Kingswood Acquisition 10-Q 20 Nov 23 2023 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2023	Nov. 17, 2023
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2023
Document Transition Report	false
Entity File Number	001-39700
Entity Registrant Name	Kingswood Acquisition Corp.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-2432410
Entity Address, Address Line One	17 Battery Place
Entity Address, Address Line Two	Room 625
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10004
City Area Code	212
Local Phone Number	404-7002
Title of 12(b) Security	None
No Trading Symbol Flag	true
Security Exchange Name	NONE
Entity Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity Central Index Key	0001823086
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q3
Amendment Flag	false
Class A common stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		3,193,083
Class B common stock
Document and Entity Information
Entity Common Stock, Shares Outstanding		270,000

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Assets
Cash	$ 1,509	$ 277,511
Prepaid taxes	65,050	58,141
Total current assets	66,559	335,652
Trust Account	6,134,176	5,514,494
Total Assets	6,200,735	5,850,146
LIABILITIES, REDEEMABLE COMMON STOCK AND STOCKHOLDERS' DEFICIT
Accounts payable and accrued expenses	5,614,877	3,849,284
Convertible promissory note	1,409,942	1,351,662
Taxes payable	18,841
Deferred tax liability		31,151
Excise tax payable	1,642
Total current liabilities	7,045,302	5,232,097
Deferred underwriters' compensation	4,025,000	4,025,000
Warrant liability	217,441	672,978
Total liabilities	11,287,743	9,930,075
Commitments and Contingencies (Note 6)
Stockholders' Deficit:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Accumulated deficit	(10,929,714)	(9,291,901)
Total stockholders' deficit	(10,929,416)	(9,291,603)
LIABILITIES, REDEEMABLE COMMON STOCK AND STOCKHOLDERS' DEFICIT	6,200,735	5,850,146
Class A common stock subject to possible redemption
LIABILITIES, REDEEMABLE COMMON STOCK AND STOCKHOLDERS' DEFICIT
Class A common stock, $0.0001 par value; 100,000,000 shares authorized; 2,709,000 and 104,000 shares issued and outstanding, excluding 494,049 and 508,456 shares subject to possible redemption, at September 30, 2023 and December 31, 2022, respectively	5,842,408	5,211,674
Class A common stock not subject to possible redemption
Stockholders' Deficit:
Common stock	271	10
Class B common stock
Stockholders' Deficit:
Common stock	$ 27	$ 288

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2023	Aug. 23, 2023	Aug. 18, 2023	Aug. 17, 2023	May 23, 2023	Dec. 31, 2022
Preferred stock, par value (in dollars per share)	$ 0.0001					$ 0.0001
Preferred stock, shares authorized (in shares)	1,000,000					1,000,000
Preferred stock, shares issued (in shares)	0					0
Preferred stock, shares outstanding (in shares)	0					0
Class A common stock
Common stock, par value (in dollars per share)	$ 0.0001					$ 0.0001
Common stock, shares authorized (in shares)	100,000,000					100,000,000
Common stock, shares issued (in shares)			3,203,049	3,203,049
Common stock, shares outstanding (in shares)			3,203,049	3,203,049
Class A common stock subject to possible redemption
Common stock subject to possible redemption outstanding (in shares)	494,049					508,456
Shares at redemption value	$ 11.83	$ 12.23			$ 11.40	$ 10.25
Class A common stock not subject to possible redemption
Common stock, shares issued (in shares)	2,709,000					104,000
Common stock, shares outstanding (in shares)	2,709,000					104,000
Class B common stock
Common stock, par value (in dollars per share)	$ 0.0001					$ 0.0001
Common stock, shares authorized (in shares)	10,000,000					10,000,000
Common stock, shares issued (in shares)	270,000		270,000	270,000		2,875,000
Common stock, shares outstanding (in shares)	270,000		270,000	270,000		2,875,000

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Operating costs	$ 722,094	$ 736,011	$ 1,952,127	$ 3,261,136
Loss from operations	(722,094)	(736,011)	(1,952,127)	(3,261,136)
Other income, net:
Interest income	57,389	67,094	161,026	144,657
Change in fair value of convertible promissory note	(52,412)	140,888	(58,280)	250,179
Change in fair value of warrant liabilities	151,846	759,227	455,537	6,073,820
Total other income, net	156,823	967,209	558,283	6,468,656
(Loss) Income before provision for income taxes	(565,271)	231,198	(1,393,844)	3,207,520
Provision for income taxes	(7,917)	(1,209)	(1,031)	(5,241)
Net (loss) income	$ (573,188)	$ 229,989	$ (1,394,875)	$ 3,202,279
Class A common stock subject to possible redemption
Other income, net:
Weighted average shares outstanding - Basic (in shares)	494,050	1,463,256	501,649	6,573,540
Weighted average shares outstanding - diluted (in shares)	494,050	1,463,256	501,649	6,573,540
Net (loss) income per share - Basic (in dollars per share)	$ (0.16)	$ 0.05	$ (0.39)	$ 0.34
Net (loss) income per share - diluted (in dollars per share)	$ (0.16)	$ 0.05	$ (0.39)	$ 0.34
Class A and Class B common stock not subject to redemption
Other income, net:
Weighted average shares outstanding - Basic (in shares)	2,979,000	2,979,000	2,979,000	2,979,000
Weighted average shares outstanding - diluted (in shares)	2,979,000	2,979,000	2,979,000	2,979,000
Net (loss) income per share - Basic (in dollars per share)	$ (0.17)	$ 0.05	$ (0.40)	$ 0.33
Net (loss) income per share - diluted (in dollars per share)	$ (0.17)	$ 0.05	$ (0.40)	$ 0.33

CONDENSED STATEMENTS OF CHANGES

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($)	Class A common stock Common Stock	Class B common stock Common Stock	Accumulated Deficit	Total
Balance at beginning period at Dec. 31, 2021	$ 10	$ 288	$ (10,256,949)	$ (10,256,651)
Balance at beginning period (in shares) at Dec. 31, 2021	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Remeasurement of Class A common stock subject to possible redemption			(10,506)	(10,506)
Net income (loss)			3,492,241	3,492,241
Balance at ending period at Mar. 31, 2022	$ 10	$ 288	(6,775,214)	(6,774,916)
Balance at ending period (in shares) at Mar. 31, 2022	104,000	2,875,000
Balance at beginning period at Dec. 31, 2021	$ 10	$ 288	(10,256,949)	(10,256,651)
Balance at beginning period (in shares) at Dec. 31, 2021	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Net income (loss)				3,202,279
Balance at ending period at Sep. 30, 2022	$ 10	$ 288	(7,285,565)	(7,285,267)
Balance at ending period (in shares) at Sep. 30, 2022	104,000	2,875,000
Balance at beginning period at Mar. 31, 2022	$ 10	$ 288	(6,775,214)	(6,774,916)
Balance at beginning period (in shares) at Mar. 31, 2022	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Remeasurement of Class A common stock subject to possible redemption			(63,930)	(63,930)
Net income (loss)			(519,951)	(519,951)
Balance at ending period at Jun. 30, 2022	$ 10	$ 288	(7,359,095)	(7,358,797)
Balance at ending period (in shares) at Jun. 30, 2022	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Remeasurement of Class A common stock subject to possible redemption			(156,459)	(156,459)
Net income (loss)			229,989	229,989
Balance at ending period at Sep. 30, 2022	$ 10	$ 288	(7,285,565)	(7,285,267)
Balance at ending period (in shares) at Sep. 30, 2022	104,000	2,875,000
Balance at beginning period at Dec. 31, 2022	$ 10	$ 288	(9,291,901)	(9,291,603)
Balance at beginning period (in shares) at Dec. 31, 2022	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Remeasurement of Class A common stock subject to possible redemption			(241,296)	(241,296)
Net income (loss)			(388,829)	(388,829)
Balance at ending period at Mar. 31, 2023	$ 10	$ 288	(9,922,026)	(9,921,728)
Balance at ending period (in shares) at Mar. 31, 2023	104,000	2,875,000
Balance at beginning period at Dec. 31, 2022	$ 10	$ 288	(9,291,901)	(9,291,603)
Balance at beginning period (in shares) at Dec. 31, 2022	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Net income (loss)				(1,394,875)
Balance at ending period at Sep. 30, 2023	$ 271	$ 27	(10,929,714)	(10,929,416)
Balance at ending period (in shares) at Sep. 30, 2023	2,709,000	270,000
Balance at beginning period at Mar. 31, 2023	$ 10	$ 288	(9,922,026)	(9,921,728)
Balance at beginning period (in shares) at Mar. 31, 2023	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Excise tax payable			1,642	1,642
Net income (loss)			(432,858)	(432,858)
Balance at ending period at Jun. 30, 2023	$ 10	$ 288	(10,356,526)	(10,356,228)
Balance at ending period (in shares) at Jun. 30, 2023	104,000	2,875,000
STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
Conversion of Class B shares to Class A	$ 261	$ (261)
Conversion of Class B shares to Class A (in shares)	2,605,000	(2,605,000)
Net income (loss)			(573,188)	(573,188)
Balance at ending period at Sep. 30, 2023	$ 271	$ 27	$ (10,929,714)	$ (10,929,416)
Balance at ending period (in shares) at Sep. 30, 2023	2,709,000	270,000

CONDENSED STATEMENTS OF CASH FL

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net (loss) income	$ (1,394,875)	$ 3,202,279
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Interest earned on Trust Account	(161,026)	(144,609)
Change in fair value of convertible note	58,280	(250,179)
Change in fair value of warrant liabilities	(455,537)	(6,073,820)
Changes in working capital:
Deferred tax liability	(31,151)
Prepaid taxes	11,932
Prepaid expenses		106,329
Taxes payable		(13,759)
Accounts payable and accrued expenses	1,765,593	1,721,638
Net cash used in operating activities	(206,784)	(1,452,121)
Cash flows from investing activities:
Cash withdrawn from Trust Account in connection with redemption	164,309	102,894,278
Investment in Trust - for extension from Wentworth	(553,747)
Investment in Trust - for extension from Sponsor	(69,218)	(243,876)
Net cash (used in) provided by investing activities	(458,656)	102,650,402
Cash flows from financing activities:
Redemption of Class A common stock subject to possible redemption	(164,309)	(102,894,278)
Proceeds from convertible promissory note		1,110,000
Trust Funding - for extension from Wentworth	553,747
Net cash provided by (used in) financing activities	389,438	(101,784,278)
Net change in cash	(276,002)	(585,997)
Cash, beginning of the period	277,511	838,478
Cash, end of period	1,509	252,481
Non-cash investing and financing transactions:
Accretion of Class A common stock subject to possible redemption	241,296	$ 230,895
Excise tax payable	1,642
Conversion of Class B shares to Class A	$ 261

