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Approximate date of commencement of proposed sale to the public:
As soon as practicable after this Registration Statementbecomes effective.If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415under the Securities Act, check the following box.
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please checkthe following box and list the Securities Act registration statement number of the earlier effective registration statement for the sameoffering.
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box andlist the Securities Act registration statement number of the earlier effective registration statement for the same offering.
If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box andlist the Securities Act registration statement number of the earlier effective registration statement for the same offering.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
CALCULATION OF REGISTRATION FEE
The Registrant hereby amends this Registration Statement on such date or dates as may be necessary to delay its effectivedate until the Registrant shall file a further amendment which specifically states that this Registration Statement shallthereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statementshall become effective on such date as the Commission acting pursuant to said Section 8(a) may determine.
Large accelerated filer
(Do not check if a smaller reporting company) Smaller reporting company
Title of Each Class of Securities to be RegisteredProposed MaximumAggregateOffering Price
Amount of Registration Fee
Class A Common Stock, $0.0001 parvalue $750,000,000 $87,075
(1)Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(o) underthe Securities Act of 1933, as amended.(2)Includes shares the underwriters have the option to purchase to cover over-allotments, if any.