effected a share dividend of 12,125,000 Class B ordinary shares and on February 3 and February 26, 2021, the Sponsor surrendered 5,000,000 and 2,000,000 Class B ordinary shares for no consideration, respectively. The share dividend and share surrender resulted in an aggregate of 8,000,000 Class B ordinary shares outstanding. All shares and associated amounts have been retroactively restated to reflect the share capitalization. Of the 8,000,000 Class B ordinary shares outstanding, up to 1,000,000 Class B ordinary shares were subject to forfeiture, to the Company by the Initial Shareholders for no consideration to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Initial Shareholders would collectively own 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (excluding the Private Placement Shares and the Forward Purchase Shares). The underwriters fully exercised the over-allotment option on March 11, 2021; thus, these 1,000,000 Founder Shares were no longer subject to forfeiture. As of December 31, 2021 and 2020, there were 8,000,000 Class B ordinary shares outstanding. Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the shareholders except as required by law. The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of ordinary shares issued and outstanding upon completion of the Initial Public Offering, plus (ii) the total number of Class A ordinary shares issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or rights issued or deemed issued, by the Company in connection with or in relation to the consummation of the initial Business Combination, excluding the number of Class A ordinary shares to be sold pursuant to the Private Placement Shares Purchase Agreement and the Forward Purchase Agreement and any Class A ordinary shares or equity-linked securities exercisable for or convertible into Class A ordinary shares issued, deemed issued, or to be issued, to any seller in the initial Business Combination and any private placement shares issued to the Sponsor, its affiliates or any member of the management team upon conversion of Working Capital Loans. In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 13
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496158-112644

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 14
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=123467817&loc=SL123496171-112644

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
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Intangible Assets, Net (Excluding Goodwill) [Abstract]

Intangible Assets

12 Months Ended

Sep. 25, 2021

Intangible assets

7. Intangible Assets

Intangible assets acquired in connection with a 2014 business acquisition are being amortized on a straight-line basis over their estimated useful lives. The estimated weighted average useful life of the identified intangible assets are as follows:


	Estimated Weighted Average Useful Life
Customer relationships		10 years
Trademarks		3 years

Amortization expense was $0.5 million for the year ended September 25, 2021, $0.4 million for the year ended September 26, 2020, and $0.4 million for the year ended September 28, 2019. The following table presents the Company’s intangible assets as of the dates indicated (in thousands):


	Year Ended
	September 25, 2021							September 26, 2020
	Intangibles, gross		Accumulated amortization			Intangibles, net		Intangibles, gross		Accumulated amortization			Intangibles, net
Customer relationships	$	4,656	$	(3,492	)	$	1,164	$	4,400	$	(2,860	)	$	1,540
Trademarks		782		(782	)		—		739		(739	)		—

Intangible assets	$	5,438	$	(4,274	)	$	1,164	$	5,139	$	(3,599	)	$	1,540

The following table presents the estimated future annual

pre-tax

amortization expense of definite-lived intangible assets as of the date indicated (in thousands):


	Total
Fiscal year 2022	$	466
Fiscal year 2023		466
Fiscal year 2024		232

Total	$	1,164

Fair Value Measurements

3 Months Ended

6 Months Ended

12 Months Ended

Mar. 31, 2022

Mar. 26, 2022

Dec. 31, 2021

Sep. 25, 2021

6. Fair Value Measures

The fair value measurement accounting standards establish a framework for measuring fair value and expand disclosures about fair value measurements. The standard does not require any new fair value measurements; rather, it applies to other accounting pronouncements that require or permit fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date. This pronouncement also establishes a three-level hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels are defined as follows:

Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market

Level 2—inputs to the valuation methodology include quoted prices for a similar asset or liability in an active market or model-derived valuations in which all significant inputs are observable for substantially the full term of the asset or liability

Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability

The following table presents the Company’s financial assets measured and recorded at fair value on a recurring basis using the above input categories as of March 26, 2022 and September 25, 2021 (in thousands):


	March 26, 2022								September 25, 2021
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	227,629	$	—	$	—	$	227,629	$	152,204	$	—	$	—	$	152,204

Total assets	$	227,629	$	—	$	—	$	227,629	$	152,204	$	—	$	—	$	152,204

The Company had no liabilities measured and recorded at fair value on a recurring basis as of March 26, 2022 and September 25, 2021.

10. Fair Value Measures

The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability on the measurement date. The three levels are defined as follows:

Level 1—inputs to the valuation methodology are quoted prices (unadjusted) for an identical asset or liability in an active market

Level 3—inputs to the valuation methodology are unobservable and significant to the fair value measurement of the asset or liability

The following table presents the Company’s financial assets measured and recorded at fair value on a recurring basis using the above input categories as of September 25, 2021 and September 26, 2020 (in thousands):


	Year Ended
	September 25, 2021								September 26, 2020
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	152,204	$	—	$	—	$	152,204	$	51,874	$	—	$	—	$	51,874

Total assets	$	152,204	$	—	$	—	$	152,204	$	51,874	$	—	$	—	$	51,874

The Company had no liabilities measured and recorded at fair value on a recurring basis as of September 25, 2021 and September 26, 2020.

Note 8 — Fair Value Measurements

The following tables present information about the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2022 and December 31, 2021, and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value:

March 31, 2022:


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account—US Treasury securities	$	320,043,033	$	—	$	—

December 31, 2021:


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account—US Treasury securities	$	320,016,430	$	—	$	—

Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. There were no transfers between levels of the hierarchy for three months ended March 31, 2022 and December 31, 2021.

Note 8—Fair Value Measurements

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value.


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Investments held in Trust Account—US Treasury securities	$	320,016,430	$	—	$	—

Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. There were no transfers between levels of the hierarchy for year ended December 31, 2021.

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.

Income Taxes

12 Months Ended

Sep. 25, 2021

Income Tax Disclosure [Abstract]

Income Taxes

8. Income Taxes

The Company is a multimember limited liability company and is treated as a partnership for U.S. federal and state income tax purposes. Accordingly, the Company is not subject to U.S. federal income tax. Instead, its members are subject to U.S. federal income tax on their distributive share of the Company’s income, gains, and losses. Currently, the Company does not have nexus in any states in the U.S that have not adopted the U.S. federal entity classification rules. As such, the Company does not record a liability for state income taxes. The Company’s Canadian entities, however, are subject to certain Canadian federal and provincial income taxes.

There was no income tax benefit or provision for the year ended September 25, 2021, less than a $0.1 million income tax benefit for the year ended September 26, 2020, and no income tax benefit or provision for the year ended September 28, 2019.

The following is a reconciliation of the expected U.S. Federal income tax rate to the effective tax rate for the year ended September 25, 2021 (dollars in thousands):


	Amount			Percent
Loss before income tax	$	(122,314	)
Tax on pre-tax loss		(25,686	)		21.00
Loss not subject to tax		26,575			(21.73	)
Foreign rate differential		233			(0.19	)
Decrease in valuation allowance		(993	)		0.81
Other		(129	)		0.11

Total income tax	$	—			—

The following is a summary of the significant components of the Company’s net deferred tax assets as of September 25, 2021 and September 26, 2020 (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
Deferred tax assets:
Non-capital loss carry-forward	$	11,265		$	11,794
R&D credits and deductible expenditures		1,993			1,696
Fixed assets		37			—
Other		1			1

Gross deferred tax assets		13,296			13,491
Deferred tax liabilities:
R&D credits and deductible expenditures		(688	)		(600	)
Fixed assets		—			(17	)

Gross deferred tax liabilities		(688	)		(617	)

Total deferred tax assets and liabilities		12,608			12,874

Valuation allowance		(12,608	)		(12,874	)

Net deferred tax assets	$	—		$	—

In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future income, and tax planning strategies in making this assessment. The Company has recorded a valuation allowance

against the deferred tax assets since after considering all of the available objective evidence, both positive and negative, historical and prospective, with greater weight given to the historical losses incurred by the Company since inception, it is more likely than not that these assets will not be realized.

At September 25, 2021, the Company had Canadian net operating losses (“NOL”) carryforwards of approximately $45.1 million. The Canadian NOL carryforwards can be carried forward 20 years, expire in various years through 2039, and are subject to review and possible adjustment by the applicable taxing authority. Utilization of the Canadian NOL carryforwards may be subject to annual limitations due to ownership changes that have occurred previously or that could occur in the future. The Company has not completed any studies to determine if any of these events have occurred that would result in such limitations. Accordingly, further limitations could arise upon the completion of such studies.

The Company accounts for uncertain tax positions using a more likely than not threshold for recognizing and resolving uncertain tax positions. The Company evaluates uncertain tax positions on an annual basis and adjusts the level of the liability to reflect any subsequent changes in the relevant facts surrounding the uncertain positions. The Company elected an accounting policy to record interest and penalties related to income taxes as a component of income tax expense. For the years ended September 25, 2021 and September 26, 2020, the Company did not recognize any liabilities related to uncertain tax positions.

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.

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Share-based Payment Arrangement [Abstract]

Subsequent Events	3 Months Ended	6 Months Ended	12 Months Ended
Subsequent Events	Mar. 31, 2022	Mar. 26, 2022	Dec. 31, 2021	Sep. 25, 2021
Subsequent Events		12. Subsequent Events Management has evaluated subsequent events through May 23, 2022, the date on which the unaudited consolidated financial statements were issued. On December 12, 2021, the Company entered into an Investment and Subscription Agreement with Walmart. Pursuant to such agreement, in connection with the Second Amended and Restated Master Automation Agreement with Walmart which was entered into on May 20, 2022, (the “Amendment”), the Company will implement systems in all of Walmart’s 42 regional distribution centers. In connection with the Amendment, 267,281 warrant units granted to Walmart as described in Note 10 vested, and Walmart elected to gross exercise these vested units for approximately $104.0 million. As a result of this gross exercise, 267,281 shares of Class A Common Units were issued to Walmart, which represents a 3.7% ownership in the Company’s outstanding and issuable common units. This amendment also issued Walmart a new warrant to acquire 258,972 shares of the Company’s Class A Common Unit, subject to certain vesting conditions. Upon vesting, units may be acquired at an exercise price of $614.34 .		17. Subsequent Events Management has evaluated subsequent events through February 4, 2022, the date on which the audited consolidated financial statements were available to be issued. On December 12, 2021, SVF Investment Corp. 3 (“SVF”), the Company, Symbotic Holdings LLC (which is a wholly owned subsidiary of the Company), and Saturn Acquisition (DE) Corp (which is a wholly owned subsidiary of SVF), entered into an Agreement and Plan of Merger (the “Merger Agreement”) that outlines the terms and conditions of a strategic transaction and merger (the “Transaction”). SVF is a blank check company incorporated for the purpose of effecting a business combination with one or more businesses or entities. Once the Transaction is executed, Saturn Acquisition (DE) Corp will merge with and into the Company, with the Company as the surviving company in the Transaction. SVF is required to file a Form S-4/proxy statement for the stockholders of SVF to vote on the proposed Transaction. At the closing of the Transaction, which is expected to occur in the second fiscal quarter of 2022, SVF would cease to be a shell company and a new combined company listed on the NASDAQ exchange will be created under the name Symbotic Inc. In December 2021, Walmart elected to gross exercise the 446,741 vested warrant units as described in Note 15 for approximately $173.8 million. As a result of this gross exercise, 446,741 shares of Class A Common Units were issued to Walmart, which represents a 6.5% ownership in the Company’s outstanding and issuable Common Units.
SVF INVESTMENT CORP 3 [Member]
Subsequent Events	Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the accompanying balance sheets date up to the date that the unaudited condensed consolidated financial statements were issued. Based upon this review, other than as described above, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements.		Note 9—Subsequent Events The Company evaluated subsequent events and transactions that occurred after the accompanying balance sheets date up to the date that the consolidated financial statements were issued. Based upon this review, other than as described above, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. On February 18, 2022 and February 23, 2022 two purported stockholders of SVF 3 sent demand letters requesting that SVF 3 provide additional disclosures in an amendment to the registration statement filed in connection with the Symbotic Business Combination. The Company believes that the allegations in the demand letters are meritless and no additional disclosure is required in such registration statement. On March 23, 2022, the Forward Purchase Investor elected to purchase an additional $50 million of Forward Purchase Shares, for a purchase price of $10.00 per share, subject to and on the terms set out in such election and the Forward Purchase Agreement.

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Sep. 25, 2021
Retirement Benefits [Abstract]
Employee Benefit Plans	9. Employee Benefit Plans Symbotic sponsors a defined-contribution benefit plan under the provisions of Section 401(k) of the Internal Revenue Code. This plan covers substantially all of the Company’s employees meeting eligibility criteria and contributions to the plan are determined by the plan provisions or at the discretion of the Board of Managers. Symbotic contributions to the plan were $1.9 million, $1.6 million, and $1.4 million for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively. Symbotic Canada sponsors a Registered Retirement Savings Plan that qualifies as a defined-contribution benefit plan, which covers a portion of Symbotic Canada’s management. Symbotic Canada contributions to the plan were $0.2 million, $0.3 million, and $0.2 million for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively.

