Citius Oncology (CTOR) 10-Q 20 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 20, 2024
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--12-31
Entity File Number	001-41534
Entity Registrant Name	TenX Keane Acquisition
Entity Central Index Key	0001851484
Entity Tax Identification Number	00-0000000
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	420 Lexington Ave
Entity Address, Address Line Two	Suite 2446
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10170
City Area Code	(347)
Local Phone Number	627-0058
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	true
Entity Common Stock, Shares Outstanding		6,653,077
Units, each consisting of one ordinary share, $0.0001 par value, and one right entitling the holder to receive two-tenths of an ordinary share [member]
Title of 12(b) Security	Units, each consisting of one ordinary share, $0.0001 par value, and one right entitling the holder to receive two-tenths of an ordinary share
Trading Symbol	TENKU
Security Exchange Name	NASDAQ
Ordinary shares, par value $0.0001 per share [member]
Title of 12(b) Security	Ordinary shares, par value $0.0001 per share
Trading Symbol	TENK
Security Exchange Name	NASDAQ
Rights, each right entitling the holder to receive two-tenths of one ordinary share [member]
Title of 12(b) Security	Rights, each right entitling the holder to receive two-tenths of one ordinary share
Trading Symbol	TENKR
Security Exchange Name	NASDAQ

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current Assets:
Cash	$ 33,330	$ 32,746
Prepaid expenses	61,064	25,454
Total Current Assets	94,394	58,200
Investments held in trust account	48,584,863	72,565,394
Total Assets	48,679,257	72,623,594
Current Liabilities:
Accrued offering costs	5,001	5,001
Accrued expenses	488,235	375,886
Note payable - Sponsor	1,520,000	1,320,000
Total Current Liabilities	2,819,030	2,045,762
Commitments and contingencies
Ordinary shares subject to possible redemption (4,312,077 and 6,600,000 shares at $11.20 and $10.99 per share as of March 31, 2024, and December 31, 2023, respectively)	48,316,218	72,565,394
Shareholders’ Deficit:
Preferred shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Ordinary shares, $0.0001 par value; 150,000,000 shares authorized; 2,341,000 shares issued and outstanding (excluding 6,600,000 shares subject to possible redemption) as of March 31, 2024 and December 31, 2023, respectively	167	167
Additional paid-in capital
Accumulated deficit	(2,456,158)	(1,987,729)
Total Shareholders’ Deficit	(2,455,991)	(1,987,562)
Total Liabilities and Shareholders’ Deficit	48,679,257	72,623,594
Shareholders [Member]
Current Liabilities:
Due to related parties	268,645
Related Party [Member]
Current Liabilities:
Due to related parties	$ 537,149	$ 344,875

Consolidated Balance Sheets (P

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Ordinary shares subject to possible redemption	4,312,077	6,600,000
Temporary equity, par value per share	$ 11.20	$ 10.99
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
Ordinary shares, par value	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	150,000,000	150,000,000
Ordinary shares, shares issued	2,341,000	2,341,000
Ordinary shares, shares outstanding	2,341,000	2,341,000
Common stock, shares subject to possible redemption	6,600,000	6,600,000

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Income Statement [Abstract]
General and administrative costs	$ 268,429	$ 147,922
Operating loss	(268,429)	(147,922)
Other Income
Interest income on investments held in trust account	758,258	759,647
Total other income	758,258	759,647
Net income	$ 489,829	$ 611,725
Weighted average ordinary shares outstanding, basic for ordinary shares not subject to redemption	4,739,491	6,600,000
Weighted average ordinary shares outstanding, diluted for ordinary shares not subject to redemption	4,739,491	6,600,000
Basic net income per ordinary share for ordinary shares not subject to redemption	$ 0.07	$ 0.07
Diluted net income per ordinary share for ordinary shares not subject to redemption	$ 0.07	$ 0.07
Weighted average ordinary shares outstanding, basic for ordinary shares not subject to redemption	2,341,000	2,416,000
Weighted average ordinary shares outstanding, diluted for ordinary shares not subject to redemption	2,341,000	2,416,000
Basic net income per ordinary share for ordinary shares not subject to redemption	$ 0.07	$ 0.07
Diluted net income per ordinary share for ordinary shares not subject to redemption	$ 0.07	$ 0.07

Consolidated Statements of Chan

Consolidated Statements of Changes in Shareholders' Equity (Deficit) (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance at Dec. 31, 2022	$ 242		$ 345,266	$ 345,508
Balance, shares at Dec. 31, 2022	2,416,000
Remeasurement of ordinary shares subject to redemption			(759,647)	(759,647)
Net income			611,725	611,725
Balance at Mar. 31, 2023	$ 242		197,344	197,586
Balance, shares at Mar. 31, 2023	2,416,000
Balance at Dec. 31, 2023	$ 167		(1,987,729)	(1,987,562)
Balance, shares at Dec. 31, 2023	2,341,000
Remeasurement of ordinary shares subject to redemption			(958,258)	(958,258)
Net income			489,829	489,829
Balance at Mar. 31, 2024	$ 167		$ (2,456,158)	$ (2,455,991)
Balance, shares at Mar. 31, 2024	2,341,000

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities:
Net income	$ 489,829	$ 611,725
Adjustments to reconcile net income to net cash used in operating activities:
Interest income on investments held in trust account	(758,258)	(759,647)
Change in operating assets and liabilities:
Prepaid expenses	(35,610)	(36,821)
Accrued expenses	112,349	15,944
Net cash used in operating activities	(191,690)	(168,799)
Cash flows from investing activities:
Cash withdrawn from trust account	24,938,789
Cash deposited into trust account	(200,000)
Net cash provided by investing activities	24,738,789
Cash flows from financing activities:
Payments made in relation to redemptions of ordinary shares	(24,938,789)
Proceeds from Sponsor Note	200,000
Advance from related party	192,274
Net cash used in financing activities	(24,546,515)
Net change in cash	584	(168,799)
Cash at beginning of period	32,746	289,175
Cash at end of period	33,330	120,376
Supplemental disclosure of non-cash financing activities:
Remeasurement of ordinary shares subject to possible redemption	$ 958,258	$ 759,647

