Mobix Labs (MOBX) 10-Q 17 Nov 22 2022 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2022	Nov. 17, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2022
Document Transition Report	false
Entity Registrant Name	Chavant Capital Acquisition Corp.
Entity Incorporation, State or Country Code	E9
Entity File Number	001-40621
Entity Tax Identification Number	98-1591717
Entity Address, Address Line One	445 Park Avenue, 9th Floor
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10022
City Area Code	212
Local Phone Number	745-1086
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Entity Common Stock, Shares Outstanding		2,953,033
Entity Central Index Key	0001855467
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Amendment Flag	false
Units, each consisting of one ordinary share, par value $0.0001 per share, and three-quarters of one redeemable warrant
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one ordinary share, par value $0.0001 per share, and three-quarters of one redeemable warrant
Trading Symbol	CLAYU
Security Exchange Name	NASDAQ
Ordinary shares, par value $0.0001 per share
Document Information [Line Items]
Title of 12(b) Security	Ordinary shares, par value $0.0001 per share
Trading Symbol	CLAY
Security Exchange Name	NASDAQ
Redeemable warrants, each warrant exercisable for one ordinary share, each at an exercise price of $11.50 per share
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, each warrant exercisable for one ordinary share, each at an exercise price of $11.50 per share
Trading Symbol	CLAYW
Security Exchange Name	NASDAQ

UNAUDITED CONDENSED BALANCE SHE

UNAUDITED CONDENSED BALANCE SHEETS - USD ($)		Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash		$ 80,209	$ 240,706
Prepaid expenses			432,591
Total Current Assets		80,209	673,297
Investment held in trust account		9,672,901	80,002,777
TOTAL ASSETS		9,753,110	80,676,074
Current liabilities:
Warrant liability		136,000	1,667,262
Accrued expenses		312,508	69,002
Promissory note - due to sponsor		362,000
Total Liabilities		810,508	1,736,264
Commitments and Contingencies
Shareholders' Deficit:
Preference shares, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Additional paid-in capital		30	30
Accumulated deficit		(630,529)	(1,060,420)
Total Shareholders' Deficit		(630,299)	(1,060,190)
TOTAL LIABILITIES, SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS' DEFICIT		9,753,110	80,676,074
Ordinary shares subject to redemption
Current liabilities:
Ordinary shares subject to possible redemption, $0.0001 par value; 200,000,000 shares authorized; 953,033 and 8,000,000 shares subject to possible redemption at redemption value of $10.00 per share as of September 30, 2022 and December 31, 2021, respectively		9,572,901	80,000,000
Ordinary Shares Not Subject To Redemption
Shareholders' Deficit:
Ordinary shares, $0.0001 par value; 200,000,000 shares authorized; 2,000,000 shares issued and outstanding	[1]	$ 200	$ 200
[1] 875,000 ordinary shares were surrendered to the Company for cancellation for no consideration, resulting in 2,000,000 non-redeemable ordinary shares outstanding. All share amounts and related information have been retroactively restated to reflect the share surrender (see Note 7)

UNAUDITED CONDENSED BALANCE S_2

UNAUDITED CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares authorized	200,000,000	200,000,000
Temporary equity, shares outstanding	953,033	8,000,000
Purchase price, per unit	$ 10
Shares surrendered to company for cancellation	875,000	875,000
Ordinary Shares
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares authorized	200,000,000	200,000,000
Temporary Equity, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Temporary Equity, Shares Authorized	200,000,000	200,000,000
Ordinary shares subject to redemption
Temporary equity, shares outstanding	953,033	8,000,000
Purchase price, per unit	$ 10	$ 10
Ordinary Shares Not Subject To Redemption
Common shares, shares issued	2,000,000	2,000,000
Common shares, shares outstanding	2,000,000	2,000,000

UNAUDITED CONDENSED STATEMENTS

UNAUDITED CONDENSED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		6 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2022
General and administrative expense	$ 262,902	$ 332,248	$ 380,235	$ 1,014,243
Administrative expense-related party	30,000	30,000	30,000	90,000
Loss from operations	(292,902)	(362,248)	(410,235)	(1,104,243)
Other income:
Gain from change in fair value of warrant liability	119,000	1,156,000	1,156,000	1,531,262
Interest earned on marketable securities held in trust account	110,828	789	789	149,051
Total other income	229,828	1,156,789	1,156,789	1,680,313
Income (Loss) before income taxes	(63,074)	794,541	746,554	576,070
Income tax expense				0
Net Income (Loss)	$ (63,074)	$ 794,541	$ 746,554	$ 576,070
Ordinary shares subject to redemption
Other income:
Weighted average ordinary shares outstanding, basic	2,331,787	6,173,913	2,897,959	6,089,833
Weighted average ordinary shares outstanding, diluted	2,331,787	6,173,913	2,897,959	6,089,833
Basic net (loss) income per ordinary share	$ 0.01	$ 0.37	$ 1.06	$ 0.08
Diluted net (loss) income per ordinary share	$ 0.01	$ 0.37	$ 1.06	$ 0.08
Non-redeemable ordinary share
Other income:
Weighted average ordinary shares outstanding, basic	2,000,000	2,000,000	1,806,122	2,000,000
Weighted average ordinary shares outstanding, diluted	2,000,000	2,000,000	1,806,122	2,000,000
Basic net (loss) income per ordinary share	$ (0.05)	$ (0.73)	$ (1.29)	$ 0.05
Diluted net (loss) income per ordinary share	$ (0.05)	$ (0.73)	$ (1.29)	$ 0.05

