Stardust Power (SDST) S-4/A 8 May 24 Registration of securities issued in business combination transactions (amended) Financial data

Cover Page

Cover Page	12 Months Ended
	Dec. 31, 2023
Document Information [Line Items]
Entity Registrant Name	Global Partner Acquisition Corp II
Document Type	S-4/A
Amendment Flag	true
Entity Central Index Key	0001831979
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	200 Park Avenue
Entity Address, Address Line Two	32nd Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10166
City Area Code	646
Local Phone Number	585-8975
Entity Primary SIC Number	6770
Amendment Description	Amendment No. 4
Business Contact [Member]
Document Information [Line Items]
Entity Address, Address Line One	200 Park Avenue
Entity Address, Address Line Two	32nd Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10166
City Area Code	646
Local Phone Number	585-8975
Contact Personnel Name	Global Partner Sponsor II LLC

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Current liabilities –
Cash and cash equivalents	$ 22,000	$ 101,000
Prepaid expenses	14,000	8,000
Total current assets	36,000	109,000
Cash held in the Trust Account	43,704,000	0
Investments held in Trust Account	0	304,675,000
Total assets	43,740,000	304,784,000
Current liabilities
Accounts payable	64,000	75,000
Accrued liabilities	4,327,000	3,016,000
Total current liabilities	7,872,000	3,876,000
Other liabilities –
Warrant liability	337,000	467,000
Deferred underwriting commission	10,500,000	10,500,000
Total liabilities	18,709,000	14,843,000
Commitments and contingencies	0	0
Class A ordinary shares subject to possible redemption; 3,931,719 and 30,000,000 shares, respectively (at approximately $11.12 and $10.16 per share at December 31, 2023 and 2022, respectively)	43,704,000	304,675,000
Shareholders' deficit:
Preference shares, $0.0001 par value; 5,000,000 shares authorized, none issued or outstanding at December 31, 2023 and 2022	0	0
Additional paid-in capital	0	0
Accumulated deficit	(18,674,000)	(14,735,000)
Total shareholders' deficit	(18,673,000)	(14,734,000)
Total liabilities, Class A ordinary shares subject to possible redemption and shareholders' deficit	43,740,000	304,784,000
Class A Ordinary Shares
Shareholders' deficit:
Ordinary shares	0	0
Class B Ordinary Shares [Member]
Shareholders' deficit:
Ordinary shares	1,000	1,000
Related Party
Current liabilities
Promissory Note – related party	755,000	785,000
Extension promissory notes – related party	$ 2,726,000	$ 0

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Preference shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preference shares, shares authorized	5,000,000	5,000,000
Preference shares, shares issued	0	0
Preference shares, shares outstanding	0	0
Class A Ordinary Shares
Ordinary shares subject to possible redemption	3,931,719	30,000,000
Ordinary shares subject to possible redemption, per share (in Dollars per share)	$ 11.12	$ 10.16
Ordinary shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, authorized	500,000,000	500,000,000
Ordinary shares, issued	0	0
Ordinary shares, outstanding	0	0
Class B Ordinary Shares [Member]
Ordinary shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, authorized	50,000,000	50,000,000
Ordinary shares, issued	7,500,000	7,500,000
Ordinary shares, outstanding	7,500,000	7,500,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenues	$ 0	$ 0
General and administrative expenses	5,230,000	1,984,000
Gain from settlement and release of liabilities	(2,961,000)	0
Income (loss) from operations	(2,269,000)	(1,984,000)
Other income (expense) -
Income from cash and investments held in the Trust Account	2,278,000	4,600,000
Write-off contingent warrants associated with shares redeemed	130,000	0
Change in fair value of warrant liability	0	12,453,000
Net income	$ 139,000	$ 15,069,000
Class A Ordinary Shares
Other income (expense) -
Weighted average Class A ordinary shares outstanding -– basic (in Shares)	4,718,000	30,000,000
Net income per Class A ordinary share – basic (in Dollars per share)	$ 0.01	$ 0.4
Weighted average shares outstanding - diluted	4,718,000	30,000,000
Net income per ordinary share – diluted	$ 0.01	$ 0.4
Class B Ordinary Shares [Member]
Other income (expense) -
Weighted average Class A ordinary shares outstanding -– basic (in Shares)	7,500,000	7,500,000
Net income per Class A ordinary share – basic (in Dollars per share)	$ 0.01	$ 0.4
Weighted average shares outstanding - diluted	7,500,000	7,500,000
Net income per ordinary share – diluted	$ 0.01	$ 0.4

Consolidated Statements of Chan

Consolidated Statements of Changes in Shareholders' Deficit - USD ($)	Total	Class B Ordinary Shares	Class B Ordinary Shares Class B [Member]	Additional Paid-in Capital	Accumulated Deficit
Balances at Dec. 31, 2021	$ (25,128,000)		$ 1,000	$ 0	$ (25,129,000)
Balances (in Shares) at Dec. 31, 2021			7,500,000
Accretion in value of Class A ordinary shares subject to redemption	(4,675,000)	$ 0		0	(4,675,000)
Net income	15,069,000	0		0	15,069,000
Balances at Dec. 31, 2022	(14,734,000)		$ 1,000	0	(14,735,000)
Balances (in Shares) at Dec. 31, 2022			7,500,000
Accretion in value of Class A ordinary shares subject to redemption	(4,078,000)	0		0	(4,078,000)
Net income	139,000	$ 0		0	139,000
Balances at Dec. 31, 2023	$ (18,673,000)		$ 1,000	$ 0	$ (18,674,000)
Balances (in Shares) at Dec. 31, 2023			7,500,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash flow from operating activities:
Net income	$ 139,000	$ 15,069,000
Adjustments to reconcile net income to net cash used in operating activities
Income from cash and investments held in Trust Account	(2,278,000)	(4,600,000)
Change in fair value of warrant liability	0	(12,453,000)
Write-off contingent warrants associated with shares redeemed	(130,000)	0
Changes in operating assets and liabilities:
(Increase) decrease in prepaid expenses	(6,000)	175,000
Increase (decrease) in accounts payable	(11,000)	(60,000)
Increase (decrease) in accrued liabilities and other	1,311,000	343,000
Net cash used in operating activities	(975,000)	(1,526,000)
Cash flows from investing activities:
Cash deposited in Trust Account	(1,800,000)	0
Cash withdrawn from Trust Account to pay redemptions	265,050,000	0
Net cash provided by investing activities	263,250,000	0
Cash flows from financing activities:
Redemption of 26,068,281 Class A common shares	(265,050,000)	0
Advances and repayment of promissory note – related party	(30,000)	785,000
Proceeds of Extension Promissory Note – related party	2,726,000	0
Net cash (used in) provided by financing activities	(262,354,000)	785,000
Net change in cash	(79,000)	(741,000)
Cash and cash equivalents at beginning of the period	101,000	842,000
Cash and cash equivalents at end of the period	22,000	101,000
Supplemental disclosure of non-cash financing activities:
Settlement and release of liabilities	$ 2,961,000	$ 0

Consolidated Statements of Ca_2

Consolidated Statements of Cash Flows (Parentheticals) - shares	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Statement of Cash Flows [Abstract]
Redemption of common shares	26,068,281	26,068,281