DESCRIPTION OF ORGANIZATION AND

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN	3 Months Ended
	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN	NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN TenX Keane Acquisition (the “Company”) was incorporated in the Cayman Islands on March 1, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating an Initial Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of March 31, 2024, the Company had not commenced any operations. All activity for the period from March 1, 2021 (inception) through March 31, 2024 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below. The Company will not generate any operating revenues until after the completion an initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the Proposed Public Offering. The Company has selected December 31 as its fiscal year end. The registration statement for the Company’s Initial Public Offering (the “Registration Statement”) was declared effective on October 13, 2022. On October 18, 2022, the Company consummated the Initial Public Offering of 6,600,000 600,000 66,000,000 Simultaneously with the consummation of the Initial Public Offering and the sale of the Units, the Company consummated the private placement (the “Private Placement”) of 394,000 10.00 3,940,000 As of October 18, 2022, transaction costs amounted to $ 4,859,330 1,320,000 2,922,480 297,000 616,850 Following the closing of the Initial Public Offering on October 18, 2022, an amount of $ 67,320,000 10.20 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80 50 There is no assurance that the Company will be able to successfully effect a Business Combination. Upon the closing of the Proposed Public Offering, management has agreed that $ 10.00 The Company will provide the holders of the outstanding Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer in connection with the Business Combination. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $ 10.00 All of the Public Shares contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Company’s Business Combination and in connection with certain amendments to the Company’s amended and restated certificate of incorporation (the “Certificate of Incorporation”). In accordance with the rules of the U.S. Securities and Exchange Commission (the “SEC”) and its guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of a company require ordinary share subject to redemption to be classified outside of permanent equity. Given that the Public Shares will be issued with other freestanding instruments (i.e., rights), the initial carrying value of ordinary shares classified as temporary equity will be the allocated proceeds determined in accordance with ASC 470-20. The ordinary shares are subject to ASC 480-10-S99. If it is probable that the equity instrument will become redeemable, the Company has the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to immediate fair value recognition. The accretion will be treated as a deemed dividend (i.e., a reduction to retained earnings, or in absence of retained earnings, additional paid-in capital). While redemptions cannot cause the Company’s net tangible assets to fall below $ 5,000,001 The Company will not redeem Public Shares in an amount that would cause its net tangible assets to be less than $ 5,000,001 Notwithstanding the foregoing, if the Company seeks shareholder approval of the Business Combination and the Company does not conduct redemptions pursuant to the tender offer rules, a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15 The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100 The Company will have until 12 months (or 19 months if the Company extends the period) to consummate a Business Combination (the “Combination Period”). However, if the Company has not completed a 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 100 % of 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 and not previously released to us to pay our taxes, if any (less up to $ 100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (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 Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. The Company convened an extraordinary general meeting of shareholders on January 17, 2024, regarding the extension amendment. The Company’s shareholders approved the Extension Amendment Proposal on January 17, 2024 and an aggregate of 2,287,923 ordinary shares were validly tendered for redemption, leaving an aggregate of 6,653,077 ordinary shares outstanding. The Company’s board of directors has elected to effect the first extension period, extending the Company’s liquidation date to April 18, 2024 . Accordingly, the Sponsor or its designee must deposit $ 200,000 into the Trust Account for the first extension period. On April 26, 2024, Citius Pharma deposited $ 66,667 into the trust account of the Company to extend the timeline to complete a business combination for an additional one month period from April 18, 2024 to May 18, 2024 . Citius Pharma deposited $ 66,667 into the trust account of the Company to extend the timeline to complete a business combination for an additional one (1) month period from May 18, 2024 to June 18, 2024. The Sponsor has agreed to waive its rights to liquidating distributions from the Trust Account with respect to the Founder Shares it will receive if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or any of its respective affiliates acquire Public Shares, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Public Offering price per Unit ($ 10.00 In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (1) $ 10.00 10.00 Going Concern Consideration The Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. In addition, the Company currently has less than 12 months from the date these financial statements were issued to complete a Business Combination transaction. If the Company is unsuccessful in consummating an initial Business Combination by June 18, 2024, per the mandatory liquidation requirement, the Company must cease all operations, redeem the Public Shares and thereafter liquidate and dissolve. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” Risks and Uncertainties Management continues to monitor the Russian invasion of Ukraine and its global impact. We have no operations, employees or assets in Russia, Belarus or Ukraine. While the conflict continues to evolve and the outcome remains highly uncertain, we do not currently believe the Russia-Ukraine conflict will have a material impact on our business and results of operations. However, if the Russia-Ukraine conflict continues or worsens, leading to greater global economic or political disruptions and uncertainty, our business and results of operations could be materially impacted as a result. Management continues to monitor the Israel and the Gaza Strip conflict and its global impact. We have no operations, employees or assets in Israel or the Gaza Strip. While the conflict continues to evolve and the outcome remains uncertain, we do not currently believe the Gaza Strip conflict will have a material impact on our business and results of operations. As of March 31, 2024 and December 31, 2023, the Company had $ 48,584,863 72,565,394 Initial Business Combination On October 24, 2023, the Company announced that it had entered into an agreement and plan of merger and reorganization (the “Merger Agreement”), dated October 23, 2023, by and among TenX Merger Sub, Inc., a Delaware corporation and the Company’s wholly owned subsidiary (“Merger Sub”), Citius Pharmaceuticals, Inc., a Nevada corporation (“Citius Pharma”), and Citius Oncology, Inc., a Delaware corporation and wholly owned subsidiary of Citius Pharma (“Citius Oncology”), to acquire Citius Oncology. The Merger Agreement provides, among other things, on the terms and subject to the conditions set forth therein, (i) that Merger Sub will merge with and into Citius Oncology, with Citius Oncology to be renamed and to survive as a wholly owned subsidiary of TenX (the “Merger”), and (ii) that prior to the effective time of the Merger (the “Effective Time”), TenX will migrate to and domesticate as a Delaware corporation in accordance with Section 388 of the General Corporation Law of the State of Delaware and the Cayman Islands Companies Act (As Revised) (the “Domestication”). The newly combined publicly traded company is to be named “Citius Oncology, Inc.” (the “Combined Company”). The Domestication, Merger and the other transactions contemplated by the Merger Agreement are referred to in this section as the “Business Combination”. In the Merger, all shares of Citius Oncology would be converted into the right to receive ordinary share of the Combined Company. As a result, upon closing, Citius Pharma would receive 67.5 10.00 675 10 12.6 The Merger Agreement, Business Combination and the transactions contemplated thereby were unanimously approved by the boards of directors of each of the Company, Citius Pharma and Citius Oncology. The transaction is expected to be completed in the first half of 2024, subject to approval by shareholders of the Company and other customary closing conditions, including final regulatory approvals and SEC filings. There can be no assurance regarding the ultimate timing of the proposed transaction or that the transaction will be completed at all. We will have until 12 months to consummate an initial business combination (the “Combination Period”). However, if we anticipate that we may not be able to consummate our initial business combination within 12 months, we may extend the Combination Period up to seven (7) times, each time for an additional month (for a total of up to 19 months to complete a business combination) without submitting such proposed extensions to our shareholders for approval or offering our public shareholders redemption rights in connection therewith. Pursuant to the terms of our third amended and restated memorandum and articles of association and the trust agreement entered into between us and American Stock Transfer & Trust Company on October 13, 2022, in order to extend the time available for us to consummate our initial business combination, our Sponsor or its affiliates or designees, upon two days advance notice prior to the applicable deadline, must deposit into the trust account the lesser of $ 66,667 0.03 1,500,000 10.00 If we are unable to consummate an initial business combination within such time period, we will, as promptly as reasonably possible but not more than ten business days thereafter, redeem 100 10.99 0.03 We anticipate structuring our initial business combination so that the post-transaction company in which our public shareholders own shares will own or acquire 100% of the equity interests or assets of the target business or businesses. We may, however, structure our initial business combination such that the post-transaction company owns or acquires less than 100% of such interests or assets of the target business in order to meet certain objectives of the target management team or shareholders or for other reasons, but we will only complete such business combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling 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, or the Investment Company Act. Even if the post-transaction company owns or acquires 50% or more of the voting securities of the target, our shareholders prior to the business combination may collectively own a minority interest in the post-transaction company, depending on valuations ascribed to the target and us in the business combination transaction. For example, we could pursue a transaction in which we issue a substantial number of new shares in exchange for all of the outstanding capital stock of a target. In this case, we would acquire a 100% controlling interest in the target. However, as a result of the issuance of a substantial number of new shares, our shareholders immediately prior to our initial business combination could own less than a majority of our outstanding shares subsequent to our initial business combination. If less than 100% of the equity interests or assets of a target business or businesses are owned or acquired by the post-transaction company, the portion of such business or businesses that is owned or acquired is what will be valued for purposes of the 80% of net assets test. If our initial business combination involves more than one target business, the 80% of net assets test will be based on the aggregate value of all of the target businesses

