Global System Dynamics (GSDWW) 10-Q 22 Nov 23 2023 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2023	Nov. 22, 2023
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Entity File Number	001-40707
Entity Registrant Name	Global System Dynamics, Inc.
Entity Central Index Key	0001843248
Entity Tax Identification Number	86-1458374
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	815 Walker Street
Entity Address, Address Line Two	Ste. 1155
Entity Address, City or Town	Houston
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	77002
City Area Code	(740)
Local Phone Number	229-0829
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-half of one redeemable warrant [Member]
Title of 12(b) Security	Units, each consisting of one share of Class A common stock, $0.0001 par value, and one-half of one redeemable warrant
Trading Symbol	GSDWU
Security Exchange Name	NASDAQ
Shares of Class A common stock included as part of the units [Member]
Title of 12(b) Security	Shares of Class A common stock included as part of the units
Trading Symbol	GSD
Security Exchange Name	NASDAQ
Redeemable warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 [Member]
Title of 12(b) Security	Redeemable warrants included as part of the units, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50
Trading Symbol	GSDWW
Security Exchange Name	NASDAQ
Common Class A [Member]
Entity Common Stock, Shares Outstanding		686,916
Common Class B [Member]
Entity Common Stock, Shares Outstanding		2,623,120

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2023	Dec. 31, 2022
Assets
Cash	$ 0	$ 8,480
Prepaid expenses	55,833	49,917
Total Current Assets	55,833	58,397
Cash held in Trust Account	5,350,897	109,099,978
Total Assets	5,406,730	109,158,375
Liabilities and Stockholders’ Deficit
Accounts payable and accrued expenses	1,033,370	398,051
Due to related party	952,906	318,315
Income tax payable	125,695	182,057
Excise tax payable	1,048,584
Promissory Note - Extension	563,316
Convertible Promissory Note - Related Party	1,049,248	1,049,248
Total Current Liabilities	4,773,119	1,947,671
Deferred underwriting discount	3,672,368	3,672,368
Total Liabilities	8,445,487	5,620,039
Commitments and Contingencies
Stockholders’ Deficit
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital
Accumulated deficit	(8,148,992)	(5,217,237)
Total Stockholders’ Deficit	(8,148,708)	(5,216,953)
Total Liabilities and Stockholders’ Deficit	5,406,730	109,158,375
Common Class A Subject To Redemption [Member]
Liabilities and Stockholders’ Deficit
Temporary equity, value	5,109,951	108,755,289
Common Class A [Member]
Stockholders’ Deficit
Common stock, value	21	21
Common Class B [Member]
Stockholders’ Deficit
Common stock, value	$ 263	$ 263

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common Class A Subject To Redemption [Member]
Temporary equity, shares issued	477,066	10,492,480
Temporary equity, shares outstanding	477,066	10,492,480
Temporary equity, redemption par value	$ 10.71	$ 10.37
Common Class A [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	209,850	209,850
Common stock, shares outstanding	209,850	209,850
Common Class B [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	20,000,000	20,000,000
Common stock, shares issued	2,623,120	2,623,120
Common stock, shares outstanding	2,623,120	2,623,120

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Income Statement [Abstract]
Operating costs	$ 353,194	$ 353,414	$ 1,357,955	$ 1,073,750
Loss from operations	(353,194)	(353,414)	(1,357,955)	(1,073,750)
Other Income
Interest earned from Trust Account	117,565	392,826	860,624	443,107
Total other income	117,565	392,826	860,624	443,107
(Loss) income before provision for income taxes	(235,629)	39,412	(497,331)	(630,643)
Provision for income taxes	29,918		172,730
Net (loss) income	$ (265,547)	$ 39,412	$ (670,061)	$ (630,643)

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) (Parenthetical) - $ / shares	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Common Class A Subject To Redemption [Member]
Basic weighted average shares outstanding	919,524	10,492,480	2,348,574	10,492,480
Diluted weighted average shares outstanding	919,524	10,492,480	2,348,574	10,492,480
Basic net loss per share	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Diluted net loss per share	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Non Redeemable [Member]
Basic weighted average shares outstanding	2,832,970	2,832,970	2,832,970	2,832,970
Diluted weighted average shares outstanding	2,832,970	2,832,970	2,832,970	2,832,970
Basic net loss per share	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Diluted net loss per share	$ (0.07)	$ 0	$ (0.13)	$ (0.05)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($)	Class A Common Stock [Member]	Class B Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2021	$ 21	$ 263		$ (2,696,836)	$ (2,696,552)
Beginning balance, shares at Dec. 31, 2021	209,850	2,623,120
Net income				(388,604)	(388,604)
Ending balance, value at Mar. 31, 2022	$ 21	$ 263		(3,085,440)	(3,085,156)
Ending balance, shares at Mar. 31, 2022	209,850	2,623,120
Beginning balance, value at Dec. 31, 2021	$ 21	$ 263		(2,696,836)	(2,696,552)
Beginning balance, shares at Dec. 31, 2021	209,850	2,623,120
Net income					(630,643)
Ending balance, value at Sep. 30, 2022	$ 21	$ 263		(3,433,102)	(3,432,818)
Ending balance, shares at Sep. 30, 2022	209,850	2,623,120
Beginning balance, value at Mar. 31, 2022	$ 21	$ 263		(3,085,440)	(3,085,156)
Beginning balance, shares at Mar. 31, 2022	209,850	2,623,120
Net income				(281,451)	(281,451)
Ending balance, value at Jun. 30, 2022	$ 21	$ 263		(3,366,891)	(3,366,607)
Ending balance, shares at Jun. 30, 2022	209,850	2,623,120
Re measurement of Class A Common Stock subject to possible redemption				(105,623)	(105,623)
Net income				39,412	39,412
Ending balance, value at Sep. 30, 2022	$ 21	$ 263		(3,433,102)	(3,432,818)
Ending balance, shares at Sep. 30, 2022	209,850	2,623,120
Beginning balance, value at Dec. 31, 2022	$ 21	$ 263		(5,217,237)	(5,216,953)
Beginning balance, shares at Dec. 31, 2022	209,850	2,623,120
Re measurement of Class A Common Stock subject to possible redemption				(606,248)	(606,248)
Excise tax payable attributable to redemption of common stock				(953,567)	(953,567)
Net income				(109,118)	(109,118)
Ending balance, value at Mar. 31, 2023	$ 21	$ 263		(6,886,170)	(6,885,886)
Ending balance, shares at Mar. 31, 2023	209,850	2,623,120
Beginning balance, value at Dec. 31, 2022	$ 21	$ 263		(5,217,237)	(5,216,953)
Beginning balance, shares at Dec. 31, 2022	209,850	2,623,120
Net income					(670,061)
Ending balance, value at Sep. 30, 2023	$ 21	$ 263		(8,148,992)	(8,148,708)
Ending balance, shares at Sep. 30, 2023	209,850	2,623,120
Beginning balance, value at Mar. 31, 2023	$ 21	$ 263		(6,886,170)	(6,885,886)
Beginning balance, shares at Mar. 31, 2023	209,850	2,623,120
Re measurement of Class A Common Stock subject to possible redemption				(350,734)	(350,734)
Net income				(295,396)	(295,396)
Ending balance, value at Jun. 30, 2023	$ 21	$ 263		(7,532,300)	(7,532,016)
Ending balance, shares at Jun. 30, 2023	209,850	2,623,120
Re measurement of Class A Common Stock subject to possible redemption				(256,128)	(256,128)
Excise tax payable attributable to redemption of common stock				(95,017)	(95,017)
Net income				(265,547)	(265,547)
Ending balance, value at Sep. 30, 2023	$ 21	$ 263		$ (8,148,992)	$ (8,148,708)
Ending balance, shares at Sep. 30, 2023	209,850	2,623,120

