Freightos 10-Q 20 May 22 2022 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Mar. 31, 2022	May 20, 2022
Document Information Line Items
Entity Registrant Name	GESHER I ACQUISITION CORP.
Trading Symbol	GIAC
Document Type	10-Q
Current Fiscal Year End Date	--09-30
Entity Common Stock, Shares Outstanding		14,575,000
Amendment Flag	false
Entity Central Index Key	0001853314
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-40897
Entity Incorporation, State or Country Code	E9
Entity Tax Identification Number	00-0000000
Entity Address, Address Line One	Hagag Towers North Tower
Entity Address, Address Line Two	Floor 24 Haarba 28
Entity Address, City or Town	Tel Aviv
Entity Address, Country	IL
City Area Code	(212)
Local Phone Number	993-1560
Title of 12(b) Security	Ordinary Shares, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes
Entity Address, Postal Zip Code	00000

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Mar. 31, 2022	Sep. 30, 2021
Current assets:
Cash	$ 322,960
Prepaid expenses	269,980
Deferred offering costs		208,199
Total current assets	592,940	208,199
Prepaid expenses, non-current	117,112
Marketable securities held in Trust Account	116,162,721
Total assets	116,872,773	208,199
Current liabilities:
Accrued offering costs and expenses	66,697	22,318
Promissory note – related party		175,827
Related party loan	503,609
Due to related party	55,000
Total current liabilities	625,306	198,145
Deferred underwriting commissions	4,025,000
Total liabilities	4,650,306	198,145
Commitments and Contingencies (Note 6)
Ordinary shares subject to possible redemption, 11,500,000 and 0 shares at redemption value of $10.10 at March 31, 2022 and September 30, 2021, respectively.	116,162,721
Shareholders’ (Deficit) Equity:
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Ordinary shares, $0.0001 par value; 100,000,000 shares authorized; 3,075,000 shares issued and outstanding (excluding 11,500,000 and 0 shares subject to possible redemption) at March 31, 2022 and September 30, 2021, respectively.	308	308
Additional paid-in capital		24,692
Accumulated deficit	(3,940,562)	(14,946)
Total shareholders’ (deficit) equity	(3,940,254)	10,054
Total Liabilities and Shareholders’ (Deficit) Equity	$ 116,872,773	$ 208,199

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parentheticals) - $ / shares	Mar. 31, 2022	Sep. 30, 2021
Statement of Financial Position [Abstract]
Ordinary shares subject to possible redemption	11,500,000	0
Ordinary shares subject to possible redemption value (in Dollars per share)	$ 10.1	$ 10.1
Preference shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preference shares, shares authorized	1,000,000	1,000,000
Preference shares, shares issued
Preference shares, shares outstanding
Ordinary shares, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Ordinary shares, shares authorized	100,000,000	100,000,000
Ordinary shares, shares issued	3,075,000	3,075,000
Ordinary shares, shares outstanding	3,075,000	3,075,000

Unaudited Condensed Statements

Unaudited Condensed Statements of Operations - USD ($)	1 Months Ended	3 Months Ended	6 Months Ended
	Mar. 31, 2021	Mar. 31, 2022	Mar. 31, 2022
Income Statement [Abstract]
Formation and operating costs	$ 6,827	$ 707,476	$ 924,052
Loss from operations	(6,827)	(707,476)	(924,052)
Other income:
Change in fair value of over-allotment units			44,550
Interest income earned on Trust Account		10,259	12,721
Total other income		10,259	57,271
Net loss	$ (6,827)	$ (697,217)	$ (866,781)
Basic and diluted weighted average shares outstanding, ordinary shares subject to redemption (in Shares)		11,500,000	10,629,121
Basic and diluted net loss per ordinary share subject to possible redemption (in Dollars per share)		$ (0.05)	$ (0.06)
Basic and diluted weighted average shares outstanding, nonredeemable ordinary shares (in Shares)	2,700,000	3,075,000	3,035,852
Basic and diluted net loss per nonredeemable ordinary share (in Dollars per share)	$ 0	$ (0.05)	$ (0.06)

Unaudited Condensed Statement o

Unaudited Condensed Statement of Changes in Shareholders’ (Deficit) Equity - USD ($)	Ordinary shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Feb. 22, 2021
Balance (in Shares) at Feb. 22, 2021
Ordinary shares issued to Sponsor	$ 288	24,712		25,000
Ordinary shares issued to Sponsor (in Shares)	2,875,000
Issuance of representative shares	$ 20	(20)
Issuance of representative shares (in Shares)	200,000
Net loss			(6,827)	(6,827)
Balance at Mar. 31, 2021	$ 308	24,692	(6,827)	18,173
Balance (in Shares) at Mar. 31, 2021	3,075,000
Balance at Sep. 30, 2021	$ 308	24,692	(14,946)	10,054
Balance (in Shares) at Sep. 30, 2021	3,075,000
Proceeds allocated to Public Warrants		8,165,000		8,165,000
Proceeds allocated to Public Warrants (in Shares)
Proceeds allocated to Private Placement Warrants		5,000,000		5,000,000
Proceeds allocated to Private Placement Warrants (in Shares)
Incentives to anchor investors and forward purchasers		4,073,565		4,073,565
Incentives to anchor investors and forward purchasers (in Shares)
Offering costs allocated to warrants		(956,456)		(956,456)
Offering costs allocated to warrants (in Shares)
Accretion of redeemable shares to redemption value		(16,306,801)	(3,048,576)	(19,355,377)
Accretion of redeemable shares to redemption value (in Shares)
Net loss			(169,564)	(169,564)
Balance at Dec. 31, 2021	$ 308		(3,233,086)	(3,232,778)
Balance (in Shares) at Dec. 31, 2021	3,075,000
Accretion of redeemable shares to redemption value			(10,259)	(10,259)
Net loss			(697,217)	(697,217)
Balance at Mar. 31, 2022	$ 308		$ (3,940,562)	$ (3,940,254)
Balance (in Shares) at Mar. 31, 2022	3,075,000

Unaudited Condensed Statement_2

Unaudited Condensed Statements of Cash Flows - USD ($)	1 Months Ended	6 Months Ended
	Mar. 31, 2021	Mar. 31, 2022
Cash Flows from Operating Activities:
Net loss	$ (6,827)	$ (866,781)
Adjustments to reconcile net loss to net cash used in operating activities:
Formation costs paid by Sponsor in exchange for issuance of ordinary shares	6,827
Interest earned on marketable securities held in Trust Account		(12,721)
Changes in current assets and liabilities:
Prepaid assets		(387,092)
Due to related party		55,000
Accrued offering costs and expenses		44,379
Net cash used in operating activities		(1,167,215)
Cash Flows from Investing Activities:
Principal deposited in Trust Account		(116,150,000)
Net cash used in investing activities		(116,150,000)
Cash Flows from Financing Activities:
Proceeds from initial public offering, net of costs		112,655,450
Proceeds from private placement		5,000,000
Proceeds from issuance of related party loan		503,609
Payment of promissory note to related party		(182,127)
Payment of deferred offering costs		(336,757)
Net cash provided by financing activities		117,640,175
Net Change in Cash		322,960
Cash – Beginning
Cash – Ending		322,960
Non-cash investing and financing activities:
Deferred offering costs paid by Sponsor in exchange for issuance of ordinary shares	18,173
Deferred underwriting commissions payable charged to additional paid in capital		4,025,000
Deferred offering costs paid by Sponsor loan	36,290	6,300
Incentives to anchor investors and forward purchasers		4,073,565
Issuance of representative shares	20
Remeasurement of Class A ordinary share subject to redemption		$ 12,721