Description of Organization and

Description of Organization and Business Operations	12 Months Ended
	Dec. 31, 2023
Description of Organization and Business Operations	Note 1 – Description of Organization and Business Operations Global Partner Acquisition Corp II was incorporated under the laws of the Cayman Islands as an exempted company on November 3, 2020. Together with its wholly owned subsidiaries Strike Merger Sub I, Inc. and Strike Merger Sub II, LLC., both incorporated or formed in Delaware in November 2023 (collectively the “Company” and “GPAC II”), the Company was formed for the purpose of effecting a merger, capital share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, or the “Securities Act,” as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As of December 31, 2023, the Company had not commenced any operations. All activity for the period from November 3, 2020 (inception) to December 31, 2023 relates to the Company’s formation and the initial public offering (the “Public Offering”) described below and, subsequent to the Public Offering, identifying and completing a suitable Business Combination. The Company will not generate any operating revenues until after completion of its initial Business Combination, at the earliest. The Company generates non-operating In January 2023, the shareholders of the Company took various actions and the Company entered into various agreements resulting in a change of control of the Company, redemption of approximately 87% of its Class A ordinary shares, par value $0.0001 per share (the “Class A ordinary shares”), an extension of the date to complete a Business Combination and certain additional financing and other matters as discussed in further detail in the Form 10-K 8-K Subsequent to December 31, 2023, there was a further extension of time to complete a business combination and further redemptions and other matters as discussed in various notes below regarding the 2024 Extension Meeting and as described in the Form 8-K All dollar amounts are rounded to the nearest thousand dollars. Sponsor and Public Offering: The Company’s sponsor is Global Partner Sponsor II LLC, a Delaware limited liability company (the “Sponsor”). The Company intends to finance a Business Combination with unredeemed proceeds from the $300,000,000 Public Offering (see Note 3 and below) and a $8,350,000 private placement (see Note 4). Upon the closing of the Public Offering and the private placement, $300,000,000 was deposited in a trust account (the “Trust Account”) at closing on January 14, 2021. In January 2023, the following material transactions, among others, changed the control over and resources of the Company, all as further discussed in these notes to financial statements, as follows: 1. On January 11, 2023, the Company held an Extension Meeting of its shareholders in which the shareholders approved the proposal to amend the Company’s amended and restated memorandum and articles of association (the “Extension Amendment Proposal”) to extend the date required to complete a Business Combination (as described further in Business Combination below). In connection with the vote to approve the Extension Amendment Proposal the holders of 26,068,281 Class A ordinary shares of the Company exercised their right to redeem their shares for cash at a redemption price of approximately $10.167 per share for an aggregate redemption amount of approximately $265,050,000 resulting in 3,931,719 Class A ordinary shares remaining outstanding. 2. On January 13, 2023, the Company, entered into an Investment Agreement (the “Investment Agreement”) with the Sponsor 3. Pursuant to the Investment Agreement, the Sponsor transferred control of the Sponsor to affiliates of Antarctica Capital Partners LLC. 4. Pursuant to the Investment Agreement, the Sponsor has agreed to lend to the Company the funds required to pay expenses incurred by the Company and reasonably related to the costs and expenses of facilitating the extension of the term of the Company. 5. Further, on January 13, 2023, Paul J. Zepf, Pano Anthos, Andrew Cook, James McCann and Jay Ripley tendered their resignations as directors of the Company. Additionally, Paul J. Zepf and David Apseloff resigned as officers of the Company. There was no known disagreement with any of the outgoing directors or officers on any matter relating to the Company’s operations, policies or practices. 6. The Company made settlements and received releases from several creditors in exchange for cash payments made resulting in the reduction of approximately $2,961,000 of accrued liabilities which is reflected as a credit to operating expenses in the accompanying consolidated statements of operations. See also below regarding, subsequent to December 31, 2023, the 2024 Extension Meeting. Trust Account: The funds in the Trust Account can only be invested in cash or U.S. government treasury bills with a maturity of one hundred and eighty-five (185) days or less or in money market funds meeting certain conditions under Rule 2a-7 The Company’s amended and restated memorandum and articles of association provided that, other than the withdrawal of interest to pay tax obligations, if any, less up to $100,000 of interest to pay dissolution expenses, none of the funds held in trust will be released until the earliest of (a) the completion of the initial Business Combination, (b) the redemption of any public shares properly submitted in connection with a shareholder vote to amend the Company’s amended and restated memorandum of association (i) to modify the substance or timing of the Company’s obligation to redeem 100% of the public shares if the Company does not complete the initial Business Combination by the date by which the Company is required to consummate a business combination pursuant to the amended and restated memorandum and articles of association, July 14, 2024 if extended per below (previously January 14, 2023 and then January 14, 2024 as discussed below) (the “Termination Date”), or (ii) with respect to any other provision relating to shareholders’ rights or pre-Business (c) the redemption of the public shares if the Company is unable to complete the initial Business Combination by the Termination Date, subject to applicable law, which includes the extended time that the Company has to consummate a Business Combination beyond the Termination Date as a result of a shareholder vote to amend the Company’s amended and restated articles of incorporation. The proceeds deposited in the Trust Account could become subject to the claims of creditors, if any, which could have priority over the claims of the Company’s public shareholders. On January 11, 2023, the Company’s shareholders voted to extend the date by which the Company has to consummate a Business Combination from January 14, 2023 to April 23, 2023 (the “Articles Extension Date”) and to allow the Company, without another shareholder vote, to elect to extend the date to consummate a Business Combination on a monthly basis for up to nine times by an additional one month each time up until the Termination Date of January 14, 2024. Upon each of the nine one-month 150,000 (i) one-month 1,800,000 Subsequent to December 31, 2023, on January 9, 2024, Global Partner Acquisition Corp II (“GPAC II” and “Company”) held the extraordinary general Business Combination Also subsequent to December 31, 2023 and in connection with the 2024 Extension Meeting to approve the Extension Amendment Proposal, the Company’s Sponsor entered into non-redemption agreements “Non-Redemption Agreements”) foregoing commitments not to redeem such Class A Ordinary Shares of the Company, the Sponsor agreed to transfer or cause to be issued for no consideration an aggregate of 127,777 shares of the Company and simultaneous forfeiture of 127,777 shares of the Company in connection with the Company’s completion of its initial Business Combination Business Combination: The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Public Offering, although substantially all of the net proceeds of the Public Offering are intended to be generally applied toward consummating a Business Combination with (or acquisition of) a Target Business. As used herein, “Target Business” is one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (excluding the deferred underwriting commission and taxes payable on interest earned on the Trust Account) at the time of signing a definitive agreement in connection with the Company’s initial Business Combination. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company, after signing a definitive agreement for a Business Combination, will either (i) seek shareholder approval of the Business Combination at a meeting called for such purpose in connection with which shareholders may seek to redeem their shares, regardless of whether they vote for or against the Business Combination, for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation If the Company holds a shareholder vote or there is a tender offer for shares in connection with a Business Combination, a public shareholder will have the right to redeem its shares for an amount in cash equal to its pro rata share of the aggregate amount then on deposit in the Trust Account as of two business days prior to the consummation of the initial Business Combination, including interest earned on funds held in the Trust Account and not previously released to pay income taxes. As a result, such Class A ordinary shares are recorded at the redemption amount and classified as temporary equity upon the completion of the Public Offering, in accordance with Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification (“ASC”) 480, “Distinguishing Liabilities from Equity” (“ASC 480”). The amount in the Trust Account is initially funded at $10.00 per public Class A ordinary share ($300,000,000 held in the Trust Account divided by 30,000,000 public shares), see however Note 3 regarding shareholder redemptions in January 2023. As further discussed above, the Company will have until the Revised Termination Date, that was proposed to and approved by the Company’s shareholders subsequent to December 31, 2023 in the form of an amendment to the Company’s amended and restated memorandum and articles of association (the “Revised Combination Period”). If the Company does not complete a Business Combination within this period of time, it shall (i) cease all operations except for the purposes of winding up and (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the public Class A ordinary shares for a per share pro rata portion of the Trust Account, including interest earned on funds held in the Trust Account and not previously released to pay income taxes (less up to $100,000 of such net interest to pay dissolution expenses) and as promptly as possible following such redemption, dissolve and liquidate the balance of the Company’s net assets to its creditors and remaining shareholders, as part of its plan of dissolution and liquidation. The initial shareholders have entered into letter agreements with the Company, pursuant to which they have waived their rights to participate in any redemption with respect to their Founder Mandatory Liquidation and Going Concern: At December 31, 2023, the Company has approximately $22,000 in cash and approximately $7,836,000 in working capital deficit. The Company has incurred significant costs and expects to continue to incur additional costs in pursuit of its Business Combination. Further, if the Company cannot complete an initial Business Combination by July 14, 2024, it could be forced to wind up its operations and liquidate unless it receives an extension approval from its shareholders. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the consolidated financial statements are issued. In connection with its financial position and intention to complete a Business Combination, the Company has secured financing from its Sponsor. The Company’s plan to deal with these uncertainties is to use the financing from the Sponsor to complete a Business Combination prior to the Termination Date. There is no assurance for the Company that, (1) the financing from the Sponsor will be adequate and (2) plans to consummate a Business Combination will be successful or successful by July 14, 2024. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Business Combination Agreement