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2023
Organization and Business Operations
Organization and Business Operations	Note 1 — Organization and Business Operations Kingswood Acquisition Corp. (formerly Kingswood Global Holdings Inc.) (the “Company”) is a blank check company incorporated as a Delaware corporation on July 27, 2020. The Company was formed for the purpose of acquiring, merging with, engaging in capital stock exchange with, purchasing all or substantially all of the assets of, engaging in contractual arrangements, or engaging in any other similar business combination with a single operating entity, or one or more related or unrelated operating entities operating in any sector. The Company’s sponsor is Kingswood Global Sponsor LLC (“Sponsor”), a Delaware limited liability company. As of September 30, 2023, the Company had not commenced any operations. All activity for the period from July 27, 2020 (inception) through September 30, 2023, relates to the Company’s formation and initial public offering (“Public Offering” or “IPO”), and, since the completion of the Public Offering, searching for a target to consummate a business combination. The Company will not generate any operating revenues until after the completion of a business combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Public Offering and placed in the Trust Account (defined below) and recognizes changes in the fair value of warrant liabilities and Initial Convertible Promissory Note (as defined below) as other income (expense). The Company has selected December 31 as its fiscal year end. Public Offering The Company completed the sale of 10,000,000 units (the “Units” and, with respect to the shares of Class A common stock included in the Units being offered, the “Public Shares”) at $10.00 per Unit on November 24, 2020. Simultaneous with the closing of the Public Offering, the Company completed the sale of 6,050,000 warrants (the “Private Warrants”), at a price of $1.00 per Private Warrant, which is discussed in Note 3. In connection with the Public Offering, the underwriters were granted a 30-day option from the date of the prospectus for the Public Offering to purchase up to 1,500,000 additional units to cover over-allotments (the “Over-Allotment Units”), if any. Simultaneously with the closing of the Public Offering, the underwriters elected to exercise its over-allotment option in full, which, at $10.00 per Unit, generated gross proceeds of $15,000,000. The Company, in parallel, consummated the private placement of an additional 431,550 Private Warrants at a price of $1.00 per Private Warrant, which generated total additional gross proceeds of $431,550. The Company had until November 24, 2022 to complete a business combination (the “Combination Period”). If the Company is unable to consummate its initial business combination within 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 Proxy Statement The Company’s Initial stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares held by them if the Company fails to complete its initial business combination within the Combination Period. However, if the initial stockholders acquire public shares in or after the 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 during the Combination Period. Business Combination Agreement On July 7, 2022, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Binah Capital Group, Inc., a Delaware corporation and wholly owned subsidiary of Kingswood (“Holdings”), Kingswood Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Holdings (“Kingswood Merger Sub”), Wentworth Merger Sub, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Holdings (“Wentworth Merger Sub”), and Wentworth Management Services LLC, a Delaware limited liability company (“Wentworth”). In addition, contemporaneously with the execution of the Merger Agreement, (i) certain holders of Wentworth’s membership units representing a majority of the Wentworth’s outstanding membership interests entered into a Wentworth Support Agreement pursuant to which such Wentworth members agreed, among other things, to approve the Merger Agreement and the transaction, (ii) the Company and Sponsor entered into a Founder Support Agreement pursuant to which certain holders of founder shares agreed to approve the Merger Agreement and the transaction and (iii) certain holders of Kingswood’s common stock, par value $0.0001 per share (“Kingswood Common Stock”) and Kingswood Private Placement Warrants entered into a Founder Support Agreement, pursuant to which, among other things, such holders of Kingswood Common Stock agreement to approve the Merger Agreement and the transaction. On December 30, 2022, the Company, Holdings, and Wentworth entered into a side letter agreement to the Merger Agreement revising the Merger Agreement to extend the date upon which the Merger Agreement is terminable by either the Company or Wentworth from December 30, 2022 to June 30, 2023. On March 20, 2023, the Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth entered that certain First Amendment to the Merger Agreement to, among other things, (i) amend and restate the definition of “Transaction Expenses Shortfall” in the Merger Agreement to an amount equal to (x) the Outstanding Transaction Expenses (as defined in the Merger Agreement) minus (y) the Available Closing Date Cash (as defined in the Merger Agreement); (ii) amend and restate the condition precedent in Section 8.03(k) of the Merger Agreement to require that Available Closing Date Cash be sufficient to cover an amount equal to the sum of $3,500,000 and the Outstanding Transaction Expenses; and (iii) amend and restate the termination rights in Section 9.01(c)(B) to allow for the termination of the Merger Agreement if the Available Closing Date Cash is insufficient to cover the sum of $3,500,000 and the Outstanding Transaction Expenses. On September 13, 2023, the Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth entered that certain Second Amendment to the Merger Agreement further amending, modifying, and supplementing the Merger Agreement (as amended) to, among other things: ● add definitions for (x) “Additional Sponsor Loans” to mean an additional $250,000 to be loaned to the Company by Sponsor or an Affiliate of Sponsor between the date of the Second Amendment and the Closing Date; and (y) “Additional Shares of Holdings Common Stock” to mean 1,100,000 shares of common stock of Holdings (“Holdings Common Stock”) to be issued to those certain holders of Continuing Company Units (as defined in the Merger Agreement) (in the amounts determined by Wentworth) and provided to the Company and Holdings in writing prior to the filing of the final amendment to the registration statement of which this proxy statement/prospectus forms a part; ● amend the definition of “Company Merger Consideration” to mean (i) 12,000,000 shares of Holdings Common Stock at the Per Share Price (as defined in the Merger Agreement) (excluding any amount of warrants of Holdings issued or issuable to Continuing Company Unit Holders), plus (ii) the Additional Shares of Holdings Common Stock; ● delete the definitions of “Converted Company Debt Amount” and “Minimum Company Share Amount” and references to such terms in the Merger Agreement; ● amend and restate Section 2.09(d)(i) to provide for the forfeiture by Sponsor of 3,084,450 Private Warrants immediately prior to the effective time of the business combination; ● amend Section 2.09(b) to provide for the escrow (or at Sponsor’s option, forfeiture) of 1,100,000 shares of Holdings Common Stock that would otherwise be issued to Sponsor in respect of its shares of common stock of the Company at closing and the release of such shares (or in the case of forfeiture, reissuance of an equal number of shares) to Sponsor if the VWAP of Holdings Common Stock exceeds $12.00 for 20 trading days within any 30-day trading period during the four-year period following the closing of the business combination; ● amend Section 2.11(d) to provide that (i) the Additional Shares of Holdings Common Stock will not be subject to the Lock-Up Agreement, and (ii) Craig Gould has the ability to release PPD Group, LCC and/or Wentworth Funding, LLC (or any of their ultimate beneficial owners who receive Holdings Common Stock) and the Holdings Common Stock owned by such holders from the obligations under the Lock-Up Agreement (as defined in the Merger Agreement) to the extent necessary to cause Holdings to satisfy the initial listing requirements of the National Exchange (as defined in the Merger Agreement) upon which the Holdings Common Stock has applied to be listed; ● amend Section 2.16 to provide that if the closing does not occur then the Company shall promptly reimburse Wentworth the amount of such SPAC Extension Costs (as defined in the Merger Agreement) and if Closing does not occur due to the Company’s failure to satisfy any of the conditions precedent to closing that are reasonably with the control of the Company, the Company shall reimburse and pay to Wentworth up to $150,000 of costs and other expenses actually reimbursed by Wentworth to the prospective purchaser of the Series A Convertible Preferred Stock; ● further amend Section 2.16 to provide Wentworth with the option to cause the outstanding Sponsor Loans and Additional Sponsor Loans to be repaid by Holdings at the closing either (A) through the issuance of shares of Holdings Common Stock of equal value, or (B) in immediately available funds, provided, however, that in case of clause (B) Sponsor will be required to surrender a number of shares of Holdings Common Stock of equal value otherwise issuable to it in connection with the closing of the business combination; ● further amend Section 2.16 to require the Outstanding SPAC Expenses (as defined in the Merger Agreement) incurred by the Company in connection with any prior business combination not consummated by the Company (“Prior Expenses”) to be allocated to Sponsor and its equityholders on a pro-rata basis, and be repaid by (A) them in exchange for the issuance to such Sponsor and its equityholders a number of shares of Holdings Common Stock of equal value, or (B) Holdings in exchange for such Sponsor and its equityholders’ surrender of a number of shares of Holdings Common Stock of equal value; ● further amend Section 2.16 to provide Wentworth the option (subject to the prior written consent of the Company) to pay any Outstanding Company Expenses (as defined in the Merger Agreement) owed to unrelated third parties prior to the closing, in exchange for the issuance of number of additional shares of Holdings Common Stock of equal value; ● amend and restate the covenants and agreements in Section 7.10 to (A) require each of Wentworth, the Company and Holdings to use their commercially reasonable best efforts to enter into and consummate subscription agreements with investors relating to a private placement of shares in Wentworth, the Company and/or Holdings, and/or the entry into backstop arrangements with potential investors, and (B) acknowledge and agree that the proposed issuance and sale by Holdings at closing of up to 1,500,000 Series A Convertible Preferred Stock of Holdings on the terms set forth on the term sheet dated August 9, 2023 has been agreed upon by each of Wentworth, the Company and Holdings; ● amend and restate the closing condition in Section 8.03(h) to require the Sponsor Loans and Additional Sponsor Loans be paid in full prior to or substantially concurrently with the closing of the business combination; ● amend and restate the closing condition in Section 8.03(k) to require the Available Closing Date Cash not be less than $14,000,000 ; ● amend and restate the closing condition in Section 8.03(l) to require the Company Merger Consideration (as defined in the Merger Agreement) to be issued prior to or substantially concurrently with the closing of the business combination; ● amend the definition of “Termination Date” by replacing “June 30, 2023” with “November 24, 2023; and ● amend and restate the termination rights in Section 9.01(c) to allow for the termination of the Merger Agreement if the conditions specified in Section 8.03(k) and 8.03(l) are not capable of being satisfied at the closing of the business combination. Associated with the Merger Agreement, Wentworth has agreed to pay for certain merger related expenses and additional funding in the Trust Account. For the nine months ended September 30, 2023, Wentworth deposited $553,747 into the Trust Account. Proxy Statements On May 18, 2022, the Company convened its special meeting in lieu of an annual meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its Business Combination from May 24, 2022 to November 24, 2022 (“Extension Amendment Proposal”). In connection with the Extension Amendment Proposal, shareholders holding 10,036,744 Public Shares exercised their right to redeem such Public Shares for a pro rata portion of the Trust Account. On May 20, 2022, the Company paid from the Trust Account an aggregate amount of $102,894,278, or approximately $10.25 per share, to redeeming shareholders. For each one-month extension, the Sponsor agreed to contribute, as a loan, to the Company $60,969 or approximately $0.04 per Public Share not redeemed in connection with the Extension Amendment. Contributions to the Trust Account in the amount of $60,969 were payable monthly through the Company’s extension date in November 2022. On November 23, 2022, the Company convened its special meeting in lieu of an annual meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its initial business combination from November 24, 2022 to May 24, 2023 (the “Extension Amendment Proposal 2”). In connection with the Extension Amendment Proposal 2, shareholders holding 954,800 Public Shares exercised their right to redeem such Public Shares for a pro rata portion of the Trust Account. On November 21, 2022, the Company paid from the Trust Account an aggregate amount of $10,142,765, or approximately $10.62 per share, to redeeming shareholders. In connection with such extension and pursuant to the Merger Agreement, Wentworth deposited $69,218 per month into the Trust Account through the Company’s extension date in May 2023. On May 18, 2023, the Company convened a special meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its initial Business Combination from May 24, 2023 to August 24, 2023 (the “Extension Amendment Proposal 3”). In connection with the Extension Amendment Proposal 3, shareholders holding 14,406 Public Shares exercised their right to redeem such Public Shares for a pro rata portion of the Trust Account. On May 23, 2023, the Company paid from the Trust Account an aggregate amount of $164,297, or approximately $11.40 per share, to redeeming shareholders. With the redemption of $164,297 from the Trust Account, the Company may be subject to a new U.S. federal 1% excise tax equal to $1,642. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. On August 17, 2023, the Company convened a special meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its initial Business Combination from August 24, 2023 to November 24, 2023 (the “Extension Amendment Proposal 4”). In connection with the Extension Amendment Proposal 4, a shareholder holding one Public Share exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. On August 23, 2023, the Company paid from the Trust Account $12.23 to the redeeming shareholder. With the redemption of $12.23 from the Trust Account, the Company may be subject to a new U.S. federal 1% excise tax equal to $0.12. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. On November 17, 2023, the Company held a special meeting at which the Company’s stockholders approved extending the date by which the Company must complete its initial Business Combination from November 24, 2023 to February 24, 2024. See Note 9 – Subsequent Events. In connection with the approval of the extension, stockholders elected to redeem 9,966 Public Share and exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. The Company expects to pay an aggregate of approximately $12.46 from the Trust Account or $124,176 to the redeeming stockholders with respect to such redeemed Public Shares. In connection with such extension and pursuant to the Merger Agreement, Wentworth agreed to deposit $69,218 per month into the Trust Account through the Company’s extension date in February 24, 2024. Additionally, at such special meeting the Company’s stockholders approved further amendments to the Company’s second amended and restated certificate of incorporation to provide holders of the Company’s Class B common stock the right to convert their shares of Class B common stock into shares of Class A common stock on a one-to-one basis at any time and from time to time at the election of the holder. On August 17, 2023, Sponsor converted 2,605,000 shares of Class B common stock into shares of Class A common stock on a one-for-one basis. The holders of the newly converted shares of Class A common stock have agreed to carry over the transfer restrictions associated with the Founder Shares and have no rights to funds in the Trust Account. Following the aforementioned conversion and redemptions, the Company had 3,203,049 shares of Class A common stock and 270,000 shares of Class B common stock issued outstanding For the three months ended September 30, 2023, Wentworth deposited $207,655 in the Trust Account. For the nine months ended September 30, 2023, the Sponsor deposited $69,218 and Wentworth deposited $553,747 in the Trust Account for an aggregate amount of $622,965. Liquidity, Capital Resources, and Going Concern As of September 30, 2023, the Company had cash of $1,509 and working capital deficit of $6,978,743 . On March 24, 2022, the Company and Sponsor entered into a convertible promissory note (the “Initial Convertible Promissory Note”) pursuant to which Sponsor agreed to loan the Company up to $1,500,000 (such loans, the “Initial Working Capital Loans”). The Initial Convertible Promissory Note provides that, upon the consummation of a Business Combination, the Initial Working Capital Loans would either be repaid, without interest, or, at the Sponsor’s election, converted into additional Private Warrants at a price of $1.00 per Private Warrant. If a Business Combination is not consummated, the Initial Convertible Promissory Note provides that the Company will use a portion of proceeds held outside the Trust Account to repay the Initial Working Capital Loans, but no proceeds held in the Trust Account would be used for such purposes. As of September 30, 2023 and December 31, 2022, $1,500,000 , was drawn on the Initial Convertible Promissory Note, presented at its fair value of $1,409,942 , and $1,351,662 , respectively. On October 6, 2023, the Company and the Sponsor amended and restated the Initial Convertible Promissory Note and entered into an additional convertible promissory note – see Note 9 – Subsequent Events If the Company’s estimate of the costs of completing the Merger Agreement are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate the business prior to a Business Combination. Moreover, in addition to the access to the Working Capital Loans, the Company may need to obtain other financing either to complete a Business Combination or because the Company redeemed a significant number of public shares upon consummation of a business combination, in which case the Company may issue additional securities or incur debt in connection with such business combination. Subject to compliance with applicable securities laws, the Company would only complete such financing simultaneously with the completion of a business combination. If the Company is unable to complete a business combination because the Company does not have sufficient funds available, the Company will be forced to cease operations and liquidate the Trust Account. In addition, following a business combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. The Company has until February 24, 2024 (as extended) to consummate a business combination. It is uncertain that the Company will be able to consummate a business combination by this time. If a business combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution, unless time for which the business combination is otherwise extended as further outlined above under the heading “ Proxy Statement ”. Management has determined that the mandatory liquidation, should a business combination not occur, and potential subsequent dissolution, as well as the Company’s working capital deficiency raises substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time, which is considered to be one year from the issuance of the financial statements. No adjustments have been made to the carrying amounts of assets or liabilities should we be required to liquidate after February 24, 2024 (as extended). On November 17, 2023, the Company held a special meeting at which the Company’s stockholders approved extending the date by which the Company must complete its initial Business Combination from November 24, 2023 to February 24, 2024. See Note 9 – Subsequent Events. In connection with the approval of the extension, stockholders elected to redeem 9,966 Public Share and exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. The Company expects to pay an aggregate of approximately $12.46 from the Trust Account or $124,176 to the redeeming stockholders in with respect to such redeemed Public Shares. 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 results of its operations, the specific impact is not readily determinable as of the date of these unaudited condensed financial statements. The unaudited condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty. The continuing military conflict between the Russian Federation the Ukraine and the military action between Hamas and Israel have created and are expected to create global economic consequences. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these unaudited condensed financial statements. Consideration of Inflation Reduction Act Excise Tax On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a business combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a business combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the business combination, extension or otherwise, (ii) the structure of a business combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a business combination (or otherwise issued not in connection with a business combination but issued within the same taxable year of a business combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a business combination and in the Company’s ability to complete a business combination.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s annual report on Form 10-K for the year ended December 31, 2022. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (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 independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, 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 stockholder 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 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, 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 financial statement with another public company which is neither classified as 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 accounting standards used. Use of Estimates The preparation of the unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting period. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. The more significant accounting estimates included in these unaudited condensed financial statements is the determination of fair value of the warrant liabilities and the Initial Convertible Promissory Note. Such estimates may be subject to change as more current information becomes available and accordingly, the actual results could differ significantly from those estimates. Trust Account At September 30, 2023, assets held in the Trust Account were held in a demand deposit account and at December 31, 2022, assets held in the Trust Account were held in a money market mutual funds. Demand deposit accounts and money market mutual funds are characterized as Level 1 investments within the fair value hierarchy under ASC 820 (as defined below). Gains and losses resulting from the change in fair value of assets held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair values of assets held in Trust Account are determined using available market information. At September 30, 2023 and December 31, 2022, the Company had $6,134,176 and $5,514,494 held in the Trust Account, respectively. ​ Prepaid taxes Prepaid taxes at September 30, 2023 and December 31, 2022 include $65,050 and $58,141 with taxing authorities related to estimated tax payments. Warrant Liabilities The Company evaluated its Warrants, (which are discussed in Note 4 and Note 8) in accordance with ASC 815-40, “Derivatives and Hedging; Contracts in Entity’s Own Equity” (“ASC 815-40”) -40 Convertible Promissory Note On March 24, 2022, the Company and Sponsor entered into the Initial Convertible Promissory Note pursuant to which Sponsor agreed to loan the Company up to $1,500,000. The Initial Convertible Promissory Note provides that, upon the consummation of a Business Combination, the Initial Working Capital Loans would either be repaid, without interest, or, at the Sponsor’s election, converted into additional Private Warrants at a price of $1.00 per Private Warrant. If a Business Combination is not consummated, the Initial Convertible Promissory Note provides that the Company will use a portion of proceeds held outside the Trust Account to repay the Initial Working Capital Loans, but no proceeds held in the Trust Account would be used for such purposes. The Company elected the fair value option as the reporting value of the Initial Convertible Promissory Note. As a result of applying the fair value option, the Company records each draw with a gain or loss recognized at issuance, and subsequent changes in fair value are recorded as change in fair value of convertible promissory note on the statement of operations. The fair value is based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s assumptions a market participant would use in pricing the asset or liability. At September 30, 2023 and December 31, 2022, the Company had drawn down $1,500,000 under the Initial Convertible Promissory Note. On October 6, 2023, the Company and the Sponsor amended and restated the Initial Convertible Promissory Note and entered into an additional convertible promissory note – see Note 9 – Subsequent Events Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At September 30, 2023 and December 31, 2022, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The Company follows the guidance in ASC Topic 820, “Fair Value Measurement”, for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The Fair Value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the Measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. See Note 8 for additional information on assets and liabilities measured at fair value. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Redeemable common stock is classified as temporary equity. Non-redeemable common stock is classified as permanent equity. The Company’s common stock 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, common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. On May 18, 2022, the Company held a special meeting in lieu of an annual meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from May 24, 2022 to November 24, 2022. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 10,036,744 shares of class A common stock. As a result, an aggregate of $102,894,278 (or approximately $10.25 per share) was released from the Trust Account to pay such redeeming stockholders. On November 23, 2022, the Company held a special meeting in lieu of an annual meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from November 24, 2022 to May 24, 2023. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 954,800 shares of class A common stock. As a result, an aggregate of $10,142,765 (or approximately $10.62 per share) was released from the Trust Account to pay such redeeming stockholders. On May 18, 2023, the Company convened a special meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from May 24, 2023 to August 24, 2023. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 14,406 shares of class A common stock. As a result, an aggregate of $164,297 (or approximately $11.40 per share) was released from the Trust Account to pay such stockholders. On August 17, 2023, the Company convened a special meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its initial Business Combination from August 24, 2023 to November 24, 2023 (the “Extension Amendment Proposal 4”). In connection with the Extension Amendment Proposal 4, a shareholder holding one Public Share exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. On August 23, 2023, the Company paid from the Trust Account $12.23 to the redeeming shareholder. On November 17, 2023, the Company held a special meeting at which the Company’s stockholders approved extending the date by which the Company must complete its initial Business Combination from November 24, 2023 to February 24, 2024. See Note 9 – Subsequent Events. In connection with the approval of the extension, stockholders elected to redeem 9,966 Public Share and exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. The Company expects to pay an aggregate of approximately $12.46 from the Trust Account or $124,176 to the redeeming stockholders with respect to such redeemed Public Shares. Accordingly, as of September 30, 2023 and December 31, 2022, 494,049 and 508,456 shares of class A common stock subject to possible redemption, respectively, are presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the balance sheets. The Company recognizes changes in redemption value immediately as they occur. Immediately upon the closing of the IPO, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable common stock resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2023 and December 31, 2022, the Class A common stock reflected in the accompanying balance sheets are reconciled in the following table. ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ As of beginning of the period ​ $ 5,211,674 ​ $ 117,861,531 Less: ​ ​ ​ ​ Redemptions ​ (164,309) ​ (113,037,043) Plus: ​ ​ ​ ​ Remeasurement adjustment of carrying value to redemption value (1) ​ 795,043 ​ 387,186 Class A common stock subject to possible redemption ​ $ 5,842,408 ​ $ 5,211,674 (1) The period ended September 30, 2023, includes deposits of $553,747 in the Trust Account made by Wentworth (see Note 1). Such deposits are not included as a reduction to stockholders’ equity. ​ ​ ​ Stock Based Compensation The Company complies with ASC 718 Compensation — Stock Compensation regarding founder shares acquired by directors of the Company at prices below fair value. The acquired shares shall vest upon the Company consummating an initial business combination (the “Vesting Date”). If prior to the Vesting Date, the director ceases to be a director, the shares will be forfeited and funds paid for the shares shall be refunded. The founder shares owned by the director (1) may not be sold or transferred, until one year after the consummation of a business combination, (2) not be entitled to redemption from the funds held in the Trust Account, or any liquidating distributions. The Company has until February 24, 2024 (as extended) to consummate a business combination, and if a business combination is not consummated, the Company will liquidate and the shares will become worthless. The shares were issued in October 2020 and November 2020 (“Grant Dates”), and the shares vest, not upon a fixed date, but upon consummation of an initial business combination. Since the approach in ASC 718 is to determine the fair value without regard to the vesting date, the Company has determined the valuation of the Class B shares as of the Grant Dates. The valuation resulted in a fair value of $6.19 per share as of the Grant Dates, or an aggregate of $1,671,300 for the 270,000 shares. The aggregate amount paid for the acquired shares was approximately $218,000. The excess fair value over the amount paid is $1,453,300, which is the amount of share-based compensation expense which the Company will recognize upon consummation of an initial business combination. Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes.” ASC 740, Income Taxes, requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the unaudited condensed 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. As of September 30, 2023 and December 31, 2022, the Company’s deferred tax asset had a full valuation allowance recorded against it. Our effective tax rate was (1.40)% and 0.52% for the three months ended September 30, 2023 and 2022, respectively, and (0.07)% and 0.16% for the nine months ended September 30, 2023 and 2022, respectively. The effective tax rate differs from the statutory tax rate of 21% for the three and nine months ended September 30, 2023 and 2022, due to changes in fair value in warrant liability, changes in fair value of the convertible notes liability, and the valuation allowance on the deferred tax assets. While ASC 740 identifies usage of an effective annual tax rate for purposes of an interim provision, it does allow for estimating individual elements in the current period if they are significant, unusual or infrequent. Computing the effective tax rate for the Company is complicated due to the potential impact of the Company’s change in fair value of warrants (or any other change in fair value of a complex financial instrument), the timing of any potential business combination expenses and the actual interest income that will be recognized during the year. The Company has taken a position as to the calculation of income tax expense in a current period based on ASC 740-270-25-3 which states, “If an entity is unable to estimate a part of its ordinary income (or loss) or the related tax (benefit) but is otherwise able to make a reasonable estimate, the tax (or benefit) applicable to the item that cannot be estimated shall be reported in the interim period in which the item is reported.” The Company believes its calculation to be a reliable estimate and allows it to properly take into account the usual elements that can impact its annualized book income and its impact on the effective tax rate. As such, the Company is computing its taxable income (loss) and associated income tax provision based on actual results through September 30, 2023. The Company is taking the position that the deferred tax asset related to the unutilized net operating loss (“NOL”) should still be fully reserved. While interest rates have increased, the actual amount of interest income for tax purposes may differ significantly due to the timing of treasuries purchased, whether the Company invests in treasuries or potential unrealized interest income based on maturity. Additionally, the NOL utilization is limited to 80% so the approach and estimate used in the interim period is conservative in nature while reviewing the pertinent facts unique to the Company’s income tax situation. 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 period, disclosure and transition. 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 September 30, 2023 and December 31, 2022. 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 has identified the United States as its only “major” tax jurisdiction. The Company is subject to income taxation by major taxing authorities since inception. These examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. ​ Net (Loss) Income Per Common Share The Company has two classes of stock, which are referred to as redeemable Class A common stock and non-redeemable Class A and Class B common stock. Earnings and losses are shared pro rata between the two classes of stock. The 15,184,550 potential common stock for outstanding warrants to purchase the Company’s stock were excluded from diluted (loss) income per share for the three and nine months ended September 30, 2023 and 2022 because the warrants are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net (loss) income per common stock is the same as basic net (loss) income per common stock for the periods. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of common stock: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ September 30, September 30, ​ 2023 2022 2023 2022 ​ ​ ​ ​ ​ ​ ​ Net (loss) income available to Redeemable Class A ​ $ (80,246) ​ $ 75,896 ​ $ (195,283) ​ $ 2,209,573 Basic and diluted weighted average shares outstanding, Class A common stock, subject to possible redemption ​ ​ 494,050 ​ ​ 1,463,256 ​ ​ 501,649 ​ ​ 6,573,540 Basic and diluted net (loss) income per share, redeemable Class A common stock ​ $ (0.16) ​ $ 0.05 ​ $ (0.39) ​ $ 0.34 Net (loss) income available to non-redeemable Class A and Class B common stock ​ ​ (492,942) ​ ​ 154,093 ​ ​ (1,199,592) ​ ​ 992,706 Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B common stock ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 Basic and diluted net (loss) income per share, non-redeemable Class A and Class B common stock ​ $ (0.17) ​ $ 0.05 ​ $ (0.40) ​ $ 0.33 ​ Recent Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13 – Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). 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”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The provisions of ASU 2020-06 are applicable to the Company for fiscal years beginning after December 15, 2023, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of ASU 2020-06 on its financial statements. Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2023
Initial Public Offering
Initial Public Offering	Note 3 — Initial Public Offering Pursuant to the Public Offering on November 24, 2020, the Company sold 10,000,000 Units at a price of $10.00 per Unit. Each Unit consists of one share of Class A common stock, par value $0.0001 per share and three-fourths of one redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share. Each whole warrant will become exercisable on the later of the completion of the initial business combination or 12 months from the closing of the Public Offering and will expire five years after the completion of the initial business combination, or earlier upon redemption or liquidation. Simultaneously with the closing of the Public Offering, the underwriters elected to exercise their full over-allotment option of 1,500,000 Units at a purchase price of $10.00 per Unit. Upon closing the Public Offering and the sale of the Over-Allotment Units, a total of $117,848,550 ($10.25 per Unit) was placed in a U.S.-based trust account, with Continental Stock Transfer & Trust Company (“CST”) acting as trustee. Warrants Public Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a business combination and (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years from the completion of a business combination or earlier upon redemption or liquidation. The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial business combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial business combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Company’s Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants will expire five years after the completion of a business combination or earlier upon redemption or liquidation. The Company may call the Public Warrants for redemption: ● in whole and not in part; ● at a price of $0.01 per warrant; ● upon not less than 30 days ’ prior written notice of redemption (the “ 30 -day redemption period”) to each warrant holder; and ● if, and only if, the reported closing price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within a 30 -trading day period ending three business days before the Company sends the notice of redemption to the warrant holders. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis”, as described in the warrant agreement. Additionally, in no event will the Company be required to net cash settle any Warrants. If the Company is unable to complete the initial business combination within the combination period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. If (x) the Company issues additional common stock or equity-linked securities for capital raising purposes in connection with the closing of its initial business combination at an issue price or effective issue price of less than $9.20 per common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the initial stockholders or their affiliates, without taking into account any Founder Shares held by the initial stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial business combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial business combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price.