UNAUDITED CONDENSED STATEMENT_2

UNAUDITED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($)	Ordinary Shares Subject To Possible Redemption	Ordinary Shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning (in shares) at Mar. 18, 2021		0
Balance at the beginning at Mar. 18, 2021		$ 0	$ 0	$ 0	$ 0
Balance at the beginning, Shares subject to possible redemption (in shares) at Mar. 18, 2021	0
Balance at the beginning, Shares subject to possible redemption at Mar. 18, 2021	$ 0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of ordinary shares		$ 200	24,800		25,000
Issuance of ordinary shares (in shares)		2,300,000
Issuance of Public Shares and Public Warrants in initial public offering	$ 75,140,000		4,860,000		4,860,000
Issuance of Public Shares and Public Warrants in initial public offering (in shares)	8,000,000
Offering cost allocation	$ (1,933,210)		(125,039)		(125,039)
Cash proceeds received in excess of fair value for Private Placement Warrants			612,000		612,000
Accretion to ordinary shares subject to redemption (Deemed dividend)	6,793,210		(5,371,731)	(1,421,479)	(6,793,210)
Forfeiture of Founder Shares in connection with the expiration of overallotment option (in Shares)		(300,000)
Net Income (loss)				746,554	746,554
Balance at the end, Shares subject to possible redemption at Sep. 30, 2021	$ 80,000,000
Balance at the end, Shares subject to possible redemption (in shares) at Sep. 30, 2021	8,000,000
Balance at the end at Sep. 30, 2021		$ 200	30	(674,925)	(674,695)
Balance at the end (in shares) at Sep. 30, 2021		2,000,000
Balance at the beginning (in shares) at Dec. 31, 2021		2,000,000
Balance at the beginning at Dec. 31, 2021		$ 200	30	(1,060,420)	$ (1,060,190)
Balance at the beginning, Shares subject to possible redemption (in shares) at Dec. 31, 2021	8,000,000				8,000,000
Balance at the beginning, Shares subject to possible redemption at Dec. 31, 2021	$ 80,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (loss)				604,359	$ 604,359
Balance at the end, Shares subject to possible redemption at Mar. 31, 2022	$ 80,000,000
Balance at the end, Shares subject to possible redemption (in shares) at Mar. 31, 2022	8,000,000
Balance at the end at Mar. 31, 2022		$ 200	30	(456,061)	(455,831)
Balance at the end (in shares) at Mar. 31, 2022		2,000,000
Balance at the beginning (in shares) at Dec. 31, 2021		2,000,000
Balance at the beginning at Dec. 31, 2021		$ 200	30	(1,060,420)	$ (1,060,190)
Balance at the beginning, Shares subject to possible redemption (in shares) at Dec. 31, 2021	8,000,000				8,000,000
Balance at the beginning, Shares subject to possible redemption at Dec. 31, 2021	$ 80,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (loss)					$ 576,070
Balance at the end, Shares subject to possible redemption at Sep. 30, 2022	$ 9,572,901
Balance at the end, Shares subject to possible redemption (in shares) at Sep. 30, 2022	953,033				953,033
Balance at the end at Sep. 30, 2022		$ 200	30	(630,529)	$ (630,299)
Balance at the end (in shares) at Sep. 30, 2022		2,000,000
Balance at the beginning (in shares) at Mar. 31, 2022		2,000,000
Balance at the beginning at Mar. 31, 2022		$ 200	30	(456,061)	(455,831)
Balance at the beginning, Shares subject to possible redemption (in shares) at Mar. 31, 2022	8,000,000
Balance at the beginning, Shares subject to possible redemption at Mar. 31, 2022	$ 80,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (loss)				34,785	34,785
Balance at the end, Shares subject to possible redemption at Jun. 30, 2022	$ 80,000,000
Balance at the end, Shares subject to possible redemption (in shares) at Jun. 30, 2022	8,000,000
Balance at the end at Jun. 30, 2022		$ 200	30	(421,276)	(421,046)
Balance at the end (in shares) at Jun. 30, 2022		2,000,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Redemption of ordinary shares	$ (70,573,278)
Redemption of ordinary shares (in shares)	(7,046,967)
Subsequent measurement of ordinary shares subject to redemption	$ 146,179			(146,179)	(146,179)
Net Income (loss)				(63,074)	$ (63,074)
Balance at the end, Shares subject to possible redemption at Sep. 30, 2022	$ 9,572,901
Balance at the end, Shares subject to possible redemption (in shares) at Sep. 30, 2022	953,033				953,033
Balance at the end at Sep. 30, 2022		$ 200	$ 30	$ (630,529)	$ (630,299)
Balance at the end (in shares) at Sep. 30, 2022		2,000,000