Business Combination Agreement	12 Months Ended
	Dec. 31, 2023
Business Combinations [Abstract]
Business Combination Agreement	Note 2 – Business Combination Agreement On November 21, 2023, the Company, entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “Business Combination Agreement”), with Strike Merger Sub I, Inc., a Delaware corporation and direct wholly-owned subsidiary of GPAC II (“First Merger Sub”), Strike Merger Sub II, LLC, a Delaware limited liability company and direct wholly-owned subsidiary of GPAC II (“Second Merger Sub”), and Stardust Power Inc., a Delaware corporation (“Stardust Power”). The Business Combination Agreement and the transactions contemplated thereby to occur at or immediately prior to the Closing (“Transactions”) were approved by the boards of directors of each of GPAC II and Stardust Power. The Domestication Pursuant to the Business Combination Agreement, prior to the consummation of the Mergers (as defined below) contemplated by the Business Combination Agreement (the “Closing”), and subject to the Supermajority Acquiror Shareholder Approval (as defined therein), GPAC II will domesticate as a Delaware corporation (the “Domestication”) in accordance with Section 388 of the Delaware General Corporation Law and Sections 206 to 209 of the Companies Act (As Revised) of the Cayman Islands. Prior to the Domestication, each Class B Ordinary Share outstanding shall be converted into one (1) Class A Ordinary Share in accordance with the Company’s amended and restated memorandum and articles of association, other than as set forth in the Sponsor Letter Agreement (the “Class B Ordinary Share conversion”). In connection with the Domestication, (i) each Class A Ordinary Share outstanding immediately prior to the effective time of the Domestication and following the Class B Ordinary Share conversion shall be converted into one share of common stock, par value $0.0001 per share of GPAC II (the “GPAC II Common Stock”) and (ii) each then-issued and outstanding whole warrant exercisable for one Class A Ordinary Share will be converted into a warrant exercisable for one share of GPAC II Common Stock at an exercise price of $11.50 per share on the terms and conditions set forth in the Warrant Agreement, dated as of January 11, 2021, by and between GPAC II and Continental Stock Transfer & Trust Company, as warrant agent (as amended or amended and restated from time to time). In connection with clauses (i) and (ii) of this paragraph, each issued and outstanding unit of GPAC II that has not been previously separated into the underlying Class A Ordinary Shares and the underlying GPAC II warrants will be canceled and will entitle the holder thereof to one share of GPAC II Common Stock and one-sixth of The Business Combination The Business Combination Agreement provides for, among other things, the following Transactions: (i) the Domestication, (ii) following the Domestication, First Merger Sub will merge with and into Stardust Power, with Stardust Power as the surviving company in the merger (the “First Merger”) and, (iii) immediately following the First Merger, and as part of the same overall transaction as the First Merger, Stardust Power will merge with and into Second Merger Sub (the “Second Merger” and, together with the First Merger, the “Mergers”), with Merger Sub II being the surviving company of the Second Merger (Merger Sub II, in its capacity as the surviving company of the Second Merger, the “Surviving Company”), and as a result of which the Surviving Company will become a wholly-owned subsidiary of GPAC II. At Closing, GPAC II will change its name to “Stardust Power Inc.” and will continue trading on the Nasdaq Capital Market under the new symbols “SDST” and “SDSTW,” respectively, following Closing. At Closing, in connection with the Transactions, GPAC II and certain holders of Stardust Power Common Stock (as defined below) (the “Stardust Power Stockholders”) will enter into a Shareholder Agreement (as defined in the Business Combination Agreement), a Registration Rights Agreement (as defined in the Business Combination Agreement) and a Lock-Up The Business Combination is expected to close in the first half of 2024, following the receipt of the required approval by GPAC II’s shareholders and the fulfillment or waiver of other customary closing conditions. Business Combination Consideration In accordance with the terms and subject to the conditions of the Business Combination Agreement, (a) each share of common stock of Stardust Power, par value $0.00001 per share (“Stardust Power Common Stock”) (including Stardust Power Common Stock issued in connection with the Stardust Power SAFE Conversion (as defined in the Business Combination Agreement)), issued and outstanding immediately prior to the First Effective Time (as defined in the Business Combination Agreement) other than any Cancelled Shares (as defined in the Business Combination Agreement) and Dissenting Shares (as defined in the Business Combination Agreement) shall be converted into the right to receive the number of GPAC II Common Stock equal to the Per Share Consideration (as defined in the Business Combination Agreement); (b) each outstanding Stardust Power Option (as defined in the Business Combination Agreement), whether vested or unvested, shall automatically convert into an option to purchase a number of shares of GPAC II Common Stock equal to the number of shares of GPAC II Common Stock subject to such Stardust Power Option immediately prior to the First Effective Time multiplied by the Per Share Consideration at an exercise price per share equal to the exercise price per share of Stardust Power Common Stock divided by the Per Share Consideration, subject to certain adjustments; and (c) each share of Stardust Power Restricted Stock (as defined in the Business Combination Agreement) outstanding immediately prior to the First Effective Time shall convert into a number of shares of GPAC II Common Stock equal to the number of shares of Stardust Power Common Stock subject to such Stardust Power Restricted Stock multiplied by the Per Share Consideration (rounded down to the nearest whole share). The total consideration to be paid at Closing to the selling parties in connection with the Business Combination Agreement will be based on an enterprise value of $450,000,000 (excluding a $50 million earnout, based upon an assumed price of $10 per share, payable upon achievement of certain milestones), subject to certain adjustments as set forth in the Business Combination Agreement, including with respect to certain transaction expenses and the cash and debt of Stardust Power. Additionally, in the event, prior to the eighth (8th) anniversary of the Closing, the volume-weighted average price of GPAC II Common Stock is greater than or equal to $12.00 per share for a period of 20 trading days in any 30-trading Governance GPAC II has agreed to take all action within its power as may be necessary or appropriate such that, effective immediately after the Closing, the GPAC II board of directors shall consist of seven directors, which will be divided into three classes, which directors shall include: two directors designated by Stardust Power, one director designated by Sponsor and four directors designated by Stardust Power whom shall meet the standards of independence for companies subject to the rules and regulations of The Nasdaq Stock Market LLC. Additionally, the current Stardust Power management team will move to GPAC II in their current roles and titles. Representations and Warranties; Covenants The Business Combination Agreement contains representations, warranties and covenants of each of the parties thereto that are customary for transactions of this type, including with respect to the operations of GPAC II and Stardust Power. In addition, GPAC II has agreed to adopt an equity incentive plan, as described in the Business Combination Agreement. Stardust Power has agreed to use its commercially reasonable efforts to sell Stardust Power Common Stock in a private placement on terms mutually agreed to by GPAC II and Stardust Power. GPAC II may enter into subscription agreements for securities of GPAC II following the date of the Business Combination Agreement, in an amount not to exceed $150,000,000 in the aggregate. GPAC II and Stardust Power have agreed to enter into certain agreements to be effective upon Closing to (i) provide registration rights to certain Stardust Power Stockholders, (ii) restrict the sale or transfer of shares of GPAC II Common Stock held by Sponsor and certain Stardust Power Stockholders for 180 days following Closing, subject to certain exceptions and (iii) to provide certain rights to Sponsor with respect to the Sponsor’s designation of a director to the GPAC II board following Closing. Conditions to Each Party’s Obligations The obligation of GPAC II and Stardust Power to consummate the Business Combination is subject to certain closing conditions, including, but not limited to, (i) the expiration or termination of the applicable waiting period under the HSR Act, (ii) no governmental authority having enacted any law that makes the Transaction or any part thereof illegal or otherwise prohibited, (iii) the Registration Statement (as defined below) becoming effective, (iv) the approval of GPAC II’s shareholders being obtained and (v) the approval of Stardust Power’s stockholders being obtained. In addition, the obligation of GPAC II and Merger Subs to consummate the Business Combination is subject to the fulfillment of other closing conditions, including, but not limited to, (i) the representations and warranties of Stardust Power being true and correct to the standards applicable to such representations and warranties and each of the covenants of Stardust Power having been performed or complied with in all material respects, (ii) the other representations and warranties, except for those set forth in (i) above, of Stardust Power being true and correct as of the Closing Date, as though made on and as of the Closing Date except for certain exceptions mentioned in the Business Combination Agreement, (iii) each of the covenants of the Stardust Power to be performed or complied with by it under the Business Combination Agreement as of or prior to the Closing having been performed or complied with in all material respects, (iv) each of the covenants of the Stardust Power to be performed or complied with by it under the Business Combination Agreement as of or prior to the Closing having been performed or complied with in all material respects, (v) Stardust Power having delivered to GPAC II a certificate signed by an authorized officer of Stardust Power, dated the Closing Date (an “Officer’s Certificate”), certifying that, to the knowledge and belief of such officer, the conditions set forth in the three (3) immediately preceding points have been fulfilled, (vi) Stardust Power and the other parties thereto entering into certain amendments to the outstanding SAFE Agreements and being in full force and effect, (vii) since the date of the Business Combination Agreement, there not having occurred any change, effect, event, occurrence, state of facts or development that, in the aggregate, has had or would reasonably be expected to result in a Material Adverse Effect (as defined in the Business Combination Agreement), and (viii) Stardust Power having delivered to GPAC II executed counterparts to all of the Ancillary Agreements (as defined in the Business Combination Agreement) to which Stardust Power, or any stockholder of Stardust Power, is party. The obligation of Stardust Power to consummate the Business Combination is also subject to the fulfillment of other closing conditions, including, but not limited to, (i) the representations and warranties of GPAC II, First Merger Sub and Second Merger Sub being true and correct to the standards applicable to such representations and warranties and each of the covenants of GPAC II having been performed or complied with in all material respects, (ii) each of the pre-Closing at-Closing non-occurrence Termination The Business Combination Agreement may be terminated at any time at or prior to Closing: (i) by mutual written consent of GPAC II and Stardust Power, (ii) by written notice from GPAC II to Stardust Power if the representations and warranties of Stardust Power are not true and correct or if Stardust Power fails to perform any covenant or agreement set forth in the Business Combination Agreement such that certain conditions to closing cannot be satisfied and the breach or breaches of such representations or warranties or the failure to perform such covenant or agreement, as applicable, are not cured or cannot be cured within certain specified time periods so long as the breaching party is using its commercially reasonable efforts to cure such breach within such period (the “cure period”), (iii) by written notice from Stardust Power to GPAC II if the representations and warranties of GPAC II are not true and correct or if GPAC II fails to perform any covenant or agreement set forth in the Business Combination Agreement such that certain conditions to closing cannot be satisfied and the breach or breaches of such representations or warranties or the failure to perform such covenant or agreement, as applicable, are not cured or cannot be cured within the cure period, (iv) by either GPAC II or Stardust Power if the Business Combination is not consummated by July 14, 2024 (as may be extended under certain conditions), provided non-appealable A copy of the Business Combination Agreement is filed with the Current Report on Form 8-K Company Support Agreements and Sponsor Letter Agreement Contemporaneously with the execution of the Business Combination Agreement, certain Stardust Power Stockholders entered into a Company Support Agreement (collectively, the “Company Support Agreements”) with GPAC II and Stardust Power, pursuant to which such stockholders have agreed to certain support matters as described in the Company Support Agreement. Further, concurrently with the execution of the Business Combination Agreement, the Sponsor and, for certain limited purposes set forth therein, the executive officers and directors of GPAC II entered into the Sponsor Letter Agreement (the “Sponsor Letter Agreement”) with GPAC II and Stardust Power, pursuant to which the Sponsor agreed to, among certain things as described in the Sponsor Letter Agreement.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 3 – Summary of Significant Accounting Policies Principles of Consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Strike Merger Sub I, Inc., a Delaware corporation and Strike Merger Sub II, LLC, a Delaware limited liability company, both formed to facilitate the acquisition of Stardust Power (Note 2). All significant intercompany balances and transactions have been eliminated in consolidation. Basis of Presentation: The consolidated financial statements of the Company are presented in U.S. dollars and have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Emerging Growth Company: Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Net Income per Ordinary Share: Net income per ordinary share is computed by dividing net income applicable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. The Company has not considered the effect of the warrants sold in the Public Offering and private placement to purchase an aggregate of 11,221,954 at December 31, 2023 (15,566,667 at December 31, 2022) Class A ordinary shares in the calculation of diluted income per ordinary share, since their inclusion would be anti-dilutive under the treasury stock method and are dependent on future events. As a result, diluted income per ordinary share is the same as basic income per ordinary share for the period. The Company complies with the accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income and losses are shared pro rata among the two classes of shares. Net income per ordinary share is calculated by dividing the net income by the weighted average number of ordinary shares outstanding during the respective period. The changes in redemption value that are accreted to Class A ordinary subject to redemption (see below) is representative of fair value and therefore is not factored into the calculation of earnings per share. The following tables reflect the earnings per share after allocating income between the shares based on outstanding shares: Year ended December 31, 2023 Year ended December 31, 2022 Class A Class B Class A Class B Numerator: Basic and diluted net income per ordinary share: Allocation of income – basic and diluted $ 54,000 $ 85,000 $ 12,055,000 $ 3,014,000 Denominator: Basic and diluted weighted average ordinary shares: 4,718,000 7,500,000 30,000,000 7,500,000 Basic and diluted net income per ordinary share $ 0.01 $ 0.01 $ 0.40 $ 0.40 Concentration of Credit Risk: The Company can have significant cash balances at financial institutions which throughout the year may exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. Cash and Cash Equivalents: The Company considers all highly liquid instruments with original maturities of three months or less when acquired to be cash equivalents. The Company had no cash equivalents at December 31, 2023 and 2022. Fair Value Measurements: The Company complies with FASB ASC 820, “Fair Value Measurements” (“ASC 820”), for its financial assets and liabilities that are re-measured non-financial re-measured Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. 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 consolidated balance sheet and the reported amounts of 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 consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant estimates included in these consolidated financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Offering Costs: The Company complies with the requirements of the FASB ASC 340-10-S99-1 Class A Ordinary Shares Subject to Possible Redemption: As discussed in Note 4 consolidated On January 11, 2023, in connection with the vote to approve the Extension Amendment Proposal the holders of 26,068,281 Class A ordinary shares of the Company exercised their right to redeem their shares for cash at a redemption price of approximately $10.167 per share for an aggregate redemption amount of approximately $265,050,000 reducing the number of Class A ordinary shares to 3,931,719. The Company recognizes changes immediately as they occur and adjusts the carrying value of the securities at the end of each reporting period. Increases or decreases in the carrying amount of redeemable Class A ordinary shares are affected by adjustments to additional paid-in Dollars Shares Gross proceeds of Public Offering $ 300,000,000 30,000,000 Less: Proceeds allocated to Public Warrants (14,100,000 ) —  Offering costs (16,254,000 ) —  Plus: Accretion of carrying value to redemption value 30,354,000 —  —Subtotal at inception and at December 31, 2021 300,000,000 30,000,000 Accretion of carrying value to redemption value 4,675,000 —  Class A ordinary shares subject to possible redemption at December 31, 2022 $ 304,675,000 30,000,000 Class A ordinary shares redeemed on January 11, 2023 (265,050,000 ) (26,068,281 ) Accretion of carrying value to redemption value 4,079,000 —  Balance at December 31, 2023 $ 43,704,000 3,931,719 Subsequent to December 31, 2023, on January 11, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331. Further, in 2024 Extension Meeting, the shareholders voted to remove the restriction on maximum redemptions. Income Taxes: FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the consolidated The Company is considered a Cayman Islands exempted company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Warrant Liability: The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480 and ASC 815, “Derivatives and Hedging” (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash are Subsequent Events: The Company evaluated subsequent events and transactions that occurred after the date of the consolidated sheets the March 20, 2024 statements , 5 non-redemption and the increase in the amount available to the Company under extension promissory notes Recent Accounting Pronouncements: In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, 470-20) 815-40) 2020-06”), 2020-06 2020-06 if-converted 2020-06 5 Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s consolidated financial statements.