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2023
Private Placement
Private Placement	Note 4 — Private Placement On November 24, 2020, simultaneously with the closing of the Public Offering and the closing of the exercise of the over-allotment option, the Sponsor and one of the Company’s directors purchased an aggregate of 6,481,550 Private Warrants at a price of $1.00 per Private Warrant, for an aggregate purchase price of $6,481,550, in a private placement. A portion of the proceeds from the private placement was added to the proceeds from the Public Offering held in the Trust Account. The Private Warrants are identical to the Public Warrants sold in the Public Offering except that the Private Warrants, so long as they are held by the Sponsor or their permitted transferees, (i) will not be redeemable by the Company, (ii) may not (including the shares of Class A common stock issuable upon exercise of these warrants), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of the Company’s initial business combination, (iii) may be exercised by the holders on a cashless basis and (iv) will be entitled to registration rights. The Company’s Sponsor has agreed to: (i) waive its redemption rights with respect to its Founder Shares and public shares in connection with the completion of the Company’s initial business combination; (ii) waive its redemption rights with respect to its Founder Shares and public shares in connection with a stockholder vote to approve an amendment to the Company’s Charter (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial business combination or to redeem 100% of the Company’s public shares if the Company has not consummated an initial business combination within 18 months from the closing of the Public Offering or (B) with respect to any other provisions relating to stockholders’ rights or pre-initial business combination activity; (iii) waive its rights to liquidating distributions from the Trust Account with respect to its Founder Shares if the Company fails to consummate its initial business combination within 18 months from the closing of the Public Offering, although the Sponsor will be entitled to liquidating distributions from the Trust Account with respect to any public shares it holds if the Company fails to complete its initial business combination within the prescribed time frame; and (iv) vote any Founder Shares and any public shares purchased during or after the Public Offering (including in open-market and privately negotiated transactions) in favor of the Company’s initial business combination. In accordance with the Second Amendment to the Merger Agreement, the Sponsor has agreed to forfeit 3,084,450 of Private Warrants immediately prior to the effective time of the Business Combination. ​