Organization and Business Opera

Organization and Business Operation	6 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Organization and Business Operation	Note 1—Organization and Business Operation Gesher I Acquisition Corp. (the “Company”) is a newly organized blank check company incorporated as a Cayman Islands exempted company on February 23, 2021. The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (the “Business Combination”). The Company may pursue a Business Combination opportunity in any business or industry the Company chooses although it currently intends to focus on target businesses located in Israel, particularly those that conduct business internationally in Asia, Europe or North America. None of the Company’s officers, directors, promoters and other affiliates has engaged in any substantive discussions on the Company’s behalf with representatives of other companies regarding the possibility of a potential Business Combination with the Company. As of March 31, 2022, the Company has neither engaged in any operations nor generated any revenues. All activity for the period from February 23, 2021 (inception) through March 31, 2022 relates to the Company’s formation and the initial public offering described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from the Initial Public Offering (the “IPO”). On October 12, 2021, the Company changed its fiscal year end from December 31 to September 30. The Company’s sponsor is Gesher I Sponsor LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s IPO was declared effective on October 12, 2021 (the “Effective Date”). On October 14, 2021, the Company’s consummated the IPO of 10,000,000 units at $10.00 per unit (the “Units”), which is discussed in Note 3 (the “IPO”), generating gross proceeds to the Company of $100,000,000. Each Unit consists of one ordinary share (the “Public Shares”) and one-half of one warrant (the “Public Warrants”). Each whole warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share. Simultaneously with the consummation of the IPO, the Company consummated the private placement of 4,550,000 warrants (the “Private Placement Warrants”) at a price of $1.00 per Private Placement Warrant in a private placement, generating gross proceeds to the Company of $4,550,000, which is described in Note 4. On October 20, 2021, the Company issued an additional 1,500,000 Units in connection with the full exercise by the underwriters of their over-allotment option, generating gross proceeds of $15,000,000, which is discussed in Note 3. Simultaneously with the closing of the underwriters’ full exercise of the over-allotment option, the Company sold an additional 450,000 Private Placement Warrants, at a price of $1.00 per Private Placement Warrant, in a private placement (together with the Private Placement, the “Private Placements”) generating gross proceeds of $450,000, which is discussed in Note 4. Transaction costs amounted to $10,949,821 consisting of $2,300,000 of underwriting commissions, $4,025,000 of deferred underwriting commissions, $4,073,565 of incentives to Anchor Investors (see Note 3) and Forward Purchase Investors (see Note 6), and $551,256 of other offering costs. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the value of the assets held in the Trust Account (as defined below) (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a 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 1940, as amended (the “Investment Company Act”). There is no assurance that the Company will be able to complete a Business Combination successfully. Following the closing of the IPO on October 14, 2021 and underwriters’ full exercise of their over-allotment option on October 20, 2021, $116,150,000 ($10.10 per Unit) from the net proceeds of the sale of the Units and the sale of the Private Placement Warrants was deposited into a trust account (the “Trust Account”), invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act with a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its income or other tax obligations as described in the IPO, the proceeds will not be released from the Trust Account until the earlier of the completion of a Business Combination or the redemption of 100% of the outstanding public shares if the Company has not completed a Business Combination within the time required time period. The Company will either (1) give the shareholders the opportunity to vote on the Business Combination or (2) provide the public shareholders with the opportunity to sell their ordinary shares to the Company in a tender offer for cash equal to their pro rata share of the aggregate amount then on deposit in the Trust Account, less taxes. 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 initial Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480-10-S99, redemption provisions not solely within the control of a company require ordinary shares subject to redemption to be classified outside of permanent equity. Given that the Public Shares will be issued with other freestanding instruments (i.e., public warrants), the initial carrying value of ordinary shares classified as temporary equity will be the allocated proceeds determined in accordance with FASB ASC 470-20. The Public Shares are subject to FASB 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 recognize the changes immediately. The ordinary shares subject to redemption were recorded at redemption value and classified as temporary equity upon the completion of the IPO, in accordance with FASB ASC Topic 480 “Distinguishing Liabilities from Equity.” The Company will proceed with a Business Combination if the Company’s ordinary shares are not considered a “penny stock” upon such consummation of a Business Combination and, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. The Company will have 18 months from the closing of the IPO to complete the initial Business Combination. If the Company does not consummate an initial Business Combination within 18 months from the closing of the IPO (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 outstanding public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including any interest not previously released to the Company but net of taxes payable (and less up to $50,000 of interest to pay liquidation expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, dissolve and liquidate, subject (in the case of (ii) and (iii) above) to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law. The Sponsor has agreed (a) to waive its redemption rights with respect to the 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 that would affect a public shareholders’ ability to convert or sell their shares to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the public shareholders with the opportunity to redeem their Public Shares in conjunction with any such amendment. The Sponsor has agreed that it will be liable to ensure that the proceeds in the Trust Account are not reduced below $10.10 per share by the claims of target businesses or claims of vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company. The agreement entered into by the Sponsor specifically provides for two exceptions to the indemnity it has given: it will have no liability (1) as to any claimed amounts owed to a target business or vendor or other entity who has executed an agreement with the Company waiving any right, title, interest or claim of any kind they may have in or to any monies held in the Trust Account, or (2) as to any claims for indemnification by the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act. The Company’s independent registered public accounting firm, and the underwriters of the IPO, will not execute agreements with the Company waiving such claims to the monies held in the Trust Account. The Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company believes it is unlikely that the Sponsor will be able to satisfy its indemnification obligations if it is required to do so. Liquidity and Going Concern As of March 31, 2022, the Company had $322,960 in cash and working capital deficit of $6,353. Prior to the completion of the Initial Public Offering, the Company’s liquidity needs had been satisfied through a payment from the Sponsor of $25,000 (see Note 5) for the founder shares to cover certain offering costs, and the loan under an unsecured promissory note from the Sponsor of $182,127 (see Note 5). The promissory note was paid in full on October 18, 2021. Subsequent to the consummation of the Initial Public Offering and Private Placement, the Company’s liquidity needs have been satisfied through the proceeds from the consummation of the Private Placement not held in the Trust Account. In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor, initial shareholders, officers, directors or their affiliates may, but are not obligated to, provide the Company Working Capital Loans, as defined below (see Note 5). As of March 31, 2022, there were no amounts outstanding under any Working Capital Loans. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standards Board’s Accounting Standards Codification Topic 205-40, “Presentation of Financial Statements – Going Concern,” the Company has until April 14, 2023, to consummate an initial business combination. It is uncertain that the Company will be able to consummate an initial business combination by this time. If an initial business combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the liquidity condition and the mandatory liquidation, should an initial business combination not occur, and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after April 14, 2023. Risks and Uncertainties Management is currently evaluating the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position and/or search for a target company, the specific impact is not readily determinable as of the date of the financial statement. The financial statement does not include any adjustments that might result from the outcome of this uncertainty.