Membership Interests	3 Months Ended
Membership Interests	Mar. 31, 2022
Equity [Abstract]
Membership Interests	13. Membership Interests The Company has authorized five classes of membership interests, consisting of a class of common units of the Company known as the Class A Common Units (the “Class A Units”), a class of preferred units of the Company known as the Class B Preferred Units (the “Class B Units”), a class of preferred units of the Company known as the Class B-1 Preferred Units (the “Class B-1 Units”), a class of preferred units of the Company known as the Class B-2 Preferred Units (the “Class B-2 Units”, and together with the Class B Units and the Class B-1 Units, the “Preferred Units”) and an additional class of common units of the Company to be granted to employees, officers, and directors pursuant to an incentive plan, known as the Class C Common Units (the “Class C Units” and, together with the Class A Units, the “Common Units,” and the Common Units together with the Preferred Units, the “Units”). The Company is authorized to issue up to 6,426,208 Units in the aggregate, of which 5,997,632 are designated as Class A Units, one Unit is designated as a Class B Unit, two Units are designated as Class B-1 Units, two Units are designated as Class B-2 Units and 428,571 Units are designated as Class C Units. As of September 25, 2021, there were 5,997,632 Class A Units, one Class B Unit, one Class B-1 Unit and 428,571 Class C Units outstanding. During the period ended September 25, 2021, the Company received no member contribution from the holder of the Class B-1 Unit. During the period ended September 26, 2020, the Company received $100.0 million in member contributions from the holder of the Class B-1 Unit. These contributions are reflected as in increase in the carrying value of the Class B-1 Unit. The Company recorded a cumulative preferred return with respect to the holder of the Class B-1 Unit of $11.1 million and $8.7 million for the years ended September 25, 2021 and September 26, 2020, respectively. The Company recorded a cumulative preferred return with respect to the holder of the Class B Unit of $21.9 million and $20.8 million for the years ended September 25, 2021 and September 26, 2020, respectively. Voting Rights Each holder of Class A Units and Class C Units shall have the right to one vote per the Class A Unit or Class C Unit, respectively. Except as required by law, the Preferred Units do not have any voting rights. Preferred Return The holder of the Preferred Units shall be entitled to receive, in preference to the holders of the Class A Units and the Class C Units, a cumulative preferred return at a rate per annum of 5%, compounded annually, on the unreturned preferred capital of the holder’s Preferred Units (the “Preferred Return”). The Class A Units and Class C Units have no stated returns or dividends. Liquidation Rights In the event of liquidation, dissolution, or winding up of the Company, the five classes of membership interests rank in the following order of priority: the Class B-2 Units are the most senior, followed by Class B-1 Unit, then the Class B Unit, and then both the Class A Units and Class C Units treated as a single class. The holders of the Preferred Units are entitled to a liquidation preference equal to the sum of the Unreturned Preferred Capital (defined as the initial investment and subsequent contributions, less distributions, if any) and the applicable unpaid Preferred Return (collectively, the “Liquidation Preference”) in the order described in the preceding sentence, prior to any distribution to holders of the Class A Units and Class C Units. Upon the payment in full of the Liquidation Preference, any remaining assets available for distribution shall be distributed ratably to the holders of the Class A Units and Class C Units, however, for the Class C Units only to the extent that the value exceeds the applicable Hurdle Value (see Note 15). Any remaining value that does not exceed the Hurdle Value for any particular Class C Unit shall be distributed to the holders of Class A Units (and any other Class C Units entitled to share in the distribution) based on their respective pro rata holdings of all such Class A (and Class C) Units. The Company classifies its redeemable Preferred Units (Class B, B-1, and B-2 Units) as mezzanine equity, or outside of members’ deficit, because the units contain liquidation features that are not solely within the Company’s control. As of September 25, 2021, the aggregate Liquidation Preference for the Class B and B-1 Units was $691.3 million. Redemption Rights Upon written notice by the holders of a majority of a class of Preferred Units, the Company shall redeem all of the outstanding Preferred Units of such class. The redemption price payable to each holder of the class of Preferred Units shall equal the Liquidation Preference of the Preferred Units being redeemed. The Class C Units are subject to a put feature that allow holders to redeem vested Class C Units, subject to certain terms and conditions (see Note 15). The Class A Units do not have any redemption rights. Accordingly, the Preferred Units and the Class C Units are classified outside of permanent members’ deficit because they are redeemable by the holders.

Net Loss per Unit

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Earnings Per Share [Abstract]

Net Loss per Unit

9. Net Loss Per Unit

The following table sets forth the computation of basic and diluted loss per unit attributable to Class A Units and Class C Units (in thousands, except unit and per unit information) for the three and six month periods ending March 26, 2022 and March 27, 2021:


	Three Months Ended						Six Months Ended
	March 26, 2022			March 27, 2021			March 26, 2022			March 27, 2021
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(29,903	)	$	(26,855	)	$	(52,956	)	$	(53,058	)
Return on redeemable Preferred Units		(8,641	)		(8,231	)		(17,282	)		(16,460	)

Loss attributable to Class A Units and Class C Units	$	(38,544	)	$	(35,086	)	$	(70,238	)	$	(69,518	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,872,944			6,426,203			6,682,894			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(5.61	)	$	(5.46	)	$	(10.51	)	$	(10.82	)

Since the Company incurred net losses for each of the periods presented, diluted net loss per unit is the same as basic net loss per unit.

All

of the Company’s outstanding Warrants (defined below) were excluded in the calculation of diluted net loss per unit as the effect would be anti-dilutive.

14. Net Loss per Unit

Loss per unit attributable to Class A Units and Class C Units is calculated as the sum of net loss plus the undeclared cumulative return on Preferred Units divided by the average number of Class A Units and Class C Units outstanding for the period. Changes in the redemption value of the Class C Units are not included in the calculation of net loss attributable to Class A Units and Class C Units because the Class C Units are redeemable at intrinsic value. Therefore, the redemption does not represent an economic benefit to the holders of Class C Units that is different from what is received by other unit holders. Since the Company incurred net losses for each of the periods presented, diluted net loss per unit is the same as basic net loss per unit. The Company’s outstanding Warrant Units were excluded in the calculation of diluted net loss per unit as the effect would be anti-dilutive. There were no potentially dilutive securities for the years ended September 25, 2021 or September 26, 2020 and therefore, the basic and diluted loss per unit have been presented together.

The following table sets forth the computation of basic and diluted loss per unit attributable to Class A Units and Class C Units (in thousands, except unit and per unit information):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(122,314	)	$	(109,521	)	$	(104,361	)
Returns on redeemable Preferred Units		(32,919	)		(29,565	)		(25,181	)

Loss attributable to Class A Units and Class C Units	$	(155,233	)	$	(139,086	)	$	(129,542	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,426,203			6,426,203			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(24.16	)	$	(21.64	)	$	(20.16	)

Unit-based Compensation

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Unit-based Compensation

10. Unit-based Compensation

Class C Units

The following is a summary of Class C Units outstanding and vested:


	Class C Units
Balance at September 25, 2021		428,571
Granted		8,468
Redeemed		—
Forfeited		(8,468	)

Balance at March 26, 2022		428,571

Vested at March 26, 2022		359,569

The Company recognized less than $0.1 million as compensation expense associated with the Class C Units for the three and six months ended March 26, 2022 and March 27, 2021. As of March 26, 2022, unrecognized compensation expense related to the unvested portion of Class C Units was $0.3 million, which is expected to be recognized over a weighted average period of 3.8 years.

Valuation of Class C Units

The fair value of each Class C Unit granted during the three months ended March 26, 2022 and year ended September 25, 2021 was estimated on the date of the award using a combination of the market approach and income approach, which utilizes a Black-Scholes option pricing model with the following assumptions:


	March 26, 2022			September 25, 2021
Dividend yield		—	%		—	%
Volatility (a)		45.00	%		40.00	%
Risk-free interest rate (b)		2.30	%		0.29	%
Expected term (years) (c)		2.00			2.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Class C Units.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Class C Units.

(c)	The expected term is based on estimated liquidity event timing, which is based on a combination of scenarios with one being based on the probability of an initial public offering and the other based on the expected timing of a potential exit event under a remain private scenario.

Value Appreciation Units

The following is a summary of Value Appreciation Units (“VAP Units”) outstanding and vested:


	VAP Units
Balance at September 25, 2021		4,039,620
Granted		—
Exercised		(255,845	)
Forfeited		(92,664	)

Balance at March 26, 2022		3,691,111

Vested at March 26, 2022		3,554,588
Vested and exercisable at March 26, 2022		2,369,725

The Company recognized $1.1 million and less than $0.1 million as compensation expense associated with the VAP Units for the six months ended March 26, 2022 and March 27, 2021, respectively. For the three months ended March 26, 2022 and March 27, 2021, the Company recognized $0.9 million and less than $0.1 million, respectively, as compensation expense associated with the VAP Units. As of March 26, 2022, unrecognized compensation expense related to the unvested portion of VAP Units was $0.4 million, which is expected to be recognized over a weighted average period of 1.5 years.

Warrant Units

On April 30, 2021, in connection with its entry into a Subscription Agreement with Walmart, the Company issued Walmart warrants to acquire up to an aggregate of 714,022 shares of the Company’s Class A Units (the “Warrants”), subject to certain vesting conditions. Warrants equivalent to 6.5% of the Company’s outstanding and issuable Common Units, or 446,741 units, vested upon the signing of the Subscription Agreement, and had a grant date fair value of $60.44 per unit. Warrants equivalent to up to 3.5% of the Company’s outstanding and issuable Common Units, or 267,281 units, may vest in connection with conditions defined by the terms of the Warrant, as Walmart makes additional expenditures to the Company in connection with the Subscription Agreement. There are up to six tranches based on increments of additional expenditures where approximately 44,000 additional Warrants may vest per tranche. The Warrants had a grant date fair value of $60.44 per unit. Upon vesting, units may be acquired at an exercise price of $389.03. The warrant units contain customary anti-dilution, down-round, and

change-in-control

provisions. The right to purchase units in connection with the Warrant expires on April 30, 2031.

Non-cash

share-based payment expense associated with the warrant units is recognized as vesting conditions are achieved, based on the grant date fair value of the warrants. The fair value of the warrant units was determined as of the grant date in accordance with ASC 718,

Compensation – Stock Compensation

, using the Black-Scholes pricing model. The Black-Scholes pricing model is based, in part, upon assumptions for which management is required to use judgment. The assumptions made for purposes of estimating fair value under the Black-Scholes pricing model for the Warrants were as follows:


	Selected Assumption
Dividend yield		0	%
Volatility (a)		43.00	%
Risk-free interest rate (b)		1.65	%
Expected term (years) (c)		10.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Warrants.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Warrants.

(c)	The expected term is based on the contractual term of the Warrants.

In December 2021, Walmart elected to gross exercise the 446,741 vested warrant units for $173.8 million. As a result of this gross exercise, 446,741 shares of Class A Common Units were issued to Walmart, which represents a 6.5% ownership in the Company’s outstanding and issuable Common Units. At March 26, 2022, no additional warrant units had vested in accordance with the terms referenced above. As of March 26, 2022, total unrecognized cost related to

non-vested

warrants was $16.2 million, which may be expensed as vesting conditions are satisfied over the remaining term of the agreement, or 9.1 years.

15. Unit-based Compensation

Class C Units

The Company periodically grants Class C Units to employees, officers, and directors which vest over a period of up to five years, as determined by the Board of Managers. Each issuance of Class C Units entitles its holder to share in the appreciation in the fair market value (“FMV”) of the Company from the date of issuance, subject to any preferences or priorities payable to the Preferred Units. The Board shall establish a “Hurdle Value”, which shall not be less than the FMV on the date of such issuance of such Class C Unit and such units shall share only in appreciation of the FMV in excess of the Hurdle Value. Any distributions made with respect to Class C Units that have not yet become vested are held in a separate account for the benefit of the holder of the unvested units until such time as the units vest.

The following is a summary of Class C Units outstanding and vested:


	Class C Units
Balance at September 29, 2018		428,571
Granted		64,987
Redeemed		—
Forfeited		(64,987	)

Balance at September 28, 2019		428,571
Granted		42,587
Redeemed		—
Forfeited		(42,587	)

Balance at September 26, 2020		428,571
Granted		51,543
Redeemed		—
Forfeited		(51,543	)

Balance at September 25, 2021		428,571

Vested at September 25, 2021		340,282

The Company recognized $0.1 million as compensation expense associated with the Class C Units for both of the years ended September 25, 2021 and September 26, 2020, and less than $0.1 million as compensation expense associated with the Class C Units for the year ended September 28, 2019. As of September 25, 2021, unrecognized compensation expense related to the unvested portion of Class C Units was $0.4 million, which is expected to be recognized over a weighted average period of 4.5 years.

The Class C Units are subject to a put feature that allow holders to redeem vested Class C Units. The put feature requires the holder to hold the units for at least six months from the date the Class C Units vest to the earliest date the put feature can be exercised. Accordingly, since the holder is exposed to the economic risks and rewards of unit ownership, the Class C Units are treated as equity classified awards. However, because redemption of the Class C Units is outside of the control of the Company: (i) the Class C Units are classified outside of permanent members’ deficit, and (ii) the carrying value of Class C Units is adjusted to redemption value at each reporting period through a charge to members’ deficit (until such time as the Class C Units are redeemed or forfeited).

Valuation of Class C Units

The fair value of Class C Units was determined by the Company’s Board of Managers based on enterprise valuations performed by management with the assistance of a third-party valuation firm. For the year ended September 25, 2021, the Company’s total equity value was determined using a combination of the income

approach and market approach under the Hybrid Method. Under this approach, a probability-weighted expected return method was applied where two types of future event scenarios were considered: an IPO scenario and a

non-IPO

scenario for all other potential future exits. The relative probabilities between the future exit scenarios were based on an analysis of performance and market conditions at the time, including then-current IPO valuations of similarly situated companies and expectations as to the timing and likely prospects of future event scenarios. For the years ended September 26, 2020 and September 28, 2019, the Company’s total equity value was determined using the income approach. Under this approach, total equity value is estimated based on the present value of the Company’s future estimated cash flows. These future cash flows, including cash flows beyond the forecast period for the residual value, are discounted to their present values using an appropriate discount rate, to reflect the risks inherent in the Company achieving these estimated cash flows. The resulting equity value was then allocated to outstanding equity instruments using an option pricing model.