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2023
Related Party Transactions
Related Party Transactions	Note 5 — Related Party Transactions Founder Shares In August 2020, the Sponsor paid $25,000, or approximately $0.006 per share, to cover certain offering costs in consideration for 4,312,500 shares of Class B common stock, par value $0.0001 per share (the “Founder Shares”). On October 22, 2020 and November 3, 2020, the Sponsor surrendered an aggregate of 1,437,500 Founder Shares, which were cancelled, resulting in an aggregate of 2,875,000 Founder Shares outstanding and held by the Sponsor. Up to 375,000 Founder Shares were subject to forfeiture to the extent that the over-allotment option was not exercised in full by the underwriters. In connection with the underwriters’ full exercise of their over-allotment option on November 24, 2020, the 375,000 Founder Shares were no longer subject to forfeiture. The initial stockholders have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (i) one year after the completion of the initial business combination; or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial business combination that results in all of the Company’s stockholders having the right to exchange their Class A common stock for cash, securities or other property; except to certain permitted transferees and under certain circumstances (the “lock-up”). Notwithstanding the foregoing, if (1) the closing price of Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial business combination or (2) if the Company consummates a transaction after the initial business combination which results in the Company’s stockholders having the right to exchange their shares for cash, securities or other property, the Founder Shares will be released from the lock-up. In October 2020 and November 2020 (“Grant Dates”) the Sponsor transferred a total of 270,000 Founder Shares to the Company’s directors. The shares vest, not upon a fixed date, but upon consummation of an initial business combination. The Company has determined the valuation of the Class B shares as of the Grant Dates. The valuation resulted in a fair value of $6.19 per share as of the Grant Dates, or an aggregate of $1,671,300 for the 270,000 shares. The aggregate amount paid for the transferred shares was approximately $218,000. The excess fair value over the amount paid is $1,453,300, which is the amount of share-based compensation expense which the Company will recognize upon consummation of an initial business combination. Convertible Promissory Note In order to finance transaction costs in connection with a business combination, on March 24, 2022, the Company and Sponsor entered into the Initial Convertible Promissory Note pursuant to which Sponsor agreed to loan the Company up to $1,500,000. The Initial Convertible Promissory Note provides that, upon the consummation of a Business Combination, the Initial Working Capital Loans would either be repaid out of the proceeds of the Trust Account released to the Company, without interest, or, at the Sponsor's election, converted into additional Private Warrants at a price of $1.00 per Private Warrant. If a Business Combination is not consummated, the Initial Convertible Promissory Note provides that the Company will use a portion of proceeds held outside the Trust Account to repay the Initial Working Capital Loans, but no proceeds held in the Trust Account would be used for such purpose. As of September 30, 2023 and December 31, 2022, $1,500,000 was drawn on the convertible promissory note, presented at its fair value of $1,409,942 and $1,351,662 on the accompanying balance sheets, respectively. On October 6, 2023, the Company and the Sponsor amended and restated the Initial Convertible Promissory Note and entered into an additional convertible promissory note - see Note 9 - Subsequent Events In accordance with the Second Amendment to the Merger Agreement, Wentworth has the option to cause the outstanding Initial Convertible Promissory Note and the additional convertible promissory note to be repaid by at the closing either (A) through the issuance of shares of Company Common Stock of equal value, or (B) in immediately available funds, provided, however, that in case of clause (B) Sponsor will be required to surrender a number of shares of Company Common Stock of equal value otherwise issuable to it in connection with the closing of the business combination; Administrative Service Fee Commencing on the date of the final prospectus for the Public Offering, the Company agreed to pay the Sponsor up to $10,000 per month for office space, secretarial and administrative services as needed. Upon completion of the initial Business Combination or the Company’s liquidation, the Company will cease paying these monthly fees. The Company incurred and accrued $0 of administrative service fees as of September 30, 2023 and 2022, respectively. The Sponsor has forgone charging the Company for the administrative service fee and during the year ended December 31, 2022, the Sponsor agreed to forgive the administrative service fee in the amount of $1,667, and accordingly, at September 30, 2023 and December 31, 2022, no amounts were due for this administrative service fee.

Commitments

Commitments	9 Months Ended
	Sep. 30, 2023
Commitments
Commitments	Note 6 — Commitments Registration Rights The holders of (i) the Founder Shares, which were issued in a private placement prior to the closing of the Public Offering, (ii) Private Warrants, which were issued in a private placement simultaneously with the closing of the Public Offering, and the common stock underlying such Private Warrants and (iii) Private Warrants that may be issued upon conversion of Working Capital Loans (and the securities underlying such securities) have registration rights to require the Company to register a sale of any of its securities held by them pursuant to a registration rights agreement. These holders of these securities will be entitled to make up to three demands, excluding short form registration demands, that the Company register such securities for sale under the Securities Act. In addition, these holders will have “piggy-back” registration rights to include their securities in other registration statements filed by the Company, subject to certain limitations. 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 30-day 2020, the underwriters fully exercised the over-allotment option to purchase 1,500,000 Units, generating an aggregate of gross proceeds of $15,000,000. A deferred underwriting discount of $0.35 per Unit, or $4.02 million in the aggregate, will be payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes an initial business combination, subject to the terms of the underwriting agreement. Business Combination In connection with the initial Business Combination, the Company engaged Oppenheimer & Co. Inc. (“Oppenheimer”) and SPAC Advisory Partners LLC (“SAP”) to act as its financial advisors, each will be entitled to customary fees in such capacity, with payment due at, and conditioned upon, the closing of the Business Combination. Oppenheimer & Co. Inc. will be due 3.5% of the value of the Company’s IPO or $4,025,000 upon consummation of the Company’s initial Business Combination. This amount is reported on the condensed balance sheet as deferred underwriters’ compensation. The Company’s management and SAP are currently negotiating the fees due SAP at closing, if any, for their services rendered in the consummating the proposed Business Combination. Business Combination Closing Costs The Merger Agreement provides that if the closing does not occur then the Company shall promptly reimburse Wentworth the amount of such SPAC Extension Costs (as defined in the Merger Agreement) and if Closing does not occur due to the Company’s failure to satisfy any of the conditions precedent to closing that are reasonably with the control of the Company, the Company shall reimburse and pay to Wentworth up to $150,000 of costs and other expenses actually reimbursed by Wentworth to the prospective purchaser of the Series A Convertible Preferred Stock.