Significant Accounting Policies

Significant Accounting Policies	6 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Significant Accounting Policies	Note 2—Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) for financial information and pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by US GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for the three and six months ended March 31, 2022 are not necessarily indicative of the results that may be expected through September 30, 2022. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 8-K and the final prospectus filed by the Company with the SEC on October 21, 2021 and October 13, 2021, respectively. 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 auditor 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 unaudited condensed financial statement 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 the unaudited condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. 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 did not have any cash equivalents as of March 31, 2022 and September 30, 2021. Marketable Securities Held in Trust Account At March 31, 2022, the assets held in the Trust Account were held in treasury funds. All of the Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair value of investments held in Trust Account are determined using available market information. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At March 31, 2022 and September 30, 2021, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. US GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Ordinary Shares Subject to Possible Redemption All of the 11,500,000 ordinary shares sold as part of the Units 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 Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. In accordance with ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all 11,500,000 ordinary shares were classified outside of permanent equity as of March 31, 2022. The Company recognized changes in redemption value immediately as they occur upon the IPO and will adjust the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. Offering Costs associated with the Initial Public Offering The Company complies with the requirements of ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the IPO that were directly related to the IPO. The Company incurred offering costs amounting to $10,949,821 as a result of the IPO consisting of $2,300,000 of underwriting commissions, $4,025,000 of deferred underwriting commissions, $4,073,565 of incentives to Anchor Investors (see Note 3) and Forward Purchase Investors (see Note 6), and $551,256 of other offering costs. Net Loss Per Ordinary Share The Company has two categories of shares, which are referred to as redeemable ordinary shares and non-redeemable ordinary shares. Earnings and losses are shared pro rata between the two categories of shares. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per share for each category: Three Months Ended Six Months Ended For the Period from February 23, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Numerator Allocation of net loss $ (529,595 ) $ (141,609 ) $ (653,980 ) $ (186,788 ) $ — $ (6,827 ) Denominator Weighted average shares outstanding 11,500,000 3,075,000 10,629,121 3,035,852 — 2,700,000 Basic and diluted net loss per share $ (0.05 ) $ (0.05 ) $ (0.06 ) $ (0.06 ) $ — $ (0.00 ) 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”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The Company has determined the warrants to be issued in the IPO meet the requirements for equity classification. Income Taxes The Company accounts for income taxes under FASB ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company is subject to potential Israeli income tax and filing requirements due to its presence in Tel Aviv. Income of the Israeli company will be taxable at corporate tax rate of 23%. Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU 2020-06 on February 23, 2021. Adoption of the ASU did not impact the Company’s financial statements. Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statement.

Initial Public Offering

Initial Public Offering	6 Months Ended
	Mar. 31, 2022
Initial Public Offering [Abstract]
Initial Public Offering	Note 3—Initial Public Offering On October 14, 2021, the Company sold 10,000,000 Units at a purchase price of $10.00 per Unit. Each Unit consists of one ordinary share and one-half of one warrant. Each whole warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share. Each warrant will become exercisable 30 days after the completion of an initial Business Combination and will expire on the fifth anniversary of the completion of an initial Business Combination, or earlier upon redemption or liquidation. Following the closing of the IPO on October 14, 2021, $101,000,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was deposited into the Trust Account. The net proceeds deposited into the Trust Account are invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act with a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act which invest only in direct U.S. government treasury obligations. Prior to the IPO, five members of the Sponsor and one institutional investor (collectively, the “Anchor Investors”) have each expressed an interest to purchase units in the IPO at a level of up to and in no event exceeding 9.9% of the units subject to the IPO. As incentives for the Anchor Investors, upon consummation of the IPO, the Sponsor transferred 50,000 founder shares, with an aggregate fair value of $339,500, to one Anchor Investor for the same price originally paid for such shares. Five Anchor Investors received an aggregate of 250,000 membership interests in the Sponsor, with an aggregate fair value of $1,697,500, for no consideration. The excess of the fair value of the founder shares transferred over the original issuance price of $339,065 and the fair value of the membership interests transferred of $1,697,500 were accounted for as offering costs with an offset to additional paid-in capital upon the IPO. The Company granted the underwriters a 45-day option from the date of the IPO to purchase up to an additional 1,500,000 Units to cover over-allotments. On October 20, 2021, the underwriters exercised the over-allotment option in full to purchase 1,500,000 Units, at a purchase price of $10.00 per Unit, generating gross proceeds to the Company of $15,000,000. As of March 31, 2022 and December 31, 2021, the ordinary shares reflected on the balance sheet are reconciled in the following table: Gross proceeds from IPO $ 115,000,000 Less: Proceeds allocated to Public Warrants (8,165,000 ) Ordinary shares issuance costs (10,037,915 ) Plus: Accretion of carrying value to redemption value 19,355,377 Ordinary shares subject to redemption, as of December 31, 2021 116,152,462 Plus: Accretion of carrying value to redemption value 10,259 Ordinary shares subject to redemption, as of March 31, 2022 $ 116,162,721