UNAUDITED STATEMENT OF CASH FLO

UNAUDITED STATEMENT OF CASH FLOWS - USD ($)	6 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2022
Cash Flows used in Operating Activities:
Net Income	$ 746,554	$ 576,070
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on marketable securities held in trust account	(789)	(149,051)
Change in fair value of warrant liabilities	(1,156,000)	(1,531,262)
Changes in operating assets and liabilities:
Prepaid expenses	(627,160)	432,591
Accrued expenses		243,506
Net cash used in operating activities	(1,037,395)	(428,146)
Cash Flows from Investment Activities:
Cash withdrawn from Trust Account in connection with redemption		70,573,278
Investment of cash in Trust Account	(80,000,000)	(94,351)
Net cash used in investing activities	(80,000,000)	70,478,927
Net cash from Financing Activities:
Proceeds from issuance of ordinary shares to Sponsor	25,000
Redemption of ordinary shares subject to possible redemption		(70,573,278)
Proceeds from sale of Units in initial public offering	80,000,000
Proceeds from sale of Private Placement Warrants, net of underwriting discounts paid	1,800,000
Proceeds from promissory note - due to sponsor	129,602	362,000
Repayment of promissory note - due to sponsor	(129,602)
Payment of offering costs	(458,249)
Net cash from financing activities	81,366,751	(70,211,278)
Net Change in Cash	329,356	(160,497)
Cash - Beginning of period	0	240,706
Cash - End of period	329,356	80,209
Non-Cash investing and financing activities:
Accretion to ordinary shares subject to redemption	$ 6,793,210
Subsequent measurement of ordinary shares subject to redemption (interest earned on trust account)		51,828
Extension Funds attributable to ordinary shares subject to redemption		$ 94,351