Stockholders' Deficit

Stockholders' Deficit	9 Months Ended
	Sep. 30, 2023
Stockholders' Deficit
Stockholders' Deficit	Note 7 — Stockholders’ Deficit On August 17, 2023, Sponsor converted 2,605,000 shares of Class B common stock into shares of Class A common stock on a one-for-one basis. The holders of the newly converted shares of Class A common stock have agreed to carry over the transfer restrictions associated with the Founder Shares and have no rights to funds in the Trust Account. After the conversion and redemptions, there are 3,203,049 and 270,000 Class A common and Class B common stock, respectively, issued outstanding Preferred Stock Class A Common Stock issued outstanding shares Class A Class B Common Stock issued outstanding Holders of the Class A common stock and holders of the Class B common stock will vote together as a single class on all matters submitted to a vote of the Company’s stockholders, except as required by law or stock exchange rule. The Class B common stock will automatically convert into Class A common stock on the first business day following the consummation of the initial business combination at a ratio such that the number of Class A common stock issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (a) the total number of all shares of Class A common stock issued and outstanding (including any shares of Class A common stock issued pursuant to the underwriter’s over-allotment option) upon the consummation of the Public Offering, plus (b) the sum of all shares of Class A common stock 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(including any shares of Class A common stock issued pursuant to a forward purchase agreement), excluding any shares of Class A common stock or equity-linked securities or rights exercisable for or convertible into Class A common stock issued, deemed issued, or to be issued, to any seller in the initial business combination and any private shares issued to the Sponsor, members of the Company’s management team or any of their affiliates upon conversion of Working Capital Loans, minus (c) the number of shares of Class A common stock redeemed in connection with the initial business combination, provided that such conversion of shares of Class B common stock shall never be less than the initial conversion ratio. In no event will the Class B common stock convert into Class A common stock at a rate of less than one-to one.

Recurring Fair Value Measuremen

Recurring Fair Value Measurements	9 Months Ended
	Sep. 30, 2023
Recurring Fair Value Measurements
Recurring Fair Value Measurements	Note 8 — Recurring Fair Value Measurements The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. The fair values of cash and cash equivalents, prepaid expenses, accounts payable and accrued expenses, due to related parties are estimated to approximate the carrying values as of September 30, 2023 and December 31, 2022 due to the short maturities of such instruments. Since all of the Company’s permitted assets in the Trust Account consist of demand deposits at September 30, 2023 and U.S. Money Market funds at December 31, 2022, fair values of these assets are determined utilizing quoted prices (unadjusted) in active markets for identical assets. The Company’s warrant liability for the Private Warrants and Convertible Promissory Note is based on valuation models utilizing management judgment and pricing inputs from observable and unobservable markets with less volume and transaction frequency than active markets. Significant deviations from these estimates and inputs could result in a material change in fair values. The Company’s warrant liability for the Public Warrants is based on quoted prices in an active market for identical assets. The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis at September 30, 2023 and December 31, 2022: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2023 Level 1 Level 2 Level 3 Assets: ​ ​ ​ Demand deposits held in Trust Account ​ $ 6,134,176 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Convertible Promissory Note ​ $ — ​ $ — ​ $ 1,409,942 Private Placement Warrants ​ $ — ​ $ — ​ $ 131,191 Public Warrants ​ $ 86,250 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 Level 1 Level 2 Level 3 Assets: ​ ​ ​ U.S. Money Market Mutual Funds held in Trust Account $ 5,514,494 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ ​ Convertible Promissory Note ​ $ — ​ $ — ​ $ 1,351,662 Private Placement Warrants ​ $ — ​ $ — ​ $ 327,978 Public Warrants ​ $ 345,000 ​ $ — ​ $ — ​ Warrants and Convertible Promissory Note ​ The Warrants and Convertible Promissory Note are accounted for as liabilities in accordance with ASC 815-40 on the balance sheets. The warrant liabilities and Convertible Promissory Note are measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of warrant liabilities and convertible promissory note in the statement of operations. Measurement On September 30, 2023 and December 31, 2022, the Company’s Public Warrants were trading in an active market and valuation of the Company’s Public Warrant liability was determined based upon the closing market price at September 30, 2023 and December 31, 2022, respectively. On September 30, 2023 and December 31, 2022, the Company used a modified Black-Scholes model to value the Private Warrants. The key inputs into the modified Black Scholes option pricing model for the Private Placement Warrants were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Input 2023 2022 Stock price ​ $ 12.02 ​ $ 10.02 Exercise price ​ $ 11.50 ​ $ 11.50 ​ Term (years) ​ 5.0 ​ 5.0 ​ Risk free rate ​ 4.6 % 3.99 % Dividend yield ​ — % — % Volatility ​ 11.2 % 1.8 % ​ On September 30, 2023 and December 31, 2022, the Company used a yield-to-maturity bond pricing model to value the Convertible Promissory Note. The key inputs into the pricing model for the Convertible Promissory Note was as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Input 2023 ​ 2022 ​ Amount due at maturity ​ $ 1,500,000 ​ $ 1,500,000 ​ Term (years) ​ ​ 0.15 ​ ​ 0.39 ​ Probability of a successful business combination ​ ​ 95.0 % ​ 92.5 % Present value factor ​ ​ 0.9894 ​ ​ 0.9742 ​ Risk free rate ​ ​ 5.59 % ​ 4.62 % Volatility ​ ​ 11.2 % ​ 1.8 % ​ The Company’s use of models required the use of subjective assumptions: ● The risk-free interest rate assumption was based on the five-year U.S. Treasury rate, which was commensurate with the contractual term of the Private Warrants and Convertible Promissory Note. An increase in the risk-free interest rate, in isolation, would result in an increase in the fair value measurement of the Private Warrant and Convertible Promissory Note and vice versa. ● An increase in the expected term, in isolation, would result in an increase in the fair value measurement of the warrant liabilities and Convertible Promissory Note and vice versa. ● The volatility assumption was based on the implied volatility from a set of comparable publicly-traded warrants as determined based on the size and proximity of other similar business combinations. An increase in the expected volatility, in isolation, would result in an increase in the fair value measurement of the Private Warrant and Convertible Promissory Note and vice versa. The following table provides a reconciliation of changes in fair value of the beginning and ending balances for our financial instruments classified as Level 3: ​ ​ ​ ​ ​ ​ Level 3 Fair value as of December 31, 2022 ​ $ 1,679,640 Change in fair value of Convertible Promissory Note ​ ​ 29,238 Change in fair value - Private Warrant Liabilities ​ ​ (65,596) Fair value as of March 31, 2023 ​ $ 1,643,282 Change in fair value of Convertible Promissory Note ​ ​ (23,370) Change in fair value - Private Warrant Liabilities ​ ​ (65,595) Fair value as of June 30, 2023 ​ $ 1,554,317 Change in fair value of Convertible Promissory Note ​ ​ 52,412 Change in fair value - Private Warrant Liabilities ​ ​ (65,596) Fair value as of September 30, 2023 ​ $ 1,541,133 ​

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events
Subsequent Events	​ Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review the Company did not identify any subsequent events, other than noted below, that would have required adjustment or disclosure in the financial statements. On October 6, 2023, the Company and Sponsor entered into that Amended and Restated Convertible Promissory Note (the “A&R Convertible Promissory Note”), which amends and restates the Initial Convertible Promissory Note to provide that, among other things, upon the consummation of a Business Combination , the Initial Working Capital Loans would either be repaid, or at Wentworth’s election, converted into a number of shares of Class A common stock of the Company (or the shares or other securities of another entity for or into which the Class A common stock of the Company are exchangeable or convertible in connection with a Business Combination) equal to the then aggregate principal amount plus accrued and unpaid interests outstanding, divided by $10.00. Also on October 6, 2023, the Company and Sponsor entered into an additional convertible promissory note (the “Additional Convertible Promissory Note”) pursuant to which Sponsor agreed to loan the Company up to $250,000 (such loans, the “Additional Working Capital Loans”). The Additional Convertible Promissory Note provided that, upon the consummation of a Business Combination, the Additional Working Capital Loans would either be repaid, or, at the Sponsor’s election, converted into a number of shares of Class A common stock of the Company (or the shares or other securities of another entity for or into which the Class A common stock of the Company are exchangeable or convertible in connection with a Business Combination) equal to the then aggregate principal amount plus accrued and unpaid interests outstanding, divided by $10.00. If a Business Combination is not consummated, the Additional Convertible Promissory Note provides that the Company will use a portion of proceeds held outside the Trust Account to repay the Additional Working Capital Loans, but no proceeds held in the Trust Account would be used for such purposes. As of October 25, 2023, $250,000 was drawn on the Additional Convertible Promissory Note. On November 17, 2023, the Company held a special meeting at which the Company’s stockholders approved extending the date by which the Company must complete its initial Business Combination from November 24, 2023 to February 24, 2024. In connection with the approval of the extension, stockholders elected to redeem 9,966 Public Share and exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. The Company expects to pay an aggregate of approximately $12.46 from the Trust Account or $124,176 to the redeeming stockholders with respect to such redeemed Public Shares. Additionally, with the redemption of $124,176 from the Trust Account, the Company expects to be subject to an additional excise tax equal to $1,272 or 1% of the fair market value of the redemptions. In November 2023, Wentworth deposited $69,218 into the Trust Account and thus extending the Combination Period to December 24, 2023. ​