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). In the opinion of the Company’s management, the unaudited condensed financial statements as of March 31, 2024 include all adjustments, which are only of a normal and recurring nature, necessary for a fair statement of the financial position of the Company as of March 31, 2024. This financial information should be read with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on April 16, 2024. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2024 or any future interim period. The December 31, 2023 balance sheet information has been derived from the 2023 audited financial statements. Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, as amended (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 shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial 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. Use of Estimates The preparation of financial statements in conformity with US 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 financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly 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 no Trust Account Upon the closing of the Initial Public Offering and the Private Placement, $ 67,320,000 10.20 As of March 31, 2024 and December 31, 2023, the Company had $ 48,584,863 72,565,394 Deferred Offering Costs Deferred offering costs consist of costs incurred in connection with preparation for the Initial Public Offering. These costs, together with the underwriting discounts and commissions, were charged to additional paid in capital upon completion of the Initial Public Offering. As of March 31, 2024 and December 31, 2023 the Company had no deferred offering costs. Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “ Income Taxes 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. Ordinary Shares Subject to Possible Redemption The Company accounts for the ordinary shares subject to possible redemption in accordance with the guidance enumerated in ASC 480, “ Distinguishing Liabilities from Equity 48,316,218 72,565,394 As of March 31, 2024 and December 31, 2023, ordinary shares subject to possible redemption reflected on the balance sheet is reconciled on the following table: SCHEDULE OF SHARES SUBJECT TO POSSIBLE REDEMPTION Ordinary shares subject to possible redemption – December 31, 2023 $ 72,565,394 Redemption of ordinary shares (24,938,789 ) Remeasurement of ordinary shares subject to redemption 958,258 Due to shareholder (268,645 ) Ordinary shares subject to possible redemption – March 31, 2024 48,316,218 Net income per share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income per share of ordinary shares is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating income per ordinary share. The calculation of diluted income per ordinary share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the Private Placement since the exercise of the warrants is contingent upon the occurrence of future events. As of March 31, 2024 and 2023, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): SCHEDULE OF BASIC AND DILUTED NET INCOME (LOSS) PER ORDINARY SHARE Three Months Ended Three Months Ended March 31, March 31, 2024 2023 Ordinary shares subject to redemption Numerator: Allocation of net income $ 327,878 447,783 Denominator: Basic and diluted weighted average shares outstanding 4,739,491 6,600,000 Basic and diluted net income per share $ 0.07 $ 0.07 Ordinary shares not subject to redemption Numerator: Allocation of net income $ 161,951 $ 163,942 Denominator: Basic and diluted weighted average shares outstanding 2,341,000 2,416,000 Basic and diluted net income per share $ 0.07 $ 0.07 Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “ Derivatives and Hedging Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000 Financial Instruments The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: Level 1 Inputs: Unadjusted quoted prices for identical assets or instruments in active markets. Level 2 Inputs: Quoted prices for similar instruments in active markets and quoted prices for identical or similar instruments in markets that are not active and model derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs: Significant inputs into the valuation model are unobservable. The Company does not have any recurring Level 2 assets or liabilities, see Note 8 for Level 3 assets and liabilities. The carrying value of the Company’s financial instruments including its cash and accrued liabilities approximate their fair values principally because of their short-term nature. Convertible Promissory Notes The Company accounts for their convertible promissory notes under ASC 815, “Derivatives and Hedging” (“ASC 815”). Management has determined that other than the conversion feature, the Promissory Note is a “plain vanilla” liability. Further, the Promissory Note contains no equity host characteristics. As such there is no embedded derivative that needs bifurcation or other features that require further accounting consideration. Recent Accounting Standards In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “ Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”) In June 2022, the FASB issued ASU 2022-03, ASC Subtopic 820 “Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”. The ASU amends ASC 820 to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. The ASU applies to both holders and issuers of equity and equity-linked securities measured at fair value. The amendments in this ASU are effective for the Company in fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company is currently assessing what impact, if any, that ASU 2022-03 would have on its financial position, results of operations or cash flows. Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