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2022
Organization and Business Operations
Organization and Business Operations	Note 1 — Organization and Business Operations Organization and General Chavant Capital Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on March 19, 2021. The Company was formed for the purpose of effectuating a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of September 30, 2022, the Company had not commenced any operations. All activity through September 30, 2022 relates to the Company’s formation and its Initial Public Offering (“IPO”) which is described below, and identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination. The Company generates non-operating income in the form of interest income from the proceeds derived from the IPO. The Company has selected December 31 as its fiscal year end. Financing The Company’s sponsor is Chavant Capital Partners LLC, a Delaware limited liability company (the “Sponsor”). The registration statement pursuant to which the Company registered its securities offered in the IPO was declared effective on July 19, 2021. On April 7, 2021, the Sponsor purchased an aggregate of 2,875,000 ordinary shares (the “Founder Shares”) for a purchase price of $25,000, or approximately $0.009 per share. On June 25, 2021, the Sponsor sold an aggregate of 422,581 of such Founder Shares to the underwriters for a purchase price of $3,675. On July 22, 2021, the Company consummated its IPO of 8,000,000 units (each, a “Unit” and collectively, the “Units”), at $10.00 per Unit, generating gross proceeds of $80,000,000 and incurring offering costs of $2,058,249. The Company granted the underwriters a 45-day Simultaneously with the consummation of the closing of the IPO, the Company consummated the private placement of an aggregate of 3,400,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”) at an average price of $1.00 per Private Placement Warrant to the Sponsor and the underwriters, generating total gross proceeds of $3,400,000 (the “Private Placement”). Trust Account Following the closing of the IPO on July 22, 2021, an amount of $80,000,000 from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was placed in the trust account (the “Trust Account”) located in the United States with Continental Stock Transfer & Trust Company acting as trustee. The funds may be invested only in U.S. government securities with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), which invest only in direct U.S. government treasury obligations. On July 14, 2022, the Company held an Extraordinary General Meeting (the “Meeting”) of shareholders and obtained shareholder approval of the extension of the date by which the Company must consummate an initial business combination from July 22, 2022 (which is 12 months from the closing of the IPO) to January 22, 2023 (the “Extended Date”) by amending the Company’s amended and restated memorandum and articles of association (the “Extension Amendment”). The Extension Amendment became effective upon approval of the Company’s shareholders. At the Meeting, shareholders holding 7,046,967 ordinary shares of the Company exercised their right to redeem their ordinary shares for a pro rata portion of the funds in the Trust Account. As a result, $70,573,278 (approximately $10.01 per ordinary share) was deducted from the Trust Account to pay such holders. In connection with the Extension Amendment, the Company agreed to deposit $31,450 (at a rate of $0.033 per non-redeeming public share) for each subsequent monthly period that is needed by the Company to complete a Business Combination by the Extended Date. As of September 30, 2022, the Company has deposited an aggregate of $94,351 in the Trust Account. The Trust Account is intended as a holding place for funds pending the earliest to occur of: (i) the completion of the initial Business Combination; (ii) the redemption of any public shares properly submitted in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association (the “Amended and Restated Memorandum and Articles of Association”) (A) to modify the substance or timing of the Company’s obligation to redeem 100% of the public shares if the Company does not complete the initial Business Combination by the Extended Date or (B) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity; or (iii) absent an initial Business Combination within the Combination Period (as defined below), the return of the funds held in the Trust Account to the public shareholders as part of redemption of the public shares. 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. Initial Business Combination The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (net of taxes payable) at the time of the signing of a definitive agreement to enter into an 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. The Company will provide holders (the “Public Shareholders”) of its ordinary shares sold in the IPO (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) without a shareholder vote by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then on deposit in the Trust Account (initially anticipated to be $10.00 per Public Share). These Public Shares were classified as temporary equity upon the completion of the IPO in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and a majority of the shares voted are voted in favor of the Business Combination. If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transactions is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction, whether they participate in or abstain from voting, or whether they were a shareholder on the record date for the general meeting held to approve the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the Company’s initial shareholders, Sponsor, officers and directors have agreed to vote their Founder Shares (as defined below in Note 5) and any Public Shares purchased during or after the IPO in favor of a Business Combination. The Company has adopted an insider trading policy which requires insiders to: (i) refrain from purchasing shares during certain blackout periods and when they are in possession of any material non-public information and (ii) to clear all trades with the Company’s legal counsel prior to execution. In addition, the initial shareholders, Sponsor, officers and directors have agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. Notwithstanding the foregoing, the Amended and Restated Memorandum and Articles of Association provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the ordinary shares sold in the IPO, without the prior consent of the Company. The Company has entered into a letter agreement with its initial shareholders, Sponsor, officers and directors, pursuant to which the initial shareholders, Sponsor, officers and directors have agreed to not to propose an amendment to the Amended and Restated Memorandum and Articles of Association that would modify 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 ordinary shares in conjunction with any such amendment. Liquidation On July 14, 2022, the Company obtained shareholder approval to extend the date by which the Company must consummate an initial business combination from July 22, 2022 to the Extended Date. If the Company is unable to complete a Business Combination by the Extended Date (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 The Company’s initial shareholders have agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Company’s initial shareholders acquire Public Shares in or after the IPO, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.00 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the IPO against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, except the independent registered public accounting firm, prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Liquidity and Capital Resources; Going Concern The Company’s liquidity needs prior to the consummation of the IPO were satisfied through the proceeds of $25,000 from the sale of 2,000,000 Founder Shares (Note 5). Subsequent to the consummation of the IPO, the Company’s liquidity needs have been satisfied through the net proceeds from the Private Placement held outside of the Trust Account and the proceeds of the loans described below. In order to fund working capital deficiencies or finance transaction costs in connection with a Business Combination, our Sponsor or an affiliate of our Sponsor or certain of our officers and directors may, but are not obligated to, loan us funds as may be required. If we complete a Business Combination, we may repay such loaned amounts out of the proceeds of the Trust Account released to us. In the event that a Business Combination does not close, we may use a portion of the working capital held outside the Trust Account to repay such loaned amounts, but no proceeds from our Trust Account would be used for such repayment. Up to $1,500,000 of such loans may be convertible into warrants, at a price of $1.00 per warrant, at the option of the lender. The warrants would be identical to the Private Placement Warrants. As of November 17, 2022, the Company has drawn down $562,000 under the Working Capital Loans (as defined in Note 5). The Company anticipates that the cash held outside of the Trust Account in the amount of $80,209 as of September 30, 2022 will not be sufficient to allow the Company to operate for at least the next 12 months from the issuance of the financial statements, assuming that a Business Combination is not consummated during that time. The Company has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. These conditions raise substantial doubt about the Company’s ability to continue as a going concern for a period of time within one year after the date that the financial statements are issued. Management plans to address this uncertainty through the initial Business Combination as discussed above. There is no assurance that the Company’s plans to consummate an initial Business Combination will be successful or successful within the Combination Period. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2022