Public Offering

Public Offering	12 Months Ended
	Dec. 31, 2023
Public Offering [Abstract]
Public Offering	Note 4 – Public Offering On January 14, 2021, the Company consummated the Public Offering and sale of 30,000,000 units at a price of $10.00 per unit (the “Units”). Each Unit consists of one share of the Company’s Class A ordinary shares, one-sixth one-sixth liquidation 30-trading third 30-trading The Company had granted the underwriters a 45-day The Company paid an underwriting discount of 2.0% of the per Unit price, $6,000,000, to the underwriters at the closing of the Public Offering, and there is a deferred underwriting fee of 3.5% of the per Unit price, $10,500,000, which is payable upon the completion of the Company’s initial Business Combination. The shareholders of the Company approved the Extension Amendment Proposal at the extraordinary general meeting (the “Extension Meeting”) and on January 11, 2023, in connection with that vote, the holders of 26,068,281 Class A ordinary shares of the Company properly exercised their right to redeem their shares for an aggregate price of approximately $10.167 per share, for an aggregate redemption amount of approximately $265,050,166. In addition, 4,344,714 contingent Distributable Redeemable Warrants will no longer be available to the former holders of the 26,068,281 Class A ordinary shares redeemed and so the carrying amount of those warrants, approximately $130,000, was removed from the warrant liabilities on the consolidated sheets Subsequent to December 31, 2023, on January 11, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331. In addition, 356,189 contingent Distributable Redeemable Warrants will no longer be available to the former holders of the 2,137,134 Class A ordinary shares redeemed and so the carrying amount of those warrants will be removed from the warrant liabilities on the consolidated sheets

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2023
Related Party Transaction [Line Items]
Related Party Transactions	Note 5 – Related Party Transactions Founder Shares: During 2020, the Sponsor purchased 7,187,500 Class B ordinary shares (the “Founder Shares”) for $25,000 (which amount was paid directly for organizational costs and costs of the Public Offering by the Sponsor on behalf of the Company), or approximately $0.003 per share. In January 2021, the Company effected a share capitalization resulting in there being an aggregate of 7,500,000 Founder Shares issued. The Founder Shares are substantially identical to the Class A ordinary shares included in the Units sold in the Public Offering except that the Founder Shares automatically convert into Class A ordinary shares at the time of the initial Business Combination, or at any time prior thereto at the option of the holder, and are subject to certain transfer restrictions, as described in more detail below, and the Founder Shares are subject to vesting as follows: 50% upon the completion of a Business Combination and then 12.5% on each of the attainment of Return to Shareholders (as defined in the agreement) exceeding 20%, 30%, 40% and 50%. Certain events, as defined in the agreement, could trigger an immediate vesting under certain circumstances. Founder Shares that do not vest within an eight-year period from the closing of the Business Combination will be cancelled. The Sponsor agreed to forfeit up to 625,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters. The underwriters exercised their over-allotment option in full and therefore such shares are no longer subject to forfeiture. In addition to the vesting provisions of the Founder Shares discussed above and in Note 8, the Company’s initial shareholders have agreed not to transfer, assign or sell any of their Founder Shares until the earlier of (A) one year after the completion of the Company’s initial Business Combination, or (B), subsequent to the Company’s initial Business Combination, if (x) the last sale price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share splits, share dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement Warrants: The Sponsor purchased from the Company an aggregate of 5,566,667 warrants at a price of $1.50 per warrant (a purchase price of $8,350,000) in a private placement that occurred simultaneously with the completion of the Public Offering (the “Private Placement Warrants”). Each Private Placement Warrant entitles the holder to purchase one Class A ordinary share at $11.50 per share. The purchase price of the Private Placement Warrants was added to the proceeds from the Public Offering, net of expenses of the offering and working capital to be available to the Company, to be held in the Trust Account pending completion of the Company’s initial Business Combination. The Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) will not be transferable, assignable or salable until 30 days after the completion of the initial Business Combination and they will be non-redeemable If the Company does not complete a Business Combination, then the proceeds from the sale of the Private Placement Warrants will be part of the liquidating distribution from the Trust Account to the public shareholders and the Private Placement Warrants issued to the Sponsor will expire worthless. Registration Rights: The Company’s initial shareholders and the holders of the Private Placement Warrants are entitled to registration rights pursuant to a registration and shareholder rights agreement. These holders will be entitled to make up to three demands, excluding short form registration demands, that the Company registers such securities for sale under the Securities Act. In addition, these holders will have piggyback registration rights to include their securities in other registration statements filed by the Company. The Company will bear the expenses incurred in connection with the filing of any such registration statements. There will be no penalties associated with delays in registering the securities under the registration and shareholder rights agreement. Related Party Loans: Sponsor working capital loans 2 Extension promissory notes – related party - due and payable upon the Business Combination. As of December 31, 2023, no amounts have been drawn down and there was no outstanding principal balance under the January 3, 2023 Note. At the election of the Payee, $250,000 of the unpaid principal amount of the January 3, 2023 Note may be converted into warrants of the Company (“Warrants”), at a price of $1.50 per warrant, each warrant exercisable for one Class A ordinary share, of the Company. The Warrants shall be identical to the Private Placement Warrants issued to the Sponsor at the time of the Company’s Public Offering. On January 13, 2023, the Company issued a promissory note (the “January 13, 2023 Note” and together with the January 3, 2023 Note, the “Extension promissory notes – related party”) in the principal amount of up to $4,000,000 , as amended subsequent to December 31, 2023, on February 13, 2024, During the year ended December 31, 2023, the Company made drawdowns aggregating approximately $2,726,000 under the January 13, 2023 Note in order to pay extension payments and for working capital. The Company records such notes at par value and believes that the fair value of the conversion feature is not material based upon the trading price of the similarly termed Public Warrants. At December 31, 2023 and 2022, the outstanding principal balance under the note was approximately $2,726,000 and $0, respectively. Subsequent to December 31, 2023 the Company borrowed approximately $395,000 to fund working capital. Administrative Services Agreement: The Company has agreed to pay $25,000 a month to the Sponsor for office space and rent and for the services to be provided by one or more investment professionals, creation and maintenance of the Company’s website, and miscellaneous additional services. Services commenced on the date the securities are first listed on Nasdaq Capital and will terminate upon the earlier of the consummation by the Company of an initial