INITIAL PUBLIC OFFERING

INITIAL PUBLIC OFFERING	3 Months Ended
	Mar. 31, 2024
Initial Public Offering
INITIAL PUBLIC OFFERING	NOTE 3 — INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 6,600,000 600,000 10.00 Each Unit consists of one share of ordinary shares and one right to receive two-tenths (2/10) of one Ordinary Share upon the consummation of the Company’s initial business combination one right (“Public Right”). Five Public Rights will entitle the holder to one share of ordinary shares

PRIVATE PLACEMENTS

PRIVATE PLACEMENTS	3 Months Ended
	Mar. 31, 2024
Private Placements
PRIVATE PLACEMENTS	NOTE 4 — PRIVATE PLACEMENTS Simultaneously with the closing of the Initial Public Offering, the Company consummated the private sale of 394,000 Each Unit consists of one share of ordinary shares and one right to receive two-tenths (2/10) of one Ordinary Share upon the consummation of the Company’s initial business combination one right (“Public Right”).

RELATED PARTIES

RELATED PARTIES	3 Months Ended
	Mar. 31, 2024
Related Party Transactions [Abstract]
RELATED PARTIES	NOTE 5 — RELATED PARTIES Founder Shares On March 24, 2021, the Sponsor received 1,437,500 25,000 (a) Each of the authorized but unissued 150,000,000 0.0001 (b) Each of the 1,437,500 1,437,500 0.0001 (c) Upon completion of the above steps, the authorized but unissued 10,000,000 On December 20, 2021, subsequent to the above share exchange the Company issued an additional 287,500 1,725,000 225,000 150,000 The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination and (B) subsequent to a Business Combination, (x) if the last reported sale price of the ordinary shares equals or exceeds $ 12.00 Promissory Note — Related Party On March 17, 2021, the Sponsor issued an unsecured promissory note (the “Pre-IPO Note”) to the Company (the “Promissory Note”), pursuant to which the Company may borrow up to an aggregate principal amount of $ 300,000 no Advances from Related Party The Sponsor paid certain formation and operating costs on behalf of the Company. These advances are due on demand and non-interest bearing. As of March 31, 2024 and December 31, 2023, there were $ 537,149 344,875 Administrative Services Agreement Commencing on the date the Units are first listed on the Nasdaq, the Company has agreed to pay the Sponsor a total of $ 10,000 30,000 90,000 60,000 Related Party Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the 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”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $ 1,500,000 10.00 On July 18, 2023 and October 18, 2023, the Company deposited $ 660,000 660,000 1,500,000 10.00 each consisting of one ordinary share and one right to receive two-tenths (2/10) of one ordinary share upon the consummation of a business combination The Company’s shareholders approved the Extension Amendment Proposal on January 17, 2024. On January 18, 2024 the Sponsor deposited $ 200,000 As of March 31, 2024 and December 31, 2023, there was $ 1,520,000 1,320,000

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the Founder Shares, Private Placement Units and Units that may be issued upon conversion of Working Capital Loans (and any shares of ordinary shares issuable upon the exercise of the Private Placement Right) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of Initial Public Offering requiring the Company to register such securities for resale. The holders of these securities will be entitled to make up to three demands, excluding short form registration demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. However, the registration rights agreement provides that the Company will not be required to effect or permit any registration or cause any registration statement to become effective until the securities covered thereby are released from their lock-up restrictions. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day option from the date of Initial Public Offering to purchase up to 900,000 600,000 The underwriters are entitled to a cash underwriting discount of $ 0.20 The underwriters are also entitled to 270,000 310,500 297,000 Equity Payment Letter On February 23, 2024, The Crone Law Group, P.C. entered into an Equity Payment Letter Agreement with the Sponsor in connection with the payment of its legal fees. As such, The Crone Law Group has a present expectation of receipt of 21,428 50,000 Investment Banking Engagement Agreement The Company entered into an agreement with Newbridge Securities Corporation (“Newbridge”) for Newbridge to act as the Company’s non-exclusive financial advisor with respect to Merger & Acquisitions (“M&A”) services. At the closing of a M&A transaction, the Company shall pay Newbridge a fee of $ 500,000