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the 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 periods presented. The interim results for the three and nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected through December 31, 2022. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K filed with the SEC on March 31, 2022. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002. Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (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 an emerging growth 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 an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement”, other than warrant liability (see Note 8), approximate the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Offering Costs associated with the IPO Offering costs consist principally of professional and registration fees incurred through the balance sheet date that are directly attributable to the IPO. Offering costs are allocated based on relative fair value to the ordinary shares subject to possible redemption and public warrants. Cash and Cash Equivalents As of September 30, 2022 and December 31, 2021, the Company had $80,209 and $240,706 in cash, respectively. The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. Investments Held in Trust Account As of September 30, 2022, the assets held in the Trust Account were held in U.S. Treasury Securities. As of September 30, 2022 and December 31, 2021, the Company had $9,672,901 and $80,002,777 in investments held in the Trust Account, respectively. At the Meeting on July 14, 2022, shareholders holding 7,046,967 ordinary shares exercised their right to redeem their ordinary shares for a pro rata portion of the funds in the Trust Account and $70,573,278 was removed from the Trust Account to pay such holders. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage of $250,000. The Company has not experienced losses on these accounts. Warrants The Company accounts for warrants based on an assessment of specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period while the warrants are outstanding. Because the Company does not control the occurrence of events, such as a tender offer or exchange, that may trigger cash settlement of the Private Placement Warrants where not all of the shareholders also receive cash, the Private Placement Warrants do not meet the criteria for equity treatment thereunder, as such, the Private Placement Warrants must be recorded as a derivative liability. For issued warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as non-cash gain or loss on the statements of operations. The Company’s Public Warrants are accounted for as equity and Private Placement Warrants are accounted for as liabilities. Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption (“Public Shares”) in accordance with the guidance in ASC 480. Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares subject to possible redemption feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, as of September 30, 2022 and December 31, 2021, 953,033 and 8,000,000 ordinary shares, respectively, subject to possible redemption are presented, at redemption value, as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Such changes are reflected in additional paid-in capital, or in the absence of additional capital, in accumulated deficit. On July 22, 2021, the Company recorded an accretion of $6,793,210, $5,371,731 of which was recorded in additional paid-in capital and $1,421,479 was recorded in accumulated deficit. In connection with the extension of the business combination period on July 14, 2022, public shareholders elected to redeem an aggregate of 7,046,967 Public Shares. As a result, $70,573,278 was paid out of the Trust Account in connection with the redemptions. During the three months ended September 30, 2022, the Company recorded an accretion of $94,351 (extension funds deposited into the Trust Account) and $51,828 (interest income over $100,000) and $146,179 was recorded in accumulated deficit. 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.” The Company’s derivative instruments were recorded at fair value as of July 22, 2021, the closing date of the IPO, and will be re-valued at each reporting date, with changes in the fair value reported in the statements of operations. Derivative assets and liabilities are classified on the balance sheet 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 Private Placement Warrants are derivative instruments and the Public Warrants are equity (Note 7). Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. There were no unrecognized tax benefits as of September 30, 2022. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the three and nine months ended September 30, 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC 260, Earnings Per Share. Net income (loss) per ordinary share is calculated by dividing the net income (loss) by the weighted average ordinary shares outstanding for the respective period. Net loss for the period from inception to IPO was allocated fully to the ordinary shares. With respect to the accretion of ordinary shares subject to possible redemption and consistent with ASC Topic 480-10- S99-3A, the Company treated accretion in the same manner as a dividend, paid to the shareholder in the calculation of the net income (loss) per ordinary share. Net income (loss) per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares forfeited. The Company has not considered the effect of the 9,400,000 ordinary shares issuable upon exercise of the Public Warrants and Private Placement Warrants in the calculation of diluted loss per share, since the exercise of such warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. As a result, diluted loss per share is the same as basic loss per share for the period presented. The Company’s statement of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income (loss) per share. As of September 30, 2022, the Company has 953,033 ordinary shares subject to possible redemption and 2,000,000 Founder Shares. For the three and nine months ended September 30, 2022, earnings and losses are allocated pro rata based on the weighted average of ordinary shares outstanding for the respective period, reflective of the respective participation rights, between the two classes of ordinary shares. The net income (loss) per share (unaudited) presented in the statements of operations is based on the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended ​ For the three months ended ​ For the nine months ended ​ From March 19, 2021 (inception) through ​ ​ ​ September 30, 2022 ​ September 30, 2021 ​ September 30, 2022 ​ September 30, 2021 ​ Net income (loss) $ (63,074) $ 794,541 ​ $ 576,070 ​ $ 746,554 ​ Accretion of temporary equity to redemption value ​ ​ (146,179) ​ ​ (6,793,210) ​ ​ (146,179) ​ ​ (6,793,210) ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (209,253) ​ $ (5,998,669) ​ $ 429,891 ​ $ (6,046,656) ​ ​ Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Basic and diluted net income per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (112,640) ​ $ (96,613) ​ $ (4,530,910) ​ $ (1,467,759) ​ $ 323,612 ​ $ 106,279 ​ $ (3,725,055) ​ $ (2,321,601) ​ Plus: Accretion applicable to the redeemable class ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ Allocation of net income (loss) ​ $ 33,539 ​ $ (96,613) ​ $ 2,262,300 ​ $ (1,467,759) ​ $ 469,791 ​ $ 106,279 ​ $ 3,068,155 ​ $ (2,321,601) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares outstanding ​ 2,331,787 ​ 2,000,000 ​ 6,173,913 ​ 2,000,000 ​ ​ 6,089,833 ​ ​ 2,000,000 ​ ​ 2,897,959 ​ ​ 1,806,122 ​ Basic and diluted net loss per share: ​ $ 0.01 ​ $ (0.05) ​ $ 0.37 ​ $ (0.73) ​ $ 0.08 ​ $ 0.05 ​ $ 1.06 ​ $ (1.29) ​ ​ Risks and Uncertainties The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. In February 2022, the Russian Federation commenced a military action with the country of Ukraine. Although the length and impact of the ongoing military conflict is highly unpredictable, the conflict in Ukraine could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation. Further, the impact of this action and related sanctions on the world economy are not determinable as of the date of these financial statements. Recent Accounting Pronouncements The Company does not believe that there are any recently issued, but not yet effective, accounting pronouncements, which, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2022
Initial Public Offering
Initial Public Offering	Note 3 — Initial Public Offering Pursuant to the IPO on July 22, 2021, the Company sold 8,000,000 Units at a price of $10.00 per Unit, generating gross proceeds of $80,000,000. Each Unit consists of one ordinary share and three The Company incurred offering costs of $2,058,249, consisting of $1,600,000 of underwriting fees and $458,249 of costs related to the IPO.