Accounting for Warrant Liabilit

Accounting for Warrant Liability	12 Months Ended
	Dec. 31, 2023
Accounting for Warrant Liability [Abstract]
Accounting for Warrant Liability	Note 6 – Accounting for Warrant Liability At December 31, 2023 and 2022, there were 11,221,954 and 15,566,667 warrants, respectively, outstanding including 5,655,286 Public Warrants and 5,566,667 Private Placement Warrants outstanding at December 31, 2023 and 10,000,000 Public Warrants and 5,566,667 Private Placement Warrants outstanding at December 31, 2022. 4,344,714 contingent redeemable warrants that would have been exercisable by the former holders of the 26,068,281 Class A ordinary shares redeemed in January 2023 are no longer available for exercise. The Company’s warrants are not indexed to the Company’s ordinary shares in the manner contemplated by ASC Section 815-40-15 fixed-for-fixed The following tables present information about the Company’s warrant liabilities that are measured at fair value on a recurring basis at December 31, 2023 and 2022 and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description At December 31, 2023 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Warrant Liabilities: Public Warrants $ 150,000 $ 150,000 $ —  $ —  Private Placement Warrants 187,000 —  187,000 —  Warrant liability at December 31, 2023 $ 337,000 $ 150,000 $ 187,000 $ —  Description At December 31, 2022 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Warrant Liabilities: Public Warrants $ 300,000 $ 300,000 $ —  $ —  Private Placement Warrants 167,000 —  167,000 —  Warrant liability at December 31, 2022 $ 467,000 $ 300,000 $ 167,000 $ —  At December 31, 2022 and 2023, the Company valued its (a) Public Warrants based on the closing price at December 31, 2023 and 2022, respectively, in an active market and (b) Private Placement Warrants based on the closing price of the Public Warrants since they are similar instruments. The warrant liabilities are not subject to qualified hedge accounting. See also Note 4 regarding contingent warrants forfeited subsequent to December 31, 2023.

Trust Account and Fair Value Me

Trust Account and Fair Value Measurement	12 Months Ended
	Dec. 31, 2023
Trust Account and Fair Value Measurement [Abstract]
Trust Account and Fair Value Measurement	Note 7 – Trust Account and Fair Value Measurement The Company complies with FASB ASC 820 for its financial assets and liabilities that are re-measured non-financial re-measured Upon the closing of the Public Offering and the private placement, a total of $300,000,000 was deposited into the Trust Account. On January 11, 2023, shareholders redeemed 26,068,281 Class A ordinary shares at $10.16 per share, approximately $265,050,000, from the Trust Account and from Class A ordinary shares subject to redemption as further discussed in these notes to consolidated financial statements. Subsequent to December 31, 2023, on January 9, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331. The Company classifies its U.S. government treasury bills and equivalent securities (when it owns them) as held to maturity in accordance with FASB ASC 320, “Investments – Debt and Equity Securities.” Held-to-maturity en The funds in the Trust Account were held in an interest-bearing cash account at December 31, 2023. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of December 31, 2022 and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. Since all of the Company’s permitted investments at December 31, 2022 consisted of money market funds meeting certain conditions under Rule 2a-7 Description Carrying Value at December 31, 2022 Quoted Price in Active Markets (Level 1) Assets: Money Market Fund $ 304,675,000 $ 304,675,000 Total $ 304,675,000 $ 304,675,000

Shareholders' Deficit

Shareholders' Deficit	12 Months Ended
	Dec. 31, 2023
Shareholders' Deficit [Abstract]
Shareholders' Deficit	Note 8 – Shareholders’ Deficit Ordinary Shares: The authorized ordinary shares of the Company include 500,000,000 Class A ordinary shares and 50,000,000 Class B ordinary shares or 550,000,000 ordinary shares in total. The Company may (depending on the terms of the Business Combination) be required to increase the authorized number of shares at the same time as its shareholders vote on the Business Combination to the extent the Company seeks shareholder approval in connection with its Business Combination. Except with respect to matters pertaining to directors prior to the Business Combination, holders of the Company’s Class A ordinary shares and Class B ordinary shares vote together as a single class and are entitled to one vote for each Class A ordinary shares and Class B ordinary shares. The Founder Shares are subject to vesting as follows: 50% upon the completion of a Business Combination and then an additional 12.5% on the attainment of each of a series of certain “shareholder return” targets exceeding 20%, 30%, 40% and 50%, as further defined in the agreement. Certain events, as defined in the agreement, could trigger an immediate vesting under certain circumstances. Founder Shares that do not vest within an eight-year period from the closing of the Business Combination will be cancelled. At December 31, 2023 and 2022, there were 7,500,000 Class B ordinary shares issued and outstanding, and 0 and 0 Class A ordinary shares issued and outstanding (after deducting 3,931,719 and 30,000,000, respectively, Class A ordinary shares subject to possible redemption at December 31, 2023 and 2022). Subsequent to December 31, 2023, on January 11, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331. Also subsequent to December 31, 2023 and in connection with the 2024 Extension Agreement, as discussed in Note 1, the Company entered into non-redemption Preference Shares: The Company is authorized to issue 5,000,000 preference shares, par value $0.0001 (the “Preference shares”), with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. At December 31, 2023 and 2022, there were no Preference shares issued or outstanding.