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X of the U.S. Securities and Exchange Commission (the “SEC”). Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s annual report on Form 10-K for the year ended December 31, 2022.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (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 independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, 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 stockholder 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 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, 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 financial statement with another public company which is neither classified as 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 accounting standards used.
Use of Estimates	Use of Estimates The preparation of the unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting period. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. The more significant accounting estimates included in these unaudited condensed financial statements is the determination of fair value of the warrant liabilities and the Initial Convertible Promissory Note. Such estimates may be subject to change as more current information becomes available and accordingly, the actual results could differ significantly from those estimates.
Trust Account	Trust Account At September 30, 2023, assets held in the Trust Account were held in a demand deposit account and at December 31, 2022, assets held in the Trust Account were held in a money market mutual funds. Demand deposit accounts and money market mutual funds are characterized as Level 1 investments within the fair value hierarchy under ASC 820 (as defined below). Gains and losses resulting from the change in fair value of assets held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair values of assets held in Trust Account are determined using available market information. At September 30, 2023 and December 31, 2022, the Company had $6,134,176 and $5,514,494 held in the Trust Account, respectively. ​
Prepaid taxes	Prepaid taxes Prepaid taxes at September 30, 2023 and December 31, 2022 include $65,050 and $58,141 with taxing authorities related to estimated tax payments.
Warrant Liabilities	Warrant Liabilities The Company evaluated its Warrants, (which are discussed in Note 4 and Note 8) in accordance with ASC 815-40, “Derivatives and Hedging; Contracts in Entity’s Own Equity” (“ASC 815-40”) -40
Convertible Promissory Note	Convertible Promissory Note On March 24, 2022, the Company and Sponsor entered into the Initial Convertible Promissory Note pursuant to which Sponsor agreed to loan the Company up to $1,500,000. The Initial Convertible Promissory Note provides that, upon the consummation of a Business Combination, the Initial Working Capital Loans would either be repaid, without interest, or, at the Sponsor’s election, converted into additional Private Warrants at a price of $1.00 per Private Warrant. If a Business Combination is not consummated, the Initial Convertible Promissory Note provides that the Company will use a portion of proceeds held outside the Trust Account to repay the Initial Working Capital Loans, but no proceeds held in the Trust Account would be used for such purposes. The Company elected the fair value option as the reporting value of the Initial Convertible Promissory Note. As a result of applying the fair value option, the Company records each draw with a gain or loss recognized at issuance, and subsequent changes in fair value are recorded as change in fair value of convertible promissory note on the statement of operations. The fair value is based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s assumptions a market participant would use in pricing the asset or liability. At September 30, 2023 and December 31, 2022, the Company had drawn down $1,500,000 under the Initial Convertible Promissory Note. On October 6, 2023, the Company and the Sponsor amended and restated the Initial Convertible Promissory Note and entered into an additional convertible promissory note – see Note 9 – Subsequent Events
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At September 30, 2023 and December 31, 2022, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The Company follows the guidance in ASC Topic 820, “Fair Value Measurement”, for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The Fair Value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the Measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. See Note 8 for additional information on assets and liabilities measured at fair value.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Redeemable common stock is classified as temporary equity. Non-redeemable common stock is classified as permanent equity. The Company’s common stock 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, common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. On May 18, 2022, the Company held a special meeting in lieu of an annual meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from May 24, 2022 to November 24, 2022. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 10,036,744 shares of class A common stock. As a result, an aggregate of $102,894,278 (or approximately $10.25 per share) was released from the Trust Account to pay such redeeming stockholders. On November 23, 2022, the Company held a special meeting in lieu of an annual meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from November 24, 2022 to May 24, 2023. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 954,800 shares of class A common stock. As a result, an aggregate of $10,142,765 (or approximately $10.62 per share) was released from the Trust Account to pay such redeeming stockholders. On May 18, 2023, the Company convened a special meeting at which the Company’s stockholders approved extending the date by which the Company had to complete a Business Combination from May 24, 2023 to August 24, 2023. In connection with the approval of the extension, stockholders elected to redeem an aggregate of 14,406 shares of class A common stock. As a result, an aggregate of $164,297 (or approximately $11.40 per share) was released from the Trust Account to pay such stockholders. On August 17, 2023, the Company convened a special meeting of stockholders virtually and voted in the affirmative on the proposal to extend the date by which the Company must complete its initial Business Combination from August 24, 2023 to November 24, 2023 (the “Extension Amendment Proposal 4”). In connection with the Extension Amendment Proposal 4, a shareholder holding one Public Share exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. On August 23, 2023, the Company paid from the Trust Account $12.23 to the redeeming shareholder. On November 17, 2023, the Company held a special meeting at which the Company’s stockholders approved extending the date by which the Company must complete its initial Business Combination from November 24, 2023 to February 24, 2024. See Note 9 – Subsequent Events. In connection with the approval of the extension, stockholders elected to redeem 9,966 Public Share and exercised their right to redeem such Public Share for a pro rata portion of the Trust Account. The Company expects to pay an aggregate of approximately $12.46 from the Trust Account or $124,176 to the redeeming stockholders with respect to such redeemed Public Shares. Accordingly, as of September 30, 2023 and December 31, 2022, 494,049 and 508,456 shares of class A common stock subject to possible redemption, respectively, are presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the balance sheets. The Company recognizes changes in redemption value immediately as they occur. Immediately upon the closing of the IPO, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable common stock resulted in charges against additional paid-in capital and accumulated deficit. At September 30, 2023 and December 31, 2022, the Class A common stock reflected in the accompanying balance sheets are reconciled in the following table. ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ As of beginning of the period ​ $ 5,211,674 ​ $ 117,861,531 Less: ​ ​ ​ ​ Redemptions ​ (164,309) ​ (113,037,043) Plus: ​ ​ ​ ​ Remeasurement adjustment of carrying value to redemption value (1) ​ 795,043 ​ 387,186 Class A common stock subject to possible redemption ​ $ 5,842,408 ​ $ 5,211,674 (1) The period ended September 30, 2023, includes deposits of $553,747 in the Trust Account made by Wentworth (see Note 1). Such deposits are not included as a reduction to stockholders’ equity.
Stock Based Compensation	Stock Based Compensation The Company complies with ASC 718 Compensation — Stock Compensation regarding founder shares acquired by directors of the Company at prices below fair value. The acquired shares shall vest upon the Company consummating an initial business combination (the “Vesting Date”). If prior to the Vesting Date, the director ceases to be a director, the shares will be forfeited and funds paid for the shares shall be refunded. The founder shares owned by the director (1) may not be sold or transferred, until one year after the consummation of a business combination, (2) not be entitled to redemption from the funds held in the Trust Account, or any liquidating distributions. The Company has until February 24, 2024 (as extended) to consummate a business combination, and if a business combination is not consummated, the Company will liquidate and the shares will become worthless. The shares were issued in October 2020 and November 2020 (“Grant Dates”), and the shares vest, not upon a fixed date, but upon consummation of an initial business combination. Since the approach in ASC 718 is to determine the fair value without regard to the vesting date, the Company has determined the valuation of the Class B shares as of the Grant Dates. The valuation resulted in a fair value of $6.19 per share as of the Grant Dates, or an aggregate of $1,671,300 for the 270,000 shares. The aggregate amount paid for the acquired shares was approximately $218,000. The excess fair value over the amount paid is $1,453,300, which is the amount of share-based compensation expense which the Company will recognize upon consummation of an initial business combination.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740, “Income Taxes.” ASC 740, Income Taxes, requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the unaudited condensed 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. As of September 30, 2023 and December 31, 2022, the Company’s deferred tax asset had a full valuation allowance recorded against it. Our effective tax rate was (1.40)% and 0.52% for the three months ended September 30, 2023 and 2022, respectively, and (0.07)% and 0.16% for the nine months ended September 30, 2023 and 2022, respectively. The effective tax rate differs from the statutory tax rate of 21% for the three and nine months ended September 30, 2023 and 2022, due to changes in fair value in warrant liability, changes in fair value of the convertible notes liability, and the valuation allowance on the deferred tax assets. While ASC 740 identifies usage of an effective annual tax rate for purposes of an interim provision, it does allow for estimating individual elements in the current period if they are significant, unusual or infrequent. Computing the effective tax rate for the Company is complicated due to the potential impact of the Company’s change in fair value of warrants (or any other change in fair value of a complex financial instrument), the timing of any potential business combination expenses and the actual interest income that will be recognized during the year. The Company has taken a position as to the calculation of income tax expense in a current period based on ASC 740-270-25-3 which states, “If an entity is unable to estimate a part of its ordinary income (or loss) or the related tax (benefit) but is otherwise able to make a reasonable estimate, the tax (or benefit) applicable to the item that cannot be estimated shall be reported in the interim period in which the item is reported.” The Company believes its calculation to be a reliable estimate and allows it to properly take into account the usual elements that can impact its annualized book income and its impact on the effective tax rate. As such, the Company is computing its taxable income (loss) and associated income tax provision based on actual results through September 30, 2023. The Company is taking the position that the deferred tax asset related to the unutilized net operating loss (“NOL”) should still be fully reserved. While interest rates have increased, the actual amount of interest income for tax purposes may differ significantly due to the timing of treasuries purchased, whether the Company invests in treasuries or potential unrealized interest income based on maturity. Additionally, the NOL utilization is limited to 80% so the approach and estimate used in the interim period is conservative in nature while reviewing the pertinent facts unique to the Company’s income tax situation. 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 period, disclosure and transition. 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 September 30, 2023 and December 31, 2022. 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 has identified the United States as its only “major” tax jurisdiction. The Company is subject to income taxation by major taxing authorities since inception. These examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. ​
Net (Loss) Income Per Common Share	Net (Loss) Income Per Common Share The Company has two classes of stock, which are referred to as redeemable Class A common stock and non-redeemable Class A and Class B common stock. Earnings and losses are shared pro rata between the two classes of stock. The 15,184,550 potential common stock for outstanding warrants to purchase the Company’s stock were excluded from diluted (loss) income per share for the three and nine months ended September 30, 2023 and 2022 because the warrants are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net (loss) income per common stock is the same as basic net (loss) income per common stock for the periods. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of common stock: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ September 30, September 30, ​ 2023 2022 2023 2022 ​ ​ ​ ​ ​ ​ ​ Net (loss) income available to Redeemable Class A ​ $ (80,246) ​ $ 75,896 ​ $ (195,283) ​ $ 2,209,573 Basic and diluted weighted average shares outstanding, Class A common stock, subject to possible redemption ​ ​ 494,050 ​ ​ 1,463,256 ​ ​ 501,649 ​ ​ 6,573,540 Basic and diluted net (loss) income per share, redeemable Class A common stock ​ $ (0.16) ​ $ 0.05 ​ $ (0.39) ​ $ 0.34 Net (loss) income available to non-redeemable Class A and Class B common stock ​ ​ (492,942) ​ ​ 154,093 ​ ​ (1,199,592) ​ ​ 992,706 Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B common stock ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 Basic and diluted net (loss) income per share, non-redeemable Class A and Class B common stock ​ $ (0.17) ​ $ 0.05 ​ $ (0.40) ​ $ 0.33
Recent Accounting Pronouncements	Recent Accounting Pronouncements In June 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-13 – Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). 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”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for the derivative scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The provisions of ASU 2020-06 are applicable to the Company for fiscal years beginning after December 15, 2023, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company is currently evaluating the impact of ASU 2020-06 on its financial statements. Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2023
Summary of Significant Accounting Policies
Schedule of Class A common stock reflected in the accompanying balance sheets	​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, December 31, ​ 2023 2022 ​ ​ ​ ​ ​ ​ ​ As of beginning of the period ​ $ 5,211,674 ​ $ 117,861,531 Less: ​ ​ ​ ​ Redemptions ​ (164,309) ​ (113,037,043) Plus: ​ ​ ​ ​ Remeasurement adjustment of carrying value to redemption value (1) ​ 795,043 ​ 387,186 Class A common stock subject to possible redemption ​ $ 5,842,408 ​ $ 5,211,674 (1) The period ended September 30, 2023, includes deposits of $553,747 in the Trust Account made by Wentworth (see Note 1). Such deposits are not included as a reduction to stockholders’ equity.
Schedule of reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of common stock	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ Nine Months Ended ​ September 30, September 30, ​ 2023 2022 2023 2022 ​ ​ ​ ​ ​ ​ ​ Net (loss) income available to Redeemable Class A ​ $ (80,246) ​ $ 75,896 ​ $ (195,283) ​ $ 2,209,573 Basic and diluted weighted average shares outstanding, Class A common stock, subject to possible redemption ​ ​ 494,050 ​ ​ 1,463,256 ​ ​ 501,649 ​ ​ 6,573,540 Basic and diluted net (loss) income per share, redeemable Class A common stock ​ $ (0.16) ​ $ 0.05 ​ $ (0.39) ​ $ 0.34 Net (loss) income available to non-redeemable Class A and Class B common stock ​ ​ (492,942) ​ ​ 154,093 ​ ​ (1,199,592) ​ ​ 992,706 Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B common stock ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 ​ ​ 2,979,000 Basic and diluted net (loss) income per share, non-redeemable Class A and Class B common stock ​ $ (0.17) ​ $ 0.05 ​ $ (0.40) ​ $ 0.33

Recurring Fair Value Measurem_2

Recurring Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2023
Recurring Fair Value Measurements
Schedule of Company's assets and liabilities that are measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, 2023 Level 1 Level 2 Level 3 Assets: ​ ​ ​ Demand deposits held in Trust Account ​ $ 6,134,176 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ Convertible Promissory Note ​ $ — ​ $ — ​ $ 1,409,942 Private Placement Warrants ​ $ — ​ $ — ​ $ 131,191 Public Warrants ​ $ 86,250 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 Level 1 Level 2 Level 3 Assets: ​ ​ ​ U.S. Money Market Mutual Funds held in Trust Account $ 5,514,494 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities: ​ ​ ​ ​ ​ ​ Convertible Promissory Note ​ $ — ​ $ — ​ $ 1,351,662 Private Placement Warrants ​ $ — ​ $ — ​ $ 327,978 Public Warrants ​ $ 345,000 ​ $ — ​ $ —
Schedule of reconciliation of changes in fair value of warrants	​ ​ ​ ​ ​ ​ Level 3 Fair value as of December 31, 2022 ​ $ 1,679,640 Change in fair value of Convertible Promissory Note ​ ​ 29,238 Change in fair value - Private Warrant Liabilities ​ ​ (65,596) Fair value as of March 31, 2023 ​ $ 1,643,282 Change in fair value of Convertible Promissory Note ​ ​ (23,370) Change in fair value - Private Warrant Liabilities ​ ​ (65,595) Fair value as of June 30, 2023 ​ $ 1,554,317 Change in fair value of Convertible Promissory Note ​ ​ 52,412 Change in fair value - Private Warrant Liabilities ​ ​ (65,596) Fair value as of September 30, 2023 ​ $ 1,541,133 ​
Private Placement Warrants
Recurring Fair Value Measurements
Schedule of fair value measurements of key inputs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Input 2023 2022 Stock price ​ $ 12.02 ​ $ 10.02 Exercise price ​ $ 11.50 ​ $ 11.50 ​ Term (years) ​ 5.0 ​ 5.0 ​ Risk free rate ​ 4.6 % 3.99 % Dividend yield ​ — % — % Volatility ​ 11.2 % 1.8 %
Convertible Promissory Note
Recurring Fair Value Measurements
Schedule of fair value measurements of key inputs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ September 30, ​ December 31, ​ Input 2023 ​ 2022 ​ Amount due at maturity ​ $ 1,500,000 ​ $ 1,500,000 ​ Term (years) ​ ​ 0.15 ​ ​ 0.39 ​ Probability of a successful business combination ​ ​ 95.0 % ​ 92.5 % Present value factor ​ ​ 0.9894 ​ ​ 0.9742 ​ Risk free rate ​ ​ 5.59 % ​ 4.62 % Volatility ​ ​ 11.2 % ​ 1.8 %

