Limbach (LMB) 10-Q 14 Aug 14 2014 Q1 Quarterly report Financial data

Document_And_Entity_Informatio

Document And Entity Information	3 Months Ended
	Jun. 30, 2014	Aug. 14, 2014
Document Information [Line Items]	'	'
Document Type	'10-Q	'
Amendment Flag	'false	'
Document Period End Date	30-Jun-14	'
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q1	'
Entity Registrant Name	'1347 Capital Corp	'
Entity Central Index Key	'0001606163	'
Current Fiscal Year End Date	'--12-31	'
Entity Filer Category	'Smaller Reporting Company	'
Trading Symbol	'TFSCU	'
Entity Common Stock, Shares Outstanding	'	5,948,000

Balance_Sheet

Balance Sheet (USD $)	Jun. 30, 2014
Current assets	'
Cash	$89,609
Deferred offering costs	306,798
Total assets	396,407
Current liabilities	'
Accounts payable	642
Deferred offering cost payable	246,407
Note payable to stockholder	125,000
Total liabilities	372,049
Stockholders’ equity	'
Preferred stock, $.0001 par value; 1,000,000 shares authorized; none issued and outstanding	0
Common stock, $.0001 par value; 10,000,000 shares authorized; 1,150,000 issued and outstanding	115
Additional paid-in capital	24,885
Deficit accumulated during the development stage	-642
Total stockholders’ equity	24,358
Total liabilities and stockholders’ equity	$396,407

Balance_Sheet_Parenthetical

Balance Sheet (Parenthetical) (USD $)	Jun. 30, 2014
Preferred stock, par value (in dollars per share)	$0.00
Preferred stock, shares authorized	1,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0
Common stock, par value (in dollars per share)	$0.00
Common stock, shares authorized	10,000,000
Common stock, shares, issued	1,150,000
Common stock, shares, outstanding	1,150,000

Statement_of_Operations

Statement of Operations (USD $)	3 Months Ended
	Jun. 30, 2014
Revenues	$0
Formation costs	565
General and administrative costs	76
Net loss	($642)
Weighted average common shares outstanding	'
Basic and diluted	1,150,000
Basic and diluted net loss per share (in dollars per share)	$0

Statement_of_Changes_in_Stockh

Statement of Changes in Stockholders' Equity (USD $)	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit during Development Stage [Member]
Balance at Apr. 14, 2014	$0	$0	$0	$0
Balance (in shares) at Apr. 14, 2014	'	0	'	'
Common shares issued to initial stockholders	25,000	115	24,885	0
Common shares issued to initial stockholders (in shares)	'	1,150,000	'	'
Net loss	-642	0	0	-642
Balance at Jun. 30, 2014	$24,358	$115	$24,885	($642)
Balance (in shares) at Jun. 30, 2014	'	1,150,000	'	'

Statement_of_Cash_Flows

Statement of Cash Flows (USD $)	3 Months Ended
	Jun. 30, 2014
Cash flows from/(for) operating activities	'
Net loss	($642)
Change in operating assets and liabilities:	'
Increase in accounts payable	642
Increase in deferred offering cost payable	246,407
Net cash from operating activities	246,407
Cash flows from/(for) financing activities	'
Proceeds from sale of shares of common stock to initial stockholder	25,000
Proceeds from note payable - stockholder	125,000
Deferred costs associated with initial public offering	-306,798
Net Cash for financing activities	-156,798
Net increase in cash	89,609
Cash at beginning of period	0
Cash at end of period	89,609
Supplemental disclosure for non-cash financing activities	'
Accrual of deferred offering cost	$306,798