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 9 – Commitments and Contingencies Business Combination Costs: In connection with identifying an initial Business Combination candidate and negotiating an initial Business Combination, the Company has entered into, and may enter into additional, engagement letters or agreements with various consultants, advisors, professionals and others. The services under these engagement letters and agreements are material in amount and in some instances include contingent or success fees. Contingent or success fees (but not deferred underwriting commission) would be charged to operations in the quarter that an initial Business Combination is consummated. In most instances (except with respect to the Company’s independent registered public accounting firm), these engagement letters and agreements are expected to specifically provide that such counterparties waive their rights to seek repayment from the funds in the Trust Account. Risks and Uncertainties: Bank Closures — Management acknowledges that the Company depends on a variety of U.S. and multi-national financial institutions for banking services. Market conditions can impact the viability of these institutions, which in effect will affect the Company’s ability to maintain and provide assurances that it can access its cash and cash equivalents in a timely manner or at all. Any inability to access or delay in accessing these funds could adversely affect the Company’s liquidity, business and financial condition. Ongoing Conflicts — The impact of ongoing and evolving military conflicts, including the invasion of Ukraine by Russia and the Israel-Hamas war, and economic sanctions and countermeasures on domestic and global economic and geopolitical conditions in general is not determinable as of the date of these consolidated financial statements.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	12 Months Ended
	Dec. 31, 2023
Principles of Consolidation:	Principles of Consolidation: The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, Strike Merger Sub I, Inc., a Delaware corporation and Strike Merger Sub II, LLC, a Delaware limited liability company, both formed to facilitate the acquisition of Stardust Power (Note 2). All significant intercompany balances and transactions have been eliminated in consolidation.
Basis of Presentation	Basis of Presentation: The consolidated financial statements of the Company are presented in U.S. dollars and have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
Emerging Growth Company	Emerging Growth Company: Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Net Income per Ordinary Share	Net Income per Ordinary Share: Net income per ordinary share is computed by dividing net income applicable to ordinary shareholders by the weighted average number of ordinary shares outstanding for the period. The Company has not considered the effect of the warrants sold in the Public Offering and private placement to purchase an aggregate of 11,221,954 at December 31, 2023 (15,566,667 at December 31, 2022) Class A ordinary shares in the calculation of diluted income per ordinary share, since their inclusion would be anti-dilutive under the treasury stock method and are dependent on future events. As a result, diluted income per ordinary share is the same as basic income per ordinary share for the period. The Company complies with the accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A ordinary shares and Class B ordinary shares. Income and losses are shared pro rata among the two classes of shares. Net income per ordinary share is calculated by dividing the net income by the weighted average number of ordinary shares outstanding during the respective period. The changes in redemption value that are accreted to Class A ordinary subject to redemption (see below) is representative of fair value and therefore is not factored into the calculation of earnings per share. The following tables reflect the earnings per share after allocating income between the shares based on outstanding shares: Year ended December 31, 2023 Year ended December 31, 2022 Class A Class B Class A Class B Numerator: Basic and diluted net income per ordinary share: Allocation of income – basic and diluted $ 54,000 $ 85,000 $ 12,055,000 $ 3,014,000 Denominator: Basic and diluted weighted average ordinary shares: 4,718,000 7,500,000 30,000,000 7,500,000 Basic and diluted net income per ordinary share $ 0.01 $ 0.01 $ 0.40 $ 0.40
Concentration of Credit Risk	Concentration of Credit Risk: The Company can have significant cash balances at financial institutions which throughout the year may exceed the federally insured limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows.
Cash and Cash Equivalents	Cash and Cash Equivalents: The Company considers all highly liquid instruments with original maturities of three months or less when acquired to be cash equivalents. The Company had no cash equivalents at December 31, 2023 and 2022.
Fair Value Measurements	Fair Value Measurements: The Company complies with FASB ASC 820, “Fair Value Measurements” (“ASC 820”), for its financial assets and liabilities that are re-measured non-financial re-measured Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Use of Estimates	Use of Estimates: The preparation of consolidated financial statements in conformity with U.S. 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 consolidated balance sheet and the reported amounts of 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 consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant estimates included in these consolidated financial statements is the determination of the fair value of the warrant liability. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Offering Costs	Offering Costs: The Company complies with the requirements of the FASB ASC 340-10-S99-1
Class A Ordinary Shares Subject to Possible Redemption	Class A Ordinary Shares Subject to Possible Redemption: As discussed in Note 4 consolidated On January 11, 2023, in connection with the vote to approve the Extension Amendment Proposal the holders of 26,068,281 Class A ordinary shares of the Company exercised their right to redeem their shares for cash at a redemption price of approximately $10.167 per share for an aggregate redemption amount of approximately $265,050,000 reducing the number of Class A ordinary shares to 3,931,719. The Company recognizes changes immediately as they occur and adjusts the carrying value of the securities at the end of each reporting period. Increases or decreases in the carrying amount of redeemable Class A ordinary shares are affected by adjustments to additional paid-in Dollars Shares Gross proceeds of Public Offering $ 300,000,000 30,000,000 Less: Proceeds allocated to Public Warrants (14,100,000 ) —  Offering costs (16,254,000 ) —  Plus: Accretion of carrying value to redemption value 30,354,000 —  —Subtotal at inception and at December 31, 2021 300,000,000 30,000,000 Accretion of carrying value to redemption value 4,675,000 —  Class A ordinary shares subject to possible redemption at December 31, 2022 $ 304,675,000 30,000,000 Class A ordinary shares redeemed on January 11, 2023 (265,050,000 ) (26,068,281 ) Accretion of carrying value to redemption value 4,079,000 —  Balance at December 31, 2023 $ 43,704,000 3,931,719 Subsequent to December 31, 2023, on January 11, 2024, in connection with the 2024 Extension Meeting, holders of 2,137,134 Class A ordinary shares exercised their right to redeem their shares for cash at a redemption price of approximately $11.05 per share, for an aggregate redemption amount of approximately $23,615,331. Further, in 2024 Extension Meeting, the shareholders voted to remove the restriction on maximum redemptions.
Income Taxes	Income Taxes: FASB ASC 740 prescribes a recognition threshold and a measurement attribute for the consolidated The Company is considered a Cayman Islands exempted company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the periods presented. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.
Warrant Liability	Warrant Liability: The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in FASB ASC 480 and ASC 815, “Derivatives and Hedging” (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash are
Subsequent Events	Subsequent Events: The Company evaluated subsequent events and transactions that occurred after the date of the consolidated sheets the March 20, 2024 statements , 5 non-redemption and the increase in the amount available to the Company under extension promissory notes
Recent Accounting Pronouncements	Recent Accounting Pronouncements: In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, 470-20) 815-40) 2020-06”), 2020-06 2020-06 if-converted 2020-06 5 Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
Schedule of Earnings Per Share	The following tables reflect the earnings per share after allocating income between the shares based on outstanding shares: Year ended December 31, 2023 Year ended December 31, 2022 Class A Class B Class A Class B Numerator: Basic and diluted net income per ordinary share: Allocation of income – basic and diluted $ 54,000 $ 85,000 $ 12,055,000 $ 3,014,000 Denominator: Basic and diluted weighted average ordinary shares: 4,718,000 7,500,000 30,000,000 7,500,000 Basic and diluted net income per ordinary share $ 0.01 $ 0.01 $ 0.40 $ 0.40
Schedule of Ordinary Shares Subject to Redemption Consist	Class A ordinary shares subject to redemption consist of the following: Dollars Shares Gross proceeds of Public Offering $ 300,000,000 30,000,000 Less: Proceeds allocated to Public Warrants (14,100,000 ) —  Offering costs (16,254,000 ) —  Plus: Accretion of carrying value to redemption value 30,354,000 —  —Subtotal at inception and at December 31, 2021 300,000,000 30,000,000 Accretion of carrying value to redemption value 4,675,000 —  Class A ordinary shares subject to possible redemption at December 31, 2022 $ 304,675,000 30,000,000 Class A ordinary shares redeemed on January 11, 2023 (265,050,000 ) (26,068,281 ) Accretion of carrying value to redemption value 4,079,000 —  Balance at December 31, 2023 $ 43,704,000 3,931,719

Accounting for Warrant Liabil_2

Accounting for Warrant Liability (Tables)	12 Months Ended
	Dec. 31, 2023
Accounting for Warrant Liability [Abstract]
Schedule of Warrant Liabilities that are Measured at Fair Value on a Recurring Basis	The following tables present information about the Company’s warrant liabilities that are measured at fair value on a recurring basis at December 31, 2023 and 2022 and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description At December 31, 2023 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Warrant Liabilities: Public Warrants $ 150,000 $ 150,000 $ —  $ —  Private Placement Warrants 187,000 —  187,000 —  Warrant liability at December 31, 2023 $ 337,000 $ 150,000 $ 187,000 $ —  Description At December 31, 2022 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Warrant Liabilities: Public Warrants $ 300,000 $ 300,000 $ —  $ —  Private Placement Warrants 167,000 —  167,000 —  Warrant liability at December 31, 2022 $ 467,000 $ 300,000 $ 167,000 $ —

Trust Account and Fair Value _2

Trust Account and Fair Value Measurement (Tables)	12 Months Ended
	Dec. 31, 2023
Trust Account and Fair Value Measurement [Abstract]
Schedule of Assets that are Measured at Fair Value on a Recurring Basis	Since all of the Company’s permitted investments at December 31, 2022 consisted of money market funds meeting certain conditions under Rule 2a-7 Description Carrying Value at December 31, 2022 Quoted Price in Active Markets (Level 1) Assets: Money Market Fund $ 304,675,000 $ 304,675,000 Total $ 304,675,000 $ 304,675,000

Description of Organization a_2

Description of Organization and Business Operations (Details) - USD ($)			12 Months Ended
	Jan. 13, 2023	Jan. 11, 2023	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Jan. 31, 2023	Jan. 14, 2021
Description of Organization and Business Operations [Line items]
Proceeds from public offering			$ 300,000,000
Amount held in trust account			300,000,000	$ 300,000,000			$ 300,000,000
Aggregate amount	$ 3,000,000
Accrued liabilities			2,961,000		$ 0
Maximum net interest to pay dissolution expenses			$ 100,000	$ 100,000
Percentage of public shares			100%	100%
Deposited in trust account			$ 150,000
Promissory note related party			1,800,000		$ 0
Minimum net tangible assets upon consummation of business combination			$ 5,000,001	$ 5,000,001
Aggregate shares (in Shares)			127,777
Shares forfeiture (in Shares)			127,777
Condition for future business combination use of proceeds percentage.			80%
Price per share (in Dollars per share)			$ 10	$ 10			$ 10
Shares held in trust account (in Shares)			30,000,000	30,000,000
working capital deficit			$ 7,836,000	$ 7,836,000
Cash			22,000	$ 22,000
Public Offering [Member]
Description of Organization and Business Operations [Line items]
Proceeds from public offering			300,000,000
Private Placement [Member]
Description of Organization and Business Operations [Line items]
Proceeds from Issuance of Private Placement			$ 8,350,000
Aggregate shares (in Shares)			5,566,667
Common Class A [Member]
Description of Organization and Business Operations [Line items]
Shares redemption percentage	87%
Ordinary shares, par value (in Dollars per share)			$ 0.0001	$ 0.0001	$ 0.0001
Aggregate redemption amount			$ 265,050,000	$ 265,050,000
Remaining shares outstanding (in Shares)			3,931,719	3,931,719	30,000,000
Class A Ordinary Shares [Member]
Description of Organization and Business Operations [Line items]
Ordinary shares, par value (in Dollars per share)			$ 0.0001	$ 0.0001
Aggregate shares (in Shares)			1,503,254
Class B Ordinary shares [Member]
Description of Organization and Business Operations [Line items]
Ordinary shares, par value (in Dollars per share)			$ 0.0001	0.0001
Class B Ordinary Shares [Member]
Description of Organization and Business Operations [Line items]
Ordinary shares, par value (in Dollars per share)			$ 0.0001	$ 0.0001	$ 0.0001
Extension Amendment Proposal [Member] | Common Class A [Member]
Description of Organization and Business Operations [Line items]
Ordinary shares exercised (in Shares)		26,068,281		26,068,281
Redemption price (in Dollars per share)				$ 10.167
Remaining shares outstanding (in Shares)			3,931,719	3,931,719	30,000,000
Business Combination [Member]
Description of Organization and Business Operations [Line items]
Similar business combination			one
Ordinary shares, par value (in Dollars per share)			$ 0.00001	$ 0.00001
Maximum net interest to pay dissolution expenses			$ 100,000	$ 100,000
Business Combination [Member] | Common Class A [Member]
Description of Organization and Business Operations [Line items]
Ordinary shares, par value (in Dollars per share)						$ 0.0001