The fair value of each Class C Unit grant was estimated on the date of the award using a Black-Scholes option pricing model with the following assumptions:


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Dividend yield		0	%		0	%		0	%
Volatility (a)		40.0	%		50.0	%		40.0	%
Risk-free interest rate (b)		0.29	%		0.12	%		1.58	%
Expected term (years) (c)		2.00			1.25			3.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Class C Units.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Class C Units.

(c)	The expected term is based on estimated liquidity event timing as further described above.

For the Class C Units granted during the three months ended September 25, 2021, the fair value per unit was estimated to be $407.19, for the three months ended June 26, 2021, $160.03, for the six months ended March 27, 2021 and for the year ended September 26, 2020, $5.56, and for the year ended September 28, 2019, $0.12.

Value Appreciation Units

The Company historically granted value appreciation units (“VAP Units”) to employees, officers, and directors that vested over a period of up to five years, as determined by the Board of Managers. No VAP Units were granted during the years ended September 25, 2021, September 26, 2020, and September 28, 2019. To the extent vested and exercisable, each VAP Unit may be exercised for a cash payment equal to the appreciation in the FMV of

1/100

th of a Class C Unit. The following exercisability triggers must be met before any vested award may be exercised, with the achievement of each trigger allowing one third of the vested award to be exercised: (i) the end of the first fiscal year in which the Company meets or exceeds annual revenue (on a cash accounting basis) of $100 million, (ii) the end of the first fiscal year in which the Company becomes cash flow positive, and (iii) the end of the first fiscal year in which the Company generates positive earnings before interest, taxes, depreciation, and amortization (“EBITDA”).

The following is a summary of VAP Units outstanding and vested:


	VAP Units
Balance at September 29, 2018		7,574,464
Granted		—
Exercised		—
Forfeited		(2,521,282	)

Balance at September 28, 2019		5,053,182
Granted		—
Exercised		—
Forfeited		(663,925	)

Balance at September 26, 2020		4,389,257
Granted		—
Exercised		—
Forfeited		(349,637	)

Balance at September 25, 2021		4,039,620

Vested at September 25, 2021		3,672,430
Vested and exercisable at September 25, 2021		2,448,287

Because the VAP Units are settleable in cash, they are treated as liability classified awards. Accordingly, the carrying value of the liability is adjusted to fair value at each reporting period through a charge to earnings (until such time as the VAP Units are settled or forfeited). Further, the exercisability triggers noted above represent performance conditions that impact the vesting of the awards. Accordingly, compensation expense is not recognized until such time as the performance conditions are considered probable of achievement. During the year ended September 28, 2019, the performance conditions relating to annual revenue and cash flows were considered probable of achievement. The performance condition relating to EBITDA is not considered probable of achievement at September 25, 2021.

The Company recognized $11.6 million, $0.1 million, and $0.0 million as compensation expense associated with the VAP Units for the years ended September 25, 2021, September 26, 2020, and September 28, 2019, respectively. As of September 25, 2021, unrecognized compensation expense related to the unvested portion of VAP Units was $1.2 million, which is expected to be recognized over a weighted average period of 2.0 years.

Warrant Units

On April 30, 2021, in connection with its entry into a Subscription Agreement with Walmart, the Company issued Walmart warrants to acquire up to an aggregate of 714,022 shares of the Company’s Class A Units (the “Warrants”), subject to certain vesting conditions. Warrants equivalent to 6.5% of the Company’s outstanding and issuable Common Units, or 446,741 units, vested upon the signing of the Subscription Agreement, and had a grant date fair value of $60.44 per unit. Warrants equivalent to up to 3.5% of the Company’s outstanding and issuable Common Units, or 267,281 units, may vest in connection with conditions defined by the terms of the Warrant, as Walmart makes additional expenditures to the Company in connection with the Subscription Agreement, There are up to six tranches based on increments of additional expenditures where approximately 44,000 additional Warrants may vest per tranche. The Warrants had a grant date fair value of $60.44 per unit. Upon vesting, units may be acquired at an exercise price of $389.03. The warrant units contain customary anti-dilution, down-round, and

change-in-control

provisions. The right to purchase units in connection with the Warrant expires on April 30, 2031.

Non-cash

of the grant date in accordance with ASC 718 using the Black-Scholes pricing model. The Black-Scholes pricing model is based, in part, upon assumptions for which management is required to use judgment. The assumptions made for purposes of estimating fair value under the Black-Scholes pricing model for the Warrants were as follows:


	Selected Assumption
Dividend yield		0	%
Volatility (a)		43.0	%
Risk-free interest rate (b)		1.65	%
Expected term (years) (c)		10.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Warrants.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Warrants.

(c)	The expected term is based on the contractual term of the Warrants.

The following table summarizes stock warrant activity for the year ended September 25, 2021:


	Warrant Units
Outstanding and nonvested at September 26, 2020		—
Granted		714,022
Vested		(446,741	)

Outstanding and nonvested at September 25, 2021		267,281

The amount of provision for warrants recorded as a reduction of the transaction price for the Warrants during the twelve months ended September 25, 2021 was $27.0 million. As of September 25, 2021, total unrecognized cost related to

non-vested

warrants was $16.2 million, which may be expensed as vesting conditions are satisfied over the remaining term of the agreement, or 9.6 years. Warrants representing 446,741 shares are vested and exercisable.

Segment and Geographic Information

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Segment Reporting [Abstract]

Segment and Geographic Information

11. Segment and Geographic Information

The Company operates as one operating segment. Revenue and property and equipment, net by geographic region, based on physical location of the operations recording the sale or the assets are as follows:

Revenue by geographical region for the three and six months ended March 26, 2022 and March 27, 2021 are as follows (in thousands):


	Three Months Ended						Six Months Ended
	March 26, 2022			March 27, 2021			March 26, 2022			March 27, 2021
United States	$	95,392		$	22,240		$	171,630		$	26,754
Canada		892			937			1,718			1,965

Total revenue	$	96,284		$	23,177		$	173,348		$	28,719

Percentage of revenue generated outside of the United States		1	%		4	%		1	%		7	%

Total property and equipment, net by geographical region at March 26, 2022 and at September 25, 2021 are as follows (in thousands):


	March 26, 2022			September 25, 2021
United States	$	18,085		$	17,355
Canada		1,116			1,262

Total property and equipment, net	$	19,201		$	18,617

Percentage of property and equipment, net held outside of the United States		6	%		7	%

16. Segment and Geographic Information

As more fully described in the Company’s Summary of Significant Accounting Policies, the Company operates in one operating segment. Revenue and property and equipment, net by geographic region, based on physical location of the operations recording the sale or the assets are as follows:

Revenue by geographical region (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
United States	$	248,209		$	54,349		$	95,726
Canada		3,704			37,737			4,397

Total revenue	$	251,913		$	92,086		$	100,123

Percentage of revenue generated outside of the United States		1	%		41	%		4	%

Total property and equipment, net by geographical region (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
United States	$	17,355		$	7,978
Canada		1,262			1,208

Total property and equipment, net	$	18,617		$	9,186

Percentage of property and equipment, net held outside of the United States		7	%		13	%

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.

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Basis of Presentation and Foreign Currency Translation

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

3 Months Ended

12 Months Ended

Mar. 31, 2022

Dec. 31, 2021

Sep. 25, 2021

period-end

The Company operates and reports using a

52-53

52-week

periods.

Use of Estimates

The

COVID-19

pandemic during the year ended September 26, 2021, we are unable to accurately predict the extent to which the

COVID-19

Operating Segments

Cash and Cash Equivalents

Accounts Receivable

Concentration of Credit Risk

Concentrations of Credit Risk and Significant Customers

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable.

The Company has no significant

off-balance

sheet risk such as foreign exchange contracts, options contracts, or other hedging arrangements.

Acquired Intangible Assets and Long-Lived Assets

Inventories

Inventories are stated at the lower of cost or net realizable value. Cost approximates actual cost on a

first-in,

first-out

Property and Equipment

Property and equipment include purchases of items with a

per-unit


		Estimated Useful Life
Computer equipment and software, furniture and fixtures, and test equipment		3-5 years
Leasehold improvements		Shorter of estimated useful life or remaining term of the lease

Acquired intangible assets consist of customer relationships and trademarks. Acquired intangible assets are amortized on a straight-line basis over their estimated useful lives.

Revenue Recognition

On September 29, 2019, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”)

2014-09,

Revenue from Contracts with Customers

Revenue Recognition

The Company has identified the following distinct performance obligations in its contracts with customers:

Systems

on-premise

license; however, the Company does sell an immaterial amount of term-based

on-premise

licenses.

Software subscriptions

Operation services

cost-to-cost

measure of progress. During fiscal year 2021, the Company has been able to objectively determine that acceptance criteria will be met upon contract inception, and as such, for contracts with

12-month

period is recorded as current deferred revenue, and the remaining portion is recorded as long-term deferred revenue.

The Company has not deferred sales commissions and other costs to obtain a contract because such amounts that would qualify for deferral are not material.

Warrant Transactions

The warrant units granted to Walmart are accounted for as equity instruments and measured in accordance with ASC 718,

Compensation—Stock Compensation

. These instruments are classified in the consolidated statements of operations in accordance with ASC 606,

Revenue from Contracts with Customers

, and ASU

2019-08,

Compensation—Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606)

(“ASU

2019-08”).

pro-rata

achievement of vesting conditions, which is recorded as a reduction to the transaction price.

Research and Development Expenses

Selling, General, and Administrative Expenses

Unit-based Compensation

of pre-vesting forfeitures

Income Taxes

The Company accounts for uncertain tax positions using a

two-step

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In November 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”)

No. 2019-08,

Codification improvements—Share-Based Consideration payable to a Customer (“ASU

2019-08”).

ASU

2019-08

on September 27, 2020. Accordingly, warrants to purchase Class A Units issued to Walmart Inc. in April 2021 have been accounted for under ASU

2019-08.

Refer to the warrant transactions policy above and Note 15 for additional information.

In May 2014, the FASB issued ASU

No. 2014-09,

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

In February 2016, the FASB issued ASU No.

2016-02,

Leases

In June 2016, the FASB issued ASU

No. 2016-13,

Measurement of Credit Losses on Financial Instruments

In August 2018, the FASB issued ASU

No. 2018-15,

Intangibles—Goodwill and

Other—Internal-Use

Software

internal-use

In December 2019, the FASB issued ASU

No. 2019-12,

Income Taxes—Simplifying the Accounting for Income Taxes

Other recent accounting pronouncements that are or will be applicable to the Company did not, or are not expected to, have a material impact on the Company’s present or future financial statements.

Emerging Growth Company Status

Basis of Presentation

The accompanying condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Annual Report on Form

10-K

filed by the Company with the SEC on March 23, 2022.

Basis of presentation

non-emerging

Emerging Growth Company Status

Use of Estimates

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities equal or approximate the carrying amounts represented in the accompanying condensed balance sheets.

Fair Value of Financial Instruments

The fair value of the Company’s assets and liabilities equal or approximate the carrying amounts represented in the accompanying balance sheets.

Net Loss per Ordinary Share

Net Loss Per Ordinary Share

non-redeemable

ordinary shares. Net loss per ordinary share is calculated by dividing the net loss by the weighted-average number of ordinary shares outstanding for the respective period.

Non-redeemable

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Three Months Ended March 31, 2022						For the Three Months Ended March 31, 2021
	Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares			Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(1,795,949	)	$	(507,355	)	$	(261,798	)	$	(262,125	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		32,000,000			9,040,000			7,466,667			7,476,000

Basic and diluted net loss per ordinary share	$	(0.06	)	$	(0.06	)	$	(0.04	)	$	(0.04	)

Net Loss per Ordinary Share

non-redeemable

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Year Ended December 31, 2021						For the period from December 11, 2020 (inception) through December 31, 2020
	Class A ordinary shares			non-redeemable ordinary shares			Class A ordinary shares		non-redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(4,856,235	)	$	(1,619,518	)	$	—	$	(18,846	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		25,950,685			8,654,356			0		7,000,000	(1)

Basic and diluted net loss per ordinary share	$	(0.19	)	$	(0.19	)	$	—	$	(0.00	)

(1)	This number excludes an aggregate of up to 1,000,000 Class B ordinary shares (other than the founder shares transferred to the two independent directors) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. (see Note 5)

Cash and Cash Equivalents

Concentration of Credit Risk

Investments Held in Trust Account

Investments Held in the Trust Account

Investments Held in Trust Account

Offering Costs Associated with the Initial Public Offering

•

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

•

As of March

2022

and December

2021

Fair Value Measurements

•

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

•

non-current

liabilities as their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.

Offering Costs Associated with the Initial Public Offering

Offering costs consist of legal, accounting, underwriting and other costs incurred that were directly related to the Initial Public Offering. Offering costs were allocated between the Private Placement Shares and the Public Shares based on a relative fair value basis, compared to total proceeds received. Additionally, at the Initial Public Offering, offering costs allocated to the Public Shares were charged against temporary equity and offering costs allocated to the Private Placement Shares were charged against shareholders’ equity (deficit). Deferred underwriting commissions are classified as

non-current

liabilities as their liquidation is not reasonably expected to require the use of current assets or require the creation of current liabilities.

Class A Ordinary Shares Subject to Possible Redemption

paid-in

capital and accumulated deficit.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480. Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and are measured at fair value. Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature 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) are classified as temporary equity. At all other times, Class A ordinary shares are classified as shareholders’ equity (deficit). The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at the Initial

Public

additional paid-in

paid-in

capital and $7,047,545 was recorded in accumulated deficit.