Organization_and_Plan_of_Busin

Organization and Plan of Business Operations	3 Months Ended
	Jun. 30, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]	'
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]	'
	Note 1 — Organization and Plan of Business Operations
	1347 Capital Corp. (“1347 Capital” or the “Company”) was incorporated in Delaware on April 15, 2014 as a blank check company whose objective is to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination, one or more operating businesses (a “Business Combination”).
	At June 30, 2014, the Company had not yet commenced any operations. All activity through June 30, 2014 relates to the Company’s formation and the Offering described below. The Company has selected December 31 as its fiscal year-end.
	The Company is considered to be a development stage company and, as such, the Company’s financial statements are prepared in accordance with the Accounting Standards Codification (“ASC”) topic 915 “Development Stage Entities.” The Company is subject to all of the risks associated with activities of development stage companies.
	The registration statement for the Company’s initial public offering (the “Offering”) was declared effective on July 15, 2014. The Company consummated the Offering of 4,000,000 units (“Units”) on July 21, 2014 generating gross proceeds of $40,000,000. The Company granted the representative of the underwriters a 45-day option to purchase up to 600,000 Units solely to cover over-allotments, if any. Simultaneously with the closing of the Offering, 1347 Capital also consummated a private placement of 180,000 units (“Private Units,”) at $10 per unit and 600,000 warrants, or “$15 Exercise Price Sponsor Warrants” at $0.50 per warrant generating gross proceeds of $2,100,000. In April 2014, Company’s insiders purchased an aggregate of 1,150,000 shares of common stock (the “Insider Shares),” for an aggregate purchase price of $25,000, or approximately $0.02 per share.
	On July 21, 2014 the underwriters exercised their over-allotment option in full and on July 23, 2014 purchased an additional 600,000 Units subject to such over-allotment option. The Units issued pursuant to the over-allotment option were sold at the Offering price of $10.00 per Unit, generating gross proceeds of $6,000,000. In a private sale that took place simultaneously with the consummation of the exercise of the over-allotment option, the sponsor purchased an additional 18,000 Private Units at $10.00 per unit.
	All of the proceeds received from the Offering and sale of Private Units have been placed in a trust account after paying for certain expenses and working capital requirements of the Company, such that at least approximately $10.00 per Unit sold in the Offering is held in a reputable bank or trust company (“Trust Account”) until the earlier of (i) the consummation of the Company’s initial Business Combination and (ii) the Company’s failure to consummate a Business Combination within the prescribed time. After deducting the Offering expenses, the remaining net proceeds (not held in the Trust Account) may be used to pay for business, legal and accounting due diligence on prospective acquisitions and continuing general and administrative expenses. Additionally, the interest earned on the Trust Account balance may be released to the Company to fund working capital requirements as well as for any amounts that are necessary to pay the Company’s tax obligations.
	In connection with any proposed Business Combination, the Company will seek stockholder approval of an initial Business Combination at a meeting called for such purpose at which stockholders may seek to convert their shares, regardless of whether they vote for or against the proposed Business Combination. The Company, after signing a definitive agreement for the acquisition of a target business, is required to provide stockholders who acquired common shares in the Offering (“Public Stockholders”) with the opportunity to convert their common shares for a pro rata share of the Trust Account, however, there will be a mechanism to prevent a Public Stockholder from voting, or seeking conversion for more than 20% of the shares sold in the Offering. The insiders shall not be entitled to seek conversion with respect to any Insider Shares nor with respect to any shares of common stock purchased by them in the Offering or in the aftermarket.
	If the Company is unable to complete its initial Business Combination within 18 months from the date of the Offering (or 24 months from the date of the Offering if the Company has executed a definitive agreement for a Business Combination within 18 months from the date of the Offering but has not completed such Business Combination within the 18-month period), the Company will liquidate and dissolve and distribute its assets in the Trust Account to the Public Stockholders. In such case, each Public Stockholder 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 or necessary to pay any of its taxes. The holders of Insider Shares and Private Units will not participate in any redemption distribution with respect to their Insider Shares and Private Units, including the common stock included in the Private Units.
	If the Company is unable to conclude its initial Business Combination and expends all of the net proceeds of the Offering not deposited in the Trust Account, without taking into account any interest earned on the Trust Account, the Company expects that the per-share redemption price for common stock will be approximately $10.00. The placement of funds in the Trust Account may not protect those funds from third party claims against the Company. Although the Company will seek to have all vendors and service providers engaged and prospective target businesses the Company negotiate with execute agreements waiving any right, title, interest or claim of any kind in or to any monies held in the Trust Account for the benefit of Company’s Public Stockholders, they may not execute such agreements. Furthermore, even if such entities execute such agreements with the Company, they may seek recourse against the Trust Account. A court may not uphold the validity of such agreements. Accordingly, the proceeds held in the Trust Account could be subject to claims which could take priority over those of the Public Stockholders. Therefore, the actual per-share redemption price may be less than approximately $10.00
	Emerging Growth Company
	Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such 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, 1347 Capital Corp., 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 Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accountant standards used.