Private Placement

Private Placement	6 Months Ended
	Mar. 31, 2022
Private Placement Disclosure [Abstract]
Private Placement	Note 4—Private Placement Simultaneously with the closing of the IPO, the Sponsor and EarlyBirdCapital, Inc., the representative of the underwriters, purchased an aggregate of 4,550,000 Private Placement Warrants, each exercisable to purchase one ordinary share at $11.50 per share, at a price of $1.00 per warrant, or $4,550,000 in the aggregate, in a private placement. On October 20, 2021, simultaneous with the exercise of the over-allotment option in full, the Sponsor and EarlyBirdCapital, Inc., purchased an aggregate of 450,000 additional Private Placement Warrants, at a purchase price of $1.00 per warrant, generating gross proceeds to the Company of $450,000. The Private Placement Warrants are identical to the warrants included in the Units sold in the IPO.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 5—Related Party Transactions Founder Shares Effective February 23, 2021, the Company issued 2,875,000 ordinary shares, par value $0.0001, to the Sponsor for $25,000, or approximately $0.009 per share, to cover certain offering costs. Up to 375,000 founder shares were subject to forfeiture by the Sponsor depending on the extent to which the underwriters’ over-allotment option is exercised. Simultaneously, the Company issued to EarlyBirdCapital, Inc. and its designees the 200,000 representative shares. Upon consummation of the IPO, the Sponsor transferred 50,000 founder shares, with an aggregate fair value of $339,500, to one Anchor Investor for the same price originally paid for such shares (see Note 3). The excess of the fair value of the founder shares transferred over the original issuance price of $339,065 was accounted for as an offering cost with an offset to additional paid-in capital upon the IPO. On October 20, 2021, the underwriters exercised the over-allotment option in full to purchase 1,500,000 Public Units. As a result, 375,000 founder shares were no longer subject to forfeiture. On the date of the IPO, the founder shares were placed into an escrow account maintained in New York, New York by Continental Stock Transfer & Trust Company, acting as escrow agent. Subject to certain limited exceptions, these shares will not be transferred, assigned, sold or released from escrow (subject to certain limited exceptions set forth below) until 180 days following the date of the consummation of the initial Business Combination, or earlier, if, subsequent to the initial Business Combination, the Company consummates a liquidation, merger, stock exchange or other similar transaction which results in all of the shareholders having the right to exchange their ordinary shares for cash, securities or other property. The founder shares are identical to the ordinary shares included in the Units being sold in the IPO. However, the initial shareholders and officers and directors have agreed (A) to vote any shares owned by them in favor of any proposed Business Combination, (B) not to convert any shares in connection with a shareholder vote to approve a proposed initial Business Combination or sell any shares to the Company in a tender offer in connection with a proposed initial Business Combination and (C) that the founder shares will not participate in any liquidating distributions from the Trust Account upon winding up if a Business Combination is not consummated. Promissory Note—Related Party On March 1, 2021, the Company entered into a promissory note of an aggregate of $150,000. The loan was to be payable without interest on the earlier to occur of July 31, 2021, the consummation of the IPO, or the abandonment of the IPO. On August 9, 2021, the Company entered into a Promissory Note Extension Agreement with the Sponsor to extend the maturity date of the promissory note from July 31, 2021 to November 30, 2021. The loans will be payable without interest on the earlier to occur of November 30, 2021, the consummation of the IPO, or the abandonment of the IPO. On September 20, 2021, the Company amended the promissory note to increase the principal to $201,000. The Company had borrowed $182,127 under such promissory note upon IPO, which was paid in full on October 18, 2021. Related Party Loans In order to finance transaction costs in connection with an intended initial Business Combination, the Sponsor, initial shareholders, officers, directors or their affiliates may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). If the Company consummates an initial Business Combination, the Company would repay such loaned amounts; provided that up to $1,500,000 of such loans may be convertible into warrants of the post Business Combination entity at a price of $1.00 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts, but no proceeds from the Trust Account would be used for such repayment. On March 15, 2022, the Company entered into a promissory note agreement with the Sponsor in the amount of $450,000. The promissory note would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. The conversion feature was analyzed under ASC 470-20, “Debt with Conversion or Other Options”, the note did not include any premium or discounts. The conversion option did not include elements that would require bifurcation under ASC 815-40, “Derivatives and Hedging.” On March 18, 2022, the Company entered into a promissory note agreement with the Sponsor in the amount of up to $64,945 for expenses paid by the Sponsor on behalf of the Company. As of March 31, 2022, the expenses paid by Sponsor on behalf of the Company totaled $53,609. The promissory note would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. The warrants would be identical to the Private Placement Warrants. The conversion feature was analyzed under ASC 470-20, “Debt with Conversion or Other Options”, the note did not include any premium or discounts. The conversion option did not include elements that would require bifurcation under ASC 815-40, “Derivatives and Hedging.” As of March 31, 2022 and September 30, 2021, the Company had $503,609 and $0 borrowings under the Working Capital Loans. On May 10, 2022, the Company borrowed an additional 11,336 under the promissory note described above. Administrative Service Fee An affiliate of the Company’s Chief Operating Officer has agreed that, commencing on the effective date of the IPO through the earlier of the consummation of the initial Business Combination or the liquidation of the Trust Account, it will make available to the Company certain general and administrative services, including office space, utilities and administrative support, as the Company may require from time to time. The Company has agreed to pay $10,000 per month for these services. For the three and six months ended March 31, 2022, the Company has incurred $30,000 and $55,000 in fees for these services, respectively. As of March 31, 2022 and December 31, 2021, the Company has accrued $55,000 and $0 of administrative service fees, which is included in due to related party in the accompanying balance sheets, respectively. For the period from February 23, 2021 (inception) through March 31, 2021, the Company did not incur any fees for these services.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Mar. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 6—Commitments and Contingencies Registration Rights The holders of the founder shares issued and outstanding on the date of the IPO, as well as the holders of the representative shares, Private Placement Warrants and any warrants the Sponsor, officers, directors or their affiliates may be issued in payment of Working Capital Loans made to the Company (and all underlying securities), will be entitled to registration rights pursuant to an agreement signed on October 12, 2021. The holders of a majority of these securities are entitled to make up to two demands that the Company registers such securities. The holders of the majority of the founder shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these ordinary shares are to be released from escrow. The holders of a majority of the representative shares, Private Placement Warrants and warrants issued to the Sponsor, officers, directors or their affiliates in payment of Working Capital Loans made to the Company (or underlying securities) can elect to exercise these registration rights at any time after the Company consummates a Business Combination. Notwithstanding anything to the contrary, EarlyBirdCapital, Inc. may only make a demand on one occasion and only during the five-year period beginning on the effective date of the registration statement. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination; provided, however, that EarlyBirdCapital, Inc. may participate in a “piggy-back” registration only during the seven-year period beginning on the effective date of the registration statement. 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 the IPO to purchase up to an additional 1,500,000 units to cover over-allotments, if any. On October 14, 2021, the Company paid cash underwriting commissions of 2.0% of the gross proceeds of the IPO, or $2,000,000. The underwriters are entitled to a deferred underwriting commission of 3.5% of the gross proceeds of the IPO, or $3,500,000, which will be paid from the funds held in the Trust Account upon completion of the Company’s initial Business Combination subject to the terms of the underwriting agreement. On October 20, 2021, the underwriters exercised the over-allotment option in full to purchase 1,500,000 Public Units at a purchase price of $10.00 per Public Unit, generating gross proceeds to the Company of $15,000,000 (see Note 3), and were, in aggregate, paid a fixed underwriting discount of $300,000. Representative Shares Effective February 23, 2021, the Company issued to EarlyBirdCapital, Inc. and its designees the 200,000 representative shares. The holders of the representative 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 representative shares have agreed (i) to waive their conversion rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial Business Combination and (ii) 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 the Combination Period. The representative shares have been deemed compensation by FINRA and are therefore subject to a lock-up for a period of 180 days immediately following the date of the effectiveness of the registration statement pursuant to Rule 5110(e)(1) of the FINRA Manual. Pursuant to FINRA Rule 5110(e)(1), these securities will not be sold during the IPO or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the economic disposition of the securities by any person for a period of 180 days immediately following the effective date of the registration statement or commencement of sales of the IPO, except to any underwriter and selected dealer participating in the IPO and their bona fide officers or partners, provided that all securities so transferred remain subject to the lockup restriction above for the remainder of the time period. Forward Purchase Agreements In connection with the consummation of the IPO, as amended on March 22, 2022, the Company entered into contingent forward purchase agreements (the “FPA”) with certain members of the Sponsor (the “Forward Purchase Investors”) which provide for the purchase by the Forward Purchase Investors of an aggregate of up to 4,000,000 units for total gross proceeds of up to $40,000,000. In addition, the Forward Purchase Investors irrevocably commit $10,000,000 of Purchaser’s capital to backstop redemptions of Ordinary Shares by shareholders of the Company who have properly elected to redeem their Ordinary Shares in exchange for which the Company or, at the Company’s option, Parent, will issue (i) an additional amount of ordinary shares in the Company, or at the Company’s option, Parent, and (ii) 500,000 warrants of the Company or, at the Company’s option, Parent, effective as of immediately prior to, or simultaneously with, the Business Combination Closing. These units will be purchased, subject to certain conditions, in a private placement to close immediately prior to, or simultaneously with, the consummation of the Company’s Business Combination. The Company accounted for the FPA in accordance with the guidance contained in ASC 815-40. Such guidance provides that the FPA meets the criteria for equity treatment due to no circumstances under which the Company can be forced to net cash settle the FPA. As incentives for the FPA, upon consummation of the IPO, the Forward Purchase Investors received an aggregate of 300,000 membership interests in the Sponsor, with an aggregate fair value of $2,037,000, for no consideration, which were accounted for as offering costs with an offset to additional paid-in capital upon the IPO.