Income Taxes

more-likely-than-not

Income Taxes

more-likely-than-not

to be sustained upon examination by taxing authorities. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2021. 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 Pronouncements

In August 2020, the FASB issued Accounting Standards Update

(“ASU”) No. 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”

(“ASU 2020-06”),

ASU 2020-06 on

January 1, 2021. Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

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

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Standards

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

3 Months Ended

6 Months Ended

12 Months Ended

Mar. 31, 2022

Mar. 26, 2022

Dec. 31, 2021

Sep. 25, 2021

Schedule of Calculation of Basic and Diluted Net Income (Loss) Per Ordinary Share


	Three Months Ended						Six Months Ended
	March 26, 2022			March 27, 2021			March 26, 2022			March 27, 2021
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(29,903	)	$	(26,855	)	$	(52,956	)	$	(53,058	)
Return on redeemable Preferred Units		(8,641	)		(8,231	)		(17,282	)		(16,460	)

Loss attributable to Class A Units and Class C Units	$	(38,544	)	$	(35,086	)	$	(70,238	)	$	(69,518	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,872,944			6,426,203			6,682,894			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(5.61	)	$	(5.46	)	$	(10.51	)	$	(10.82	)

The following table sets forth the computation of basic and diluted loss per unit attributable to Class A Units and Class C Units (in thousands, except unit and per unit information):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(122,314	)	$	(109,521	)	$	(104,361	)
Returns on redeemable Preferred Units		(32,919	)		(29,565	)		(25,181	)

Loss attributable to Class A Units and Class C Units	$	(155,233	)	$	(139,086	)	$	(129,542	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,426,203			6,426,203			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(24.16	)	$	(21.64	)	$	(20.16	)

Schedule of estimated useful lives of property and equipment

Depreciation is computed using the straight-line method and depreciation expense is allocated between cost of revenue, research and development expenses, and selling, general, and administrative expenses on the statements of operations over the following estimated useful lives:


		Estimated Useful Life
Computer equipment and software, furniture and fixtures, and test equipment		3-5 years
Leasehold improvements		Shorter of estimated useful life or remaining term of the lease

Schedule of Calculation of Basic and Diluted Net Income (Loss) Per Ordinary Share

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Three Months Ended March 31, 2022						For the Three Months Ended March 31, 2021
	Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares			Class A ordinary shares subject to possible redemption			Non- redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(1,795,949	)	$	(507,355	)	$	(261,798	)	$	(262,125	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		32,000,000			9,040,000			7,466,667			7,476,000

Basic and diluted net loss per ordinary share	$	(0.06	)	$	(0.06	)	$	(0.04	)	$	(0.04	)

The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per of ordinary share:


	For the Year Ended December 31, 2021						For the period from December 11, 2020 (inception) through December 31, 2020
	Class A ordinary shares			non-redeemable ordinary shares			Class A ordinary shares		non-redeemable ordinary shares
Basic and diluted net loss per ordinary share:
Numerator:
Allocation of net loss	$	(4,856,235	)	$	(1,619,518	)	$	—	$	(18,846	)
Denominator:
Basic and diluted weighted average ordinary share outstanding		25,950,685			8,654,356			0		7,000,000	(1)

Basic and diluted net loss per ordinary share	$	(0.19	)	$	(0.19	)	$	—	$	(0.00	)

(1)	This number excludes an aggregate of up to 1,000,000 Class B ordinary shares (other than the founder shares transferred to the two independent directors) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. (see Note 5)

Revenue (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Revenue from Contract with Customer [Abstract]

Schedule of information about accounts receivable and contract liabilities from contracts with customers

The following table provides information about accounts receivable and contract liabilities from contracts with customers (in thousands):


	Period Ended
	March 26, 2022		September 25, 2021
Accounts receivable	$	28,598	$	63,370
Contract liabilities	$	469,078	$	475,956

The following table provides information about accounts receivable and contract liabilities from contracts with customers (in thousands):


	September 25, 2021		September 26, 2020
Accounts receivable	$	63,370	$	2,489
Contract liabilities	$	475,956	$	380,779

Leases (Tables)

12 Months Ended

Sep. 25, 2021

Lessee, Operating Lease, Liability, Payment, Due [Abstract]

Future minimum lease payments under the noncancelable operating leases

Future minimum lease payments under the noncancelable operating leases as of September 25, 2021 are as follows (in thousands):


	Total
Fiscal year 2022	$	2,396
Fiscal year 2023		2,316
Fiscal year 2024		2,367
Fiscal year 2025		2,069
Fiscal year 2026 and thereafter		581

Total future minimum payments	$	9,729

Inventories (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Inventory, Net [Abstract]

Schedule Of Inventory Current

Inventories at March 26, 2022 and September 25, 2021 consist of the following (in thousands):


	March 26, 2022		September 25, 2021
Raw materials and components	$	66,102	$	33,065
Finished goods		6,237		496

Total inventories	$	72,339	$	33,561

Inventories at September 25, 2021 and September 26, 2020 consist of the following (in thousands):


	Year Ended
	September 25, 2021		September 26, 2020
Raw materials and components	$	33,065	$	16,144
Finished goods		496		310

Total inventories	$	33,561	$	16,454

Class A Ordinary Shares Subject to Possible Redemption - (Tables)

3 Months Ended

12 Months Ended

Mar. 31, 2022

Dec. 31, 2021

Summary of Class A ordinary shares unaudited condensed balance sheet

As of March 31, 2022, Class A ordinary shares reflected on the accompanying condensed consolidated balance sheets are reconciled in the following table:


Gross proceeds from initial public offering	$	320,000,000
Less:
Class A ordinary shares issuance costs		(17,455,524	)
Plus:
Accretion of carrying value to redemption value		17,455,524

Class A ordinary share subject to possible redemption	$	320,000,000

As of December 31, 2021, Class A ordinary shares reflected on the accompanying balance sheets are reconciled in the following table:


	As of December 31, 2021
Gross proceeds	$	320,000,000
Less:
Class A ordinary shares issuance costs		(17,455,524	)
Plus:
Accretion of carrying value to redemption value		(17,455,524	)

Class A ordinary shares subject to possible redemption	$	320,000,000

Property and Equipment (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Property, Plant and Equipment [Abstract]

Schedule Of Property Plant And Equipment

Property and equipment at March 26, 2022 and September 25, 2021 consists of the following (in thousands):


	March 26, 2022			September 25, 2021
Computer equipment and software, furniture and fixtures, and test equipment	$	37,427		$	34,268
Leasehold improvements		2,919			2,909

Total property and equipment		40,346			37,177
Less accumulated depreciation		(21,145	)		(18,560	)

Property and equipment, net	$	19,201		$	18,617

Property and equipment at September 25, 2021 and September 26, 2020 consists of the following (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
Computer equipment and software, furniture and fixtures, and test equipment	$	34,268		$	33,276
Leasehold improvements		2,909			2,725

Total property and equipment		37,177			36,001
Less accumulated depreciation		(18,560	)		(26,815	)

Property and equipment, net	$	18,617		$	9,186

Intangible Assets (Tables)

12 Months Ended

Sep. 25, 2021

Intangible Assets, Net (Excluding Goodwill) [Abstract]

Schedule of estimated weighted average useful of the identified intangible assets

The estimated weighted average useful life of the identified intangible assets are as follows:


	Estimated Weighted Average Useful Life
Customer relationships		10 years
Trademarks		3 years

Schedule of company's intangible assets

The following table presents the Company’s intangible assets as of the dates indicated (in thousands):


	Year Ended
	September 25, 2021							September 26, 2020
	Intangibles, gross		Accumulated amortization			Intangibles, net		Intangibles, gross		Accumulated amortization			Intangibles, net
Customer relationships	$	4,656	$	(3,492	)	$	1,164	$	4,400	$	(2,860	)	$	1,540
Trademarks		782		(782	)		—		739		(739	)		—

Intangible assets	$	5,438	$	(4,274	)	$	1,164	$	5,139	$	(3,599	)	$	1,540

Schedule of estimated future annual pre-tax amortization expense of definite-lived intangible assets

The following table presents the estimated future annual

pre-tax

amortization expense of definite-lived intangible assets as of the date indicated (in thousands):


	Total
Fiscal year 2022	$	466
Fiscal year 2023		466
Fiscal year 2024		232

Total	$	1,164

Fair Value Measurements (Tables)

3 Months Ended

6 Months Ended

12 Months Ended

Mar. 31, 2022

Mar. 26, 2022

Dec. 31, 2021

Sep. 25, 2021

Summary of Company's Financial Assets Measured At Fair Value On Recurring Basis


	March 26, 2022								September 25, 2021
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	227,629	$	—	$	—	$	227,629	$	152,204	$	—	$	—	$	152,204

Total assets	$	227,629	$	—	$	—	$	227,629	$	152,204	$	—	$	—	$	152,204


	Year Ended
	September 25, 2021								September 26, 2020
	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Money market funds	$	152,204	$	—	$	—	$	152,204	$	51,874	$	—	$	—	$	51,874

Total assets	$	152,204	$	—	$	—	$	152,204	$	51,874	$	—	$	—	$	51,874

Fair Value, Assets Measured on Recurring Basis

March 31, 2022:


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account—US Treasury securities	$	320,043,033	$	—	$	—

December 31, 2021:


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Investments held in Trust Account—US Treasury securities	$	320,016,430	$	—	$	—


Description	Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Investments held in Trust Account—US Treasury securities	$	320,016,430	$	—	$	—

Income Taxes (Tables)

12 Months Ended

Sep. 25, 2021

Income Tax Disclosure [Abstract]

Summary of reconciliation of the expected U.S. federal income tax rate to the effective tax rate

The following is a reconciliation of the expected U.S. Federal income tax rate to the effective tax rate for the year ended September 25, 2021 (dollars in thousands):


	Amount			Percent
Loss before income tax	$	(122,314	)
Tax on pre-tax loss		(25,686	)		21.00
Loss not subject to tax		26,575			(21.73	)
Foreign rate differential		233			(0.19	)
Decrease in valuation allowance		(993	)		0.81
Other		(129	)		0.11

Total income tax	$	—			—

Summary of the significant components of the company's net deferred tax assets

The following is a summary of the significant components of the Company’s net deferred tax assets as of September 25, 2021 and September 26, 2020 (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
Deferred tax assets:
Non-capital loss carry-forward	$	11,265		$	11,794
R&D credits and deductible expenditures		1,993			1,696
Fixed assets		37			—
Other		1			1

Gross deferred tax assets		13,296			13,491
Deferred tax liabilities:
R&D credits and deductible expenditures		(688	)		(600	)
Fixed assets		—			(17	)

Gross deferred tax liabilities		(688	)		(617	)

Total deferred tax assets and liabilities		12,608			12,874

Valuation allowance		(12,608	)		(12,874	)

Net deferred tax assets	$	—		$	—

Commitments and Contingencies (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Commitments and Contingencies Disclosure [Abstract]

Summary of Warranty accrual

Activity related to the warranty accrual was as follows (in thousands):


	Three Months Ended					Six Months Ended
	March 26, 2022			March 27, 2021		March 26, 2022			March 27, 2021
Balance at beginning of period	$	3,970		$	—	$	3,735		$	—
Provision		452			—		1,373			—
Warranty usage		(32	)		—		(718	)		—

Balance at end of period	$	4,390		$	—	$	4,390		$	—

Activity related to the warranty accrual was as follows (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Balance at beginning of period	$	—		$	450		$	—
Provision		4,652			—			1,750
Warranty usage		(917	)		(450	)		(1,300	)

Balance at end of period	$	3,735		$	—		$	450

Net Loss per Unit (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Earnings Per Share [Abstract]

Summary of computation of basic and diluted loss


	Three Months Ended						Six Months Ended
	March 26, 2022			March 27, 2021			March 26, 2022			March 27, 2021
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(29,903	)	$	(26,855	)	$	(52,956	)	$	(53,058	)
Return on redeemable Preferred Units		(8,641	)		(8,231	)		(17,282	)		(16,460	)

Loss attributable to Class A Units and Class C Units	$	(38,544	)	$	(35,086	)	$	(70,238	)	$	(69,518	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,872,944			6,426,203			6,682,894			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(5.61	)	$	(5.46	)	$	(10.51	)	$	(10.82	)

The following table sets forth the computation of basic and diluted loss per unit attributable to Class A Units and Class C Units (in thousands, except unit and per unit information):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Basic and diluted loss attributable to Class A and Class C Units:
Net loss	$	(122,314	)	$	(109,521	)	$	(104,361	)
Returns on redeemable Preferred Units		(32,919	)		(29,565	)		(25,181	)

Loss attributable to Class A Units and Class C Units	$	(155,233	)	$	(139,086	)	$	(129,542	)

Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted		6,426,203			6,426,203			6,426,203

Loss per unit attributable to Class A Units and Class C Units, basic and diluted	$	(24.16	)	$	(21.64	)	$	(20.16	)

Unit-based Compensation (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Share-based Payment Arrangement [Abstract]

Summary of Class C Units outstanding and vested

The following is a summary of Class C Units outstanding and vested:


	Class C Units
Balance at September 25, 2021		428,571
Granted		8,468
Redeemed		—
Forfeited		(8,468	)

Balance at March 26, 2022		428,571

Vested at March 26, 2022		359,569

The following is a summary of Class C Units outstanding and vested:


	Class C Units
Balance at September 29, 2018		428,571
Granted		64,987
Redeemed		—
Forfeited		(64,987	)

Balance at September 28, 2019		428,571
Granted		42,587
Redeemed		—
Forfeited		(42,587	)

Balance at September 26, 2020		428,571
Granted		51,543
Redeemed		—
Forfeited		(51,543	)

Balance at September 25, 2021		428,571

Vested at September 25, 2021		340,282

Summary of the fair value of each Class C Unit grant using a Black-Scholes option


	March 26, 2022			September 25, 2021
Dividend yield		—	%		—	%
Volatility (a)		45.00	%		40.00	%
Risk-free interest rate (b)		2.30	%		0.29	%
Expected term (years) (c)		2.00			2.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Class C Units.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Class C Units.

(c)	The expected term is based on estimated liquidity event timing, which is based on a combination of scenarios with one being based on the probability of an initial public offering and the other based on the expected timing of a potential exit event under a remain private scenario.