Significant_Accounting_Policie

Significant Accounting Policies	3 Months Ended
	Jun. 30, 2014
Accounting Policies [Abstract]	'
Significant Accounting Policies [Text Block]	'
	Note 2 — Significant Accounting Policies
	Basis of Presentation
	The accompanying unaudited financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
	Development Stage Company
	The Company is considered to be a development stage company and, as such, the Company’s financial statements are prepared in accordance with the Accounting Standards Codification (“ASC”) topic 915 “Development Stage Entities.” The Company is subject to all of the risks associated with activities of development stage companies.
	Loss per Share
	Loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period, excluding shares of common stock subject to forfeiture. As of June 30, 2014 the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company under the treasury stock method. As a result, diluted loss per common share is the same as basic loss per common share for the period.
	Fair Value of Financial Instruments
	The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet.
	Use of Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
	Cash and Cash Equivalents
	The Company considers all short-term investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash balances that at times may be uninsured or in deposit accounts that exceed Federal Deposit Insurance Corporation limits. At June 30, 2014, the Company’s cash was held at one financial institution.
	Income Taxes
	The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.
	ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position 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. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material change to its financial position.
	The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of June 30, 2014. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.
	Recent Accounting Pronouncements
	In June 2014 The Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10 to eliminate certain financial reporting requirements that have historically applied to development stage entities. For public business entities, the amendments are effective for annual reporting periods beginning after December 15, 2014 and interim periods therein. The Company is considering the potential impact of this new standard on its financial statements, which is not expected to be material.

The_Offering

The Offering	3 Months Ended
	Jun. 30, 2014
Equity [Abstract]	'
The Offering	'
	Note 3 — The Offering
	The Company consummated the Offering of 4,000,000 Units on July 21, 2014. Each Unit was offered at a price of $10.00 and consists of one share of common stock, one right to receive one-tenth ( 1/10) of a share of common stock automatically on the consummation of a Business Combination and one warrant. Each warrant entitles the holder thereof to purchase one-half of one share of common stock at a price of $11.50 per full share, subject to certain adjustments. The warrants will become exercisable on the later of 30 days after the completion of the Business Combination and 12 months from closing of the Offering, and will expire five years after the completion of the Business Combination or earlier upon redemption or liquidation. The Company also granted EarlyBirdCapital, Inc., the representative of the underwriters (the “Representative”), a 45-day option to purchase up to 600,000 Units (over and above the 4,000,000 Units referred to above) solely to cover over-allotments, if any. On July 21, 2014 the underwriters exercised their over-allotment option in full and on July 23, 2014 purchased an additional 600,000 Units subject to such over-allotment option. The Units issued pursuant to the over-allotment option were sold at the Offering price of $10.00 per Unit, generating gross proceeds of $6,000,000.
	If the Company is unable to consummate a Business Combination within 18 months from the closing of this Offering, or 24 months from the closing of this Offering if the Company has entered into a letter of intent or definitive agreement with a target business for a business combination within 18 months from the closing of this offering and such business combination has not yet been consummated within such 18-month period, it will redeem 100% of the shares held by Public Stockholders using the funds in the Trust Account described above. In such event, the rights and warrants held by Public Stockholders will expire and be worthless.
	The Company paid the underwriters in the Offering an underwriting discount of 3% ($1,200,000) of the gross proceeds of the Offering. An additional 3% underwriting discount of $180,000 was paid to underwriters for the proceeds generated upon exercise of the over-allotment option. On July 21, 2014 simultaneously with the completion of the Offering, the Company also issued a unit purchase option (“UPO”), for $100, to the Representative or its designees to purchase up to a total of 300,000 Units. The UPO will be exercisable at any time, in whole or in part, during the period commencing on the later of the first anniversary of the effective date of the Offering registration statement and closing of Business Combination and terminating on the fifth anniversary of the effective date of the Offering registration statement at a price per Unit equal to $10. The UPO may be exercised for cash or on a cashless basis. The Company estimates that the fair value of the UPO on issuance date was approximately $821,799 (or approximately $2.74 per unit) using a Black-Scholes option-pricing model. The fair value of the UPO is estimated as of the date of grant using the following assumptions: (1) expected volatility of 30%, (2) risk-free interest rate of 1.69% and (3) expected life of five years.
	Simultaneously with the closing of the Offering, the Company has also consummated a private placement of 180,000 units (“Private Units,”) at $10 per unit and 600,000 warrants, or “$15 Exercise Price Sponsor Warrants” at $0.50 per warrant generating gross proceeds of $2,100,000. In a private sale that took place simultaneously with the consummation of the exercise of the over-allotment option, the sponsor purchased an additional 18,000 Private Units at $10.00 per unit generating additional proceeds of $180,000.