SHAREHOLDERS_ DEFICIT

SHAREHOLDERS’ DEFICIT	3 Months Ended
	Mar. 31, 2024
Equity [Abstract]
SHAREHOLDERS’ DEFICIT	NOTE 7 — SHAREHOLDERS’ DEFICIT Preferred Shares 1,000,000 0.0001 no Ordinary Shares 150,000,000 0.0001 Holders of ordinary shares are entitled to one vote for each share As of March 31, 2024 and December 31, 2023, there were 2,341,000 225,000 19 23.0 150,000 270,000 310,500 2,922,480 297,000 394,000 10.00 3,940,000 Only holders of the founder shares will have the right to vote on the election of directors prior to the Business Combination. Holders of ordinary shares and holders of founder shares will vote together as a single class on all matters submitted to a vote of our shareholders except as otherwise required by law. In connection with our initial business combination, we may enter into a shareholders’ agreement or other arrangements with the shareholders of the target or other investors to provide for voting or other corporate governance arrangements that differ from those in effect upon completion of this offering. In the case that additional shares of ordinary shares, or equity-linked securities, are issued or deemed issued in excess of the amounts issued in the Proposed Public Offering and relate to the closing of a Business Combination, the ratio at which founder shares will be adjusted (unless the holders of a majority of the then-outstanding shares of founder shares agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of founder shares will equal, in the aggregate, 19 Rights

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 8. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents information about the Company’s assets and liabilities that are measured at fair value at December 31, 2023 and 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE Description Level March 31, 2024 December 31, 2023 Assets: Marketable securities held in the Trust Account 1 $ 48,584,863 $ 72,565,394

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 — SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review the Company did not identify any subsequent events, other than those disclosed below, that would have required adjustment or disclosure in the financial statements. On April 26, 2024, Citius Pharma deposited $ 66,667 66,667 On May 17, 2024, Citius Pharma deposited $ 66,667 66,667 to Citius Pharma. The Note bears no interest and is repayable in full per the terms of the Merger Agreement.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). In the opinion of the Company’s management, the unaudited condensed financial statements as of March 31, 2024 include all adjustments, which are only of a normal and recurring nature, necessary for a fair statement of the financial position of the Company as of March 31, 2024. This financial information should be read with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on April 16, 2024. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2024 or any future interim period. The December 31, 2023 balance sheet information has been derived from the 2023 audited financial statements.
Principles of Consolidation	Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All significant intercompany balances and transactions have been eliminated in consolidation.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, as amended (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 shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial 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.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with US 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 financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly 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 no
Trust Account	Trust Account Upon the closing of the Initial Public Offering and the Private Placement, $ 67,320,000 10.20 As of March 31, 2024 and December 31, 2023, the Company had $ 48,584,863 72,565,394
Deferred Offering Costs	Deferred Offering Costs Deferred offering costs consist of costs incurred in connection with preparation for the Initial Public Offering. These costs, together with the underwriting discounts and commissions, were charged to additional paid in capital upon completion of the Initial Public Offering. As of March 31, 2024 and December 31, 2023 the Company had no deferred offering costs.
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “ Income Taxes 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. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements.
Ordinary Shares Subject to Possible Redemption	Ordinary Shares Subject to Possible Redemption The Company accounts for the ordinary shares subject to possible redemption in accordance with the guidance enumerated in ASC 480, “ Distinguishing Liabilities from Equity 48,316,218 72,565,394 As of March 31, 2024 and December 31, 2023, ordinary shares subject to possible redemption reflected on the balance sheet is reconciled on the following table: SCHEDULE OF SHARES SUBJECT TO POSSIBLE REDEMPTION Ordinary shares subject to possible redemption – December 31, 2023 $ 72,565,394 Redemption of ordinary shares (24,938,789 ) Remeasurement of ordinary shares subject to redemption 958,258 Due to shareholder (268,645 ) Ordinary shares subject to possible redemption – March 31, 2024 48,316,218
Net income per share	Net income per share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income per share of ordinary shares is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. The Company applies the two-class method in calculating income per ordinary share. The calculation of diluted income per ordinary share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the Private Placement since the exercise of the warrants is contingent upon the occurrence of future events. As of March 31, 2024 and 2023, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted net income per ordinary share is the same as basic net income per ordinary share for the period presented. The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): SCHEDULE OF BASIC AND DILUTED NET INCOME (LOSS) PER ORDINARY SHARE Three Months Ended Three Months Ended March 31, March 31, 2024 2023 Ordinary shares subject to redemption Numerator: Allocation of net income $ 327,878 447,783 Denominator: Basic and diluted weighted average shares outstanding 4,739,491 6,600,000 Basic and diluted net income per share $ 0.07 $ 0.07 Ordinary shares not subject to redemption Numerator: Allocation of net income $ 161,951 $ 163,942 Denominator: Basic and diluted weighted average shares outstanding 2,341,000 2,416,000 Basic and diluted net income per share $ 0.07 $ 0.07
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “ Derivatives and Hedging
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000
Financial Instruments	Financial Instruments The Company determines fair value based on assumptions that market participants would use in pricing an asset or liability in the principal or most advantageous market. When considering market participant assumptions in fair value measurements, the following fair value hierarchy distinguishes between observable and unobservable inputs, which are categorized in one of the following levels: Level 1 Inputs: Unadjusted quoted prices for identical assets or instruments in active markets. Level 2 Inputs: Quoted prices for similar instruments in active markets and quoted prices for identical or similar instruments in markets that are not active and model derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs: Significant inputs into the valuation model are unobservable. The Company does not have any recurring Level 2 assets or liabilities, see Note 8 for Level 3 assets and liabilities. The carrying value of the Company’s financial instruments including its cash and accrued liabilities approximate their fair values principally because of their short-term nature.
Convertible Promissory Notes	Convertible Promissory Notes The Company accounts for their convertible promissory notes under ASC 815, “Derivatives and Hedging” (“ASC 815”). Management has determined that other than the conversion feature, the Promissory Note is a “plain vanilla” liability. Further, the Promissory Note contains no equity host characteristics. As such there is no embedded derivative that needs bifurcation or other features that require further accounting consideration.
Recent Accounting Standards	Recent Accounting Standards In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, “ Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”) In June 2022, the FASB issued ASU 2022-03, ASC Subtopic 820 “Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”. The ASU amends ASC 820 to clarify that a contractual sales restriction is not considered in measuring an equity security at fair value and to introduce new disclosure requirements for equity securities subject to contractual sale restrictions that are measured at fair value. The ASU applies to both holders and issuers of equity and equity-linked securities measured at fair value. The amendments in this ASU are effective for the Company in fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. Early adoption is permitted for both interim and annual financial statements that have not yet been issued or made available for issuance. The Company is currently assessing what impact, if any, that ASU 2022-03 would have on its financial position, results of operations or cash flows. Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2024
Accounting Policies [Abstract]
SCHEDULE OF SHARES SUBJECT TO POSSIBLE REDEMPTION	As of March 31, 2024 and December 31, 2023, ordinary shares subject to possible redemption reflected on the balance sheet is reconciled on the following table: SCHEDULE OF SHARES SUBJECT TO POSSIBLE REDEMPTION Ordinary shares subject to possible redemption – December 31, 2023 $ 72,565,394 Redemption of ordinary shares (24,938,789 ) Remeasurement of ordinary shares subject to redemption 958,258 Due to shareholder (268,645 ) Ordinary shares subject to possible redemption – March 31, 2024 48,316,218
SCHEDULE OF BASIC AND DILUTED NET INCOME (LOSS) PER ORDINARY SHARE	The following table reflects the calculation of basic and diluted net income per ordinary share (in dollars, except per share amounts): SCHEDULE OF BASIC AND DILUTED NET INCOME (LOSS) PER ORDINARY SHARE Three Months Ended Three Months Ended March 31, March 31, 2024 2023 Ordinary shares subject to redemption Numerator: Allocation of net income $ 327,878 447,783 Denominator: Basic and diluted weighted average shares outstanding 4,739,491 6,600,000 Basic and diluted net income per share $ 0.07 $ 0.07 Ordinary shares not subject to redemption Numerator: Allocation of net income $ 161,951 $ 163,942 Denominator: Basic and diluted weighted average shares outstanding 2,341,000 2,416,000 Basic and diluted net income per share $ 0.07 $ 0.07