The fair value of each Class C Unit grant was estimated on the date of the award using a Black-Scholes option pricing model with the following assumptions:


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
Dividend yield		0	%		0	%		0	%
Volatility (a)		40.0	%		50.0	%		40.0	%
Risk-free interest rate (b)		0.29	%		0.12	%		1.58	%
Expected term (years) (c)		2.00			1.25			3.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Class C Units.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Class C Units.

(c)	The expected term is based on estimated liquidity event timing as further described above.

Summary of VAP Units outstanding and vested:

The following is a summary of Value Appreciation Units (“VAP Units”) outstanding and vested:


	VAP Units
Balance at September 25, 2021		4,039,620
Granted		—
Exercised		(255,845	)
Forfeited		(92,664	)

Balance at March 26, 2022		3,691,111

Vested at March 26, 2022		3,554,588
Vested and exercisable at March 26, 2022		2,369,725

The following is a summary of VAP Units outstanding and vested:


	VAP Units
Balance at September 29, 2018		7,574,464
Granted		—
Exercised		—
Forfeited		(2,521,282	)

Balance at September 28, 2019		5,053,182
Granted		—
Exercised		—
Forfeited		(663,925	)

Balance at September 26, 2020		4,389,257
Granted		—
Exercised		—
Forfeited		(349,637	)

Balance at September 25, 2021		4,039,620

Vested at September 25, 2021		3,672,430
Vested and exercisable at September 25, 2021		2,448,287

Schedule of share based payment award warrant units valuation assumptions

The assumptions made for purposes of estimating fair value under the Black-Scholes pricing model for the Warrants were as follows:


	Selected Assumption
Dividend yield		0	%
Volatility (a)		43.00	%
Risk-free interest rate (b)		1.65	%
Expected term (years) (c)		10.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Warrants.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Warrants.

(c)	The expected term is based on the contractual term of the Warrants.

The assumptions made for purposes of estimating fair value under the Black-Scholes pricing model for the Warrants were as follows:


	Selected Assumption
Dividend yield		0	%
Volatility (a)		43.0	%
Risk-free interest rate (b)		1.65	%
Expected term (years) (c)		10.00

(a)	The expected volatility is estimated based on the historical volatility of a select peer group of similar publicly traded companies for a term that is consistent with the expected term of the Warrants.

(b)	The risk-free interest rate is based on the U.S. Treasury constant maturity interest rate whose term is consistent with the expected term of the Warrants.

(c)	The expected term is based on the contractual term of the Warrants.

Schedule of stock warrant activity

The following table summarizes stock warrant activity for the year ended September 25, 2021:


	Warrant Units
Outstanding and nonvested at September 26, 2020		—
Granted		714,022
Vested		(446,741	)

Outstanding and nonvested at September 25, 2021		267,281

Segment and Geographic Information (Tables)

6 Months Ended

12 Months Ended

Mar. 26, 2022

Sep. 25, 2021

Segment Reporting [Abstract]

Summary of Revenue by Geographical Region

Revenue by geographical region for the three and six months ended March 26, 2022 and March 27, 2021 are as follows (in thousands):


	Three Months Ended						Six Months Ended
	March 26, 2022			March 27, 2021			March 26, 2022			March 27, 2021
United States	$	95,392		$	22,240		$	171,630		$	26,754
Canada		892			937			1,718			1,965

Total revenue	$	96,284		$	23,177		$	173,348		$	28,719

Percentage of revenue generated outside of the United States		1	%		4	%		1	%		7	%

Revenue by geographical region (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020			September 28, 2019
United States	$	248,209		$	54,349		$	95,726
Canada		3,704			37,737			4,397

Total revenue	$	251,913		$	92,086		$	100,123

Percentage of revenue generated outside of the United States		1	%		41	%		4	%

Summary of Property and Equipment, Net by Geographical Region

Total property and equipment, net by geographical region at March 26, 2022 and at September 25, 2021 are as follows (in thousands):


	March 26, 2022			September 25, 2021
United States	$	18,085		$	17,355
Canada		1,116			1,262

Total property and equipment, net	$	19,201		$	18,617

Percentage of property and equipment, net held outside of the United States		6	%		7	%

Total property and equipment, net by geographical region (in thousands):


	Year Ended
	September 25, 2021			September 26, 2020
United States	$	17,355		$	7,978
Canada		1,262			1,208

Total property and equipment, net	$	18,617		$	9,186

Percentage of property and equipment, net held outside of the United States		7	%		13	%

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)					3 Months Ended		12 Months Ended
	Dec. 12, 2021	Nov. 09, 2021	Apr. 22, 2021	Mar. 11, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Aug. 10, 2021	May 11, 2021	Dec. 31, 2020
Subsidiary, Sale of Stock [Line Items]
Proceeds from initial public offer						$ 320,000,000	$ 320,000,000
Proceeds from issuance of private placement						10,400,000	10,400,000
Cash							813,000
Working capital							2,500,000
Payments of offering cost						$ 6,430,750	$ 5,790,750
Proceeds from related party					$ 3,000,000
SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of stock issue price per share					$ 10		$ 10
Percentage on fair market value of net assets held in trust account for business combination					80.00%		80.00%
Networth needed post business combination					$ 5,000,001		$ 5,000,001
Estimated expenses payable on dissolution					100,000		$ 100,000
Cash					4,700,000
Working capital					$ 3,300,000
Threshold Percentage On Purchase Of Outstanding Voting Shares For Business Combination					50.00%		50.00%
Due to related party					$ 997,033		$ 559,409
Restricted investments maturity period					185 days		185 days
Cash, FDIC Insured Amount					$ 250,000		$ 250,000
Acquisition of shares	20,500,000				20,500,000
Share price	$ 10
Acquisition of shares, value	$ 205,000,000,000
Subscription Agreements [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Share price					$ 10
Acquisition of shares, value					$ 205,000,000
Sponsor [Member]
Subsidiary, Sale of Stock [Line Items]
Payments of offering cost							25,000
Proceeds from related party							300,000
Advance from related party							114,000
Sponsor [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Payments of offering cost					25,000
Proceeds from related party					300,000
Advance from related party					114,000
Working Capital Loans [Member]
Subsidiary, Sale of Stock [Line Items]
Due to related party							0			$ 0
Debt instrument face amount								$ 2,000,000
Working Capital Loans [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Due to related party					$ 3,000,000		$ 0
Debt instrument face amount								$ 2,000,000
Minimum [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary equity, redemption price per share					$ 10		$ 10
Per share amount to be maintained in the trust account					10		10
Maximum [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Per share amount to be maintained in the trust account					$ 10		$ 10
Maximum [Member] \| Sponsor [Member]
Subsidiary, Sale of Stock [Line Items]
Increase Decrease in loan commitment amount due to related party		$ 1,000,000
Maximum [Member] \| Sponsor [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Increase Decrease in loan commitment amount due to related party		$ 1,000,000
IPO [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of stock issue price per share				$ 10
Proceeds from initial public offer				$ 320,000,000
Adjustments to Additional Paid in capital stock issuance costs				18,100,000
Deferred underwriting commissions				$ 11,200,000
Reimbursement of underwriting expenses			$ 640,000
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Proceeds from issuance of private placement							$ 10,400,000
Private Placement [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Class of warrant or right issue of warrants for the period					1,040,000		1,040,000
Class of warrants or rights issue price per share					$ 10		$ 10
Proceeds from issuance of private placement					$ 10,400,000		$ 10,400,000
Common Class A [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Temporary equity, redemption price per share					$ 10		$ 10			$ 10
Percentage of the public shareholding eligible for transfer without restrictions							15.00%		15.00%
Percentage of the public shareholding to be redeemed in case the business combination is not consummated					100.00%		100.00%
Common Class A [Member] \| IPO [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued During period shares new shares				32,000,000
Common Class A [Member] \| Over-Allotment Option [Member] \| SVF INVESTMENT CORP. 3 [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued During period shares new shares				4,000,000

Organization and Operations - Additional Information (Detail) - USD ($) $ in Thousands	Apr. 30, 2021	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Organization and Operations [Line Items]
Accumulated deficit		$ (1,248,771)	$ (1,154,944)	$ (856,858)
Non-refundable payments are due	$ 185,000
cash and cash equivalents		$ 259,044	$ 156,634	$ 58,264
Subsequent Event [Member]
Organization and Operations [Line Items]
Non-refundable payments received	$ 165,000

The cumulative amount of the reporting entity's undistributed earnings or deficit.

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Calculation of Basic and Diluted Net Income (Loss) Per Ordinary Share (Detail) - USD ($)

1 Months Ended

3 Months Ended

6 Months Ended

12 Months Ended

Dec. 31, 2020

Mar. 31, 2022

Mar. 26, 2022

Mar. 31, 2021

Mar. 27, 2021

Mar. 26, 2022

Mar. 27, 2021

Dec. 31, 2021

Sep. 25, 2021

Sep. 26, 2020

Sep. 28, 2019

$ (18,846)

$ (2,303,304)

$ (29,903,000)

$ (523,923)

$ (26,855,000)

$ (52,956,000)

$ (53,058,000)

$ (6,475,753)

$ (122,314,000)

$ (109,521,000)

$ (104,361,000)

Basic and diluted weighted average ordinary share outstanding

6,872,944

6,426,203

6,682,894

6,426,203

$ (5.61)

$ (5.46)

$ (10.51)

$ (10.82)

$ (24.16)

$ (21.64)

$ (20.16)

Class A Ordinary Shares Subject to Possible Redemption [Member] | SVF INVESTMENT CORP. 3 [Member]

$ (18,846)

(2,303,304)

(523,923)

(6,475,753)

$ (1,795,949)

$ (261,798)

Basic and diluted weighted average ordinary share outstanding

32,000,000

7,466,667

Non-redeemable ordinary shares | SVF INVESTMENT CORP. 3 [Member]

$ (0.06)

$ (0.04)

$ (507,355)

$ (262,125)

Basic and diluted weighted average ordinary share outstanding

9,040,000

7,476,000

Class A ordinary shares subject to possible redemption [Member] | SVF INVESTMENT CORP. 3 [Member]

$ (0.06)

$ (0.04)

$ (4,856,235)

Basic and diluted weighted average ordinary share outstanding

32,000,000

7,466,667

25,950,685

Non-redeemable ordinary shares [Member] | SVF INVESTMENT CORP. 3 [Member]

$ (0.06)

$ (0.04)

$ (0.19)

$ (18,846)

$ (1,619,518)

Basic and diluted weighted average ordinary share outstanding

7,000,000

^[1]

9,040,000

7,476,000

8,654,356

$ 0

$ (0.06)

$ (0.04)

$ (0.19)

[1]	This number excludes an aggregate of up to 1,000,000 Class B ordinary shares (other than the founder shares transferred to the two independent directors) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. (see Note 5)

Basis of Presentation and Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Property and Equipment (Detail)	12 Months Ended
	Sep. 25, 2021
Computer Equipment And Software Furniture And Fixtures And Test Equipment [Member] \| Maximum [Member]
Schedule Of Estimated Useful Lives Of Property And Equipment [Line Items]
Property, Plant and Equipment, Useful Life	5 years
Computer Equipment And Software Furniture And Fixtures And Test Equipment [Member] \| Minimum [Member]
Schedule Of Estimated Useful Lives Of Property And Equipment [Line Items]
Property, Plant and Equipment, Useful Life	3 years
Leasehold Improvements [Member]
Schedule Of Estimated Useful Lives Of Property And Equipment [Line Items]
Property, Plant and Equipment, Estimated Useful Lives	Shorter of estimated useful life or remaining term of the lease

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)				3 Months Ended	6 Months Ended		12 Months Ended
	Dec. 12, 2021	Jun. 30, 2021	Apr. 30, 2021	Mar. 31, 2021	Mar. 26, 2022	Mar. 27, 2021	Dec. 31, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Mar. 31, 2022	Dec. 31, 2020
Unrecognized tax benefits							$ 0
Unrecognized tax benefits, accrued interest and penalties							0
Accretion of Class A ordinary shares subject to redemption				$ (17,455,524)	$ (23,589,000)	$ 191,000
Foreign currency transaction losses								$ 100,000	$ 100,000	$ 100,000
Allowances for doubtful accounts								0	0	0
Purchase of Property and equipment per unit								2,000
Impairment losses								0	0	0
Allowance for future sales returns								$ 0	$ 0	$ 0
Revenue Benchmark [Member] \| Top First Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								67.00%	45.00%	59.00%
Revenue Benchmark [Member] \| Top Second Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								28.00%	43.00%	21.00%
Revenue Benchmark [Member] \| Two Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								95.00%	87.00%	80.00%
Accounts Receivable [Member] \| Top First Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								97.00%	14.00%
Accounts Receivable [Member] \| Top Second Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								1.00%	44.00%
Accounts Receivable [Member] \| Top Third Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								1.00%	26.00%
Accounts Receivable [Member] \| Top Fourth Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								1.00%	16.00%
Accounts Receivable [Member] \| Four Customers [Member] \| Customer Concentration Risk [Member]
Concentration risk percentage								100.00%	100.00%
SVF INVESTMENT CORP. 3 [Member]
Cash equivalents							0				$ 0	$ 0
Federal depository insurance coverage							250,000				250,000
Investment in trading securities maturity period		185 days
Unrecognized tax benefits							0				0
Unrecognized tax benefits, accrued interest and penalties							0				$ 0
Accretion of Class A ordinary shares subject to redemption	$ 17,455,524,000
Walmart Inc [Member]
Percentage of outstanding units vested during the period			6.50%
Warrants outstanding units vested during the period			$ 446,741
Warrants outstanding units during the period			$ 267,281
Percentage of outstanding units may vest during the period			3.50%
Class of warrants or rights exercise price per share			$ 389.03
Additional Paid-in Capital [Member]
Accretion of Class A ordinary shares subject to redemption				(10,407,979)
Additional Paid-in Capital [Member] \| SVF INVESTMENT CORP. 3 [Member]
Accretion of Class A ordinary shares subject to redemption							10,407,979
Retained Earnings [Member]
Accretion of Class A ordinary shares subject to redemption				$ (7,047,545)	$ (23,589,000)	$ 191,000
Retained Earnings [Member] \| SVF INVESTMENT CORP. 3 [Member]
Accretion of Class A ordinary shares subject to redemption							$ 7,047,545
Common Class B [Member] \| SVF INVESTMENT CORP. 3 [Member]
Common shares subject to forfeiture							1,000,000
Common Class B [Member] \| Over-Allotment Option [Member] \| SVF INVESTMENT CORP. 3 [Member]
Common shares subject to forfeiture							1,000,000
Common Class A [Member] \| SVF INVESTMENT CORP. 3 [Member]
Class A Common stock,subject to possible redemption, shares							32,000,000				32,000,000	0
Common Class A [Member] \| Walmart Inc [Member]
Warrant issued			$ 714,022
Class A ordinary shares subject to possible redemption \| SVF INVESTMENT CORP. 3 [Member]
Class A Common stock,subject to possible redemption, shares							32,000,000				32,000,000