Deferred_Offering_Costs

Deferred Offering Costs	3 Months Ended
	Jun. 30, 2014
Deferred Offering Costs [Abstract]	'
Deferred Offering Costs [Text Block]	'
	Note 4 — Deferred Offering Costs
	Deferred offering costs consist principally of legal, accounting and underwriting costs incurred through the balance sheet date that are directly related to the Offering and were charged to stockholder’s equity upon the receipt of the capital raised.

Note_Payable_to_Affiliates

Note Payable to Affiliates	3 Months Ended
	Jun. 30, 2014
Notes Payable [Abstract]	'
Notes Payable to Affiliates [Text Block]	'
	Note 5 — Note Payable to Affiliates
	The Company issued a $125,000 principal amount unsecured promissory note to 1347 Investors LLC, the sponsor and holder of Insider Shares, on April 17, 2014. The note is non-interest bearing and payable no later than the date of the consummation of an initial Business Combination. Due to the short-term nature of the note, the fair value of the note approximates the carrying amount.

Commitments

Commitments	3 Months Ended
	Jun. 30, 2014
Commitments and Contingencies Disclosure [Abstract]	'
Commitments and Contingencies Disclosure [Text Block]	'
	Note 6 — Commitments
	The Company has engaged the Representative to act as its advisor in connection with its initial Business Combination to provide it with assistance in negotiating and structuring the terms of its initial Business Combination. The Company will pay the Representative a cash fee equal to 3.5% of the total gross proceeds raised in the Offering or $1,400,000 for such services upon the consummation of its initial Business Combination, exclusive of any applicable finders’ fees which might become payable, less up to 30% of such fee that the Company may allocate to one or more other advisors that assist it in identifying or consummating an initial Business Combination.
	In April 2014, Company’s insiders purchased an aggregate of 1,150,000 Insider Shares. The Insider Shares are identical to the shares of common stock included in the units being sold in this Offering. However, Company’s insiders have agreed (A) to vote their Insider Shares and any public shares acquired in or after this Offering in favor of any proposed Business Combination, (B) not to propose, or vote in favor of, an amendment to the certificate of incorporation that would affect the substance or timing of Company’s obligation to redeem 100% of its shares held by Public Stockholders if the Company does not complete the initial Business Combination within 18 months from the closing of the Offering (or 24 months, as applicable), unless it provides Public Stockholders with the opportunity to redeem their shares of common stock upon approval of any such amendment 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 pay franchise and income taxes, divided by the number of then outstanding public shares, (C) not to convert any shares (including the Insider Shares) into the right to receive cash from the Trust Account in connection with a stockholder vote to approve the proposed initial Business Combination or a vote to amend the provisions of the certificate of incorporation relating to the substance or timing of Company’s obligation to redeem 100% of its shares held by Public Shareholders if the Company does not complete the initial business combination within 18 months from the closing of this Offering (or 24 months, as applicable) and (D) that the Insider Shares shall not be entitled to be redeemed for a pro rata portion of the funds held in the Trust Account if a Business Combination is not consummated. Additionally, insiders have agreed not to transfer, assign or sell any of the Insider Shares (except to certain permitted transferees) until, with respect to 50% of the Insider Shares, the earlier of one year after the date of the consummation of the initial Business Combination and the date on which the closing price of Company’s common stock equals or exceeds $12.50 per share for any 20 trading days within a 30-trading day period following the consummation of the initial Business Combination and, with respect to the remaining 50% of the Insider Shares, one year after the date of the consummation of the initial Business Combination.
	The Private Units issued in the private placement described above are identical to the Units sold in this offering. However, the holders of Private Units have agreed (A) to vote their common shares included in the Private Units and any public shares acquired in or after this Offering in favor of any proposed Business Combination, (B) not to propose, or vote in favor of, an amendment to Company’s certificate of incorporation that would affect the substance or timing of Company’s obligation to redeem 100% of its shares held by Public Stockholders if the Company does not complete the initial Business Combination within 18 months from the closing of this Offering (or 24 months, as applicable), unless the Company provides its Public Stockholders with the opportunity to redeem their shares of common stock upon approval of any such amendment 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 pay franchise and income taxes, divided by the number of then outstanding public shares, (C) not to convert any shares (including the common shares in the Private Units) into the right to receive cash from the Trust Account in connection with a stockholder vote to approve the proposed initial Business Combination or a vote to amend the provisions of Company’s certificate of incorporation relating to the substance or timing of Company’s obligation to redeem 100% of its shares held by Public Stockholders if the Company does not complete its initial Business Combination within 18 months from the closing of this Offering (or 24 months, as applicable) and (D) that the common shares included in the Private Units shall not be entitled to be redeemed for a pro rata portion of the funds held in the Trust Account if a Business Combination is not consummated. Additionally, insiders (and/or their designees) have agreed not to transfer, assign or sell any of the Private Units or underlying securities (except to the same permitted transferees as the Insider Shares and provided the transferees agree to the same terms and restrictions as the permitted transferees of the Insider Shares must agree to) until the completion of the initial Business Combination.
	The Company presently occupies office space provided by an affiliate of the Company’s sponsor. Such affiliate has agreed that until the Company consummates a Business Combination, they will make such office space, as well as certain office and secretarial services, available to the Company as may be required by the Company from time to time. The Company has agreed to pay an aggregate of $10,000 per month for such services commencing on the effective date of the Offering subject to Company’s assessment of its working capital requirements.