Business Combination Agreement

Business Combination Agreement (Details) - USD ($) $ / shares in Units, shares in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Business Combination Agreement [Line Items]
Exercise price of per share	$ 11.5
Total consideration (in Dollars)	$ 450,000,000
Business combination agreement earnout (in Dollars)	$ 50,000,000
Weighted average price of per share	$ 12
Aggregate amount (in Dollars)	$ 150,000,000
GPAC II [Member]
Business Combination Agreement [Line Items]
Share of common stock (in Shares)	5
Common stock outstanding percentage	10%
Class B Ordinary Shares [Member]
Business Combination Agreement [Line Items]
Common stock, par value	$ 0.0001	$ 0.0001
Business Combination [Member]
Business Combination Agreement [Line Items]
Common stock, par value	0.00001
Price per share	$ 10

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($)			1 Months Ended	12 Months Ended
	Jan. 11, 2024	Jan. 14, 2021	Jan. 31, 2023	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Jan. 11, 2023
Summary of Significant Accounting Policies [Line Items]
Purchase of aggregate shares				11,221,954	11,221,954	15,566,667
Federal depository insurance coverage (in Dollars)				$ 250,000
Offering cost (in Dollars)				17,054,000	$ 17,054,000
Underwriters' discount (in Dollars)				16,500,000
Charged to temporary equity (in Dollars)				16,254,000
Other expenses (in Dollars)				800,000
Net tangible assets (in Dollars)				$ 5,000,001	$ 5,000,001
Redemption of common shares				26,068,281		26,068,281
Common Class A [Member]
Summary of Significant Accounting Policies [Line Items]
Share of ordinary share				23,615,000
Redemption of common shares			26,068,281	2,137,134
Redemption price (in Dollars per share)				$ 11.12	$ 11.12	$ 10.16
Ordinary shares subject to possible redemption				3,931,719	3,931,719	30,000,000
Conversion of stock				1,503,254
Common Class A [Member] | IPO [Member]
Summary of Significant Accounting Policies [Line Items]
Share of ordinary share		30,000,000		30,000,000
Class B Ordinary Shares [Member]
Summary of Significant Accounting Policies [Line Items]
Conversion of stock				127,777
Extension Amendment Proposal [Member] | Common Class A [Member]
Summary of Significant Accounting Policies [Line Items]
Redemption of common shares					26,068,281
Redemption price (in Dollars per share)				$ 10.167	$ 10.167		$ 10.167
Redemption amount (in Dollars)					$ 265,050,000
Ordinary shares subject to possible redemption				3,931,719	3,931,719	30,000,000
2024 Extension Meeting [Member] | Subsequent Event [Member]
Summary of Significant Accounting Policies [Line Items]
Redemption of common shares	2,137,134
Redemption price (in Dollars per share)	$ 11.05
Aggregate redemption amount (in Dollars)	$ 23,615,331

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - Schedule of Earnings Per Share - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Class A [Member]
Basic and diluted net income per ordinary share:
Allocation of income – basic	$ 54,000	$ 12,055,000
Allocation of income – diluted	$ 54,000	$ 12,055,000
Denominator:
Basic weighted average ordinary shares:	4,718,000	30,000,000
Diluted weighted average ordinary shares:	4,718,000	30,000,000
Basic net income per ordinary share	$ 0.01	$ 0.4
Diluted net income per ordinary share	$ 0.01	$ 0.4
Class B [Member]
Basic and diluted net income per ordinary share:
Allocation of income – basic	$ 85,000	$ 3,014,000
Allocation of income – diluted	$ 85,000	$ 3,014,000
Denominator:
Basic weighted average ordinary shares:	7,500,000	7,500,000
Diluted weighted average ordinary shares:	7,500,000	7,500,000
Basic net income per ordinary share	$ 0.01	$ 0.4
Diluted net income per ordinary share	$ 0.01	$ 0.4

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details) - Schedule of Ordinary Shares Subject to Redemption Consist - USD ($)	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Temporary Equity [Line Items]
Class A ordinary shares subject to possible redemption at ending	$ 43,704,000	$ 304,675,000
Class A Ordinary Shares Subject to Redemption [Member]
Temporary Equity [Line Items]
Gross proceeds of Public Offering, Value			$ 300,000,000
Gross proceeds of Public Offering, Shares			30,000,000
Less: Proceeds allocated to Public Warrants, Value			$ (14,100,000)
Less: Proceeds allocated to Public Warrants, Shares			0
Offering costs, Value			$ (16,254,000)
Offering costs, Shares			0
Accretion of carrying value to redemption value, Value	$ 4,079,000	$ 4,675,000	$ 30,354,000
Accretion of carrying value to redemption value, Shares	0	0	0
Class A ordinary shares subject to possible redemption at beginning		$ 300,000,000
Class A ordinary shares subject to possible redemption at beginning shares		30,000,000
Class A ordinary shares redeemed, Value	$ (265,050,000)
Class A ordinary shares redeemed, Shares	(26,068,281)
Class A ordinary shares subject to possible redemption at ending	$ 43,704,000	$ 304,675,000	$ 300,000,000
Class A ordinary shares subject to possible redemption at ending shares	3,931,719	30,000,000	30,000,000

Public Offering (Details)

Public Offering (Details) - USD ($)				1 Months Ended	12 Months Ended
	Jan. 11, 2024	Jan. 11, 2023	Jan. 14, 2021	Jan. 31, 2023	Dec. 31, 2023	Dec. 31, 2023	Dec. 31, 2022
Public Offering [Line Items]
Share issued price per shares (in Dollars per share)			$ 10		$ 10	$ 10
Exercisable notice period			30 days
Public offering expire					5 years	5 years
Redemption price per warrant					0.01%
Trading days period					20 days
Ending trading period					30 days
Underwriting discount percentage					2%
Underwriting unit price (in Dollars)					$ 6,000,000
Deferred underwriting percentage					3.50%
Underwriter cash discount (in Dollars)					$ 10,500,000	$ 10,500,000
Aggregate redemption amount (in Dollars)		$ 265,050,166
Number of warrants issued				4,344,714
Redeemed carrying amount (in Dollars)					$ 130,000		$ 0
Redeemable Warrant [Member]
Public Offering [Line Items]
Before the company sending notice period					third
Warrant [Member]
Public Offering [Line Items]
Stock price trigger for redemption of public warrants (in Dollars per share)					$ 10
Number of warrants issued					4,344,714
Over-Allotments [Member]
Public Offering [Line Items]
Number of units issued			30,000,000
Over-Allotments [Member]
Public Offering [Line Items]
Underwriters option period.			45 days
Number of units issued			2,500,000
Common Class A [Member]
Public Offering [Line Items]
Number of share sale					23,615,000
Stock price trigger for redemption of public warrants (in Dollars per share)					$ 18
Redemption price (in Dollars per share)					11.12	$ 11.12	$ 10.16
Common Class A [Member] | Revision of Prior Period, Adjustment [Member]
Public Offering [Line Items]
Stock price trigger for redemption of public warrants (in Dollars per share)					18
Common Class A [Member] | Redeemable Warrant [Member]
Public Offering [Line Items]
Redemption price per public warrant (in Dollars per share)					$ 0.1	$ 0.1
Common Class A [Member] | Over-Allotments [Member]
Public Offering [Line Items]
Number of share sale			30,000,000		30,000,000
Subsequent Event [Member]
Public Offering [Line Items]
Contingent redeemable warrants	356,189
Ordinary shares exercise	2,137,134
Extension Amendment Proposal [Member] | Common Class A [Member]
Public Offering [Line Items]
Ordinary shares exercised		26,068,281				26,068,281
Redemption price (in Dollars per share)		$ 10.167			$ 10.167	$ 10.167
Extension Amendment Proposal [Member] | Common Class A [Member] | Warrant [Member]
Public Offering [Line Items]
Ordinary shares exercised					26,068,281
2024 Extension Meeting [Member] | Subsequent Event [Member]
Public Offering [Line Items]
Redemption price (in Dollars per share)	$ 11.05
Ordinary shares exercised (in Dollars)	$ 2,137,134
Redemption amount (in Dollars)	$ 23,615,331