Initial Public Offering - Additional Information (Detail) - USD ($)			3 Months Ended		12 Months Ended
	Apr. 22, 2021	Mar. 11, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Initial Public Offering [Line Items]
Proceeds from issuance initial public offering				$ 320,000,000	$ 320,000,000
Deferred underwriting commissions			$ 11,200,000	$ 11,200,000	$ 11,200,000
SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Sale of stock issue price per share			$ 10		$ 10
Deferred underwriting commissions					$ 11,200,000
IPO [Member] \| SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Sale of stock issue price per share		$ 10
Proceeds from issuance initial public offering		$ 320,000,000
Adjustments to Additional Paid in capital stock issuance costs		18,100,000
Deferred underwriting commissions		$ 11,200,000
Reimbursement of underwriting expenses	$ 640,000
IPO [Member] \| Affiliated Shares [Member] \| Directors and Officers [Member] \| SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Stock issued during period shares new shares		112,500
Common Class A [Member] \| SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Proceeds from issuance initial public offering			$ 320,000,000		$ 320,000,000
Common Class A [Member] \| IPO [Member] \| SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Stock issued during period shares new shares		32,000,000
Common Class A [Member] \| Over-Allotment Option [Member] \| SVF INVESTMENT CORP 3 [Member]
Initial Public Offering [Line Items]
Stock issued during period shares new shares		4,000,000

Revenue - Schedule of information about accounts receivable and contract liabilities from contracts with customers (Detail) - USD ($) $ in Thousands	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Revenue from Contract with Customer [Abstract]
Accounts receivable	$ 28,598	$ 63,370	$ 2,489
Contract liabilities	$ 469,078	$ 475,956	$ 380,779

Revenue - Additional Information (Detail) $ in Millions		3 Months Ended		6 Months Ended			12 Months Ended
Revenue - Additional Information (Detail) $ in Millions	Mar. 26, 2022 USD ($) customers	Mar. 26, 2022 USD ($) customers	Mar. 27, 2021 USD ($) customers	Mar. 26, 2022 USD ($) customers	Mar. 26, 2022 USD ($) customers	Mar. 27, 2021 customers	Sep. 25, 2021 USD ($) customers	Sep. 26, 2020 USD ($)
Disaggregation of Revenue [Line Items]
Revenue Remaining Performance Obligation \| $	$ 5,200.0	$ 5,200.0		$ 5,200.0	$ 5,200.0		$ 5,400.0
Agreement terms		25 of Walmart’s 42 regional distribution centers					25 of Walmart’s 42 regional distribution centers
Contract with Customer, Liability, Revenue Recognized \| $		$ 140.6	$ 3.0				$ 120.3	$ 72.6
Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Entity wide revenue major customers \| customers		1	1	1		3
Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Entity wide accounts receivable major customers \| customers	2	2		2	2		4
Major Customers [Member] \| Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage		92.00%	77.00%	90.00%		89.00%
Major Customers [Member] \| Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage	98.00%				100.00%
Major Customer One [Member] \| Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage						65.00%
Major Customer One [Member] \| Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage	65.00%				97.00%
Major Customer Two [Member] \| Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage						13.00%
Major Customer Two [Member] \| Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage	33.00%				1.00%
Major Customer Three [Member] \| Revenue Benchmark [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage						11.00%
Major Customer Three [Member] \| Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage					1.00%
Major Customer Four [Member] \| Accounts Receivable [Member] \| Customer Concentration Risk [Member]
Disaggregation of Revenue [Line Items]
Concentration risk percentage					1.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-09-26
Disaggregation of Revenue [Line Items]
Revenue Remaining Performance Obligation Percentage	12.00%	12.00%		12.00%	12.00%		8.00%
Revenue Remaining Performance Obligation Period	12 months	12 months		12 months	12 months		12 months
Upto Fiscal Year Two Thousand And Twenty Five [Member] \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-09-26
Disaggregation of Revenue [Line Items]
Revenue Remaining Performance Obligation Percentage	46.00%	46.00%		46.00%	46.00%		53.00%
Revenue Remaining Performance Obligation Period	3 years	3 years		3 years	3 years		4 years
After Fiscal Year Two Thousand And Twenty Five Till Fiscal Year Two Thousand And Twenty Eight [Member] \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-09-26
Disaggregation of Revenue [Line Items]
Revenue Remaining Performance Obligation Percentage	42.00%	42.00%		42.00%	42.00%		39.00%
Revenue Remaining Performance Obligation Period	5 years	5 years		5 years	5 years		7 years

Related Party Transactions - Additional Information (Detail) - USD ($)								1 Months Ended		3 Months Ended					6 Months Ended			9 Months Ended	12 Months Ended
	Nov. 09, 2021	Mar. 15, 2021	Feb. 26, 2021	Feb. 03, 2021	Jan. 29, 2021	Dec. 14, 2020	Sep. 28, 2018	Apr. 30, 2021	Feb. 28, 2021	Mar. 31, 2022	Mar. 26, 2022	Mar. 31, 2021	Mar. 27, 2021	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 28, 2014	Dec. 31, 2021	Dec. 31, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Aug. 10, 2021	Mar. 11, 2021	Dec. 31, 2020	Jul. 10, 2014
Related Party Transaction [Line Items]
Payments of offering cost												$ 6,430,750							$ 5,790,750
Proceeds from issuance of private placement												10,400,000							10,400,000
Repayments of related party notes												413,562							413,562
Contract with customers liability											$ 469,078,000				$ 469,078,000					$ 475,956,000	$ 380,779,000
SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Due to related parties current																									$ 0
Share-based Payment Arrangement, Expense																			0
Director [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Stock issued during period, founder shares									100,000									50,000
Private Placement [Member]
Related Party Transaction [Line Items]
Proceeds from issuance of private placement																			$ 10,400,000
Private Placement [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Class of warrant or right issue of warrants for the period										1,040,000
Class of warrants or rights issue price per share										$ 10								$ 10	$ 10
Proceeds from issuance of private placement										$ 10,400,000									$ 10,400,000
Class of warrant or right issue of warrants for the period																		1,040,000	1,040,000
Founder Shares [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Period after consummation of business combination within which shares shall not be transferred										150 days									150 days
Founder Shares [Member] \| Restriction Period One [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Period after consummation of business combination within which shares shall not be transferred										1 year									1 year
Share price										$ 12								$ 12	$ 12
Number of consecutive trading days for determining the share price										20 days									20 days
Number of trading days										30 days									30 days
Founder Shares [Member] \| IPO [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Common stock, shares subject to possible redemption										1,000,000								1,000,000	1,000,000
Percentage of common stock outstanding after IPO										20.00%								20.00%	20.00%
Founder Shares [Member] \| Over-Allotment Option [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Common stock, shares subject to possible redemption																								1,000,000
Sponsor [Member]
Related Party Transaction [Line Items]
Payments of offering cost																			$ 25,000
Sponsor [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Related party expense for administrative services										$ 867,000									459,000
Sponsor [Member] \| Promissory Note [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Debt instrument face amount						$ 300,000
Long term borrowings																								$ 300,000
Repayments of related party notes		$ 414,000
Advance from related party										114,000								$ 114,000	114,000
Sponsor [Member] \| Administrative Service Agreement [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Related party transaction amount of transaction										130,000									100,000
Working Capital Loans [Member]
Related Party Transaction [Line Items]
Debt instrument face amount																							$ 2,000,000
Due to related parties current																		0	0						0
Working Capital Loans [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Debt instrument face amount																							2,000,000
Due to related parties current										3,000,000								$ 0	0						$ 0
Working Capital Loans [Member] \| Subsequent Event [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Debt instrument face amount																							$ 2,000,000
Working Capital Loans [Member] \| Warrant [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Debt instrument conversion amount										$ 2,000,000									$ 2,000,000
Debt conversion price per share										$ 10								$ 10	$ 10
Administrative Support Agreements [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Related party transaction amount of transaction										$ 10,000									$ 10,000
Related party expense for administrative services										130,000									100,000
Administrative Support Agreements [Member] \| General And Administrative Expense One [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Related party expense for administrative services										$ 30,000		$ 10,000							$ 100,000
C And S [Member]
Related Party Transaction [Line Items]
Related party transaction expenses relating to insurance coverage											600,000		$ 400,000		1,000,000	$ 900,000				1,800,000	1,600,000	$ 1,500,000
C And S [Member] \| Revolving Credit Facility [Member]
Related Party Transaction [Line Items]
Line of credit maximum borrowing capacity							$ 1,500,000,000
Line of credit increase in borrowing capacity							750,000,000
C And S [Member] \| Letter of Credit [Member] \| Revolving Credit Facility [Member]
Related Party Transaction [Line Items]
Line of credit maximum borrowing capacity							300,000,000
C And S [Member] \| Swing Line Loan [Member] \| Revolving Credit Facility [Member]
Related Party Transaction [Line Items]
Line of credit maximum borrowing capacity							$ 150,000,000
C And S [Member] \| Software Maintenance Services And Operations Of Warehouse Automation System [Member]
Related Party Transaction [Line Items]
Revenue from transactions with related party											900,000			$ 700,000	1,700,000	1,300,000				2,900,000	2,400,000	2,900,000
Related party costs											600,000			$ 700,000	1,100,000	$ 1,200,000				2,200,000	2,100,000	$ 2,700,000
Contract with customers liability											100,000				100,000					500,000	0
Accounts receivable due from related party											$ 0				$ 0					$ 0	$ 0
Affiliate Of C And S [Member] \| Senior Secured Notes [Member]
Related Party Transaction [Line Items]
Debt instrument face amount																										$ 400,000,000
Related party transaction rate of interest																	5.375%
Maximum [Member] \| Sponsor [Member]
Related Party Transaction [Line Items]
Increase Decrease In Loan Commitment Amount Due To Related Party	$ 1,000,000
Maximum [Member] \| Sponsor [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Increase Decrease In Loan Commitment Amount Due To Related Party	$ 1,000,000
Common Class B [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Common stock, shares outstanding										8,000,000								8,000,000	8,000,000						8,000,000
Common Class B [Member] \| Independent Director [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Common stock shares,Transferred								50,000	100,000
Fair value of common stock transferred								$ 834,000
Fair value per share								$ 5.56
Common Class B [Member] \| Sponsor [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Share dividend					$ 12,125,000
Shares surrendered			2,000,000	5,000,000
Common stock, shares outstanding										8,000,000								8,000,000	8,000,000
Common Class B [Member] \| Sponsor [Member] \| Founder Shares [Member] \| SVF INVESTMENT CORP 3 [Member]
Related Party Transaction [Line Items]
Stock issued during period, founder shares						2,875,000
Payments of offering cost						$ 25,000

Leases - Future minimum lease payments under the noncancelable operating leases (Details) $ in Thousands	Sep. 25, 2021 USD ($)
Lessee, Operating Lease, Liability, Payment, Due [Abstract]
Fiscal year 2022	$ 2,396
Fiscal year 2023	2,316
Fiscal year 2024	2,367
Fiscal year 2025	2,069
Fiscal year 2026 and thereafter	581
otal future minimum payments	$ 9,729

Leases - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Leases [Abstract]
Operating Lease Rent Expense Net	$ 2.3	$ 2.0	$ 1.9
Lease Expiration Date	2025-12

Commitments and Contingencies - Summary of Warranty Accrual (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended	12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Commitments and Contingencies Disclosure [Abstract]
Balance at beginning of period	$ 3,970	$ 0	$ 3,735		$ 450
Provision	452	0	1,373	4,652		1,750
Warranty usage	(32)	0	(718)	(917)	(450)	(1,300)
Balance at end of period	$ 4,390	$ 0	$ 4,390	$ 3,735		$ 450