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022
Cash flows from operating activities:
Net loss	$ (670,061)	$ (630,643)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned from Trust Account	(860,624)	(443,107)
Changes in operating assets and liabilities:
Prepaid expenses	(5,916)	304,773
Due to related party	634,591	1,479
Accounts payable and accrued expenses	635,319	(209,969)
Income tax payable	(56,362)
Net cash used in operating activities	(323,053)	(977,467)
Cash flows from investing activities:
Investment of cash in Trust Account	(563,316)
Cash withdrawn for redemption of common stock	104,858,448
Interest withdrawal from Trust Account to pay for taxes	314,573	231,502
Net cash provided by investing activities	104,609,705	231,502
Cash flows from financing activities:
Proceeds from issuance of promissory note extension	563,316
Redemption of common stock	(104,858,448)
Net cash used in financing activities	(104,295,132)
Net change in cash	(8,480)	(745,965)
Cash, beginning of period	8,480	769,484
Cash, end of period		23,519
Supplemental Disclosure of Non-Cash Activities:
Excise tax payable	1,048,584
Subsequent measurement of Class A Common stock subject to possible redemption to redemption value	$ 1,213,110	$ 105,623

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Note 1 — Organization and Business Operations Global System Dynamics, Inc. (the “Company”, formerly known as Gladstone Acquisition Corporation) is a blank check company incorporated as a Delaware corporation on January 14, 2021. The Company was formed for the purpose of acquiring, merging with, engaging in capital stock exchange with, purchasing all or substantially all of the assets of, engaging in contractual arrangements, or engaging in any other similar business combination with a single operating entity, or one or more related or unrelated operating entities operating in any sector (a “Business Combination”). The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest, if at all. The Company will generate non-operating income in the form of interest income from Trust Account (as defined below) from the proceeds derived from its initial public offering (the “IPO”) that was declared effective on August 4, 2021. The Company has selected December 31 as its fiscal year end. The Company’s sponsor is DarkPulse, Inc., a Delaware corporation (the “New Sponsor”, see Note 5). On October 24, 2022, the Company formed a wholly-owned subsidiary, Zilla Acquisition Corp. (Merger Sub), incorporated in Delaware, for the purpose of entering into a Business Combination Agreement, as fully described in Note 5. As described further in Note 4, on January 25, 2021, Gladstone Sponsor, LLC (the “Original Sponsor”) paid $ 25,000 0.009 2,875,000 0.0001 375,000 20 The registration statement for the Company’s IPO was declared effective on August 4, 2021 (the “Effective Date”). On August 9, 2021, the Company consummated its IPO of 10,000,000 10.00 4,200,000 1.00 0.0001 11.50 4,924,800 Simultaneously with the exercise of the underwriters’ over-allotment option, the Original Sponsor purchased an additional 98,496 98,496 251,880 2,623,120 As payment for services, EF Hutton, division of Benchmark Investments, LLC, the representative of the underwriters in the IPO received 209,850 10.00 6,265,859 3,672,368 2,098,500 494,991 As of September 30, 2023, the Class A Common Stock was comprised of the Representatives’ Class A Shares ( 209,850 477,066 10,492,480 10,015,414 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the Private Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete an initial Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (net of amounts disbursed to management for working capital purposes, if permitted, and excluding the amount of any deferred underwriting commissions) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete an initial Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires an interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Following the closing of the IPO on August 9, 2021 and the partial over-allotment exercise on August 18, 2021, $ 107,023,296 10.20 On January 31, 2023, the Company filed with the Secretary of State of the State of Delaware an amendment (the “Extension Amendment”) to the Company’s amended and restated certificate of incorporation to extend the date by which the Company must consummate a Business Combination up to six times, each by an additional month, for an aggregate of six additional months (i.e. from February 9, 2023 up to August 9, 2023) or such earlier date as determined by the board of directors. The Company’s stockholders approved the Extension Amendment at a special meeting of stockholders of the Company (the “Special Meeting”) on January 31, 2023. In connection with the Special Meeting, stockholders holding 9,149,326 10.42 95,356,719 14,128,405 1,343,154 On February 7, 2023 and March 9, 2023, the Company issued non-convertible promissory notes in the aggregate principal amount of $ 167,894 83,947 Pursuant to the promissory notes, the New Sponsor has agreed to loan to the Company $ 167,894 The Company has filed with the SEC a registration statement on Form S-4 on February 14, 2023 including proxy materials in the form of a proxy statement, as amended or supplemented from time to time, for the purpose of soliciting proxies from the stockholders of the Company to vote in favor of the Business Combination Agreement and the other proposals as set forth therein at a special meeting of the stockholders of the Company and to register certain securities of the Company with the SEC. There is no assurance that the S-4 will be declared effective. On April 5, 2023, the Company received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that, for the preceding 30 consecutive business days, the Company’s Market Value of Listed Securities (“MVLS”) was below the $35 million minimum requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). The notification received has no immediate effect on the Company’s Nasdaq listing. In accordance with Nasdaq rules, the Company has been provided an initial period of 180 calendar days, or until October 2, 2023 (the “Compliance Date”), to regain compliance with the MVLS Requirement. If, at any time before the Compliance Date, the Company’s MVLS closes at $35 million or more for a minimum of 10 consecutive business days, the Staff will provide the Company with written confirmation of compliance with the MVLS Requirement. The Company intends to monitor the market value of the Company’s listed securities and may, if appropriate, consider available options to regain compliance with the MVLS Requirement. The Company has initiated arrangements with an investment bank to raise sufficient capital to bring it into compliance with the market value requirement (see Note 5). On April 24, 2023, the Company received a deficiency letter from the Staff of Nasdaq notifying the Company that the Company no longer complies with Nasdaq Listing Rule 5250(c)(1) as a result of the Company’s delay in filing its Form 10-K for the year ended December 31, 2022. The letter was issued by Nasdaq under Nasdaq Listing Rule 5810(c)(2) for the Company’s failure to comply with Nasdaq Listing Rule 5250(c)(1). On May 30, 2023, the Company received a letter from the Staff stating that the Company filed its Form 10-K for the year ended December 31, 2022, thereby addressing the deficiency in the Staff’s April 24, 2023 letter to the Company. On August 9, 2023, the Company filed with the Secretary of State of the State of Delaware an amendment (the “Second Extension Amendment”) to the Company’s amended and restated certificate of incorporation to extend the date by which the Company must consummate a Business Combination up to six times, each by an additional month, for an aggregate of six additional months (i.e. from August 9, 2023 up to February 9, 2024) or such earlier date as determined by the board of directors. The Company’s stockholders approved the Second Extension Amendment at a special meeting of stockholders of the Company (the “Second Special Meeting”) on August 7, 2023. In connection with the Second Special Meeting, stockholders holding 866,088 10.97 9,501,728 5,233,823 477,066 On August 9, 2023, September 8, 2023, October 6, 2023 and November 9, 2023, the Company issued a promissory note in the aggregate principal amount of $ 29,816 On August 23, 2023, the Company received a deficiency letter from the Staff of Nasdaq notifying the Company that the Company no longer complies with Nasdaq Listing Rule 5250(c)(1) as a result of the Company’s delay in filing its Form 10-Q for the quarter ended June 30, 2023. The letter was issued by Nasdaq under Nasdaq Listing Rule 5810(c)(2) for the Company’s failure to comply with Nasdaq Listing Rule 5250(c)(1). On August 23, 2023, the Company received a deficiency letter from the Listing Qualifications Department (the “Staff”) of the Nasdaq Stock Market (“Nasdaq”) notifying the Company that the Company no longer complies with Nasdaq Listing Rule 5250(c)(1) as a result of the Company’s delay in filing its Form 10-Q for the quarter ended June 30, 2023. The letter was issued by Nasdaq under Nasdaq Listing Rule 5810(c)(2) for the Company’s failure to comply with Nasdaq Listing Rule 5250(c)(1). The Company will provide its public stockholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the initial Business Combination either (i) in connection with a stockholder meeting called to approve the initial Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a proposed initial Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The stockholders will be entitled to redeem their shares for a pro rata portion of the amount then on deposit in the Trust Account (initially approximately $10.20 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The Class A Common Stock subject to redemption was recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the shares of Class A Common Stock are not a “penny share” upon such consummation of a Business Combination and, if the Company seeks stockholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Certificate of Incorporation, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (the “SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, stockholder approval of the transactions is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public stockholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction, whether they participate in or abstain from voting or whether they were a stockholder on the record date for the stockholder meeting held to approve the proposed transaction. Notwithstanding the foregoing redemption rights, if the Company seeks stockholder approval of its initial Business Combination and the Company does not conduct redemptions in connection with its initial Business Combination pursuant to the tender offer rules, the Amended and Restated Certificate of Incorporation will provide that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Exchange Act), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the shares sold in the IPO, without the Company’s prior consent. The Original Sponsor, officers and directors (the “Initial Stockholders”) have agreed not to propose any amendment to the Amended and Restated Certificate of Incorporation (a) that would modify the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with an initial Business Combination or to redeem 100% of the Public Shares if the Company does not complete its initial Business Combination within 23 months from the closing of the IPO (the “Combination Period”) or (b) with respect to any other material provisions relating to stockholders’ rights or pre-initial Business Combination activity, unless the Company provides its public stockholders with the opportunity to redeem their Class A Common Stock shares in conjunction with any such amendment. If the Company is unable to complete its initial Business Combination within the Combination Period, the Company will: (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company (less up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding Public Shares, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining stockholders and the Company’s board of directors, liquidate and dissolve, subject in the case of clauses (ii) and (iii) to the Company’s obligations under the law of the state of Delaware to provide for claims of creditors and the requirements of other applicable law. The Company’s Initial Stockholders, as well as holders of Representatives’ Class A Shares, agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Class B Common Shares and Class A Common Shares, respectively, held by them if the Company fails to complete its initial Business Combination within the Combination Period. However, if the Initial Stockholders acquire Public Shares in or after the IPO, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination during the Combination Period. Initial Business Combination On December 14, 2022, Global System Dynamics, Inc. (“GSD”) entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “BCA”) with Zilla Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of GSD (the “Merger Sub”) and DarkPulse, Inc., a Delaware corporation (the “Company”). The BCA and the transactions contemplated thereby were approved by the board of directors of each of the Company, GSD, and the Merger Sub. See Note 5 for further information. Risks and Uncertainties In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy is not determinable as of the date of these condensed consolidated financial statements. The specific impact of this ongoing military action on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these condensed consolidated financial statements. Liquidity and Capital Resources As of September 30, 2023, the Company had no 4.7 To finance working capital needs, New Sponsor or an affiliate of the New Sponsor or certain of the Company’s officers and directors may, but are not obligated to, provide the Company with Working Capital Loans (see Note 4). As of September 30, 2023, there are no Working Capital Loans outstanding, but we had non-interest-bearing advances due to our Sponsor in the principal amount of $ 832,906 We also have $ 1,049,248 563,316 Going Concern The Company has until December 9, 2023 (or February 9, 2024 subject to monthly deposit into the trust account by the Sponsor and approval by the board of directors) to consummate a Business Combination. It is uncertain that the Company will be able consummate a Business Combination by either of those dates. If a Business Combination is not consummated by the required dates, there will be a mandatory liquidation and subsequent dissolution. In connection with the Company’s assessment of going concern considerations in accordance with the authoritative guidance in ASC Subtopic 205-40, “Presentation of Financial Statements - Going Concern,” management has determined that as a result of the liquidity discussion above and the mandatory liquidation, and subsequent dissolution, should the Company be unable to complete a business combination, there is substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets and liabilities should the Company be required to liquidate after December 9, 2023 (or February 9, 2024 subject to monthly deposit by the Sponsor into the trust account and approval by the board of directors). The Company intends to close on a Business Combination, however no assurance can be given that this will occur.