Organization and Business Ope_2

Organization and Business Operations (Details)													1 Months Ended	3 Months Ended	9 Months Ended		12 Months Ended
	Nov. 17, 2023 USD ($) $ / shares shares	Aug. 23, 2023 USD ($) $ / shares	Aug. 17, 2023 USD ($) shares	Aug. 16, 2023 USD ($)	May 23, 2023 USD ($) $ / shares	May 18, 2023 USD ($) shares	Nov. 23, 2022 $ / shares shares	Nov. 21, 2022 USD ($) $ / shares	May 20, 2022 USD ($) $ / shares	May 18, 2022 $ / shares shares	Mar. 24, 2022 USD ($) $ / shares	Nov. 24, 2020 USD ($) $ / shares shares	Nov. 30, 2023 USD ($)	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2023 USD ($) $ / shares shares	Sep. 30, 2022 USD ($)	Dec. 31, 2022 USD ($) $ / shares shares	Aug. 18, 2023 shares
Organization and Business Operations
Threshold business days for redemption of public shares															10 days
Maximum net interest to pay dissolution expenses															$ 100,000
Deposits into trust account by Wentworth															553,747
Number of public shares redeemed | shares							954,800			10,036,744
Payments for redemption of stock								$ 10,142,765	$ 102,894,278
Redemption price per share | $ / shares								$ 10.62	$ 10.25
Excise tax payable (in percent)		1%		1%		1%
Excise tax payable		$ 0.12		$ 1		$ 1,642								$ 1,642	1,642
Excise tax as a fair market value of the shares repurchased at the time of the repurchase		1%				1%
Cash														1,509	1,509		$ 277,511
Working capital														6,978,743	6,978,743
Maximum loan of convertible promissory notes											$ 1,500,000
Proceeds held in trust account used to repay working capital loans											$ 0
Proceeds from convertible promissory note														1,500,000	1,500,000		1,500,000
Fair value of the convertible promissory note															1,409,942		$ 1,351,662
Amount deposited in trust account															622,965
Cash withdrawn from Trust Account in connection with redemption															164,309	$ 102,894,278
Subsequent Events
Organization and Business Operations
Number of public shares redeemed | shares	9,966
Payments for redemption of stock	$ 124,176
Redemption price per share | $ / shares	$ 12.46
Excise tax payable	$ 1,272
Excise tax as a fair market value of the shares repurchased at the time of the repurchase	1%
Sponsor
Organization and Business Operations
Amount of loan contributed by sponsor as loan									$ 60,969
Contribution per share | $ / shares									$ 0.04
Monthly payment of contributions									$ 60,969
Amount deposited into trust account															69,218
Wentworth
Organization and Business Operations
Amount of loan contributed by sponsor as loan								$ 69,218
Amount deposited into trust account			$ 69,218											$ 207,655
Amount deposited in trust account															$ 553,747
Wentworth | Subsequent Events
Organization and Business Operations
Amount deposited into trust account													$ 69,218
Class A common stock
Organization and Business Operations
Common stock, par value | $ / shares														$ 0.0001	$ 0.0001		$ 0.0001
Conversion ratio			1												1
Common stock, shares issued (in shares) | shares			3,203,049															3,203,049
Common stock, shares outstanding (in shares) | shares			3,203,049															3,203,049
Class A common stock subject to possible redemption
Organization and Business Operations
Redemption price per share | $ / shares							$ 10.62			$ 10.25
Number of shares redeemed | shares			1			14,406
Value of shares redeemed			$ 12.23		$ 164,297	$ 164,297
Shares at redemption value | $ / shares		$ 12.23			$ 11.40									11.83	$ 11.83		10.25
Cash withdrawn from Trust Account in connection with redemption						$ 164,297
Class B Common Stock
Organization and Business Operations
Common stock, par value | $ / shares														$ 0.0001	$ 0.0001		$ 0.0001
Conversion ratio			1
Common stock, shares issued (in shares) | shares			270,000											270,000	270,000		2,875,000	270,000
Common stock, shares outstanding (in shares) | shares			270,000											270,000	270,000		2,875,000	270,000
Class B Common Stock | Sponsor
Organization and Business Operations
Number of shares converted from Class B to Class A | shares			2,605,000
IPO | Class A common stock
Organization and Business Operations
Number of units issued | shares												10,000,000
Share price (in dollars per share) | $ / shares												$ 10
Common stock, par value | $ / shares												$ 0.0001
Over-allotment option
Organization and Business Operations
Number of units issued | shares												1,500,000
Share price (in dollars per share) | $ / shares												$ 10
Period of option granted to underwriters for purchase of shares												30 days
Gross proceeds from sale of units												$ 15,000,000
Private Placement Warrants
Organization and Business Operations
Additional warrants issued | shares												431,550
Additional warrants exercise price | $ / shares												$ 1
Proceeds from additional warrants issued												$ 431,550
Price of warrants | $ / shares											$ 1
Private warrants | Class A common stock
Organization and Business Operations
Number of units issued | shares												6,050,000
Share price (in dollars per share) | $ / shares												$ 1

Organization and Business Ope_3

Organization and Business Operations - Business Combination Agreement (Details) - USD ($)		9 Months Ended
	Sep. 13, 2023	Sep. 30, 2023	Mar. 20, 2023	Jul. 07, 2022
Organization and Business Operations
Amount deposited in trust account		$ 622,965
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth
Organization and Business Operations
Common stock, par value				$ 0.0001
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | First amendment to merger agreement
Organization and Business Operations
Available closing date cash			$ 3,500,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement
Organization and Business Operations
Additional shares of common stock to be issued to certain holders of continuing company units	1,100,000
Number of Shares of Common Stock for Company Merger Consideration	12,000,000
Minimum amount of available closing date cash to be maintained	$ 14,000,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Wentworth
Organization and Business Operations
Amount deposited in trust account	553,747
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Wentworth
Organization and Business Operations
Amount of cost and expenses to be reimbursed	150,000	$ 150,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Sponsor
Organization and Business Operations
Additional Amount to be loaned by Sponsor	$ 250,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Holdings Common Stock
Organization and Business Operations
Number of warrants to be forfeited prior to the effective time of business combination	1,100,000
Volume weighted average price per share of common stock	$ 12
Number of trading days considered for calculating volume weighted average price per share of common stock	20 days
Minimum trading day period considered	30 days
Period from the closing of business combination for vwap	4 years
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Series A Convertible Preferred Stock
Organization and Business Operations
Number of shares agreed and proposed to issue	1,500,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Second amendment to merger agreement | Private warrants
Organization and Business Operations
Number of warrants to be forfeited prior to the effective time of business combination	3,084,450

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)									2 Months Ended	3 Months Ended		9 Months Ended
	Nov. 17, 2023	Aug. 17, 2023	May 23, 2023	May 18, 2023	Nov. 23, 2022	Nov. 21, 2022	May 20, 2022	May 18, 2022	Nov. 30, 2020	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Dec. 31, 2022	Mar. 24, 2022
Summary of Significant Accounting Policies
Amount held in trust account										$ 6,134,176		$ 6,134,176		$ 5,514,494
Prepaid taxes										65,050		65,050		58,141
Maximum loan of convertible promissory notes															$ 1,500,000
Convertible Notes Payable										$ 1,500,000		1,500,000		1,500,000
Redemption price per share						$ 10.62	$ 10.25
Number of public shares redeemed					954,800			10,036,744
Payments for redemption of stock						$ 10,142,765	$ 102,894,278
Cash released from Trust Account in connection with redemption												$ 164,309	$ 102,894,278
Threshold period for transfer of founder shares held by director												1 year
Grant date fair value per share									$ 6.19
Grant date fair value									$ 1,671,300
Grants in period									270,000
Aggregate amount paid									$ 218,000
Unrecognized share based compensation expense									$ 1,453,300
Effective tax rate (as a percent)										(1.40%)	0.52%	(0.07%)	0.16%
Statutory tax rate (as a percent)										21%	21%	21%	21%
Unrecognized tax benefits										$ 0		$ 0		0
Accrued for interest and penalties										$ 0		$ 0		$ 0
Shares excluded since their inclusion would be anti-dilutive										15,184,550	15,184,550	15,184,550	15,184,550
Subsequent Events
Summary of Significant Accounting Policies
Redemption price per share	$ 12.46
Number of public shares redeemed	9,966
Payments for redemption of stock	$ 124,176
Class A common stock
Summary of Significant Accounting Policies
Price of warrants (in dollars per share)															$ 1
Class A common stock subject to possible redemption
Summary of Significant Accounting Policies
Elected to redeem an aggregate					954,800			10,036,744
Redemption of Class A common stock subject to possible redemption					$ 10,142,765			$ 102,894,278
Redemption price per share					$ 10.62			$ 10.25
Number of shares redeemed		$ 12.23	$ 164,297	$ 164,297
Cash released from Trust Account in connection with redemption				$ 164,297
Cash released from Trust Account in connection with redemption per share				$ 11.40
Number of shares redeemed		1		14,406
Common stock subject to possible redemption outstanding (in shares)										494,049		494,049		508,456

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Common stock subject to possible redemption (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Summary of Significant Accounting Policies
Trust funding - for extension from Wentworth	$ 553,747
Class A common stock subject to possible redemption
Summary of Significant Accounting Policies
As of beginning of the period	5,211,674	$ 117,861,531
Redemptions	(164,309)	(113,037,043)
Remeasurement adjustment of carrying value to redemption value	795,043	387,186
Class A common stock subject to possible redemption	$ 5,842,408	$ 5,211,674

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Net (Loss) Income Per Common Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Redeemable Class A common stock
Summary of Significant Accounting Policies
Net (loss) income available to Redeemable Class A	$ (80,246)	$ 75,896	$ (195,283)	$ 2,209,573
Basic weighted average shares outstanding (in shares)	494,050	1,463,256	501,649	6,573,540
Diluted weighted average shares outstanding (in shares)	494,050	1,463,256	501,649	6,573,540
Basic net (loss) income per share (in dollars per share)	$ (0.16)	$ 0.05	$ (0.39)	$ 0.34
Diluted net (loss) income per share (in dollars per share)	$ (0.16)	$ 0.05	$ (0.39)	$ 0.34
Non-redeemable Class A and Class B common stock
Summary of Significant Accounting Policies
Net (loss) income available to non-redeemable Class A and Class B common stock	$ (492,942)	$ 154,093	$ (1,199,592)	$ 992,706
Basic weighted average shares outstanding (in shares)	2,979,000	2,979,000	2,979,000	2,979,000
Diluted weighted average shares outstanding (in shares)	2,979,000	2,979,000	2,979,000	2,979,000
Basic net (loss) income per share (in dollars per share)	$ (0.17)	$ 0.05	$ (0.40)	$ 0.33
Diluted net (loss) income per share (in dollars per share)	$ (0.17)	$ 0.05	$ (0.40)	$ 0.33

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)	Nov. 24, 2020	Sep. 30, 2023	Dec. 31, 2022
Initial Public Offering
Number of warrants in a unit	1
IPO
Initial Public Offering
Warrants exercisable term from the closing of the initial public offering	12 months
Public warrants expiration term	5 years
Over-allotment option
Initial Public Offering
Number of units issued	1,500,000
Price per share	$ 10
Amount held in Trust	$ 117,848,550
Unit price	$ 10.25
Class A common stock
Initial Public Offering
Common stock, par value		$ 0.0001	$ 0.0001
Class A common stock | IPO
Initial Public Offering
Number of units issued	10,000,000
Price per share	$ 10
Number of shares in a unit	1
Common stock, par value	$ 0.0001
Exercise price of warrants	$ 11.50

Initial Public Offering - Warra

Initial Public Offering - Warrants (Details)	9 Months Ended
	Sep. 30, 2023 D $ / shares
Initial Public Offering
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	$ 9.20
Percentage of gross proceeds on total equity proceeds	60%
Threshold trading days determining volume weighted average price	20 days
Adjustment of redemption price of stock based on market value and newly issued price 1 (as a percent)	115
Adjustment of redemption price of stock based on market value and newly issued price (as a percent)	180%
Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00
Initial Public Offering
Adjustment of redemption price of stock based on market value and newly issued price 2	$ 18
Warrants
Initial Public Offering
Public warrants exercisable term after the completion of a business combination	30 days
Warrants exercisable term from the closing of the initial public offering	12 months
Public warrants expiration term	5 years
Threshold period for filling registration statement after business combination	15 days
Period for registration statement to become effective	60 days
Warrants | Redemption of Warrants When the Price per Share of Class A Common Stock Equals or Exceeds $18.00
Initial Public Offering
Redemption price per public warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Threshold consecutive trading days for redemption of public warrants | D	30
Stock price trigger for redemption of public warrants (in dollars per share)	$ 18
Threshold trading days for redemption of public warrants | D	20
Threshold business days before sending notice of redemption to warrant holders	30 days
Redemption period	3 days