Commitments and Contingencies - Additional Information (Detail) - USD ($)			1 Months Ended	3 Months Ended	12 Months Ended
	Mar. 23, 2022	Apr. 22, 2021	Dec. 31, 2020	Mar. 31, 2022	Dec. 31, 2021	Sep. 25, 2021	Mar. 26, 2022	Mar. 31, 2021	Sep. 26, 2020
CommitmentsAndContingenciesDisclosure [Line Items]
Deferred underwriting commissions				$ 11,200,000	$ 11,200,000			$ 11,200,000
Shares issued, value			$ 25,000
Purchase commitment, Description						The majority of the purchase commitments covered by these arrangements are for periods of less than one year
Purchase obligation						$ 202,100,000
Indemnification Agreement [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Guarantor obligations, Current carrying value						0	$ 0		$ 0
Obligations, Fair value disclosure						$ 0
SVF INVESTMENT CORP 3 [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Deferred underwriting commissions					$ 11,200,000
Sponsor Fees				$ 9,000,000
Underwriting Agreement [Member] \| SVF INVESTMENT CORP 3 [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Additional public share issued under over allotment option				4,000,000	4,000,000
Underwriting discount per unit				$ 0.2	$ 0.2
Underwriting discount				$ 6,400,000	$ 6,400,000
Deferred underwriting commissions per unit				$ 0.35	$ 0.35
Deferred underwriting commissions				$ 11,200,000	$ 11,200,000
Forward Purchase Agreement [Member] \| SVF INVESTMENT CORP 3 [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Shares issued, value				$ 150,000,000	$ 150,000,000
Shares issued, price per share	$ 10			$ 10	$ 10
Additional public share issued under forward purchase agreement	$ 50,000,000			$ 50,000,000	$ 50,000,000
Additional public share issued under forward purchase agreement, shares				5,000,000	5,000,000
IPO [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Reimbursement Of Expenses In Connection With Initial Public Offer		$ 640,000
IPO [Member] \| SVF INVESTMENT CORP 3 [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Reimbursement Of Expenses In Connection With Initial Public Offer		$ 640,000
Over-Allotment Option [Member] \| SVF INVESTMENT CORP 3 [Member]
CommitmentsAndContingenciesDisclosure [Line Items]
Underwriters option vesting period				45 days	45 days

Inventories - Schedule Of Inventory Current (Detail) - USD ($) $ in Thousands	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Inventory [Line Items]
Raw materials and components	$ 66,102	$ 33,065	$ 16,144
Finished goods	6,237	496	310
Total inventories	$ 72,339	$ 33,561	$ 16,454

Class A Ordinary Shares Subject to Possible Redemption - Summary of Class A Ordinary Shares Unaudited Condensed Balance Sheet (Detail) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Gross proceeds from initial public offering		$ 320,000,000	$ 320,000,000
Class A ordinary shares issuance costs		$ (6,430,750)	(5,790,750)
Common Class A [Member] \| SVF INVESTMENT CORP 3 [Member]
Gross proceeds from initial public offering	$ 320,000,000		320,000,000
Class A ordinary shares issuance costs	(17,455,524)		(17,455,524)
Accretion of carrying value to redemption value	17,455,524		(17,455,524)
Class A ordinary shares subject to possible redemption	$ 320,000,000		$ 320,000,000

Carrying amount, attributable to parent, of an entity's issued and outstanding stock which is not included within permanent equity. Temporary equity is a security with redemption features that are outside the control of the issuer, is not classified as an asset or liability in conformity with GAAP, and is not mandatorily redeemable. Includes any type of security that is redeemable at a fixed or determinable price or on a fixed or determinable date or dates, is redeemable at the option of the holder, or has conditions for redemption which are not solely within the control of the issuer. Includes stock with a put option held by an ESOP and stock redeemable by a holder only in the event of a change in control of the issuer.

Class A Ordinary Shares Subject to Possible Redemption - Additional Information (Detail) - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Mar. 26, 2022	Sep. 25, 2021	Dec. 31, 2020	Sep. 26, 2020
SVF INVESTMENT CORP 3 [Member]
Temporary Equity [Line Items]
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, No Par Value	$ 0.0001	$ 0.0001
Common Stock, Voting Rights	one vote	one vote
Common Class A [Member]
Temporary Equity [Line Items]
Common Stock, Shares Authorized			7,071,424	7,071,424		5,997,632
Common Class A [Member] \| SVF INVESTMENT CORP 3 [Member]
Temporary Equity [Line Items]
Common Stock, Shares Authorized	200,000,000	200,000,000
Common Stock, No Par Value	$ 0.0001	$ 0.0001
Common Stock, Voting Rights	one vote	one vote
Temporary Equity, Shares Outstanding	32,000,000	32,000,000			0
Temporary Equity, Shares Issued		32,000,000			0

Property and Equipment - Schedule Of Property Plant And Equipment (Detail) - USD ($) $ in Thousands	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Property, Plant and Equipment [Line Items]
Property and equipment	$ 40,346	$ 37,177	$ 36,001
Less accumulated depreciation	(21,145)	(18,560)	(26,815)
Property and equipment, net	19,201	18,617	9,186
Computer Equipment And Software Furniture And Fixtures And Test Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	37,427	34,268	33,276
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment	$ 2,919	$ 2,909	$ 2,725

Property and Equipment - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 1.3	$ 0.8	$ 2.5	$ 1.6	$ 4.0	$ 5.3	$ 6.9

Shareholders' Equity (Deficit) - Additional Information (Detail) - USD ($)					3 Months Ended	12 Months Ended
	Mar. 11, 2021	Feb. 26, 2021	Feb. 03, 2021	Jan. 29, 2021	Mar. 31, 2022	Dec. 31, 2021	Mar. 26, 2022	Sep. 25, 2021	Dec. 31, 2020	Dec. 14, 2020	Sep. 26, 2020
SVF INVESTMENT CORP 3 [Member]
Preferred stock, shares authorized					1,000,000	1,000,000			1,000,000
Preferred stock, no par value					$ 0.0001	$ 0.0001			$ 0.0001
Preferred stock, shares issued					0	0			0
Preferred stock, shares outstanding					0	0			0
Common stock, shares authorized					200,000,000	200,000,000
Common stock, no par value					$ 0.0001	$ 0.0001
Common stock, voting rights					one vote	one vote
Founder Shares [Member] \| Revenue from Rights Concentration Risk [Member] \| Revenue Benchmark [Member] \| SVF INVESTMENT CORP 3 [Member]
Common stock, conversion ratio, percent					20.00%	20.00%
Over-Allotment Option [Member] \| Founder Shares [Member] \| SVF INVESTMENT CORP 3 [Member]
Temporary equity shares outstanding	1,000,000
Common Class A [Member]
Common stock, shares authorized							7,071,424	7,071,424			5,997,632
Common stock, shares outstanding							5,997,632	5,997,632			5,997,632
Common stock, shares, issued							6,444,373	5,997,632
Common Class A [Member] \| SVF INVESTMENT CORP 3 [Member]
Common stock, shares authorized					200,000,000	200,000,000
Common stock, no par value					$ 0.0001	$ 0.0001
Common stock, voting rights					one vote	one vote
Common stock, shares outstanding					33,040,000	33,040,000			0
Temporary equity shares outstanding					32,000,000	32,000,000			0
Common stock, shares, issued									0
Common Class B [Member]
Preferred stock, shares authorized							1	1
Preferred stock, shares issued							1	1
Preferred stock, shares outstanding							1	1
Common Class B [Member] \| SVF INVESTMENT CORP 3 [Member]
Common stock, shares authorized					20,000,000	20,000,000
Common stock, no par value					$ 0.0001	$ 0.0001
Common stock, voting rights					one vote	one vote
Common stock, shares outstanding					8,000,000	8,000,000			8,000,000
Common stock, shares, issued										2,875,000
Common stock subject to repurchase, shares				12,125,000
Common stock subject to repurchase		$ 0	$ 0
Common Class B [Member] \| Sponsor [Member]
Common stock subject to repurchase		$ 2,000,000	$ 5,000,000
Common Class B [Member] \| Sponsor [Member] \| SVF INVESTMENT CORP 3 [Member]
Common stock, shares outstanding					8,000,000	8,000,000
Common stock subject to repurchase, shares		2,000,000	5,000,000		8,000,000	8,000,000
Common Class B [Member] \| Founder Shares [Member] \| SVF INVESTMENT CORP 3 [Member]
Ordinary shares were subject to forfeiture	1,000,000
Common Class B [Member] \| Over-Allotment Option [Member] \| SVF INVESTMENT CORP 3 [Member]
Common stock subject to repurchase		$ 0				$ 0
Ordinary shares were subject to forfeiture					1,000,000	1,000,000
Percentage of increase in ordinary shares issued					20.00%	20.00%

Intangible Assets - Schedule Of Estimated Weighted Average Useful Of The Identified Intangible Assets (Detail)	12 Months Ended
	Sep. 25, 2021
Customer relationships [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated weighted average useful life	10 years
Trademarks [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Estimated weighted average useful life	3 years

Intangible Assets - Schedule of Intangible Assets (Detail) - USD ($) $ in Thousands	Sep. 25, 2021	Sep. 26, 2020
Finite-Lived Intangible Assets [Line Items]
Intangibles, gross	$ 5,438	$ 5,139
Accumulated amortization	(4,274)	(3,599)
Intangibles, net	1,164	1,540
Customer relationships [Member]
Finite-Lived Intangible Assets [Line Items]
Intangibles, gross	4,656	4,400
Accumulated amortization	(3,492)	(2,860)
Intangibles, net	1,164	1,540
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Intangibles, gross	782	739
Accumulated amortization	(782)	(739)
Intangibles, net	$ 0	$ 0

Intangible Assets - Schedule Of Estimated Future Annual Pre-Tax Amortization Expense Of Definite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands	Sep. 25, 2021	Sep. 26, 2020
Finite-Lived Intangible Assets, Amortization Expense, Maturity Schedule [Abstract]
Fiscal year 2022	$ 466
Fiscal year 2023	466
Fiscal year 2024	232
Total	$ 1,164	$ 1,540

Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Intangible Assets, Net (Excluding Goodwill) [Abstract]
Amortization expense	$ 0.5	$ 0.4	$ 0.4

Fair Value Measurements - Fair Value, Assets Measured on Recurring Basis (Detail) - SVF INVESTMENT CORP 3 [Member] - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Quoted Prices in Active Markets (Level 1) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments held in Trust Account	$ 320,043,033	$ 320,016,430
Significant Other Observable Inputs (Level 2) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments held in Trust Account	0	0
Significant Other Unobservable Inputs (Level 3) [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments held in Trust Account	$ 0	$ 0

Fair Value Measurements - Summary of Company's Financial Assets Measured At Fair Value On Recurring Basis (Detail) - Fair Value, Recurring [Member] - USD ($) $ in Thousands	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Money market funds	$ 227,629	$ 152,204	$ 51,874
Total assets	227,629	152,204	51,874
Fair Value, Inputs, Level 1 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Money market funds	227,629	152,204	51,874
Total assets	227,629	152,204	51,874
Fair Value, Inputs, Level 2 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Money market funds	0	0	0
Total assets	0	0	0
Fair Value, Inputs, Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Money market funds	0	0	0
Total assets	$ 0	$ 0	$ 0

Fair Value Measurements - Additional Information (Detail) - USD ($)	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020
Fair Value, Recurring [Member]
Fair Value Disclosures [Line Items]
Liabilities at fair value	$ 0	$ 0	$ 0

Income Taxes - Summary of reconciliation of the expected U.S. federal income tax rate to the effective tax rate (Detail) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Sep. 28, 2019
Income Tax Disclosure [Abstract]
Loss before income tax	$ (29,903,000)	$ (26,855,000)	$ (52,956,000)	$ (53,058,000)	$ (122,314,000)	$ (109,568,000)	$ (104,361,000)
Tax on pre-tax loss					(25,686,000)
Loss not subject to tax					26,575,000
Foreign rate differential					233,000
Decrease in valuation allowance					(993,000)
Other					(129,000)
Total income tax	$ 0	$ 0	$ 0	$ 0	$ 0	$ (47,000)	$ 0	$ 0
Tax on pre-tax loss Percent					21.00%
Loss not subject to tax Percent					(21.73%)
Foreign rate differential Percent					(0.19%)
Decrease in valuation allowance Percent					0.81%
Other Percent					0.11%
Total income tax Percent					0.00%

Income Taxes - Summary of the significant components of the company's net deferred tax assets (Detail) - USD ($) $ in Thousands	Sep. 25, 2021	Sep. 26, 2020
Deferred tax assets:
Non-capital loss carry-forward	$ 11,265	$ 11,794
R&D credits and deductible expenditures	1,993	1,696
Fixed assets	37	0
Other	1	1
Gross deferred tax assets	13,296	13,491
Deferred tax liabilities:
R&D credits and deductible expenditures	(688)	(600)
Fixed assets	0	(17)
Gross deferred tax liabilities	(688)	(617)
Total deferred tax assets and liabilities	12,608	12,874
Valuation allowance	(12,608)	(12,874)
Net deferred tax assets	$ 0	$ 0

Income Taxes - Additional Information (Detail) - USD ($)	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Sep. 28, 2019
Income Tax [Line Items]
Income tax expense (benefit)	$ 0	$ 0	$ 0	$ 0	$ 0	$ (47,000)	$ 0	$ 0
Income tax benefit						100,000
Unrecognized tax benefits, income tax penalties and interest expense					0	$ 0
CANADA
Income Tax [Line Items]
Operating loss carryforwards					$ 45,100,000
Operating loss carryforwards term					20 years
Operating loss carryforwards expiration year					2039

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions		1 Months Ended	12 Months Ended
	Dec. 12, 2021	Dec. 31, 2021	Sep. 25, 2021	Mar. 23, 2022
Warrant Units [Member]
Subsequent Event [Line Items]
Warrants Vested Units			446,741
Walmart Inc. [Member] \| Warrant Units [Member]
Subsequent Event [Line Items]
Warrants Vested Units		446,741
Warrants Vested Value		$ 173.8
Common Class A [Member] \| Walmart [Member]
Subsequent Event [Line Items]
Percentage of ownership percentage		6.50%
Common Class A [Member] \| Walmart Inc. [Member]
Subsequent Event [Line Items]
Units issued during the period on exercise of warrants units		446,741
Subsequent Event [Member] \| Walmart Inc. [Member] \| Warrant Units [Member]
Subsequent Event [Line Items]
Warrants Vested Units	267,281	446,741
Warrants Vested Value	$ 104.0	$ 173.8
Subsequent Event [Member] \| Forward Purchase Agreement [Member] \| SVF INVESTMENT CORP 3 [Member]
Subsequent Event [Line Items]
Common Stock Subscription				$ 50.0
Share price				$ 10
Subsequent Event [Member] \| Common Class A [Member] \| Walmart [Member]
Subsequent Event [Line Items]
Percentage of ownership percentage	3.70%	6.50%
Subsequent Event [Member] \| Common Class A [Member] \| Walmart Inc. [Member]
Subsequent Event [Line Items]
Units issued during the period on exercise of warrants units	267,281	446,741
Subsequent Event [Member] \| Common Class A [Member] \| Walmart Inc. [Member] \| Warrant Units [Member]
Subsequent Event [Line Items]
Warrants Vested Units	258,972
Class of warrants or rights exercise price per share	$ 614.34