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2022
Private Placement.
Private Placement	Note 4 — Private Placement Simultaneously with the closing of the IPO, the Sponsor and the underwriters purchased an aggregate of 3,400,000 Private Placement Warrants at an average price of $1.00 per Private Placement Warrant, for an aggregate purchase price of $3,400,000. Each Private Placement Warrant will entitle the holder to purchase one ordinary share at a price of $11.50 per full share, subject to adjustment (see Note 7). The proceeds from the Private Placement Warrants and the proceeds from the IPO, less underwriting fees and discounts, were placed in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law). Private Placement Warrant Liability The Company accounts for the Private Placement Warrants as liabilities as the number of shares used to calculate the settlement amount are not fixed. This liability is subject to re-measurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2022
Related Party Transactions
Related Party Transactions	Note 5 – Related Party Transactions Founder Shares The Company’s initial shareholders, Sponsor, officers and directors have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Founder Shares until the earlier to occur of: (i) one year after the completion of the initial Business Combination or (ii) the date following the completion of the initial Business Combination on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the shareholders having the right to exchange their ordinary shares for cash, securities or other property. Notwithstanding the foregoing, if the closing price of the ordinary shares equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial Business Combination, the Founder Shares will be released from the lockup. Promissory Note to Sponsor and Working Capital Loans On April 7, 2021, the Company issued an unsecured promissory note (the “Promissory Note”) to the Sponsor, pursuant to which the Company could borrow up to an aggregate principal amount of $200,000 to cover formation and operating expenses related to the IPO. The Promissory Note is non-interest bearing and payable on the earlier of (i) July 31, 2021 and (ii) the completion of the IPO. The outstanding balance of $129,602 as of June 30, 2021 was In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Such Working Capital Loans would be evidenced by promissory notes. The notes may be repaid upon completion of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of notes may be converted upon completion of a Business Combination into warrants at a price of $1.00 per warrant. Such warrants would be identical to the Private Placement Warrants. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. On June 20, 2022, the Sponsor provided the Company with a Working Capital Loan of $360,000 and the Company issued an unsecured convertible promissory note in the aggregate principal amount of $360,000 to the Sponsor. On July 18, 2022, the Sponsor provided the Company with a Working Capital Loan of $490,000 and the Company issued an unsecured convertible promissory note in the aggregate principal amount of $490,000 to the Sponsor. As of September 30, 2022, the Company had drawn down $362,000 under the Working Capital Loans. As of November 17, 2022, the Company had drawn down an additional $200,000 under the Working Capital Loans. Administrative Services Arrangement On July 26, 2021, the Company entered into an administrative services agreement with the Sponsor, effective as of the date that the Company’s securities were first listed on The Nasdaq Stock Market (“Nasdaq”), to make available to the Company certain general and administrative services, including office space, utilities and administrative services, as the Company may require from time to time. The Company has agreed to pay $10,000 per month for these services. Upon completion of the Company’s Business Combination or its liquidation, the Company will cease paying these monthly fees.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies
Commitments and Contingencies	Note 6 — Commitments and Contingencies Registration and Shareholder Rights Pursuant to a registration rights agreement entered into on July 19, 2021, the holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans (and any ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans) are entitled to registration rights, requiring the Company to register such securities for resale. These holders will be entitled to certain demand and “piggyback” registration rights. However, the registration and shareholder rights agreement provide that the Company will not permit any registration statement filed under the Securities Act to become effective until the termination of the applicable lock-up period for the securities to be registered. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters received a cash underwriting discount of 2.0% of the gross proceeds of the IPO, or $1,600,000. Business Combination Marketing Agreement At the closing of the IPO and in connection with the Business Combination, the Company and the underwriters entered into an agreement (the “Business Combination Marketing Agreement”), whereby the underwriters are to assist the Company in holding meetings with the Company’s shareholders to discuss potential business combination targets and the target business’s attributes, introduce the Company to potential investors that are interested in purchasing the Company’s securities in connection with the potential business combination, provide financial advisory services to assist the Company in its efforts to obtain any shareholder approval for the business combination and assist the Company with its press releases and public filings in connection with the business combination. Pursuant to the Business Combination Marketing Agreement, the marketing fee payable to the representatives will be 3.5% of the gross proceeds of the IPO, or $2,800,000, upon the consummation of our Business Combination.