Stockholder_Equity

Stockholder Equity	3 Months Ended
	Jun. 30, 2014
Stockholders' Equity Note [Abstract]	'
Stockholders' Equity Note Disclosure [Text Block]	'
	Note 7 — Stockholder Equity
	Preferred Stock
	The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2014 there are no shares of preferred stock issued or outstanding.
	Common Stock
	The Company is authorized to issue 10,000,000 shares of common stock with a par value of $0.0001 per share. As of June 30, 2014, 1,150,000 shares of common stock were issued and outstanding

Subsequent_Events

Subsequent Events	3 Months Ended
	Jun. 30, 2014
Subsequent Events [Abstract]	'
Subsequent Events [Text Block]	'
	Note 8 — Subsequent Events
	On July 21, 2014, 1347 Capital consummated the public Offering of 4,000,000 Units, private placement of 180,000 Private Units and 600,000 $15 Exercise Price Sponsor Warrants as described in Note 3. On July 23, 2014, underwriters purchased an additional 600,000 Units subject to over-allotment option. In a private sale that took place simultaneously with the consummation of the exercise of the over-allotment option, the sponsor purchased an additional 18,000 Private Units at $10.00 per unit.

Significant_Accounting_Policie1

Significant Accounting Policies (Policies)	3 Months Ended
	Jun. 30, 2014
Accounting Policies [Abstract]	'
Basis of Accounting, Policy [Policy Text Block]	'
	Basis of Presentation
	The accompanying unaudited financial statements of the Company are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
Development Stage Enterprise [Policy Text Block]	'
	Development Stage Company
	The Company is considered to be a development stage company and, as such, the Company’s financial statements are prepared in accordance with the Accounting Standards Codification (“ASC”) topic 915 “Development Stage Entities.” The Company is subject to all of the risks associated with activities of development stage companies.
Earnings Per Share, Policy [Policy Text Block]	'
	Loss per Share
	Loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period, excluding shares of common stock subject to forfeiture. As of June 30, 2014 the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company under the treasury stock method. As a result, diluted loss per common share is the same as basic loss per common share for the period.
Fair Value of Financial Instruments, Policy [Policy Text Block]	'
	Fair Value of Financial Instruments
	The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet.
Use of Estimates, Policy [Policy Text Block]	'
	Use of Estimates
	The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents, Policy [Policy Text Block]	'
	Cash and Cash Equivalents
	The Company considers all short-term investments with a maturity of three months or less when purchased to be cash equivalents. The Company maintains cash balances that at times may be uninsured or in deposit accounts that exceed Federal Deposit Insurance Corporation limits. At June 30, 2014, the Company’s cash was held at one financial institution.
Income Tax, Policy [Policy Text Block]	'
	Income Taxes