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Significant Accounting Policies	Note 2 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with Article 10 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in condensed consolidated financial statements prepared in accordance with US GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The interim condensed consolidated financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto, included in our audited financial statements included in our Form 10-K for the year ended December 31, 2022, as filed with the SEC on May 26, 2023. The accompanying condensed consolidated balance sheet as of December 31, 2022 has been derived from those audited financial statements. The interim results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any future interim periods. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s unaudited condensed consolidated financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used . Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its stockholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination. On January 31, 2023 and August 17, 2023, the Company’s stockholders redeemed 9,149,326 866,088 104,858,448 1,048,584 1 Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $ 0 8,480 Cash Held in Trust Account As of September 30, 2023 and December 31, 2022, the Company had $ 5,350,897 109,099,978 Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Company coverage of $250,000. The Company has not experienced losses on these accounts. Class A Common Stock Subject to Possible Redemption The Company accounts for its shares of Class A Common Stock subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity.” Shares of Class A Common Stock subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable shares of common stock (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, shares of common stock are classified as stockholders’ deficit. The Company’s shares of Class A Common Stock sold in the IPO feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, as of September 30, 2023 and December 31, 2022, 477,066 10,492,480 The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the subsequent measurement from initial book value to redemption amount value. The change in the carrying value of redeemable Class A common stock resulted in charges against additional paid-in capital (to the extent available) and accumulated deficit. At September 30, 2023 and December 31, 2022, the Class A Common Stock reflected in the condensed consolidated balance sheets are reconciled in the following table: Schedule of class A common stock Amount Shares Gross Proceeds $ 104,924,800 10,492,480 Less: Proceeds allocated to Public Warrants (1,626,335 ) — Issuance costs related to Class A Common Stock (5,930,952 ) — Plus: Remeasurement of carrying value to redemption value 9,655,783 — Class A Common Stock subject to possible redemption as of December 31, 2021 107,023,296 10,492,480 Plus: Remeasurement of carrying value to redemption value 1,731,993 — Class A Common Stock subject to possible redemption as of December 31, 2022 108,755,289 10,492,480 Less: Redemption (104,858,448 ) (10,015,414 ) Plus: Remeasurement of carrying value to redemption value 1,213,110 — Class A Common Stock subject to possible redemption as of September 30, 2023 $ 5,109,951 477,066 Warrant Instruments The Company accounts for warrants issued in connection with the IPO and the Private Placement in accordance with the guidance contained in ASC 480 and ASC 815, “Derivatives and Hedging.” Under that guidance, warrants that do not meet the criteria for equity treatment would be classified as liabilities. The Public Warrants and Private Warrants do meet the criteria for equity treatment, and therefore are included as part of stockholders’ deficit on the condensed consolidated balance sheets. As of each of September 30, 2023 and December 31, 2022, there were 5,246,240 4,298,496 Convertible Promissory Note The Company accounts for its convertible promissory note under ASC 815, “Derivatives and Hedging” (“ASC 815”). Under ASC 815, conversion features that do not meet the definition of a derivative do not require bifurcation. The Company has determined that the convertible promissory note conversion feature does not meet the definition of a derivative as it fails the net settlement requirement. As a result, the conversion feature embedded within the convertible promissory note does not require bifurcation and will remain embedded within the debt instrument. As such, the carrying value of the convertible promissory note is recognized at cost and presented as a liability on the accompanying condensed consolidated balance sheets. ‌ Net Income (Loss) Per Common Share The Company applies the two-class method in calculating earnings (loss) per share. Net income (loss) per share of common stock is computed by dividing the pro rata net income (loss) allocated between the redeemable shares of Class A Common Stock and the non-redeemable shares of Class A Common Stock and Class B Common Stock by the weighted average number of shares of common stock outstanding for each of the periods. The calculation of diluted income (loss) per share does not consider the effect of the convertible notes, warrants and redemption rights issued in connection with the IPO since the exercise of the convertible notes and warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable for 9,544,736 104,925 104,925 52,462 Schedule of basic and diluted For the Three Months Ended For the Nine Months Ended 2023 2022 2023 2022 Common Stock subject to possible redemption Numerator: Net (loss) income allocable to Class A Common Stock subject to possible redemption $ (65,071 ) $ 31,033 $ (303,710 ) $ (496,569 ) Denominator: Weighted Average Redeemable shares of Class A Common Stock, Basic and Diluted 919,524 10,492,480 2,348,574 10,492,480 Basic and Diluted loss per share, Redeemable Class A common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 ) Non-Redeemable common stock Numerator: Net (loss) income allocable to Class A and Class B Common Stock not subject to redemption $ (200,476 ) $ 8,379 $ (366,351 ) $ (134,074 ) Denominator: Weighted Average Non-Redeemable Class A and Class B Common Stock, Basic and Diluted 2,832,970 2,832,970 2,832,970 2,832,970 Basic and diluted net loss per share, Non-Redeemable common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 ) Income Taxes The tax (or benefit) related to ordinary income (or loss) for interim periods presented is computed using an estimated annual effective tax rate and the tax (or benefit) related to all other items is individually computed and recognized when the items occur. The Company‌ follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes”. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in statement of operations in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes was deemed to be immaterial for the three and nine months ended September 30, 2022. The effective tax rate differs from the statutory tax rate of 21% for the three and nine months ended September 30, 2023 due to changes in the valuation allowance on the deferred tax assets and nondeductible acquisition expenses. The Company did not record a tax benefit and deferred tax asset on the losses recorded in the interim periods presented because future realization was not more likely than not in the interim periods of occurrence. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of September 30, 2023 and December 31, 2022. The Company’s management determined that the United States is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the three and nine months ended September 30, 2023 and 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed consolidated financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2023
Initial Public Offering
Initial Public Offering	Note 3 — Initial Public Offering On August 9, 2021, the Company consummated its IPO of 10,000,000 10.00 100,000,000 11.50 On August 18, 2021, the underwriters partially exercised the over-allotment option for up to an additional 1,500,000 492,480 4,924,800 107,023,296 209,850 10.00