Shareholders' Deficit

Shareholders' Deficit	9 Months Ended
	Sep. 30, 2022
Shareholders' Deficit
Shareholders' Deficit	Note 7 — Shareholders’ Deficit 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. There currently are no preference shares issued or outstanding. Ordinary Shares The Company is authorized to issue 200,000,000 ordinary shares with a par value of $0.0001 per share. Prior to the consummation of the IPO, on April 7, 2021, the Sponsor purchased an aggregate of 2,875,000 ordinary shares. On July 19, 2021, the Company effected a cancellation of 575,000 Founder Shares, resulting in an aggregate of 2,300,000 Founder Shares outstanding. On September 5, 2021, the underwriters’ over-allotment option expired unexercised, resulting in the forfeiture of an additional 300,000 Founder Shares and a total of 2,000,000 Founder Shares outstanding as of September 30, 2022 and December 31, 2021. All shares and associated amounts have been retroactively restated to reflect the share cancellation. Ordinary shareholders of record are entitled to one vote for each share held on all matters to be voted on by shareholders. As of September 30, 2022 and December 31, 2021, there were 953,033 and 8,000,000 ordinary shares issued in the IPO which are subject to possible redemption, respectively. Warrants The Company will not issue fractional warrants and only whole warrants will trade. The Public Warrants will become exercisable on 30 days after the completion of a Business Combination. 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 Public Warrants is not effective within 120 days following the consummation of a 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 an available exemption from registration under the Securities Act. The warrants will expire five years from the closing of a Business Combination. Once the warrants become exercisable, the Company may redeem the Public Warrants in whole and not in part: ● at a price of $0.01 per warrant; ● at any time after the warrants become exercisable; ● upon not less than 30 days ’ prior written notice of redemption to each warrant holder; ● if, and only if, the reported last sale price of the ordinary shares equals or exceeds $18.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like and for certain issuances of ordinary shares and equity-linked securities for capital raising purposes in connection with the closing of our initial Business Combination), for any 20 trading days within a 30 -day trading period commencing after the warrants become exercisable and ending on the third business day prior to the notice of redemption to warrant holders; and ● if, and only if, there is a current registration statement in effect with respect to the ordinary shares underlying such warrants at the time of redemption and for the entire 30 -day trading period referred to above and continuing each day thereafter until the date of redemption, except if the warrants may be exercised on a cashless basis and such cashless exercise is exempt from registration under the Securities Act. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of ordinary shares issuable on exercise of the warrants may be adjusted in certain circumstances including in the event of a share dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described below, the warrants will not be adjusted for issuances of ordinary shares at a price below their respective exercise prices. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of a 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 Company’s board of directors, and in the case of any such issuance to the 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 a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Company’s ordinary shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates 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 Market Value and the $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the Market Price. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and ordinary shares issuable upon the exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants are exercisable on a cashless basis and are non-redeemable so long as they are held by the initial purchasers or their permitted transferees. If the Private Placement Warrants are held by someone other than the initial purchasers or their permitted transferees, the Private Placement Warrants will be redeemable by the Company and exercisable by such holders on the same basis as the Public Warrants.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2022
Fair Value Measurements
Fair Value Measurements	Note 8 — Fair Value Measurements The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the FASB ASC 820, “ Fair Value Measurement Level 1 Inputs: Unadjusted quoted prices for identical assets or instruments in active markets. Level 2 Inputs: Quoted prices for similar instruments in active markets and quoted prices for identical or similar instruments in markets that are not active and model derived valuations whose inputs are observable or whose significant value drivers are observable. Level 3 Inputs: Significant inputs into the valuation model are unobservable. Transfers to/from Levels 1, 2 and 3 are recognized at the ending of the reporting period. The estimated fair value of the Private Placement Warrants was transferred from a Level 3 measurement to a Level 2 fair value measurement as of June 30, 2022, as the transfer of Private Placement Warrants to anyone who is not a permitted transferee would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant. On March 31, 2022, a total of $680,000 warrant liabilities related to private placement warrants had been transferred from Level 3 to Level 2. Besides what had been disclosed above, there were no other transfers to/from Levels 1, 2 and 3 during the nine months ended September 30, 2022 and the period from March 7, 2021 (inception) to December 31, 2021. As of September 30, 2022, assets held in the Trust Account were comprised of $9,672,901 in money market funds which are invested primarily in U.S. Treasury Securities. As of December 31, 2021, assets held in the Trust Account were $80,002,777. Through November 17, 2022, the Company has not withdrawn any of interest earned on the Trust Account. The following presents the Company’s fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of September 30, 2022 and December 31, 2021: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Level September 30, 2022 Level December 31, 2021 Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investments held in trust account 1 ​ $ 9,672,901 ​ 1 ​ $ 80,002,777 Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant Liability ​ 2 ​ $ 136,000 ​ 3 ​ $ 1,667,262 ​ The Private Placement Warrants are considered to be a Level 2 fair value measurement and are valued the same as the Public Warrants which are traded on the market. The Private Warrants were considered a Level 3 fair value measurement prior to December 31, 2021, using a Monte-Carlo simulation model. Inherent in a Monte-Carlo simulation model are assumptions related to expected stock-price volatility (pre-merger and post-merger, expected term, dividend yield and risk-free interest rate). The Company estimates the volatility (10.50%) of its ordinary shares based on management’s understanding of the volatility associated with instruments of other similar entities. The risk-free interest rate (1.19%) is based on the U.S. Treasury rate matching the expected term of the warrants. The expected life of the warrants is simulated based on management assumptions regarding the timing and likelihood of completing a business combination. The dividend rate is based on the historical rate, which the Company anticipates remaining at zero. The change in the fair value of the derivative warrant liabilities is summarized as follows: ​ ​ ​ ​ ​ Warrant liability fair value as of July 22, 2021 (inception) $ — Issuance of Private Warrants ​ 2,788,000 Change in fair value of warrant liability ​ (1,120,738) Warrant liability fair value as of December 31, 2021 ​ $ 1,667,262 Change in fair value of warrant liability ​ ​ (987,262) Warrant liability fair value as of March 31, 2022 ​ $ 680,000 Change in fair value of warrant liability ​ ​ (425,000) Warrant liability fair value as of June 30, 2022 ​ $ 255,000 Change in fair value of warrant liability ​ ​ (119,000) Warrant liability fair value as of September 30, 2022 ​ $ 136,000 ​