Shareholders_ (Deficit) Equity

Shareholders’ (Deficit) Equity	6 Months Ended
	Mar. 31, 2022
Shareholders’ (Deficit) Equity [Abstract]
Shareholders’ (Deficit) Equity	Note 7—Shareholders’ (Deficit) Equity Preference shares—The Company is authorized to issue 1,000,000 preference shares with a par value of $0.0001 per share and with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of March 31, 2022 and September 30, 2021, there were no Ordinary shares—The Company is authorized to issue 100,000,000 ordinary shares with a par value of $0.0001 per share. As of March 31, 2022, there were 3,075,000 ordinary shares issued and outstanding. As of September 30, 2021, there were no ordinary shares issued and outstanding. Warrants—Each whole warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share, subject to adjustment as discussed herein. In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors, and in the case of any such issuance to the Sponsor, initial shareholders or their affiliates, without taking into account any founder shares held by them prior to such issuance), (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 on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates the 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 greater of (i) the Market Value or (ii) the price at which the Company issues the additional ordinary shares or equity-linked securities. The warrants will become exercisable 30 days after the completion of an initial Business Combination. The warrants will expire at 5:00 p.m., New York City time, on the fifth anniversary of the completion of an initial Business Combination, or earlier upon redemption. No warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the ordinary shares issuable upon exercise of the warrants and a current prospectus relating to such ordinary shares. Notwithstanding the foregoing, if a registration statement covering the ordinary shares issuable upon exercise of the warrants is not effective within a specified period following the consummation 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 shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act of 1933, as amended, or the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. The Company may redeem the outstanding warrants in whole and not in part, at a price of $0.01 per warrant at any time after the warrants become exercisable, upon a minimum of 30 days’ prior written notice of redemption, if, and only if, the last sales price of the ordinary shares equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations) for any 20 trading days within a 30 trading day period commencing at any time after the warrants become exercisable and ending three business days before the Company sends the notice of redemption; and if, and only if, there is a current registration statement in effect with respect to the ordinary shares underlying such warrants. If the foregoing conditions are satisfied and the Company issues a notice of redemption, each warrant holder can exercise his, her or its warrant prior to the scheduled redemption date. However, the price of the ordinary shares may fall below the $18.00 trigger price as well as the $11.50 warrant exercise price after the redemption notice is issued. If the Company calls the warrants for redemption as described above, the Company’s management will have the option to require all holders that wish to exercise warrants to do so on a “cashless basis.” In such event, each holder would pay the exercise price by surrendering the warrants for that number of ordinary shares equal to the quotient obtained by dividing (x) the product of the number of ordinary shares underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” (defined below) by (y) the fair market value. The “fair market value” for this purpose shall mean the average reported last sale price of the ordinary shares for the five trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of warrants. The Company accounted for the 10,750,000 warrants issued in connection with the IPO (including the 5,750,000 Public Warrants included in the Units and the 5,000,000 Private Placement Warrants) in accordance with the guidance contained in ASC 815-40. Such guidance provides that the warrants meet the criteria for equity treatment due to the existence of provisions whereby adjustments to the exercise price of the warrants is based on a variable that is an input to the fair value of a “fixed-for-fixed” option and no circumstances under which the Company can be forced to net cash settle the warrants. The Company established the non-recurring fair value for the Public Warrants of $8,165,000 on October 14, 2021, the date of the Company’s Initial Public Offering, using the Monte Carlo Simulation. The Monte Carol Simulation is considered a Level 3 measurement. The key inputs into the Monte Carlo Simulation for the Public Warrants as of October 14, 2021, were as follows: October 14, 2021 Exercise price $ 11.50 Stock price $ 9.26 Volatility 30.0 % Term 5.00 Risk-free rate 0.93 % Dividend yield 0.0 % Significant increases (decreases) in the expected volatility in isolation would result in a significantly higher (lower) fair value measurement.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 8—Fair Value Measurements The following table presents information about the Company’s assets that are measured at fair value on March 31, 2022, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: March 31, Quoted Significant Significant Assets: Marketable securities held in Trust Account $ 116,162,721 $ 116,162,721 $ — $ — $ 116,162,721 $ 116,162,721 $ — $ — The over-allotment option was accounted for as liabilities in accordance with ASC 815-40 and is presented within liabilities on the balance sheets. The over-allotment liability is measured at fair value at inception and on a recurring basis, with changes in fair value presented within change in fair value of over-allotment liability in the statements of operations. The Company used a Black Scholes model to value the over-allotment option. The over-allotment option was classified within Level 3 of the fair value hierarchy at the measurement dates due to the use of unobservable inputs. Inherent in pricing models are assumptions related to expected share-price volatility, expected life and risk-free interest rate. The Company estimates the volatility of its ordinary shares based on historical volatility that matches the expected remaining life of the option. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the option. The expected life of the option is assumed to be equivalent to their remaining contractual term. The key inputs into the Black Scholes model for the over-allotment liability was as follows at initial measurement: Input October 14, Risk-free interest rate 0.04 % Expected term (years) 0.12 Expected volatility 5.0 % Exercise price $ 10.00 Unit price $ 10.00 Input October 20, Risk-free interest rate 0.04 % Expected term (years) 0.11 Expected volatility 5.0 % Exercise price $ 10.00 Unit price $ 10.00 The following table sets forth a summary of the changes in the fair value of the Level 3 over-allotment liability for the six months ended March 31, 2022: Over-allotment Fair value as of October 1, 2021 $ - Initial fair value of over-allotment liability upon issuance at IPO 105,450 Change in fair value (44,550 ) Charged to shareholders’ (deficit) equity upon exercise (60,900 ) Fair value as of March 31, 2022 $ —