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 — Related Party Transactions Class B Common Stock On January 25, 2021, the Original Sponsor paid $ 25,000 0.009 2,875,000 375,000 20 123,120 251,880 2,623,120 The Initial Stockholders agreed, subject to limited exceptions, not to transfer, assign or sell any of their Class B Common Stock until the earlier to occur of: (i) one year after the completion of the initial Business Combination, or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial Business Combination that results in all of the Company’s stockholders having the right to exchange their Class A Common Stock for cash, securities or other property; except to certain permitted transferees and under certain circumstances (the “lock-up”). Notwithstanding the foregoing, if (1) the closing price of Class A Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 trading day period commencing at least 150 days after the initial Business Combination or (2) if the Company consummates a transaction after the initial Business Combination which results in the Company’s stockholders having the right to exchange their shares for cash, securities or other property, the Class B Common Stock will be released from the lock-up. Promissory Note — Related Party The Original Sponsor agreed to loan the Company an aggregate of up to $ 300,000 240,000 On February 7, 2023, March 9, 2023, April 6, 2023, May 1, 2023, June 7, 2023, July 5, 2023, August 11, 2023 and September 8, 2023, the Company issued non-convertible promissory notes in the aggregate principal amount of $ 563,316 Pursuant to the promissory notes, the New Sponsor has agreed to loan to the Company $ 563,316 Convertible Promissory Note — Related Party On November 2, 2022, the Company issued a promissory note in the aggregate principal amount of $ 1,150,000 10.00 1,049,248 Working Capital Loans To finance transaction costs in connection with a Business Combination, the New Sponsor or an affiliate of the New Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1.5 million of such Working Capital Loans may be convertible into units at a price of $1.00 per Private Warrant. As of September 30, 2023 and December 31, 2022, the Company had no As of September 30, 2023, the Company had non-interest-bearing advances due to New Sponsor in the principal amount of $ 832,906 Administrative Service Fee Commencing on August 4, 2021, which was the date of the final prospectus, the Company agreed to pay the Original Sponsor a total of $ 10,000 10,000 30,000 90,000 120,000 30,000 Compensation Agreement The Company has arranged for compensation to its sole officer and directors of $ 10,000 As of September 30, 2023 and December 31, 2022, the Company has paid $ 118,500 5,000 361,500 115,000