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Disclosures [Abstract]
SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE	The following table presents information about the Company’s assets and liabilities that are measured at fair value at December 31, 2023 and 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE Description Level March 31, 2024 December 31, 2023 Assets: Marketable securities held in the Trust Account 1 $ 48,584,863 $ 72,565,394

DESCRIPTION OF ORGANIZATION A_2

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN (Details Narrative) - USD ($)

3 Months Ended

May 17, 2024

Apr. 26, 2024

Jan. 18, 2024

Jan. 17, 2024

Oct. 24, 2023

Oct. 18, 2023

Jul. 18, 2023

Oct. 18, 2022

Oct. 13, 2022

Dec. 20, 2021

Mar. 31, 2024

Dec. 31, 2023

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Proceeds from initial public offering, costs

$ 67,320,000

$ 67,320,000

Price per share

$ 0.03

$ 0.03

$ 12

$ 10.20

Cash underwriting fees

$ 2,922,480

Condition for future business combination use of proceeds percentage

80%

Condition for future business combination threshold percentage ownership

50%

Redemption limit percentage without prior written consent

15%

Percentage obligation to redeem public shares if entity does not complete business combination

100%

100%

[custom:MaximumAllowedDissolutionExpenses]

$ 100,000

Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period

2,287,923

Stock Issued During Period, Shares, Issued for Services

6,653,077

Payment of deposits into trust account

$ 200,000

$ 660,000

$ 660,000

$ 66,667

Investments held in trust account

$ 48,584,863

$ 72,565,394

Share price

$ 10

$ 10

Sponsor [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Repayments of related party debt

$ 1,500,000

Citius Pharmaceuticals, Inc [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Shares of common stock

67,500,000

Business combination price per share

$ 10

Equity of combined share value

$ 675,000,000

Cash

$ 10,000,000

Options will be assumed

12,600,000

Business Acquisitions [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Acquire equity interest, description

We anticipate structuring our initial business combination so that the post-transaction company in which our public shareholders own shares will own or acquire 100% of the equity interests or assets of the target business or businesses. We may, however, structure our initial business combination such that the post-transaction company owns or acquires less than 100% of such interests or assets of the target business in order to meet certain objectives of the target management team or shareholders or for other reasons, but we will only complete such business combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling 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, or the Investment Company Act. Even if the post-transaction company owns or acquires 50% or more of the voting securities of the target, our shareholders prior to the business combination may collectively own a minority interest in the post-transaction company, depending on valuations ascribed to the target and us in the business combination transaction. For example, we could pursue a transaction in which we issue a substantial number of new shares in exchange for all of the outstanding capital stock of a target. In this case, we would acquire a 100% controlling interest in the target. However, as a result of the issuance of a substantial number of new shares, our shareholders immediately prior to our initial business combination could own less than a majority of our outstanding shares subsequent to our initial business combination. If less than 100% of the equity interests or assets of a target business or businesses are owned or acquired by the post-transaction company, the portion of such business or businesses that is owned or acquired is what will be valued for purposes of the 80% of net assets test. If our initial business combination involves more than one target business, the 80% of net assets test will be based on the aggregate value of all of the target businesses

Subsequent Event [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment of deposits into trust account

$ 66,667

Subsequent Event [Member] | Citius Pharmaceuticals, Inc [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Payment of deposits into trust account

$ 66,667

$ 66,667

First Extension [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Liquidation Date, Expected to Complete

Apr. 18, 2024

Payment of deposits into trust account

$ 200,000

Minimum [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Net tangible assets upon redemption of business combinations