Subsequent Events

Subsequent Events	6 Months Ended
	Mar. 31, 2022
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 the condensed financial statements were issued. Based upon this evaluation, other than the below, the Company did not identify any other subsequent events that would have required adjustments or disclosure in the condensed financial statements. On April 14, 2022, the Company entered into a backstop subscription agreement with Composite Analysis Group, Inc. (“Composite”), pursuant to which Composite has agreed to provide $10,000,000 of committed capital to the Company in the event that, as of immediately prior to the closing of an initial business combination, certain minimum cash conditions are not met after taking into account redemptions by Company shareholders in connection with the business combination and certain other investments. In exchange for providing the Backstop Commitment, the Company will issue and sell to Composite (a) 1,000,000 ordinary shares of the Company at a purchase price of $10.00 per share, and (b) 100,000 warrants of the Company. On May 3, 2022, the Company entered into a promissory note agreement with the Sponsor in the amount of $250,000. The promissory note would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, convertible into warrants of the post-Business Combination entity at a price of $1.00 per warrant. On May 10, 2022, company drew an additional $11,336 on the promissory note described in Note 5.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	6 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) for financial information and pursuant to the rules and regulations of the U.S. Securities and Exchanges Commission (“SEC”). Accordingly, they do not include all of the information and footnotes required by US GAAP. In the opinion of management, the unaudited condensed financial statements reflect all adjustments, which include only normal recurring adjustments necessary for the fair statement of the balances and results for the period presented. Operating results for the three and six months ended March 31, 2022 are not necessarily indicative of the results that may be expected through September 30, 2022. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Form 8-K and the final prospectus filed by the Company with the SEC on October 21, 2021 and October 13, 2021, respectively.
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 auditor 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 unaudited condensed financial statement 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 the unaudited condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. 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 did not have any cash equivalents as of March 31, 2022 and September 30, 2021.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account At March 31, 2022, the assets held in the Trust Account were held in treasury funds. All of the Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair value of investments held in Trust Account are determined using available market information.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. At March 31, 2022 and September 30, 2021, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. US GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Ordinary Shares Subject to Possible Redemption	Ordinary Shares Subject to Possible Redemption All of the 11,500,000 ordinary shares sold as part of the Units 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 Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association. In accordance with ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity. Therefore, all 11,500,000 ordinary shares were classified outside of permanent equity as of March 31, 2022. The Company recognized changes in redemption value immediately as they occur upon the IPO and will adjust the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit.
Offering Costs associated with the Initial Public Offering	Offering Costs associated with the Initial Public Offering The Company complies with the requirements of ASC 340-10-S99-1. Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the IPO that were directly related to the IPO. The Company incurred offering costs amounting to $10,949,821 as a result of the IPO consisting of $2,300,000 of underwriting commissions, $4,025,000 of deferred underwriting commissions, $4,073,565 of incentives to Anchor Investors (see Note 3) and Forward Purchase Investors (see Note 6), and $551,256 of other offering costs.
Net Loss Per Ordinary Share	Net Loss Per Ordinary Share The Company has two categories of shares, which are referred to as redeemable ordinary shares and non-redeemable ordinary shares. Earnings and losses are shared pro rata between the two categories of shares. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net loss per share for each category: Three Months Ended Six Months Ended For the Period from February 23, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Numerator Allocation of net loss $ (529,595 ) $ (141,609 ) $ (653,980 ) $ (186,788 ) $ — $ (6,827 ) Denominator Weighted average shares outstanding 11,500,000 3,075,000 10,629,121 3,035,852 — 2,700,000 Basic and diluted net loss per share $ (0.05 ) $ (0.05 ) $ (0.06 ) $ (0.06 ) $ — $ (0.00 )
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”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The Company has determined the warrants to be issued in the IPO meet the requirements for equity classification.
Income Taxes	Income Taxes The Company accounts for income taxes under FASB ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company is subject to potential Israeli income tax and filing requirements due to its presence in Tel Aviv. Income of the Israeli company will be taxable at corporate tax rate of 23%.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. The ASU also removes certain settlement conditions that are required for equity-linked contracts to qualify for scope exception, and it simplifies the diluted earnings per share calculation in certain areas. The Company adopted ASU 2020-06 on February 23, 2021. Adoption of the ASU did not impact the Company’s financial statements. Management does not believe that any other recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statement.

Significant Accounting Polici_2

Significant Accounting Policies (Tables)	6 Months Ended
	Mar. 31, 2022
Accounting Policies [Abstract]
Schedule of redeemable ordinary shares and non-redeemable ordinary shares	Three Months Ended Six Months Ended For the Period from February 23, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Redeemable Non-redeemable Numerator Allocation of net loss $ (529,595 ) $ (141,609 ) $ (653,980 ) $ (186,788 ) $ — $ (6,827 ) Denominator Weighted average shares outstanding 11,500,000 3,075,000 10,629,121 3,035,852 — 2,700,000 Basic and diluted net loss per share $ (0.05 ) $ (0.05 ) $ (0.06 ) $ (0.06 ) $ — $ (0.00 )

Initial Public Offering (Tables

Initial Public Offering (Tables)	6 Months Ended
	Mar. 31, 2022
Initial Public Offering Table [Abstract]
Schedule of ordinary shares reflected on the balance sheet	Gross proceeds from IPO $ 115,000,000 Less: Proceeds allocated to Public Warrants (8,165,000 ) Ordinary shares issuance costs (10,037,915 ) Plus: Accretion of carrying value to redemption value 19,355,377 Ordinary shares subject to redemption, as of December 31, 2021 116,152,462 Plus: Accretion of carrying value to redemption value 10,259 Ordinary shares subject to redemption, as of March 31, 2022 $ 116,162,721

Shareholders_ (Deficit) Equity

Shareholders’ (Deficit) Equity (Tables)	6 Months Ended
	Mar. 31, 2022
Stockholders' Equity Note [Abstract]
Schedule of key inputs into public warrants	October 14, 2021 Exercise price $ 11.50 Stock price $ 9.26 Volatility 30.0 % Term 5.00 Risk-free rate 0.93 % Dividend yield 0.0 %

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Mar. 31, 2022
Fair Value Disclosures [Abstract]
Schedule of fair value hierarchy of the valuation inputs	March 31, Quoted Significant Significant Assets: Marketable securities held in Trust Account $ 116,162,721 $ 116,162,721 $ — $ — $ 116,162,721 $ 116,162,721 $ — $ —
Schedule of black scholes model for the over-allotment liability	Input October 14, Risk-free interest rate 0.04 % Expected term (years) 0.12 Expected volatility 5.0 % Exercise price $ 10.00 Unit price $ 10.00 Input October 20, Risk-free interest rate 0.04 % Expected term (years) 0.11 Expected volatility 5.0 % Exercise price $ 10.00 Unit price $ 10.00
Schedule of changes in the fair value of the Level 3 over-allotment liability	Over-allotment Fair value as of October 1, 2021 $ - Initial fair value of over-allotment liability upon issuance at IPO 105,450 Change in fair value (44,550 ) Charged to shareholders’ (deficit) equity upon exercise (60,900 ) Fair value as of March 31, 2022 $ —

Organization and Business Ope_2

Organization and Business Operation (Details) - USD ($)	Oct. 14, 2021	Oct. 20, 2021	Mar. 31, 2022	Sep. 30, 2021
Organization and Business Operation (Details) [Line Items]
Price per share (in Dollars per share)			$ 10.1
Transaction costs			$ 10,949,821
Underwriting commissions			2,300,000
Deferred underwriting commissions			4,025,000
Incentives to anchor investors			4,073,565
Other offering costs			$ 551,256
Aggregate fair market value percentage			80.00%
Outstanding public shares percentage		100.00%
Initial business combination description			If the Company does not consummate an initial Business Combination within 18 months from the closing of the IPO (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 outstanding public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including any interest not previously released to the Company but net of taxes payable (and less up to $50,000 of interest to pay liquidation expenses), divided by the number of then outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors, dissolve and liquidate, subject (in the case of (ii) and (iii) above) to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.
Public shares percentage			100.00%
Cash			$ 322,960
Working capital			6,353
Unsecured promissory note			$ 182,127
IPO [Member]
Organization and Business Operation (Details) [Line Items]
Consummated IPO (in Shares)	10,000,000
Per unit (in Dollars per share)	$ 10
Generating gross proceeds	$ 100,000,000
Ordinary share per share (in Dollars per share)	$ 11.5
Private Placement Warrants [Member]
Organization and Business Operation (Details) [Line Items]
Warrants shares (in Shares)			4,550,000
Price per share (in Dollars per share)		$ 1	$ 1
Gross proceeds		$ 450,000	$ 4,550,000
Additional units (in Shares)		450,000
Over-Allotment Option [Member]
Organization and Business Operation (Details) [Line Items]
Price per share (in Dollars per share)		$ 10.1
Gross proceeds		$ 15,000,000
Additional units (in Shares)		1,500,000
Net proceeds		$ 116,150,000
Sponsor [Member]
Organization and Business Operation (Details) [Line Items]
Payments from the sponsor			$ 25,000
Business Combination [Member]
Organization and Business Operation (Details) [Line Items]
Outstanding voting securities percentage			50.00%