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 5 — Commitments and Contingencies Registration Rights The holders of the Class B Common Stock, Representatives’ Class A Shares and Private Warrants (including securities contained therein), including warrants that may be issued upon conversion of Working Capital Loans, and any shares of Class A Common Stock issuable upon the exercise of the Private Warrants and any shares of Class A Common Stock and warrants (and underlying Class A Common Stock) that may be issued upon conversion of the warrants issued as part of the Working Capital Loans and Class A Common Stock issuable upon conversion of the Class B Common Stock, are entitled to registration rights pursuant to a registration rights agreement requiring us to register such securities for resale (in the case of the Class B Common Stock, only after conversion to our Class A Common Stock). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that we register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our completion of our initial Business Combination and rights to require us to register for resale such securities pursuant to Rule 415 under the Securities Act. The registration rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering our securities. The Company bears the expenses incurred in connection with the filing of any such registration statements. See the Joinder to the Registration Rights as discussed below. Underwriting Agreement The Company granted the underwriters a 45 1,500,000 492,480 1,007,520 The underwriters are entitled to a deferred underwriting discount of $ 0.35 3,672,368 Representatives’ Class A Common Stock In connection with the consummation of the IPO, the Company issued the Representatives’ Class A Shares (200,000 shares of Class A Common Stock) to EF Hutton, division of Benchmark Investments, LLC, the representative of the underwriters in the IPO, for nominal consideration. In connection with the underwriters’ partial exercise of their over-allotment option, an additional 9,850 209,850 The holders of the Representatives’ Class A Shares have agreed not to transfer, assign or sell any such shares without the Company’s prior consent until the completion of the Initial Business Combination. In addition, the holders of the Representatives’ Class A Shares have agreed (i) to waive their redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the Initial Business Combination; (ii) waive their redemption rights with respect to any such shares held by them in connection with a stockholder vote to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation (A) to modify the substance or timing of the obligation to allow redemption in connection with the Initial Business Combination or certain amendments to the charter prior thereto or to redeem 100% of the Public Shares if the Company does not complete the Initial Business Combination within 23 months from the closing of the IPO (or 24 months from the closing of the IPO, if the Company extends the period of time to consummate a Business Combination, subject to the New Sponsor depositing additional funds into the Trust Account or (B) with respect to any other provision relating to stockholders’ rights or pre-Initial Business Combination activity and (iii) to waive their rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the Initial Business Combination within 23 months from the closing of the IPO (or 24 months from the closing of the IPO, if the Company extends the period of time to consummate a Business Combination, subject to the New Sponsor depositing additional funds into the Trust Account. The Representatives’ Class A Shares are deemed to be underwriters’ compensation by FINRA pursuant to FINRA Rule 5110. Purchase Agreement On October 12, 2022 (the “Closing Date”), the Company entered into and closed a Purchase Agreement (the “Agreement”) with Gladstone Sponsor, LLC, a Delaware limited liability company (“Original Sponsor”), and DarkPulse, Inc., a Delaware corporation (the “New Sponsor”), pursuant to which the New Sponsor purchased from the Original Sponsor 2,623,120 0.0001 4,298,496 0.0001 1,500,000 In addition to the payment of the Purchase Price, the New Sponsor also assumed the following obligations: (i) responsibility for all of Company’s public company reporting obligations, (ii) the right to provide an extension payment and extend the deadline of the Company to complete an initial business combination from 15 months from August 9, 2021 to 18 months for an additional $1,150,000, and (iii) all other obligations and liabilities of the Original Sponsor related to the Company. Pursuant to the Agreement, the New Sponsor has replaced the Company’s current directors and officers with directors and officers of the Company selected in its sole discretion. In connection with the closing of the Agreement, the Company has changed its name to “Global System Dynamics, Inc.” In addition to the Agreement, the New Sponsor also entered into the Assignment, Assumption, Release and Waiver of the Letter Agreement pursuant to which the Original Sponsor and each of the parties to the Letter Agreement (defined below) agreed that all rights, interests and obligations of the Original Sponsor under the Letter Agreement (as defined below) were hereby assigned to the New Sponsor and that the Original Sponsor will have no further rights, interests or obligations under the Letter Agreement as of the Closing Date. The letter agreement dated August 4, 2021 (the “Letter Agreement”), was by and among the Original Sponsor, et. al., and delivered to the Company in accordance with an Underwriting Agreement, dated August 4, 2021 (the “Underwriting Agreement”), entered into by and among the Company and EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters, et. al. Finally, in addition to the Agreement, the New Sponsor entered into the Joinder to the Registration Rights Agreement pursuant to which the Company agreed to become a party to the Registration Rights Agreement dated as of August 4, 2021 by and among the Company, the Original Sponsor, et. al. The Agreement contains customary representations and warranties of the parties, including, among others, with respect to corporate organization, corporate authority, and compliance with applicable laws. The representations and warranties of each party set forth in the Agreement were made solely for the benefit of the other parties to the Agreement, and investors are not third-party beneficiaries of the Purchase Agreement. In addition, such representations and warranties (a) are subject to materiality and other qualifications contained in the Agreement, which may differ from what may be viewed as material by investors, (b) were made only as of the date of the Agreement or such other date as is specified in the Agreement and (c) may have been included in the Agreement for the purpose of allocating risk between the parties rather than establishing matters as facts. Accordingly, the Agreement is included with this filing only to provide investors with information regarding the terms of the Agreement, and not to provide investors with any other factual information regarding any of the parties or their respective businesses. Business Combination Agreement On December 14, 2022, the Company entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “BCA”) with Zilla Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of the Company (the “Merger Sub”) and DarkPulse, Inc., a Delaware corporation (“DarkPulse”). The BCA and the transactions contemplated thereby were approved by the board of directors of each of DarkPulse, the Company, and the Merger Sub. The Business Combination The BCA provides, among other things, that Merger Sub will merge with and into DarkPulse, with DarkPulse as the surviving company in the merger and, after giving effect to such merger, DarkPulse shall be a wholly-owned subsidiary of the Company (the “Merger”). The Company will continue to be named “Global System Dynamics, Inc.” and the combined entity will trade under the symbol “DARK.” The Merger and the other transactions contemplated by the BCA are hereinafter referred to as the “Business Combination”. Other capitalized terms used, but not defined, herein, shall have the respective meanings given to such terms in the BCA. In accordance with the terms and subject to the conditions of the BCA, at the Effective Time, among other things: (i) each of the Company’s Class A Share and each Class B Share that is issued and outstanding immediately prior to the Merger will become one share of common stock, par value $ 0.0001 0.0001 Concurrently with, or with respect to a certain stockholder holding all of the shares of Series A Preferred Stock of DarkPulse, within a specified time after the signing of the BCA, the “Company Stockholder” listed on Schedule I attached to the BCA (collectively, the “Supporting Company Stockholder”) shall duly execute and deliver to the Company a transaction support agreement (the “The Company Stockholder Transaction Support Agreement”), pursuant to which, among other things, such Supporting Company Stockholder will agree to, support and vote in favor of the BCA, the Ancillary Documents to which DarkPulse is or will be a party and the transactions contemplated thereby (including the Merger). The Business Combination is expected to close in the first calendar quarter of 2024, following the receipt of the required approval by the stockholders of the Company and DarkPulse, approval by the Nasdaq Stock Market (“Nasdaq”) of the Company’s initial listing application filed in connection with the Business Combination, the fulfillment of other customary closing conditions and the effectiveness of the Form S-4 registration statement the Company filed with the SEC. On or about August 8, 2023, the parties to the Business Combination Agreement entered into Amendment No. 1 to the Business Combination Agreement (the “Amendment”) pursuant to which the parties agreed to extend the date by the parties must consummate the Business Combination, or otherwise have the right to terminate the Business Combination Agreement, from August 9, 2023 to February 9, 2024, without any right of extension. Placement Agency Agreement On June 1, 2023, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with EF Hutton, division of Benchmark Investments, LLC (the “Placement Agent”). Pursuant to the terms of the Placement Agency Agreement, the Placement Agent agreed to use its reasonable best efforts to arrange for the sale of the Company’s equity or equity-linked securities (“Securities”). The Company will pay the Placement Agent a cash placement fee equal to 8.0 100,000

Stockholders_ Deficit

Stockholders’ Deficit	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Stockholders’ Deficit	Note 6 — Stockholders’ Deficit Preferred Stock The Company is authorized to issue 1,000,000 0.0001 no Class A Common Stock‌ The Company is authorized to issue 200,000,000 0.0001 209,850 477,066 10,492,480 Class B Common Stock The Company is authorized to issue 20,000,000 0.0001 2,623,120 Holders of the Class A Common Stock and holders of the Class B Common Stock will vote together as a single class on all matters submitted to a vote of our stockholders, except as required by law or stock exchange rule; provided that only holders of the Class B Common Stock have the right to vote on the election of the Company’s directors prior to the initial Business Combination and holders of a majority of the Company’s Class B Common Stock may remove a member of the board of directors for any reason. The Class B Common Stock will automatically convert into Class A Common Stock at the time of the consummation of the initial Business Combination at a ratio such that the number of Class A Common Stock issuable upon conversion of all Class B Common Stock will equal, in the aggregate, on an as-converted basis, 20 Public Warrants As of both September 30, 2023 and December 31, 2022 there were 5,246,240 If a registration statement covering the Class A Common Stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Company’s Class A Common Stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, the Company will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Company may call the Public Warrants for redemption: ● in whole and not in part; ● at a price of $ 0.01 ● upon not less than 30 ● if, and only if, the reported closing price of the Class A Common Stock equals or exceeds $ 18.00 30 If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis”, as described in the warrant agreement. Additionally, in no event will the Company be required to net cash settle any Public Warrants. If the Company is unable to complete the initial Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of Public Warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. If (x) the Company issues additional Class A Common Stock or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A Common Stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Initial Stockholders or their affiliates, without taking into account any Class B Common Stock held by the Initial Stockholders or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A Common Stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. Private Placement Warrants Except as described below, the private placement warrants have terms and provisions that are identical to those of the warrants sold as part of the units in our initial public offering, including as to exercise price, exercisability and exercise period. The private placement warrants (including the Class A common stock issuable upon exercise of the private placement warrants) are not be transferable, assignable or salable until after the completion of our initial business combination to our officers and directors and other persons or entities affiliated with our New Sponsor. In addition, holders of our private placement warrants are entitled to certain registration rights. In order to finance transaction costs in connection with an intended initial business combination, New Sponsor or an affiliate of New Sponsor or certain officers and directors may, but are not obligated to, loan the Company funds as may be required. Up to $ 1,500,000 1.00 As of September 30, 2023 and December 31, 2022, we have not offered warrants to our New Sponsor to finance transaction costs in connection with an intended initial business combination.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Note 7 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the condensed consolidated balance sheet date up to the date that these unaudited condensed consolidated financial statements were issued. Based on this, besides the below, the Company did not identify any subsequent events that would require additional adjustment or disclosure in the unaudited condensed consolidated financial statements. On October 4, 2023, the Company received written notification (the “Notification”) from Nasdaq stating that the Company had not regained compliance with the Market Value Standard. Pursuant to the Notification, the Securities are subject to delisting from Nasdaq pending the Company’s opportunity to request a hearing before the Nasdaq Hearings Panel (the “Panel”). The Company intends to diligently pursue an appeal of the Notification before the Panel and regain compliance with the Rule. Under Nasdaq rules, the delisting of the Securities will be stayed during the pendency of the appeal and during such time, the Securities will continue to be listed on Nasdaq.