5,000,001

Maximum [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Net tangible assets upon redemption of business combinations

$ 5,000,001

Sponsor [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Price per share

$ 10

Sponsor [Member] | Maximum [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Price per share

$ 10

Common Stock [Member] | Sponsor [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

287,500

IPO [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

6,600,000

Price per share

$ 10.20

Transaction costs

$ 4,859,330

Cash underwriting fees

1,320,000

Non-cash underwriting fees

2,922,480

Other offering costs

$ 616,850

IPO [Member] | Sponsor [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Price per share

$ 10

IPO [Member] | Common Stock [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Proceeds from initial public offering, costs

$ 66,000,000

IPO [Member] | Underwriter [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

297,000

Over-Allotment Option [Member] | Underwriter [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

600,000

Price per share

$ 10

Private Placement [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

394,000

394,000

Price per share

$ 10

Private Placement [Member] | Sponsor [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Stock issued during period shares new issues

394,000

Price per share

$ 10

Proceeds from private placement

$ 3,940,000

Public Shareholders [Member]

Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]

Price per share

$ 10.99

$ 10

SCHEDULE OF SHARES SUBJECT TO P

SCHEDULE OF SHARES SUBJECT TO POSSIBLE REDEMPTION (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Accounting Policies [Abstract]
Ordinary shares subject to possible redemption	$ 72,565,394
Offering costs allocated ordinary shares subject to redemption	(24,938,789)
Remeasurement of ordinary shares subject to redemption	958,258	$ 759,647
Remeasurement of ordinary shares subject to redemption	(268,645)
Ordinary shares subject to possible redemption	$ 48,316,218

SCHEDULE OF BASIC AND DILUTED N

SCHEDULE OF BASIC AND DILUTED NET INCOME (LOSS) PER ORDINARY SHARE (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Allocation of net income	$ 489,829	$ 611,725
Basic weighted average shares outstanding	4,739,491	6,600,000
Diluted weighted average shares outstanding	4,739,491	6,600,000
Basic net income per share	$ 0.07	$ 0.07
Diluted net income per share	$ 0.07	$ 0.07
Ordinary Shares Subject To Redemption [Member]
Allocation of net income	$ 327,878	$ 447,783
Basic weighted average shares outstanding	4,739,491	6,600,000
Diluted weighted average shares outstanding	4,739,491	6,600,000
Basic net income per share	$ 0.07	$ 0.07
Diluted net income per share	$ 0.07	$ 0.07
Ordinary Shares Not Subject To Redemption [Member]
Allocation of net income	$ 161,951	$ 163,942
Basic weighted average shares outstanding	2,341,000	2,416,000
Diluted weighted average shares outstanding	2,341,000	2,416,000
Basic net income per share	$ 0.07	$ 0.07
Diluted net income per share	$ 0.07	$ 0.07

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)		3 Months Ended
	Oct. 18, 2022	Mar. 31, 2024	Dec. 31, 2023	Oct. 24, 2023	Oct. 13, 2022	Dec. 20, 2021
Cash equivalents		$ 0	$ 0
Initial public offering	$ 67,320,000	$ 67,320,000
Sale of stock price per share		$ 10.20		$ 0.03	$ 0.03	$ 12
Long term investments		$ 48,584,863	72,565,394
Unrecognized tax benefits		0	0
Ordinary shares subject to possible redemption		48,316,218	72,565,394
FDIC insured amount		250,000
Ordinary Shares Subject To Redemption [Member]
Ordinary shares subject to possible redemption		$ 48,316,218	$ 72,565,394

INITIAL PUBLIC OFFERING (Detail

INITIAL PUBLIC OFFERING (Details Narrative) - $ / shares	Oct. 18, 2022	Mar. 31, 2024	Oct. 24, 2023	Oct. 13, 2022	Dec. 20, 2021
Subsidiary, Sale of Stock [Line Items]
Price per share		$ 10.20	$ 0.03	$ 0.03	$ 12
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of stock shares issued in transaction	6,600,000
Price per share	$ 10.20
Ordinary share conversion basis	Each Unit consists of one share of ordinary shares and one right to receive two-tenths (2/10) of one Ordinary Share upon the consummation of the Company’s initial business combination one right (“Public Right”). Five Public Rights will entitle the holder to one share of ordinary shares
Over-Allotment Option [Member] | Underwriter [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of stock shares issued in transaction	600,000
Price per share	$ 10

PRIVATE PLACEMENTS (Details Nar

PRIVATE PLACEMENTS (Details Narrative) - Private Placement [Member] - shares		3 Months Ended
	Oct. 18, 2022	Mar. 31, 2024
Subsidiary, Sale of Stock [Line Items]
Private sale of private placement units	394,000	394,000
Ordinary share conversion basis	Each Unit consists of one share of ordinary shares and one right to receive two-tenths (2/10) of one Ordinary Share upon the consummation of the Company’s initial business combination one right (“Public Right”).

RELATED PARTIES (Details Narrat

RELATED PARTIES (Details Narrative) - USD ($)

3 Months Ended

Jan. 18, 2024

Oct. 18, 2023

Jul. 18, 2023

Nov. 28, 2022

Oct. 13, 2022

Dec. 20, 2021

Mar. 24, 2021

Mar. 31, 2024

Mar. 31, 2023

Dec. 31, 2023

Oct. 24, 2023

Oct. 18, 2022

Mar. 17, 2021

Related Party Transaction [Line Items]

Ordinary shares, authorized but unissued shares cancelled

225,000

Common stock, par value

$ 0.0001

$ 0.0001

Common stock, shares outstanding

2,341,000

2,341,000

Sale of stock price per share

$ 0.03

$ 12

$ 10.20

$ 0.03

Administrative service expenses

$ 30,000

$ 30,000

Accrued liabilities

$ 90,000

$ 60,000

Share price

$ 10

$ 10

Payment of deposits into trust account

$ 200,000

$ 660,000

$ 660,000

$ 66,667

Unsecured Promissory Note [Member]