Significant Accounting Polici_3

Significant Accounting Policies (Details)	6 Months Ended
	Mar. 31, 2022USD ($)shares
Significant Accounting Policies (Details) [Line Items]
Federal depository insurance coverage	$ 250,000
Aggregate of ordinary shares (in Shares) | shares	11,500,000
Underwriting commissions	$ 2,300,000
Deferred underwriting commissions	4,025,000
Other offering costs	$ 551,256
Corporate tax rate	23.00%
IPO [Member]
Significant Accounting Policies (Details) [Line Items]
Ordinary shares of sold (in Shares) | shares	11,500,000
Offering costs	$ 10,949,821
Purchase Investors [Member] | Anchor Investors [Member]
Significant Accounting Policies (Details) [Line Items]
Incentive	$ 4,073,565

Significant Accounting Polici_4

Significant Accounting Policies (Details) - Schedule of redeemable ordinary shares and non-redeemable ordinary shares - USD ($)	1 Months Ended	3 Months Ended	6 Months Ended
	Mar. 31, 2021	Mar. 31, 2022	Mar. 31, 2022
Redeemable [Member]
Numerator
Allocation of net loss		$ (529,595)	$ (653,980)
Denominator
Weighted average shares outstanding		11,500,000	10,629,121
Basic and diluted net loss per share		$ (0.05)	$ (0.06)
Non-redeemable [Member]
Numerator
Allocation of net loss	$ (6,827)	$ (141,609)	$ (186,788)
Denominator
Weighted average shares outstanding	2,700,000	3,075,000	3,035,852
Basic and diluted net loss per share	$ 0	$ (0.05)	$ (0.06)

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)	Oct. 14, 2021	Oct. 20, 2021	Mar. 31, 2022
Initial Public Offering (Details) [Line Items]
Number of shares (in Shares)	10,000,000
Price per shares (in Dollars per share)	$ 10
Common stock, description	Each Unit consists of one ordinary share and one-half of one warrant. Each whole warrant entitles the holder to purchase one ordinary share at a price of $11.50 per share.
Event exceeding percentage			9.90%
Aggregate fair value			$ 1,697,500
Aggregate received (in Shares)			250,000
Original issuance price			$ 339,065
IPO [Member]
Initial Public Offering (Details) [Line Items]
Net proceeds	$ 101,000,000
Purchase price per share (in Dollars per share)	$ 10.1
Offering costs			$ 1,697,500
Additional Public Units (in Shares)			1,500,000
Over-Allotment Option [Member]
Initial Public Offering (Details) [Line Items]
Purchase Public Units (in Shares)		1,500,000
Purchase price per shares (in Dollars per share)		$ 10
Gross proceeds		$ 15,000,000
Founder Shares [Member]
Initial Public Offering (Details) [Line Items]
Sponsor transferred founder shares (in Shares)			50,000
Aggregate fair value			$ 339,500

Initial Public Offering (Deta_2

Initial Public Offering (Details) - Schedule of ordinary shares reflected on the balance sheet	6 Months Ended
	Mar. 31, 2022USD ($)
Schedule of ordinary shares reflected on the balance sheet [Abstract]
Gross proceeds from IPO	$ 115,000,000
Less:
Proceeds allocated to Public Warrants	(8,165,000)
Ordinary shares issuance costs	(10,037,915)
Plus:
Accretion of carrying value to redemption value	19,355,377
Ordinary shares subject to redemption, as of December 31, 2021	116,152,462
Plus:
Accretion of carrying value to redemption value	10,259
Ordinary shares subject to redemption, as of March 31, 2022	$ 116,162,721

Private Placement (Details)

Private Placement (Details) - USD ($)	1 Months Ended	6 Months Ended
	Oct. 20, 2021	Mar. 31, 2022
Private Placement Warrants [Member]
Private Placement (Details) [Line Items]
Aggregate shares purchase (in Shares)		4,550,000
Ordinary per share		$ 11.5
Share price		$ 1
Aggregate private placement (in Dollars)		$ 4,550,000
Over-Allotment Option [Member]
Private Placement (Details) [Line Items]
Aggregate shares purchase (in Shares)	450,000
Warrant per share	$ 1
Generating gross proceeds (in Dollars)	$ 450,000

Related Party Transactions (Det

Related Party Transactions (Details)

May 10, 2022USD ($)

Mar. 15, 2022USD ($)$ / shares

Aug. 09, 2021

Feb. 23, 2021USD ($)$ / sharesshares

Mar. 18, 2022USD ($)

Oct. 20, 2021shares

Sep. 20, 2021USD ($)

Mar. 31, 2022USD ($)$ / sharesshares

Mar. 31, 2022USD ($)$ / sharesshares

Sep. 30, 2021USD ($)$ / sharesshares

Apr. 14, 2022shares

Mar. 01, 2021USD ($)

Related Party Transactions (Details) [Line Items]

Shares issued (in Shares) | shares

3,075,000

3,075,000

3,075,000

Common stock, Par value (in Dollars per share) | $ / shares

$ 0.0001

$ 0.0001

$ 0.0001

Sponsor amount

$ 25,000

Price per share (in Dollars per share) | $ / shares

$ 0.009

Founder shares (in Shares) | shares

375,000

Aggregate fair value amount

$ 339,500

Number of investors

1

Original issuance price

$ 339,065

Founder shares subject to forfeiture (in Shares) | shares

375,000

Promissory note extension agreement description

On August 9, 2021, the Company entered into a Promissory Note Extension Agreement with the Sponsor to extend the maturity date of the promissory note from July 31, 2021 to November 30, 2021.

Promissory note description

The Company had borrowed $182,127 under such promissory note upon IPO, which was paid in full on October 18, 2021.