Organization and Business Ope_2

Organization and Business Operations (Policies)	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Initial Business Combination	Initial Business Combination On December 14, 2022, Global System Dynamics, Inc. (“GSD”) entered into a Business Combination Agreement (as it may be amended, supplemented or otherwise modified from time to time, the “BCA”) with Zilla Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of GSD (the “Merger Sub”) and DarkPulse, Inc., a Delaware corporation (the “Company”). The BCA and the transactions contemplated thereby were approved by the board of directors of each of the Company, GSD, and the Merger Sub. See Note 5 for further information.
Risks and Uncertainties	Risks and Uncertainties In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy is not determinable as of the date of these condensed consolidated financial statements. The specific impact of this ongoing military action on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these condensed consolidated financial statements.
Liquidity and Capital Resources	Liquidity and Capital Resources As of September 30, 2023, the Company had no 4.7 To finance working capital needs, New Sponsor or an affiliate of the New Sponsor or certain of the Company’s officers and directors may, but are not obligated to, provide the Company with Working Capital Loans (see Note 4). As of September 30, 2023, there are no Working Capital Loans outstanding, but we had non-interest-bearing advances due to our Sponsor in the principal amount of $ 832,906 We also have $ 1,049,248 563,316
Going Concern	Going Concern The Company has until December 9, 2023 (or February 9, 2024 subject to monthly deposit into the trust account by the Sponsor and approval by the board of directors) to consummate a Business Combination. It is uncertain that the Company will be able consummate a Business Combination by either of those dates. If a Business Combination is not consummated by the required dates, there will be a mandatory liquidation and subsequent dissolution. In connection with the Company’s assessment of going concern considerations in accordance with the authoritative guidance in ASC Subtopic 205-40, “Presentation of Financial Statements - Going Concern,” management has determined that as a result of the liquidity discussion above and the mandatory liquidation, and subsequent dissolution, should the Company be unable to complete a business combination, there is substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets and liabilities should the Company be required to liquidate after December 9, 2023 (or February 9, 2024 subject to monthly deposit by the Sponsor into the trust account and approval by the board of directors). The Company intends to close on a Business Combination, however no assurance can be given that this will occur.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) for interim financial information and in accordance with Article 10 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in condensed consolidated financial statements prepared in accordance with US GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The interim condensed consolidated financial statements and notes thereto should be read in conjunction with the financial statements and notes thereto, included in our audited financial statements included in our Form 10-K for the year ended December 31, 2022, as filed with the SEC on May 26, 2023. The accompanying condensed consolidated balance sheet as of December 31, 2022 has been derived from those audited financial statements. The interim results for the three and nine months ended September 30, 2023 are not necessarily indicative of the results to be expected for the year ending December 31, 2023 or for any future interim periods.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s unaudited condensed consolidated financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used .
Inflation Reduction Act of 2022	Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its stockholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination. On January 31, 2023 and August 17, 2023, the Company’s stockholders redeemed 9,149,326 866,088 104,858,448 1,048,584 1
Use of Estimates	Use of Estimates The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $ 0 8,480
Cash Held in Trust Account	Cash Held in Trust Account As of September 30, 2023 and December 31, 2022, the Company had $ 5,350,897 109,099,978
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Company coverage of $250,000. The Company has not experienced losses on these accounts.
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption The Company accounts for its shares of Class A Common Stock subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity.” Shares of Class A Common Stock subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable shares of common stock (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, shares of common stock are classified as stockholders’ deficit. The Company’s shares of Class A Common Stock sold in the IPO feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, as of September 30, 2023 and December 31, 2022, 477,066 10,492,480 The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the subsequent measurement from initial book value to redemption amount value. The change in the carrying value of redeemable Class A common stock resulted in charges against additional paid-in capital (to the extent available) and accumulated deficit. At September 30, 2023 and December 31, 2022, the Class A Common Stock reflected in the condensed consolidated balance sheets are reconciled in the following table: Schedule of class A common stock Amount Shares Gross Proceeds $ 104,924,800 10,492,480 Less: Proceeds allocated to Public Warrants (1,626,335 ) — Issuance costs related to Class A Common Stock (5,930,952 ) — Plus: Remeasurement of carrying value to redemption value 9,655,783 — Class A Common Stock subject to possible redemption as of December 31, 2021 107,023,296 10,492,480 Plus: Remeasurement of carrying value to redemption value 1,731,993 — Class A Common Stock subject to possible redemption as of December 31, 2022 108,755,289 10,492,480 Less: Redemption (104,858,448 ) (10,015,414 ) Plus: Remeasurement of carrying value to redemption value 1,213,110 — Class A Common Stock subject to possible redemption as of September 30, 2023 $ 5,109,951 477,066
Warrant Instruments	Warrant Instruments The Company accounts for warrants issued in connection with the IPO and the Private Placement in accordance with the guidance contained in ASC 480 and ASC 815, “Derivatives and Hedging.” Under that guidance, warrants that do not meet the criteria for equity treatment would be classified as liabilities. The Public Warrants and Private Warrants do meet the criteria for equity treatment, and therefore are included as part of stockholders’ deficit on the condensed consolidated balance sheets. As of each of September 30, 2023 and December 31, 2022, there were 5,246,240 4,298,496
Convertible Promissory Note	Convertible Promissory Note The Company accounts for its convertible promissory note under ASC 815, “Derivatives and Hedging” (“ASC 815”). Under ASC 815, conversion features that do not meet the definition of a derivative do not require bifurcation. The Company has determined that the convertible promissory note conversion feature does not meet the definition of a derivative as it fails the net settlement requirement. As a result, the conversion feature embedded within the convertible promissory note does not require bifurcation and will remain embedded within the debt instrument. As such, the carrying value of the convertible promissory note is recognized at cost and presented as a liability on the accompanying condensed consolidated balance sheets.
Net Income (Loss) Per Common Share	‌ Net Income (Loss) Per Common Share The Company applies the two-class method in calculating earnings (loss) per share. Net income (loss) per share of common stock is computed by dividing the pro rata net income (loss) allocated between the redeemable shares of Class A Common Stock and the non-redeemable shares of Class A Common Stock and Class B Common Stock by the weighted average number of shares of common stock outstanding for each of the periods. The calculation of diluted income (loss) per share does not consider the effect of the convertible notes, warrants and redemption rights issued in connection with the IPO since the exercise of the convertible notes and warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The warrants are exercisable for 9,544,736 104,925 104,925 52,462 Schedule of basic and diluted For the Three Months Ended For the Nine Months Ended 2023 2022 2023 2022 Common Stock subject to possible redemption Numerator: Net (loss) income allocable to Class A Common Stock subject to possible redemption $ (65,071 ) $ 31,033 $ (303,710 ) $ (496,569 ) Denominator: Weighted Average Redeemable shares of Class A Common Stock, Basic and Diluted 919,524 10,492,480 2,348,574 10,492,480 Basic and Diluted loss per share, Redeemable Class A common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 ) Non-Redeemable common stock Numerator: Net (loss) income allocable to Class A and Class B Common Stock not subject to redemption $ (200,476 ) $ 8,379 $ (366,351 ) $ (134,074 ) Denominator: Weighted Average Non-Redeemable Class A and Class B Common Stock, Basic and Diluted 2,832,970 2,832,970 2,832,970 2,832,970 Basic and diluted net loss per share, Non-Redeemable common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 )
Income Taxes	Income Taxes The tax (or benefit) related to ordinary income (or loss) for interim periods presented is computed using an estimated annual effective tax rate and the tax (or benefit) related to all other items is individually computed and recognized when the items occur. The Company‌ follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes”. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in statement of operations in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes was deemed to be immaterial for the three and nine months ended September 30, 2022. The effective tax rate differs from the statutory tax rate of 21% for the three and nine months ended September 30, 2023 due to changes in the valuation allowance on the deferred tax assets and nondeductible acquisition expenses. The Company did not record a tax benefit and deferred tax asset on the losses recorded in the interim periods presented because future realization was not more likely than not in the interim periods of occurrence. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of September 30, 2023 and December 31, 2022. The Company’s management determined that the United States is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the three and nine months ended September 30, 2023 and 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed consolidated financial statements.