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)			1 Months Ended	12 Months Ended
	Jan. 13, 2023	Jan. 03, 2023	Jan. 31, 2021	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2020	Aug. 01, 2022
Related Party Transactions (Details) [Line Items]
Founder shares vesting, description				The Founder Shares are substantially identical to the Class A ordinary shares included in the Units sold in the Public Offering except that the Founder Shares automatically convert into Class A ordinary shares at the time of the initial Business Combination, or at any time prior thereto at the option of the holder, and are subject to certain transfer restrictions, as described in more detail below, and the Founder Shares are subject to vesting as follows: 50% upon the completion of a Business Combination and then 12.5% on each of the attainment of Return to Shareholders (as defined in the agreement) exceeding 20%, 30%, 40% and 50%. Certain events, as defined in the agreement, could trigger an immediate vesting under certain circumstances. Founder Shares that do not vest within an eight-year period from the closing of the Business Combination will be cancelled.
Shares subject to forfeiture (in Shares)				127,777
Aggregate of shares (in Shares)				127,777
Exercise price (in Dollars per share)				$ 11.5
Costs paid				$ 25,000
General and administrative expenses				300,000	$ 300,000
Loan repaid				30,000
Principal amount							$ 2,000,000
Converted amount	$ 1,750,000
Unpaid principal amount		$ 250,000
Borrowed an additional amount				395,000
Accrued liabilities				$ 275,000	0
Private Placement Warrants [Member]
Related Party Transactions (Details) [Line Items]
Aggregate of shares (in Shares)				5,566,667
Warrant price per share (in Dollars per share)				$ 1.5
Warrants purchase price				$ 8,350,000
Common Class A [Member]
Related Party Transactions (Details) [Line Items]
Price per share (in Dollars per share)				$ 12
Common Class A [Member] | Private Placement Warrants [Member]
Related Party Transactions (Details) [Line Items]
Exercise price (in Dollars per share)				$ 11.5
January 3, 2023 [Member]
Related Party Transactions (Details) [Line Items]
Principal amount		$ 250,000
January 13, 2023 [Member]
Related Party Transactions (Details) [Line Items]
Principal amount	$ 4,000,000
Warrant price (in Dollars per share)	$ 1.5
Drawdowns amount				$ 2,726,000
Warrant [Member] | January 3, 2023 [Member]
Related Party Transactions (Details) [Line Items]
Warrant price (in Dollars per share)		$ 1.5
Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Related party costs						$ 25,000
Price per share (in Dollars per share)						$ 0.003
Aggregate shares issued (in Shares)			7,500,000
Founder Shares [Member] | Over-Allotment Option [Member]
Related Party Transactions (Details) [Line Items]
Shares subject to forfeiture (in Shares)				625,000
Founder Shares [Member] | Class B Ordinary Shares [Member]
Related Party Transactions (Details) [Line Items]
Purchase of ordinary shares (in Shares)						7,187,500
Related Party [Member]
Related Party Transactions (Details) [Line Items]
Outstanding principal balance amount				$ 755,000	785,000
Outstanding principal balance				$ 2,726,000	$ 0

Accounting for Warrant Liabil_3

Accounting for Warrant Liability (Details) - shares	1 Months Ended	12 Months Ended
	Jan. 31, 2023	Dec. 31, 2023	Dec. 31, 2022
Accounting for Warrant Liability (Details) [Line Items]
Warrants outstanding		11,221,954	15,566,667
Number of warrants issued	4,344,714
Redemption Of Common Shares		26,068,281	26,068,281
Common Class A [Member]
Accounting for Warrant Liability (Details) [Line Items]
Redemption Of Common Shares	26,068,281	2,137,134
Public Warrants [Member]
Accounting for Warrant Liability (Details) [Line Items]
Warrants outstanding		5,655,286	10,000,000
Private Placement Warrants [Member]
Accounting for Warrant Liability (Details) [Line Items]
Warrants outstanding		5,566,667	5,566,667

Accounting for Warrant Liabil_4

Accounting for Warrant Liability (Details) - Schedule of Warrant Liabilities that are Measured at Fair Value on a Recurring Basis - Fair Value, Recurring [Member] - USD ($)	Dec. 31, 2023	Dec. 31, 2022
Warrant Liabilities:
Warrant liability	$ 337,000	$ 467,000
Public Warrants [Member]
Warrant Liabilities:
Warrant liability	150,000	300,000
Private Placement Warrants [Member]
Warrant Liabilities:
Warrant liability	187,000	167,000
Quoted Prices in Active Markets (Level 1) [Member]
Warrant Liabilities:
Warrant liability	150,000	300,000
Quoted Prices in Active Markets (Level 1) [Member] | Public Warrants [Member]
Warrant Liabilities:
Warrant liability	150,000	300,000
Quoted Prices in Active Markets (Level 1) [Member] | Private Placement Warrants [Member]
Warrant Liabilities:
Warrant liability	0	0
Significant Other Observable Inputs (Level 2) [Member]
Warrant Liabilities:
Warrant liability	187,000	167,000
Significant Other Observable Inputs (Level 2) [Member] | Public Warrants [Member]
Warrant Liabilities:
Warrant liability	0	0
Significant Other Observable Inputs (Level 2) [Member] | Private Placement Warrants [Member]
Warrant Liabilities:
Warrant liability	187,000	167,000
Significant Other Unobservable Inputs (Level 3) [Member]
Warrant Liabilities:
Warrant liability	0	0
Significant Other Unobservable Inputs (Level 3) [Member] | Public Warrants [Member]
Warrant Liabilities:
Warrant liability	0	0
Significant Other Unobservable Inputs (Level 3) [Member] | Private Placement Warrants [Member]
Warrant Liabilities:
Warrant liability	$ 0	$ 0

Trust Account and Fair Value _3

Trust Account and Fair Value Measurement (Details) - USD ($)			12 Months Ended
	Jan. 09, 2024	Jan. 11, 2023	Dec. 31, 2023	Dec. 31, 2022
Trust Account and Fair Value Measurement Details [Line Items]
Deposited into the trust account			$ 300,000,000
Common Class A [Member]
Trust Account and Fair Value Measurement Details [Line Items]
Shareholders redeemed (in Shares)		26,068,281
Redemption price (in Dollars per share)			$ 11.12	$ 10.16
Redemption amount		$ 265,050,000
Common Class A [Member] | Private Placement [Member]
Trust Account and Fair Value Measurement Details [Line Items]
Redemption price (in Dollars per share)		$ 10.16
Class A Ordinary Shares [Member] | Subsequent Event [Member]
Trust Account and Fair Value Measurement Details [Line Items]
Redemption price (in Dollars per share)	$ 11.05
Ordinary shares exercised	$ 2,137,134
Redemption amount	$ 23,615,331

Trust Account and Fair Value _4

Trust Account and Fair Value Measurement (Details) - Schedule of Assets that are Measured at Fair Value on a Recurring Basis	Dec. 31, 2022 USD ($)
Quoted Price in Active Markets (Level 1) [Member]
Assets:
Total	$ 304,675,000
Quoted Price in Active Markets (Level 1) [Member] | Money Market Funds [Member]
Assets:
Total	304,675,000
Carrying Value [Member]
Assets:
Total	304,675,000
Carrying Value [Member] | Money Market Funds [Member]
Assets:
Total	$ 304,675,000

Shareholders' Deficit (Details)

Shareholders' Deficit (Details) - USD ($)		12 Months Ended
	Jan. 11, 2024	Dec. 31, 2023	Dec. 31, 2022
Shareholders' Deficit [Line Items]
Preferred stock, shares authorized		5,000,000	5,000,000
Preferred stock, par value (in Dollars per share)		$ 0.0001	$ 0.0001
Preferred stock, shares issued		0	0
Preferred stock, shares outstanding		0	0
2024 Extension Meeting [Member] | Subsequent Event [Member]
Shareholders' Deficit [Line Items]
Ordinary shares exercised (in Dollars)	$ 2,137,134
Redemption price (in Dollars per share)	$ 11.05
Aggregate redemption amount (in Dollars)	$ 23,615,331
Business Combination [Member]
Shareholders' Deficit [Line Items]
Shares holders term description		The Founder Shares are subject to vesting as follows: 50% upon the completion of a Business Combination and then an additional 12.5% on the attainment of each of a series of certain “shareholder return” targets exceeding 20%, 30%, 40% and 50%, as further defined in the agreement. Certain events, as defined in the agreement, could trigger an immediate vesting under certain circumstances. Founder Shares that do not vest within an eight-year period from the closing of the Business Combination will be cancelled.
Common Class A [Member]
Shareholders' Deficit [Line Items]
Ordinary shares, authorized		500,000,000	500,000,000
Ordinary shares, issued		0	0
Ordinary shares, outstanding		0	0
Redemption price (in Dollars per share)		$ 11.12	$ 10.16
Non-redemption agreements (in Dollars)		$ 1,503,254
Ordinary shares subject to possible redemption shares		3,931,719	30,000,000
Class B Ordinary Shares [Member]
Shareholders' Deficit [Line Items]
Ordinary shares, authorized		50,000,000	50,000,000
Ordinary shares, issued		7,500,000	7,500,000
Ordinary shares, outstanding		7,500,000	7,500,000
Non-redemption agreements (in Dollars)		$ 127,777
Class A Ordinary Shares [Member]
Shareholders' Deficit [Line Items]
Ordinary shares, authorized		550,000,000