Loan convertible into warrants

$ 1,500,000

Business Combination entity at price per share (in Dollars per share) | $ / shares

$ 1

Promissory note amount

$ 450,000

$ 64,945

$ 53,609

Business combination entity price (in Dollars per share) | $ / shares

$ 1

Working capital loans

503,609

$ 0

Services fee

10,000

Incurred fees services

$ 30,000

55,000

Administrative service fees

$ 55,000

$ 0

Ordinary Shares [Member]

Related Party Transactions (Details) [Line Items]

Shares issued (in Shares) | shares

2,875,000

Common stock, Par value (in Dollars per share) | $ / shares

$ 0.0001

Over-Allotment Option [Member]

Related Party Transactions (Details) [Line Items]

Purchase of public units (in Shares) | shares

1,500,000

Subsequent Event [Member]

Related Party Transactions (Details) [Line Items]

Shares issued (in Shares) | shares

1,000,000

Additional promissory note

$ 11,336

Business Combination [Member]

Related Party Transactions (Details) [Line Items]

Post-Business combination entity at a price (in Dollars per share) | $ / shares

$ 1

$ 1

Sponsor [Member]

Related Party Transactions (Details) [Line Items]

Founder shares (in Shares) | shares

50,000

EarlyBirdCapital, Inc [Member]

Related Party Transactions (Details) [Line Items]

Shares issued (in Shares) | shares

200,000

Promissory Note [Member]

Related Party Transactions (Details) [Line Items]

Aggregate amount

$ 150,000

Principal amount

$ 201,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)	Oct. 14, 2021	Feb. 23, 2021	Oct. 20, 2021	Mar. 31, 2022
Commitments and Contingencies (Details) [Line Items]
Aggregate of membership interests (in Shares)				300,000
Aggregate fair value				$ 2,037,000
Over-Allotment Option [Member]
Commitments and Contingencies (Details) [Line Items]
Proposed Public Offering			$ 15,000,000
Generating gross proceeds			$ 15,000,000
IPO [Member]
Commitments and Contingencies (Details) [Line Items]
Underwriting commissions	2.00%
Underwriting Agreement [Member]
Commitments and Contingencies (Details) [Line Items]
Proposed Public Offering	$ 2,000,000
Deferred underwriting commission				3.50%
Option to purchase public unit (in Shares)			1,500,000
Purchase price per public unit			$ 10
Generating gross proceeds			15,000,000
Fixed underwriting discount			$ 300,000
Underwriting Agreement [Member] | Over-Allotment Option [Member]
Commitments and Contingencies (Details) [Line Items]
Additional units purchased (in Shares)				1,500,000
Underwriting Agreement [Member] | IPO [Member]
Commitments and Contingencies (Details) [Line Items]
Held in trust account				$ 3,500,000
Representative Shares [Member]
Commitments and Contingencies (Details) [Line Items]
Representative shares (in Shares)		200,000
Forward Purchase Investors [Member]
Commitments and Contingencies (Details) [Line Items]
Aggregate purchase unit (in Shares)				4,000,000
Total gross proceeds				$ 40,000,000
Capital purchase amount				$ 10,000,000
Forward Purchase Investors [Member] | Business Acquisition [Member]
Commitments and Contingencies (Details) [Line Items]
Business combination, description				(i) an additional amount of ordinary shares in the Company, or at the Company’s option, Parent, and (ii) 500,000 warrants of the Company or, at the Company’s option, Parent, effective as of immediately prior to, or simultaneously with, the Business Combination Closing.

Shareholders_ (Deficit) Equit_2

Shareholders’ (Deficit) Equity (Details) - USD ($)	Oct. 14, 2021	Dec. 31, 2021	Mar. 31, 2022	Sep. 30, 2021
Shareholders’ (Deficit) Equity (Details) [Line Items]
Preference shares authorized			1,000,000	1,000,000
Preference shares par value (in Dollars per share)			$ 0.0001	$ 0.0001
Preference shares outstanding
Preference shares issued
Ordinary shares authorized			100,000,000	100,000,000
Ordinary shares par value (in Dollars per share)			$ 0.0001	$ 0.0001
Ordinary shares issued			3,075,000	0
Ordinary shares outstanding			3,075,000	0
Non-recurring fair value of warrants (in Dollars)		$ 8,165,000
Warrants [Member]
Shareholders’ (Deficit) Equity (Details) [Line Items]
Price per share (in Dollars per share)			$ 11.5
Warrant price per share (in Dollars per share)			0.01
Sale price per share (in Dollars per share)			18
Trigger price per share (in Dollars per share)			18
Warrant exercise price (in Dollars per share)			$ 11.5
Private Placement Warrants [Member]
Shareholders’ (Deficit) Equity (Details) [Line Items]
Warrants issued			5,750,000
Public Warrants [Member]
Shareholders’ (Deficit) Equity (Details) [Line Items]
Warrants issued			5,000,000
Non-recurring fair value of warrants (in Dollars)	$ 8,165,000
IPO [Member] | Warrants [Member]
Shareholders’ (Deficit) Equity (Details) [Line Items]
Warrants issued			10,750,000
Business Combination [Member]
Shareholders’ (Deficit) Equity (Details) [Line Items]
Business combination, description			In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per ordinary share (with such issue price or effective issue price to be determined in good faith by the board of directors, and in the case of any such issuance to the Sponsor, initial shareholders or their affiliates, without taking into account any founder shares held by them prior to such issuance), (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 on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates the 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 greater of (i) the Market Value or (ii) the price at which the Company issues the additional ordinary shares or equity-linked securities.

Shareholders_ (Deficit) Equit_3

Shareholders’ (Deficit) Equity (Details) - Schedule of key inputs into public warrants - Public Warrants [Member]	Oct. 14, 2021$ / shares
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Exercise price (in Dollars per share)	$ 11.5
Stock price (in Dollars per share)	$ 9.26
Volatility	30.00%
Term	5 years
Risk-free rate	0.93%
Dividend yield	0.00%

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Schedule of fair value hierarchy of the valuation inputs	Mar. 31, 2022USD ($)
Fair Value Measurements (Details) - Schedule of fair value hierarchy of the valuation inputs [Line Items]
Total Marketable securities held in Trust Account	$ 116,162,721
Quoted Prices In Active Markets (Level 1) [Member]
Fair Value Measurements (Details) - Schedule of fair value hierarchy of the valuation inputs [Line Items]
Total Marketable securities held in Trust Account	116,162,721
Significant Other Observable Inputs (Level 2) [Member]
Fair Value Measurements (Details) - Schedule of fair value hierarchy of the valuation inputs [Line Items]
Total Marketable securities held in Trust Account
Significant Other Unobservable Inputs (Level 3) [Member]
Fair Value Measurements (Details) - Schedule of fair value hierarchy of the valuation inputs [Line Items]
Total Marketable securities held in Trust Account

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of black scholes model for the over-allotment liability - Black Scholes [Member] - $ / shares	12 Months Ended
	Oct. 20, 2021	Oct. 14, 2021
Fair Value, Concentration of Risk, Financial Statement Captions [Line Items]
Risk-free interest rate	0.04%	0.04%
Expected term (years)	1 month 9 days	1 month 13 days
Expected volatility	5.00%	5.00%
Exercise price	$ 10	$ 10
Unit price	$ 10	$ 10

Fair Value Measurements (Deta_3

Fair Value Measurements (Details) - Schedule of changes in the fair value of the Level 3 over-allotment liability	6 Months Ended
	Mar. 31, 2022USD ($)
Schedule of changes in the fair value of the Level 3 over-allotment liability [Abstract]
Fair value as of Beginning
Initial fair value of over-allotment liability upon issuance at IPO	105,450
Change in fair value	(44,550)
Charged to shareholders’ (deficit) equity upon exercise	(60,900)
Fair value as of Ending

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	May 10, 2022	May 03, 2022	Apr. 14, 2022
Subsequent Events (Details) [Line Items]
Warrants (in Shares)			100,000
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Committed capital			$ 10,000,000
Ordinary shares (in Shares)			1,000,000
Purchase price (in Dollars per share)			$ 10
Agreement amount		$ 250,000
Warrants price per share (in Dollars per share)		$ 1
Additional promissory note	$ 11,336