Significant Accounting Polici_3

Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Schedule of class A common stock	Schedule of class A common stock Amount Shares Gross Proceeds $ 104,924,800 10,492,480 Less: Proceeds allocated to Public Warrants (1,626,335 ) — Issuance costs related to Class A Common Stock (5,930,952 ) — Plus: Remeasurement of carrying value to redemption value 9,655,783 — Class A Common Stock subject to possible redemption as of December 31, 2021 107,023,296 10,492,480 Plus: Remeasurement of carrying value to redemption value 1,731,993 — Class A Common Stock subject to possible redemption as of December 31, 2022 108,755,289 10,492,480 Less: Redemption (104,858,448 ) (10,015,414 ) Plus: Remeasurement of carrying value to redemption value 1,213,110 — Class A Common Stock subject to possible redemption as of September 30, 2023 $ 5,109,951 477,066
Schedule of basic and diluted	Schedule of basic and diluted For the Three Months Ended For the Nine Months Ended 2023 2022 2023 2022 Common Stock subject to possible redemption Numerator: Net (loss) income allocable to Class A Common Stock subject to possible redemption $ (65,071 ) $ 31,033 $ (303,710 ) $ (496,569 ) Denominator: Weighted Average Redeemable shares of Class A Common Stock, Basic and Diluted 919,524 10,492,480 2,348,574 10,492,480 Basic and Diluted loss per share, Redeemable Class A common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 ) Non-Redeemable common stock Numerator: Net (loss) income allocable to Class A and Class B Common Stock not subject to redemption $ (200,476 ) $ 8,379 $ (366,351 ) $ (134,074 ) Denominator: Weighted Average Non-Redeemable Class A and Class B Common Stock, Basic and Diluted 2,832,970 2,832,970 2,832,970 2,832,970 Basic and diluted net loss per share, Non-Redeemable common stock $ (0.07 ) $ 0.00 $ (0.13 ) $ (0.05 )

Organization and Business Ope_3

Organization and Business Operations (Details Narrative) - USD ($)									9 Months Ended
	Aug. 07, 2023	Mar. 09, 2023	Feb. 07, 2023	Jan. 31, 2023	Sep. 23, 2021	Aug. 18, 2021	Aug. 09, 2021	Jan. 25, 2021	Sep. 30, 2023	Nov. 09, 2023	Oct. 06, 2023	Sep. 08, 2023	Aug. 09, 2023	Dec. 31, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stockholders holding public shares	866,088			9,149,326
Redemption price	$ 10.97			$ 10.42
Aggregate redemption amount	$ 9,501,728			$ 95,356,719
Trust account	$ 5,233,823			$ 14,128,405					$ 5,350,897					$ 109,099,978
Public shares remained outstanding	477,066
Cash									0					8,480
Working capital deficit									4,700,000
Convertible promissory note									1,049,248					$ 1,049,248
Non Convertible Promissory Notes [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate amount		$ 167,894	$ 167,894
Periodic payment		$ 83,947	$ 83,947
New Sponsor [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Aggregate amount									563,316	$ 29,816	$ 29,816	$ 29,816	$ 29,816
Proceeds from loan									167,894
Principal amount									832,906
IPO [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued during the period shares							10,000,000
Sale of stock issue price per share							$ 10
IPO [Member] | E F Hutton [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Transaction costs incurred in connection with initial public offering									6,265,859
Deferred Underwriting Commissions									3,672,368
Fair value of the representative shares									2,098,500
Other cash offering costs									$ 494,991
IPO [Member] | Private Warrants [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Class of warrants or rights warrants issued during the period units							4,200,000
Private warrants price							$ 1
Over-Allotment Option [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Share price							10.20
Stock issued during the period shares						492,480
Proceeds from issuance of common stock						$ 4,924,800
Proceeds from issuance or sale of equity						$ 107,023,296
Over-Allotment Option [Member] | Private Warrants [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Class of warrants or rights warrants issued during the period units						98,496
Proceeds from issuance of warrants						$ 98,496
Common Class B [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock, par value									$ 0.0001					$ 0.0001
Common stock shares					251,880
Common stock other, shares outstanding					2,623,120
Common stock, shares outstanding									2,623,120					2,623,120
Common Class A [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock, par value									$ 0.0001					$ 0.0001
Common stock, shares outstanding									209,850					209,850
Common Class A [Member] | Public Warrants [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock, par value							0.0001
Common Class A [Member] | IPO [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Share price							$ 11.50
Stock issued during the period shares							10,000,000
Sale of stock issue price per share							$ 10
Common Class A [Member] | IPO [Member] | E F Hutton [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Sale of stock issue price per share									$ 10
Underwriters shares									209,850
Representatives Class A Shares [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Sale of stock issue price per share						$ 10
Common stock, shares outstanding									209,850
Representatives Class A Shares [Member] | Over-Allotment Option [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Stock issued during the period shares									209,850
Public Shares [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Common stock, shares outstanding				1,343,154					477,066
Temporary equity, shares issued									10,492,480
Stockholders holding public shares									10,015,414
Gladstone Sponsor L L C [Member] | Common Class B [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Offering costs in consideration value								$ 25,000
Share price								$ 0.009
Offering costs in consideration, shares								2,875,000
Common stock, par value								$ 0.0001
Common stock shares								375,000
Underwriters percentage								20%

Significant Accounting Polici_4

Significant Accounting Policies (Details) - Common Class A [Member] - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Gross proceeds			$ 104,924,800
Gross proceeds, shares			10,492,480
Proceeds allocated to Public Warrants			$ (1,626,335)
Proceeds allocated to Public Warrants, shares
Issuance costs related to Class A Common Stock			$ (5,930,952)
Issuance costs related to Class A Common Stock, shares
Remeasurement of carrying value to redemption value	$ 1,213,110	$ 1,731,993	$ 9,655,783
Remeasurement of carrying value to redemption value, shares
Class A Common Stock subject to possible redemption value	$ 5,109,951	$ 108,755,289	$ 107,023,296
Class A Common Stock subject to possible redemption value, shares	477,066	10,492,480	10,492,480
Redemption value	$ (104,858,448)
Redemption, shares	(10,015,414)

Significant Accounting Polici_5

Significant Accounting Policies (Details 1) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022
Class A Common Stock Redemption [Member]
Net (loss) income allocable to Class A Common Stock subject to possible redemption	$ (65,071)	$ 31,033	$ (303,710)	$ (496,569)
Common Class A Subject To Redemption [Member]
Weighted average redeemable shares of class A common stock, basic	919,524	10,492,480	2,348,574	10,492,480
Weighted average redeemable shares of class A common stock, diluted	919,524	10,492,480	2,348,574	10,492,480
Basic loss per share, redeemable class a common stock	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Diluted loss per share, redeemable class a common stock	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Common Class A [Member]
Net (loss) income allocable to Class A and Class B Common Stock not subject to redemption	$ (200,476)	$ 8,379	$ (366,351)	$ (134,074)
Non Redeemable [Member]
Weighted average redeemable shares of class A common stock, basic	2,832,970	2,832,970	2,832,970	2,832,970
Weighted average redeemable shares of class A common stock, diluted	2,832,970	2,832,970	2,832,970	2,832,970
Basic loss per share, redeemable class a common stock	$ (0.07)	$ 0	$ (0.13)	$ (0.05)
Diluted loss per share, redeemable class a common stock	$ (0.07)	$ 0	$ (0.13)	$ (0.05)

Significant Accounting Polici_6

Significant Accounting Policies (Details Narrative) - USD ($)				9 Months Ended
	Aug. 17, 2023	Aug. 07, 2023	Jan. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock redeemed, shares		866,088	9,149,326
Stock redeemed value		$ 9,501,728	$ 95,356,719
Tax liability				$ 1,048,584
Percentage of excise tax liability out of shares redeemed				1%
Cash				$ 0	8,480
Asset, held trust		$ 5,233,823	$ 14,128,405	$ 5,350,897	$ 109,099,978
Public Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants outstanding				5,246,240	5,246,240
Private Warrants [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants outstanding				4,298,496	4,298,496
Conversion Units [Member] | IPO [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Warrants outstanding				104,925
Common Class A Subject To Redemption [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common Stock subject to possible redemption				477,066	10,492,480
Common Class A [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock conversion features				52,462
Common Class A [Member] | IPO [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock conversion features				104,925
Common Class A [Member] | Class A Warrant [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Common stock, shares outstanding				9,544,736
Public Shares [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock redeemed, shares	866,088		9,149,326
Stock redeemed value	$ 104,858,448		$ 104,858,448