	The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.
	ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position 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. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material change to its financial position.
	The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of June 30, 2014. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.
New Accounting Pronouncements, Policy [Policy Text Block]	'
	Recent Accounting Pronouncements
	In June 2014 The Financial Accounting Standards Board issued Accounting Standards Update No. 2014-10 to eliminate certain financial reporting requirements that have historically applied to development stage entities. For public business entities, the amendments are effective for annual reporting periods beginning after December 15, 2014 and interim periods therein. The Company is considering the potential impact of this new standard on its financial statements, which is not expected to be material.

Organization_and_Plan_of_Busin1

Organization and Plan of Business Operations (Details Textual) (USD $)	1 Months Ended	3 Months Ended	1 Months Ended
	Apr. 30, 2014	Jun. 30, 2014	Jul. 21, 2014	Jul. 21, 2014	Jul. 21, 2014	Jul. 23, 2014	Jul. 21, 2014	Jul. 23, 2014	Apr. 30, 2014	Jul. 23, 2014
			Subsequent Event [Member]	IPO [Member]	Over-Allotment Option [Member]	Over-Allotment Option [Member]	Private Placement [Member]	Private Placement [Member]	Insider Shares [Member]	Private Placement Additional Sale [Member]
						Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]		Subsequent Event [Member]
Schedule Of Organisation And Business Operations Plan [Line Items]	'	'	'	'	'	'	'	'	'	'
Stock Issued During Period, Shares, New Issues	1,150,000	'	4,000,000	4,000,000	'	18,000	180,000	180,000	'	'
Proceeds from Issuance Initial Public Offering	'	'	'	$40,000,000	'	'	'	'	'	'
Stock Granted, Value, Share-based Compensation, Gross	'	'	'	'	600,000	600,000	'	'	'	'
Proceeds from Issuance of Common Stock	'	25,000	'	'	'	6,000,000	180,000	'	25,000	18,000
Sale of Stock, Price Per Share	'	'	$10	'	'	$10	$10	$10	$0.02	$10
Class of Warrant or Right, Outstanding	'	'	'	'	'	'	600,000	'	'	'
Exercise Price Sponsor Warrants	'	'	'	'	'	'	15	'	'	'
Class of Warrant or Right, Exercise Price of Warrants or Rights	'	'	$15	'	'	'	$0.50	'	'	'
Warrants and Rights Outstanding	'	'	'	'	'	$6,000,000	$2,100,000	'	'	'
Stock Issued During Period, Shares, Other	'	'	'	'	'	'	'	'	1,150,000	'

The_Offering_Details_Textual

The Offering (Details Textual) (USD $)

1 Months Ended

3 Months Ended

1 Months Ended

1 Months Ended

Apr. 30, 2014

Jun. 30, 2014

Jul. 21, 2014

Jul. 23, 2014

Jul. 23, 2014

Jul. 21, 2014

Jul. 21, 2014

Jul. 21, 2014

Jul. 23, 2014

Jul. 23, 2014

Jul. 21, 2014

Jul. 21, 2014

Subsequent Event [Member]

Subsequent Event [Member]

Warrant [Member]

Warrant [Member]

Sponsor Warrants [Member]

Private Placement [Member]

Private Placement [Member]

Over-Allotment Option [Member]

Unit Purchase Option [Member]

Early Bird Capital Inc [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Subsequent Event [Member]