Related Party Transaction [Line Items]

Conversion price

$ 10

$ 10

Unit description

each consisting of one ordinary share and one right to receive two-tenths (2/10) of one ordinary share upon the consummation of a business combination

each consisting of one ordinary share and one right to receive two-tenths (2/10) of one ordinary share upon the consummation of a business combination

Maximum [Member] | Unsecured Promissory Note [Member]

Related Party Transaction [Line Items]

Note converted to private units, value

$ 1,500,000

$ 1,500,000

Sponsor [Member]

Related Party Transaction [Line Items]

Amount payable

$ 537,149

344,875

Sponsor fees

10,000

Repayments of related party debt

$ 1,500,000

Sponsor [Member] | Unsecured Promissory Note [Member]

Related Party Transaction [Line Items]

Debt principal amount

$ 660,000

$ 660,000

Notes outstanding

0

0

Sponsor [Member] | Maximum [Member]

Related Party Transaction [Line Items]

Founder shares subject to forfeiture

225,000

Sponsor [Member] | Maximum [Member] | Unsecured Promissory Note [Member]

Related Party Transaction [Line Items]

Debt principal amount

$ 300,000

Common Stock [Member]

Related Party Transaction [Line Items]

Common stock, par value

$ 0.0001

Shares issued in conversion

1,437,500

Ordinary shares not subject to forfeiture

150,000

Common Stock [Member] | Sponsor [Member]

Related Party Transaction [Line Items]

Ordinary shares issued

287,500

Common stock, shares outstanding

1,725,000

Common Class A [Member]

Related Party Transaction [Line Items]

Ordinary shares, authorized but unissued shares cancelled

150,000,000

Common stock, par value

$ 0.0001

Common Class B [Member]

Related Party Transaction [Line Items]

Ordinary shares, authorized but unissued shares cancelled

10,000,000

Shares converted

1,437,500

Sponsor [Member]

Related Party Transaction [Line Items]

Sponsor received ordinary shares

1,437,500

Shares amount payable

$ 25,000

Sale of stock price per share

$ 10

Sponsor [Member] | Maximum [Member]

Related Party Transaction [Line Items]

Sale of stock price per share

$ 10

Working Capital Loan [Member]

Related Party Transaction [Line Items]

Loans outstanding

1,520,000

$ 1,320,000

Working Capital Loan [Member] | Sponsor [Member] | Maximum [Member]

Related Party Transaction [Line Items]

Repayments of related party debt

$ 1,500,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)				3 Months Ended
	Feb. 23, 2024	Jan. 17, 2024	Oct. 18, 2022	Mar. 31, 2024
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares option exercised		2,287,923
Equity Payment Letter Agreement [Member]
Subsidiary, Sale of Stock [Line Items]
Payment for legal fees with shares	21,428
Litigation settlement interest	$ 50,000
Investment Banking Engagement Agreement [Member]
Subsidiary, Sale of Stock [Line Items]
Payments for fee				$ 500,000
Underwriters [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues			270,000
Number of shares granted			297,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues			6,600,000
IPO [Member] | Underwriters [Member]
Subsidiary, Sale of Stock [Line Items]
Stock repurchased during period, shares			900,000
Aggregate underwriting discount			$ 0.20
Over-Allotment Option [Member] | Underwriters [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares option exercised			600,000
Stock issued during period shares new issues			310,500

SHAREHOLDERS_ DEFICIT (Details

SHAREHOLDERS’ DEFICIT (Details Narrative) - USD ($)		3 Months Ended
	Oct. 18, 2022	Mar. 31, 2024	Dec. 31, 2023
Subsidiary, Sale 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, shares authorized		150,000,000	150,000,000
Common stock, par value		$ 0.0001	$ 0.0001
Common stock, voting rights		Holders of ordinary shares are entitled to one vote for each share
Temporary shares issued		2,341,000
Temporary shares outstanding			2,341,000
Ordinary shares forfeiture		225,000
Ordinary shares issued		2,341,000	2,341,000
Underwriters fee	$ 2,922,480
Underwriter [Member]
Subsidiary, Sale of Stock [Line Items]
Ordinary shares issued	297,000	270,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Percentage of issued and outstanding shares		19%
Underwriters fee	$ 1,320,000
Stock issued during period shares new issues	6,600,000
IPO [Member] | Underwriter [Member]
Subsidiary, Sale of Stock [Line Items]
Stock issued during period shares new issues	297,000
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Percentage of issued and outstanding shares		23%
Stock issued during period shares new issues	394,000	394,000
Shares issued per share		$ 10
Shares issued value		$ 3,940,000
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Ordinary shares not subject to forfeiture	150,000
Over-Allotment Option [Member] | Underwriter [Member]
Subsidiary, Sale of Stock [Line Items]
Ordinary shares issued		310,500
Stock issued during period shares new issues	600,000

SCHEDULE OF ASSETS AND LIABILIT

SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable securities held in the Trust Account	$ 48,584,863	$ 72,565,394

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	May 17, 2024	Apr. 26, 2024	Jan. 18, 2024	Oct. 18, 2023	Jul. 18, 2023	Oct. 13, 2022	May 31, 2024
Subsequent Event [Line Items]
Payment of deposits into trust account			$ 200,000	$ 660,000	$ 660,000	$ 66,667
Subsequent Event [Member]
Subsequent Event [Line Items]
Payment of deposits into trust account		$ 66,667
Note principal amount							$ 66,667
Subsequent Event [Member] | Citius Pharmaceuticals, Inc [Member]
Subsequent Event [Line Items]
Payment of deposits into trust account	$ 66,667	66,667
Subsequent Event [Member] | Citius Pharmaceuticals, Inc [Member] | Unsecured Promissory Note [Member]
Subsequent Event [Line Items]
Note principal amount		$ 66,667