Initial Public Offering (Detail

Initial Public Offering (Details Narrative) - USD ($)			9 Months Ended	12 Months Ended
	Aug. 18, 2021	Aug. 09, 2021	Sep. 30, 2023	Dec. 31, 2021
Common Class A [Member]
Subsidiary, Sale of Stock [Line Items]
Proceeds from initial public offering				$ 104,924,800
Representatives Class A Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Shares issued price per share	$ 10
Stock issued during period for services provided	209,850
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues		10,000,000
Shares issued price per share		$ 10
Proceeds from initial public offering		$ 100,000,000
IPO [Member] | Common Class A [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues		10,000,000
Shares issued price per share		$ 10
Class of warrants or rights exercise price per share		11.50
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues	492,480
Class of warrants or rights exercise price per share		$ 10.20
Option indexed to issuer's equity, shares	1,500,000
Proceeds from issuance of common stock	$ 4,924,800
Proceeds from issuance sale of equity	$ 107,023,296
Over-Allotment Option [Member] | Representatives Class A Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues			209,850

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)					1 Months Ended	3 Months Ended		9 Months Ended
	Sep. 23, 2021	Sep. 02, 2021	Aug. 04, 2021	Jan. 25, 2021	Oct. 31, 2022	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2023	Sep. 30, 2022	Nov. 09, 2023	Oct. 06, 2023	Sep. 08, 2023	Aug. 11, 2023	Aug. 09, 2023	Jul. 05, 2023	Jun. 07, 2023	May 01, 2023	Apr. 06, 2023	Mar. 09, 2023	Feb. 07, 2023	Dec. 31, 2022	Nov. 02, 2022	Aug. 18, 2021
Related Party Transaction [Line Items]
Convertible promissory note - related party						$ 1,049,248		$ 1,049,248													$ 1,049,248
Borrowings						0		0													0
Expense for administrative services						30,000	$ 30,000	90,000	$ 90,000
Administrative service fees						952,906		952,906													318,315
Non Convertible Promissory Notes [Member]
Related Party Transaction [Line Items]
Aggregate principal amount																			$ 167,894	$ 167,894
Promissory Notes [Member]
Related Party Transaction [Line Items]
Proceeds from loan								563,316
Convertible Note [Member]
Related Party Transaction [Line Items]
Convertible promissory note - related party						1,049,248		1,049,248													1,049,248
Convertible Note [Member] | Darkpulse [Member]
Related Party Transaction [Line Items]
Aggregate principal amount																						$ 1,150,000
Conversion price																						$ 10
New Sponsor [Member]
Related Party Transaction [Line Items]
Aggregate principal amount						563,316		563,316		$ 29,816	$ 29,816	$ 29,816		$ 29,816
Proceeds from loan								167,894
Principal amount						832,906		832,906
Sponsor [Member]
Related Party Transaction [Line Items]
Aggregate principal amount						300,000		300,000
Company borrowed		$ 240,000
New Sponsor [Member] | Non Convertible Promissory Notes [Member]
Related Party Transaction [Line Items]
Aggregate principal amount												$ 563,316	$ 563,316		$ 563,316	$ 563,316	$ 563,316	$ 563,316	$ 563,316	$ 563,316
Sponsor Admin Fees [Member]
Related Party Transaction [Line Items]
Administrative service fees						120,000		120,000													30,000
Officer and directors [Member]
Related Party Transaction [Line Items]
Compensation expenses					$ 10,000
Compensation payment						$ 118,500		$ 118,500													$ 5,000
Common Class B [Member]
Related Party Transaction [Line Items]
Number of shares forfeited during the period	251,880
Common stock, shares outstanding						2,623,120		2,623,120													2,623,120
Gladstone Sponsor L L C [Member] | Common Class B [Member]
Related Party Transaction [Line Items]
Original Sponsor paid				$ 25,000
Shares price				$ 0.009
Consideration shares				2,875,000
Number of shares forfeited during the period				375,000
Percentage of shares issued and outstanding				20%
Common stock no longer subject to forfeiture																							123,120
Working Capital Loan [Member]
Related Party Transaction [Line Items]
Number of shares forfeited during the period	251,880
Office Space Secretarial and Administrative [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Original sponsor amount			$ 10,000
Officer and directors [Member]
Related Party Transaction [Line Items]
Due to related party						$ 361,500		$ 361,500													$ 115,000

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)						9 Months Ended
	Jun. 01, 2023	Oct. 12, 2022	Sep. 23, 2021	Sep. 18, 2021	Aug. 18, 2021	Sep. 30, 2023	Dec. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Cash placement fee percentage	8%
Out-of-pocket expenses amount	$ 100,000
Merger Conversion Of Class A Class B [Member]
Subsidiary, Sale of Stock [Line Items]
Business combination per shares						$ 0.0001
Dark Pulse Resulting Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Business combination per shares						0.0001
Common Class B [Member]
Subsidiary, Sale of Stock [Line Items]
Forfeited shares			251,880
Common stock, par value						0.0001	$ 0.0001
Common Class B [Member] | Darkpulse [Member]
Subsidiary, Sale of Stock [Line Items]
Common stock, other shares outstanding		2,623,120
Common stock, par value		$ 0.0001
Common Class A [Member]
Subsidiary, Sale of Stock [Line Items]
Common stock, par value						0.0001	$ 0.0001
Common Class A [Member] | Darkpulse [Member]
Subsidiary, Sale of Stock [Line Items]
Common stock, par value		$ 0.0001
Aggregate purchase price		$ 1,500,000
Underwriting Agreement [Member]
Subsidiary, Sale of Stock [Line Items]
deferred underwriting discount per unit						$ 0.35
Deferred underwriting discount						$ 3,672,368
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Additional units					1,500,000
Issuance of class A shares					492,480
Over-Allotment Option [Member] | Representatives Class A Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Additional issuance of class A shares						9,850
Issuance of class A shares						209,850
Over-Allotment Option [Member] | Underwriting Agreement [Member]
Subsidiary, Sale of Stock [Line Items]
Overallotment option vesting period						45 days
Additional units						1,500,000
Purchased an additional units of shares					492,480
Forfeited shares				1,007,520
Private Placement [Member] | Darkpulse [Member]
Subsidiary, Sale of Stock [Line Items]
Private placement warrants		4,298,496

Stockholders_ Deficit (Details

Stockholders’ Deficit (Details Narrative) - USD ($)	9 Months Ended
	Sep. 30, 2023	Dec. 31, 2022
Class of Stock [Line Items]
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, threshold percentage on conversion of shares	20%
Public Warrants [Member]
Class of Stock [Line Items]
Public warrants outstanding	5,246,240	5,246,240
Convertible into warrants, per shares	$ 0.01
Warrants for redemption terms	30 days
Common stock equals or exceeds, per shares	$ 18
Trading period ending	30 days
Private Placement Warrants [Member]
Class of Stock [Line Items]
Convertible into warrants, per shares	$ 1
Convertible into warrants	$ 1,500,000
Common Class A [Member]
Class of Stock [Line Items]
Common stock, shares authorized	200,000,000	200,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	209,850	209,850
Common stock, shares outstanding	209,850	209,850
Common Class A Subject To Redemption [Member]
Class of Stock [Line Items]
Common Stock subject to possible redemption	477,066	10,492,480
Common stock equals or exceeds, per shares	$ 10.71	$ 10.37
Common Class B [Member]
Class of Stock [Line Items]
Common stock, shares authorized	20,000,000	20,000,000
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares issued	2,623,120	2,623,120
Common stock, shares outstanding	2,623,120	2,623,120