Employee Benefit Plans - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
401(k) [Member]
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan cost, recognized	$ 1.9	$ 1.6	$ 1.4
CANADA \| Registered Retirement Savings Plan [Member]
Defined Contribution Plan Disclosure [Line Items]
Defined contribution plan cost, recognized	$ 0.2	$ 0.3	$ 0.2

Membership Interests - Additional Information (Detail) - USD ($)	12 Months Ended
	Sep. 25, 2021	Sep. 26, 2020
Capital Unit [Line Items]
Temporary equity and permanent equity shares authorized	6,426,208	6,426,208
Proceeds from redeemable preferred stock	$ 0	$ 100,000,000
Capital Unit, Class A [Member]
Capital Unit [Line Items]
Common Unit, Authorized	5,997,632	5,997,632
Common Unit, Outstanding	5,997,632
Preferred Class B Units [Member]
Capital Unit [Line Items]
Temporary Equity, Shares Authorized	1	1
Temporary Equity, Shares Outstanding	1
Temporary equity dividend adjustment	$ 21,900,000	$ 20,800,000
Temporary equity compounded annual rate of return	5.00%	5.00%
Preferred Class B One Units [Member]
Capital Unit [Line Items]
Temporary Equity, Shares Authorized	2	2
Temporary Equity, Shares Outstanding	1
Temporary equity dividend adjustment	$ 11,100,000	$ 8,700,000
Temporary equity compounded annual rate of return	5.00%	5.00%
Preferred Class B Two Units [Member]
Capital Unit [Line Items]
Temporary Equity, Shares Authorized	2	2
Common Units Class C [Member]
Capital Unit [Line Items]
Temporary Equity, Shares Authorized	428,571	428,571
Temporary Equity, Shares Outstanding	428,571
Preferred Stock Class B And B One Units [Member]
Capital Unit [Line Items]
Temporary equity liquidation preference	$ 691,300,000

Net Loss per Unit - Summary of Computation of Basic and Diluted Loss (Detail) - USD ($)	1 Months Ended	3 Months Ended						6 Months Ended		12 Months Ended
	Dec. 31, 2020	Mar. 31, 2022	Mar. 26, 2022	Mar. 26, 2022	Mar. 31, 2021	Mar. 27, 2021	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Dec. 31, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019	Sep. 28, 2019
Net loss	$ (18,846)	$ (2,303,304)		$ (29,903,000)	$ (523,923)		$ (26,855,000)	$ (52,956,000)	$ (53,058,000)	$ (6,475,753)	$ (122,314,000)	$ (109,521,000)	$ (104,361,000)	$ (104,361,000)
Returns on redeemable Preferred Units			$ (8,641,000)	(8,641,000)		$ (8,230,000)	(8,231,000)	(17,282,000)	(16,459,000)		(32,919,000)	(29,565,000)	(25,181,000)
Loss attributable to Class A Units and Class C Units			$ (38,544,000)	$ (38,544,000)		$ (35,085,000)	$ (35,086,000)	$ (70,238,000)	$ (69,517,000)		$ (155,233,000)	$ (139,086,000)	$ (129,542,000)
Weighted average units used in computing loss per unit attributable to Class A Units and Class C Units, basic and diluted			6,872,944	6,872,944		6,426,203	6,426,203	6,682,894	6,426,203		6,426,203	6,426,203	6,426,203
Loss per unit attributable to Class A Units and Class C Units, basic and diluted			$ (5.61)	$ (5.61)		$ (5.46)	$ (5.46)	$ (10.51)	$ (10.82)		$ (24.16)	$ (21.64)	$ (20.16)
Class A Units and Class C Units [Member]
Returns on redeemable Preferred Units									$ (16,460,000)
Loss attributable to Class A Units and Class C Units									$ (69,518,000)

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(22))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
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Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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Net Loss per Unit - Additional Information (Detail) - USD ($)	12 Months Ended
	Sep. 25, 2021	Sep. 26, 2020
Earnings Per Share [Abstract]
Dilutive Securities, Effect on Basic Earnings Per Share	$ 0	$ 0

Unit-based Compensation - Summary of Class C Units Outstanding and Vested (Detail) - Officers Employees And Directors [Member] - Share-based Payment Arrangement, Option [Member] - Redeemable Class C Units [Member] - shares	6 Months Ended	12 Months Ended
	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Balance at beginning of period	428,571	428,571	428,571	428,571
Granted	8,468	51,543	42,587	64,987
Redeemed	0	0	0	0
Forfeited	(8,468)	(51,543)	(42,587)	(64,987)
Balance at end of period	428,571	428,571	428,571	428,571
Vested at September 25, 2021	359,569	340,282

Unit-based Compensation - Summary of Class C Units Outstanding and Vested (Parenthetical) (Detail) - USD ($) $ in Millions	6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share based compensation by share based award remaining period of recognition			2 years
Officers Employees And Directors [Member] \| Redeemable Class C Units [Member] \| Share-based Payment Arrangement, Option [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Allocated share based compensation	$ 0.1	$ 0.1	$ 0.1	$ 0.1
Share based compensation by share based award options unrecognized compensation	$ 0.3		$ 0.4
Share based compensation by share based award remaining period of recognition	3 years 9 months 18 days		4 years 6 months
Share based compensation by share based award lock in period			6 months	6 months

Unit-based Compensation - Summary of The Fair Value of Each Class C Unit Grant Using A Black-Scholes Option (Detail) - Officers Employees And Directors [Member] - Redeemable Class C Units [Member] - Share-based Payment Arrangement, Option [Member]	3 Months Ended	12 Months Ended
	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Schedule of Share Based Payment Award Valuation Assumptions Line Items [Line Items]
Dividend yield	0.00%	0.00%	0.00%	0.00%
Volatility	45.00%	40.00%	50.00%	40.00%
Risk-free interest rate	2.30%	0.29%	0.12%	1.58%
Expected term (years)	2 years	2 years	1 year 3 months	3 years

Unit-based Compensation - Summary of the fair value of each Class C Unit grant using a Black-Scholes option - Parenthetical (Details) - $ / shares	3 Months Ended	6 Months Ended	12 Months Ended
	Sep. 25, 2021	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020
Officers Employees And Directors [Member] \| Redeemable Class C Units [Member] \| Share-based Payment Arrangement, Option [Member]
Schedule of Share Based Payment Award Valuation Assumptions Line Items [Line Items]
Share based compensation by share based award weighted average grant date fair value per share granted	$ 407.19	$ 160.03	$ 5.56	$ 0.12

Unit-based Compensation - Summary of VAP Units Outstanding and Vested (Detail) - Officers Employees And Directors [Member] - Value Appreciation Rights [Member] - shares	3 Months Ended	12 Months Ended
	Mar. 26, 2022	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Schedule of Share based Compensation Restricted Stock And Restricted Stock Units Activity [Line Items]
Balance at beginning of period	4,039,620	4,389,257	5,053,182	7,574,464
Granted	0	0	0	0
Exercised	(255,845)
Forfeited	(92,664)	(349,637)	(663,925)	(2,521,282)
Balance at end of period	3,691,111	4,039,620	4,389,257	5,053,182
Vested at September 25, 2021	3,554,588	3,672,430
Vested and exercisable at September 25, 2021	2,369,725	2,448,287

Unit-based Compensation - Summary of VAP Units outstanding and vested - Parenthetical (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Schedule of Share based Compensation Restricted Stock And Restricted Stock Units Activity [Line Items]
Share based compensation by share based award equity instruments other than options unallocated share based compensation					$ 1.2
Share based compensation by share based award remaining period of recognition					2 years
Officers Employees And Directors [Member] \| Value Appreciation Rights [Member]
Schedule of Share based Compensation Restricted Stock And Restricted Stock Units Activity [Line Items]
Allocated share based compensation	$ 0.9	$ 0.1	$ 1.1	$ 0.1	$ 11.6	$ 0.1	$ 0.0
Share based compensation by share based award equity instruments other than options unallocated share based compensation	$ 0.4		$ 0.4
Share based compensation by share based award remaining period of recognition			1 year 6 months

Unit-based Compensation - Schedule of Share Based Payment Award Warrant Units Valuation Assumptions (Detail) - Warrant Units [Member]	3 Months Ended	12 Months Ended
	Mar. 26, 2022	Sep. 25, 2021
Schedule Of Share Based Payment Award Valuation Assumptions [Line Items]
Dividend yield	0.00%	0.00%
Volatility	43.00%	43.00%
Risk-free interest rate	1.65%	1.65%
Expected term (years)	10 years	10 years

Unit-based Compensation - Schedule of Stock Warrant Activity (Detail) - Warrant Units [Member]	12 Months Ended
	Sep. 25, 2021 shares
Class of Warrant or Right [Line Items]
Beginning balance	0
Granted	714,022
Vested	(446,741)
Ending balance	267,281

Unit-based Compensation - Additional Information (Detail)			1 Months Ended	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022 USD ($) shares	Apr. 30, 2021 $ / shares shares	Dec. 31, 2021 USD ($) shares	Mar. 26, 2022 USD ($) shares	Mar. 27, 2021 USD ($)	Mar. 26, 2022 USD ($) shares	Mar. 27, 2021 USD ($)	Sep. 25, 2021 USD ($) shares	Sep. 26, 2020 USD ($) shares	Sep. 28, 2019 USD ($) shares	Sep. 28, 2019
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount \| $								$ 1,200,000
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition								2 years
Adjustments to Additional Paid in Capital, Warrant Issued \| $								$ 26,999,000
Common Class A [Member] \| Walmart [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Percentage of ownership percentage			6.50%
Walmart Inc. [Member] \| Common Voting Units Class A [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount \| $	$ 16,200			$ 16,200		$ 16,200
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition	9 years 1 month 6 days
Walmart Inc. [Member] \| Common Class A [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Units issued during the period on exercise of warrants units			446,741
Warrant Units [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Payment Arrangement, Expense \| $						$ 0
Warrants Vested Units								446,741
Share Based Compensation by Share Based Award Equity Instruments Other than Options Cumulatively Vested								446,741
Share-based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount \| $								$ 16,200
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition						9 years 7 months 6 days
Adjustments to Additional Paid in Capital, Warrant Issued \| $								$ 27,000
Share based compensation by share based award equity instruments other than options granted								714,022
Warrant Units [Member] \| Walmart Inc. [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Warrants Vested Units			446,741
Warrants Vested Value \| $			$ 173,800,000
Additional Warrant Units [Member] \| Walmart Inc. [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share Based Compensation by Share Based Award Equity Instruments Other than Options Cumulatively Vested	0			0		0
Subscription Agreement with Walmart [Member] \| Warrant Units [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		714,022
Warrants grant date fair value \| $ / shares		$ 60.44
Number of Additional Warrants Issuable Per Tranche		44,000
Class of Warrant or Right, Exercise Price of Warrants or Rights \| $ / shares		$ 389.03
Warrants and Rights Outstanding, Maturity Date		Apr. 30, 2031
Subscription Agreement with Walmart [Member] \| Warrant Units [Member] \| Share-based Payment Arrangement, Tranche One [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		446,741
Percentage of Entity Common Unit Issued and Oustanding		6.50%
Warrants grant date fair value \| $ / shares		$ 60.44
Subscription Agreement with Walmart [Member] \| Warrant Units [Member] \| Share-based Payment Arrangement, Tranche Two [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		267,281
Percentage of Entity Common Unit Issued and Oustanding		3.50%
Officers Employees And Directors [Member] \| Value Appreciation Rights [Member]
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Payment Arrangement, Expense \| $				$ 900,000	$ 100,000	$ 1,100,000	$ 100,000	$ 11,600,000	$ 100,000	$ 0
Share Based Compensation by Share Based Award Equity Instruments Other than Options Cumulatively Vested	3,554,588			3,554,588		3,554,588		3,672,430
Share-based Payment Arrangement, Nonvested Award, Excluding Option, Cost Not yet Recognized, Amount \| $	$ 400,000			$ 400,000		$ 400,000
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition						1 year 6 months
Share based compensation by share based award vesting period											5 years
Share based compensation by share based award equity instruments other than options granted				0				0	0	0
Share based compensation award by share based award equity instruments other than options cash payment as a percentage in appreciation of fair market value of fraction of a unit								1
Minimum Annual Revenue To Be Realized For Vesting \| $								$ 100,000,000

Segment and Geographic Information - Summary of Revenue by Geographical Region (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Mar. 26, 2022	Mar. 27, 2021	Mar. 26, 2022	Mar. 27, 2021	Sep. 25, 2021	Sep. 26, 2020	Sep. 28, 2019
Revenue From External Customers By Geographic Areas [Line Items]
Total revenue	$ 96,284	$ 23,177	$ 173,348	$ 28,719	$ 251,913	$ 92,086	$ 100,123
Percentage of revenue generated outside of the United States	1.00%	4.00%	1.00%	7.00%	1.00%	41.00%	4.00%
United States [Member]
Revenue From External Customers By Geographic Areas [Line Items]
Total revenue	$ 95,392	$ 22,240	$ 171,630	$ 26,754	$ 248,209	$ 54,349	$ 95,726
Canada [Member]
Revenue From External Customers By Geographic Areas [Line Items]
Total revenue	$ 892	$ 937	$ 1,718	$ 1,965	$ 3,704	$ 37,737	$ 4,397

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).

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