Sale Of Purchase Option Value Of Option

'

'

'

'

'

'

'

'

$18,000

'

$100

$600,000

Percentage Of Underwriters Discount

'

'

'

3.00%

'

'

'

'

'

'

'

'

Payment Of Underwriting Discounts

'

'

'

1,200,000

'

'

'

'

'

'

'

'

Percentage Of Additional Underwriters Discount

'

'

'

3.00%

'

'

'

'

'

'

'

'

Payment Of Additional Underwriting Discounts

'

'

'

180,000

'

'

'

'

'

'

'

'

Sale Of Purchase Option Units Issuable Upon Exercise Of Option

'

'

'

'

'

'

'

'

'

'

300,000

'

Registration Statement Price Per Unit

'

'

'

'

'

'

'

'

'

'

$10

'

Fair Value Of Stock Purchase Option

'

'

'

'

'

'

'

'

'

'

821,799

'

Fair Value Of Stock Purchase Option Price Per Option

'

'

'

'

'

'

'

'

'

'

$2.74

'

Stock Issued During Period, Shares, New Issues

1,150,000

'

4,000,000

'

600,000

'

'

180,000

180,000

18,000

'

'

Sale of Stock, Price Per Share

'

'

$10

'

'

$11.50

'

$10

$10

$10

'

'

Proceeds from Issuance of Common Stock

'

25,000

'

'

'

'

'

180,000

'

6,000,000

'

'

Fair Value Assumptions, Risk Free Interest Rate

'

'

'

'

'

'

'

'

'

'

1.69%

'

Fair value assumptions, expected term

'

'

'

'

'

'

'

'

'

'

'5 years

'

Class of warrant or right, exercise price of warrants or rights

'

'

$15

'

'

'

$0.50

$0.50

'

'

'

'

Proceeds from issuance of private placement

'

'

'

'

'

'

2,100,000

'

'

'

'

'

Common shares issued to initial stockholders

'

$25,000

'

'

'

'

$15

'

'

'

'

'

Percentage of shares redeemed

100.00%

'

'

100.00%

'

'

'

'

'

'

'

'

Note_Payable_to_Affiliates_Det

Note Payable to Affiliates (Details Textual) (Unsecured Promissory Note [Member], USD $)	Apr. 17, 2014
Unsecured Promissory Note [Member]	'
Debt Instrument, Face Amount	$125,000

Commitments_Details_Textual

Commitments (Details Textual) (USD $)	1 Months Ended	3 Months Ended
	Apr. 30, 2014	Jun. 30, 2014
Percentage of initial public offering proceeds	'	3.50%
Cash fee to be paid for services	'	$1,400,000
Stock issued during period, shares, new issues	1,150,000	'
Due to affiliate	'	$10,000
Common stock, par value (in dollars per share)	'	$0.00
Percentage of shares redeemed	100.00%	'
Insider Shares [Member]	'	'
Common stock, par value (in dollars per share)	12.5	'

Stockholder_Equity_Details_Tex

Stockholder Equity (Details Textual) (USD $)	Jun. 30, 2014
Preferred stock, shares authorized	1,000,000
Preferred stock, par value (in dollars per share)	$0.00
Common stock, shares authorized	10,000,000
Common stock, par value (in dollars per share)	$0.00
Common stock, shares, issued	1,150,000
Common stock, shares, outstanding	1,150,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0

Subsequent_Events_Details_Text

Subsequent Events (Details Textual) (USD $)	1 Months Ended
	Apr. 30, 2014	Jul. 21, 2014	Jul. 21, 2014	Jul. 23, 2014	Jul. 21, 2014	Jul. 23, 2014	Jul. 21, 2014
		Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]	Subsequent Event [Member]
			Private Placement [Member]	Private Placement [Member]	Private Units [Member]	Over-Allotment Option [Member]	Public Offering [Member]
Purchase of additional units	'	'	'	'	'	600,000	'
Sale of stock price per unit	'	'	'	$10	'	'	'
Stock issued during period, shares, new issues	1,150,000	4,000,000	180,000	180,000	600,000	18,000	4,000,000
Class of warrant or right, exercise price of warrants or rights	'	$15	$0.50	'	'	'	'