Private Placement (Details)

Private Placement (Details) - USD ($)				9 Months Ended
	Sep. 13, 2023	Mar. 24, 2022	Nov. 24, 2020	Sep. 30, 2023
Private Placement
Threshold period for not to transfer, assign or sell any of their warrants after the completion of the initial business combination				30 days
Obligation to redeem public shares if entity does not complete a business combination (as a percent)				100%
Threshold period in which the entity will redeem public shares if entity does not complete business combination				18 months
Threshold period in which the entity will waive its rights to liquidate distributions from the Trust Account if the Company fails to complete its initial Business Combination				18 months
Second amendment to merger agreement | Private warrants | Sponsor
Private Placement
Number of warrants to be forfeited prior to the effective time of business combination	3,084,450
Private Placement Warrants
Private Placement
Price of warrants		$ 1
Private Placement Warrants | Sponsor and one director
Private Placement
Number of warrants issued			6,481,550
Price of warrants			$ 1
Aggregate purchase price			$ 6,481,550

Related Party Transactions - Fo

Related Party Transactions - Founder shares (Details)		1 Months Ended	2 Months Ended	9 Months Ended
	Nov. 24, 2020 $ / shares shares	Aug. 31, 2020 USD ($) $ / shares shares	Nov. 30, 2020 USD ($) $ / shares shares	Sep. 30, 2023 D $ / shares shares	Aug. 18, 2023 shares	Aug. 17, 2023 shares	Dec. 31, 2022 $ / shares shares	Nov. 03, 2020 shares	Oct. 22, 2020 shares
Related Party Transactions
Grants in period			270,000
Grant date fair value per share | $ / shares			$ 6.19
Grant date fair value | $			$ 1,671,300
Aggregate amount paid | $			218,000
Unrecognized share based compensation expense | $			$ 1,453,300
Over-allotment option
Related Party Transactions
Share price (in dollars per share) | $ / shares	$ 10
Class A common stock
Related Party Transactions
Common stock, par value (in dollars per share) | $ / shares				$ 0.0001			$ 0.0001
Common stock, shares outstanding (in shares)					3,203,049	3,203,049
Class A common stock | Sponsor | Founder Shares
Related Party Transactions
Threshold period for not to transfer, assign or sell any of their shares or warrants after the completion of the initial business combination				1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share) | $ / shares				$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D				20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D				30
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences				150 days
Class B common stock
Related Party Transactions
Common stock, par value (in dollars per share) | $ / shares				$ 0.0001			$ 0.0001
Common stock, shares outstanding (in shares)				270,000	270,000	270,000	2,875,000
Class B common stock | Founder Shares | Over-allotment option
Related Party Transactions
Maximum shares subject to forfeiture	375,000
Shares no longer subject to forfeiture	375,000
Class B common stock | Sponsor | Founder Shares
Related Party Transactions
Aggregate purchase price | $		$ 25,000
Share price (in dollars per share) | $ / shares		$ 0.006
Number of shares issued		4,312,500
Common stock, par value (in dollars per share) | $ / shares		$ 0.0001
Number of shares forfeited								1,437,500	1,437,500
Common stock, shares outstanding (in shares)								2,875,000	2,875,000

Related Party Transactions - Ad

Related Party Transactions - Additional information (Details) - USD ($)		9 Months Ended	12 Months Ended
	Mar. 24, 2022	Sep. 30, 2023	Dec. 31, 2022
Related Party Transactions
Maximum loan of convertible promissory notes	$ 1,500,000
Conversion price of unpaid principal balance	$ 1
Borrowings under promissory notes		$ 1,500,000	$ 1,500,000
Fair value of the convertible promissory note		1,409,942	1,351,662
Administrative Service Fee | Sponsor
Related Party Transactions
Expenses per month		10,000
Accrued administrative service fees		0
Write-off due to related party			1,667
Administrative service fee		$ 0	$ 0

Commitments (Details)

Commitments (Details)		9 Months Ended
	Nov. 24, 2020 USD ($) item $ / shares shares	Sep. 30, 2023 USD ($)	Sep. 13, 2023 USD ($)	Dec. 31, 2022 USD ($)
Commitments
Maximum number of demands for registration of securities | item	3
Deferred underwriters' compensation		$ 4,025,000		$ 4,025,000
Merger among Company, Holdings, Kingswood Merger Sub, Wentworth Merger Sub and Wentworth | Wentworth | Second amendment to merger agreement
Commitments
Amount of cost and expenses to be reimbursed		$ 150,000	$ 150,000
Over-allotment option
Commitments
Threshold period for option to purchase additional Units to cover over-allotments	30 days
Common stock, shares authorized | shares	1,500,000
Unit price | $ / shares	$ 10
Number of units issued | shares	1,500,000
Gross proceeds from sale of units	$ 15,000,000
Deferred fee per unit | $ / shares	$ 0.35
Deferred underwriters' compensation	$ 4,020,000
IPO | Oppenheimer & Co. Inc
Commitments
Business combination, percentage payment due		3.50%
Business combination of IPO consummation value		$4,025,000

Stockholders' Deficit (Details)

Stockholders' Deficit (Details)		9 Months Ended
	Aug. 17, 2023 shares	Sep. 30, 2023 shares	Aug. 18, 2023 shares	Dec. 31, 2022 shares
Class A Common Stock
Stockholders' Deficit
Conversion ratio	1	1
Common stock, shares issued after conversion	3,203,049		3,203,049
Common stock, shares outstanding after conversion	3,203,049		3,203,049
Class B Common Stock
Stockholders' Deficit
Conversion ratio	1
Common stock, shares issued after conversion	270,000	270,000	270,000	2,875,000
Common stock, shares outstanding after conversion	270,000	270,000	270,000	2,875,000
Class B Common Stock | Sponsor
Stockholders' Deficit
Number of shares converted from Class B to Class A	2,605,000
Conversion ratio	1

Stockholders' Deficit - Preferr

Stockholders' Deficit - Preferred stock (Details) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Stockholders' Deficit
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

Stockholders' Deficit - Common

Stockholders' Deficit - Common stock (Details)		9 Months Ended
	Aug. 17, 2023 shares	Sep. 30, 2023 Vote $ / shares shares	Aug. 18, 2023 shares	Dec. 31, 2022 Vote $ / shares shares
Class A common stock
Stockholders' Deficit
Common stock, shares authorized (in shares)		100,000,000		100,000,000
Common stock, par value (in dollars per share) | $ / shares		$ 0.0001		$ 0.0001
Common stock, votes per share | Vote		1		1
Common stock, shares issued (in shares)	3,203,049		3,203,049
Common stock, shares outstanding (in shares)	3,203,049		3,203,049
Conversion ratio	1	1
Class A common stock subject to possible redemption
Stockholders' Deficit
Common stock subject to possible redemption Issued (in shares)		494,049		508,456
Common stock subject to possible redemption outstanding (in shares)		494,049		508,456
Class A common stock not subject to possible redemption
Stockholders' Deficit
Common stock, shares issued (in shares)		2,709,000		104,000
Common stock, shares outstanding (in shares)		2,709,000		104,000
Class B common stock
Stockholders' Deficit
Common stock, shares authorized (in shares)		10,000,000		10,000,000
Common stock, par value (in dollars per share) | $ / shares		$ 0.0001		$ 0.0001
Common stock, votes per share | Vote		1		1
Common stock, shares issued (in shares)	270,000	270,000	270,000	2,875,000
Common stock, shares outstanding (in shares)	270,000	270,000	270,000	2,875,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders		20%
Conversion ratio	1

Recurring Fair Value Measurem_3

Recurring Fair Value Measurements (Details) - Recurring - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Level 1 | Public Warrants
Recurring Fair Value Measurements
Liabilities held in trust account	$ 86,250	$ 345,000
Level 3 | Private Placement Warrants
Recurring Fair Value Measurements
Liabilities held in trust account	131,191	327,978
Level 3 | Convertible Promissory Note
Recurring Fair Value Measurements
Liabilities held in trust account	1,409,942	1,351,662
U.S. Money Market Mutual Funds held in Trust Account | Level 1
Recurring Fair Value Measurements
Assets held in Trust Account		$ 5,514,494
Demand deposits held in Trust Account | Level 1
Recurring Fair Value Measurements
Assets held in Trust Account	$ 6,134,176

Recurring Fair Value Measurem_4

Recurring Fair Value Measurements - Level 3 fair value measurements inputs (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2023 $ / shares USD ($)	Dec. 31, 2022 $ / shares USD ($)
Stock price | Private Placement Warrants
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	12.02	10.02
Exercise price | Private Placement Warrants
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	11.50	11.50
Amount due at maturity | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input | $	1,500,000	1,500,000
Term (in years) | Private Placement Warrants
Recurring Fair Value Measurements
Derivative Liability, Measurement Input, Term	5 years	5 years
Term (in years) | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input, Term	1 month 24 days	4 months 20 days
Probability of a successful business combination | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.950	0.925
Present value factor | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.9894	0.9742
Risk-free rate | Private Placement Warrants
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.046	0.0399
Risk-free rate | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.0559	0.0462
Volatility | Private Placement Warrants
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.112	0.018
Volatility | Convertible Promissory Note
Recurring Fair Value Measurements
Derivative Liability, Measurement Input	0.112	0.018

Recurring Fair Value Measurem_5

Recurring Fair Value Measurements - Changes in fair value of the beginning and ending for our warrant classified as Level 3 (Details) - USD ($)	3 Months Ended				9 Months Ended
	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in value of Convertible Promissory Note	$ 52,412			$ (140,888)	$ 58,280	$ (250,179)
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Fair value at beginning	1,554,317	$ 1,643,282	$ 1,679,640		1,679,640
Change in value of Convertible Promissory Note	52,412	(23,370)	29,238
Change in fair value - Private Warrant Liabilities	(65,596)	(65,595)	(65,596)
Fair value at ending	$ 1,541,133	$ 1,554,317	$ 1,643,282		$ 1,541,133

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)

1 Months Ended

3 Months Ended

Nov. 17, 2023

Oct. 25, 2023

Oct. 06, 2023

Aug. 23, 2023

Aug. 17, 2023

May 18, 2023

Nov. 23, 2022

Nov. 21, 2022

May 20, 2022

May 18, 2022

Nov. 30, 2023

Sep. 30, 2023

Aug. 18, 2023

Aug. 16, 2023

Dec. 31, 2022

Subsequent Events

Proceeds from convertible promissory note

$ 1,500,000

$ 1,500,000

Number of public shares redeemed

954,800

10,036,744

Payments for redemption of stock

$ 10,142,765

$ 102,894,278

Excise tax payable

$ 0.12

$ 1,642

$ 1,642

$ 1

Excise tax as a fair market value of the shares repurchased at the time of the repurchase

1%

1%

Redemption price per share

$ 10.62

$ 10.25

Class A common stock

Subsequent Events

Common stock, shares outstanding after conversion

3,203,049

3,203,049

Class B common stock

Subsequent Events

Common stock, shares outstanding after conversion

270,000

270,000

270,000

2,875,000

Wentworth

Subsequent Events

Amount deposited into trust account

$ 69,218

$ 207,655

Subsequent Events

Subsequent Events

Number of public shares redeemed

9,966

Payments for redemption of stock

$ 124,176

Excise tax payable

$ 1,272

Excise tax as a fair market value of the shares repurchased at the time of the repurchase

1%

Redemption price per share

$ 12.46

Subsequent Events | Amended and Restated Convertible Promissory Note

Subsequent Events

Denominator used for dividing aggregate principal amount plus accrued and unpaid interests outstanding

$ 10

Subsequent Events | Additional Convertible Promissory Note

Subsequent Events

Denominator used for dividing aggregate principal amount plus accrued and unpaid interests outstanding

$ 10

Proceeds from convertible promissory note

$ 0

Subsequent Events | Sponsor | Additional Convertible Promissory Note

Subsequent Events

Additional amount to be loaned by sponsor

$ 250,000

$ 250,000

Subsequent Events | Wentworth

Subsequent Events

Amount deposited into trust account

$ 69,218