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2022
Subsequent Events.
Subsequent Events	Note 9 – Subsequent Events On October 10, 2022, the Company drew down an additional $200,000 from the Working Capital Loans from the Sponsor (see Note 5). On November 15, 2022, the Company and Mobix Labs, Inc. (“Mobix Labs”) entered into a business combination agreement, by and among the Company, Mobix Labs and CLAY Merger Sub II, Inc., a Delaware corporation and newly formed, wholly-owned direct subsidiary of the Company (“Merger Sub”), pursuant to which Merger Sub will be merged with and into Mobix Labs, with Mobix Labs surviving the merger as a wholly-owned direct subsidiary of the Company (the “proposed transaction”). Upon closing of the proposed transaction, the combined company will be named Mobix Labs, Inc., and its common stock and warrants are expected to be listed on Nasdaq. The proposed transaction includes a $30 million fully committed common stock private investment in public equity (“PIPE”) at $10.00 per share and is expected to be completed in the first half of 2023, subject to, among other things, the approval of the proposed transaction by the Company’s shareholders and the satisfaction of the conditions set forth in the business combination agreement, including a Form S-4 registration statement being declared effective by the SEC.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2022
Summary of Significant Accounting Policies
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 (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the 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 periods presented. The interim results for the three and nine months ended September 30, 2022 are not necessarily indicative of the results that may be expected through December 31, 2022. The accompanying unaudited condensed financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s annual report on Form 10-K filed with the SEC on March 31, 2022.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002. Section 102(b)(1) of the Jumpstart Our Business Startups Act of 2012 (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 an emerging growth 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 an election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period, which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement”, other than warrant liability (see Note 8), approximate the carrying amounts represented in the Company’s balance sheet, primarily due to their short-term nature.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Offering Costs associated with the IPO	Offering Costs associated with the IPO Offering costs consist principally of professional and registration fees incurred through the balance sheet date that are directly attributable to the IPO. Offering costs are allocated based on relative fair value to the ordinary shares subject to possible redemption and public warrants.
Cash and Cash Equivalents	Cash and Cash Equivalents As of September 30, 2022 and December 31, 2021, the Company had $80,209 and $240,706 in cash, respectively. The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.
Investments Held in Trust Account	Investments Held in Trust Account As of September 30, 2022, the assets held in the Trust Account were held in U.S. Treasury Securities. As of September 30, 2022 and December 31, 2021, the Company had $9,672,901 and $80,002,777 in investments held in the Trust Account, respectively. At the Meeting on July 14, 2022, shareholders holding 7,046,967 ordinary shares exercised their right to redeem their ordinary shares for a pro rata portion of the funds in the Trust Account and $70,573,278 was removed from the Trust Account to pay such holders.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation coverage of $250,000. The Company has not experienced losses on these accounts.
Warrants	Warrants The Company accounts for warrants based on an assessment of specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own ordinary shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent reporting period while the warrants are outstanding. Because the Company does not control the occurrence of events, such as a tender offer or exchange, that may trigger cash settlement of the Private Placement Warrants where not all of the shareholders also receive cash, the Private Placement Warrants do not meet the criteria for equity treatment thereunder, as such, the Private Placement Warrants must be recorded as a derivative liability. For issued warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in capital at the time of issuance. For issued warrants that do not meet all the criteria for equity classification, the warrants are required to be recorded at their initial fair value on the date of issuance, and each balance sheet date thereafter. Changes in the estimated fair value of the warrants are recognized as non-cash gain or loss on the statements of operations. The Company’s Public Warrants are accounted for as equity and Private Placement Warrants are accounted for as liabilities.
Ordinary Shares Subject to Possible Redemption	Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption (“Public Shares”) in accordance with the guidance in ASC 480. Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares subject to possible redemption feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, as of September 30, 2022 and December 31, 2021, 953,033 and 8,000,000 ordinary shares, respectively, subject to possible redemption are presented, at redemption value, as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Such changes are reflected in additional paid-in capital, or in the absence of additional capital, in accumulated deficit. On July 22, 2021, the Company recorded an accretion of $6,793,210, $5,371,731 of which was recorded in additional paid-in capital and $1,421,479 was recorded in accumulated deficit. In connection with the extension of the business combination period on July 14, 2022, public shareholders elected to redeem an aggregate of 7,046,967 Public Shares. As a result, $70,573,278 was paid out of the Trust Account in connection with the redemptions. During the three months ended September 30, 2022, the Company recorded an accretion of $94,351 (extension funds deposited into the Trust Account) and $51,828 (interest income over $100,000) and $146,179 was recorded in accumulated deficit.
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.” The Company’s derivative instruments were recorded at fair value as of July 22, 2021, the closing date of the IPO, and will be re-valued at each reporting date, with changes in the fair value reported in the statements of operations. Derivative assets and liabilities are classified on the balance sheet 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 Private Placement Warrants are derivative instruments and the Public Warrants are equity (Note 7).
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. There were no unrecognized tax benefits as of September 30, 2022. The Company’s management determined that the Cayman Islands is the Company’s only major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties for the three and nine months ended September 30, 2022. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.
Net Income (Loss) Per Share	Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC 260, Earnings Per Share. Net income (loss) per ordinary share is calculated by dividing the net income (loss) by the weighted average ordinary shares outstanding for the respective period. Net loss for the period from inception to IPO was allocated fully to the ordinary shares. With respect to the accretion of ordinary shares subject to possible redemption and consistent with ASC Topic 480-10- S99-3A, the Company treated accretion in the same manner as a dividend, paid to the shareholder in the calculation of the net income (loss) per ordinary share. Net income (loss) per share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares forfeited. The Company has not considered the effect of the 9,400,000 ordinary shares issuable upon exercise of the Public Warrants and Private Placement Warrants in the calculation of diluted loss per share, since the exercise of such warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. As a result, diluted loss per share is the same as basic loss per share for the period presented. The Company’s statement of operations includes a presentation of income (loss) per share for ordinary shares subject to possible redemption in a manner similar to the two-class method of income (loss) per share. As of September 30, 2022, the Company has 953,033 ordinary shares subject to possible redemption and 2,000,000 Founder Shares. For the three and nine months ended September 30, 2022, earnings and losses are allocated pro rata based on the weighted average of ordinary shares outstanding for the respective period, reflective of the respective participation rights, between the two classes of ordinary shares. The net income (loss) per share (unaudited) presented in the statements of operations is based on the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended ​ For the three months ended ​ For the nine months ended ​ From March 19, 2021 (inception) through ​ ​ ​ September 30, 2022 ​ September 30, 2021 ​ September 30, 2022 ​ September 30, 2021 ​ Net income (loss) $ (63,074) $ 794,541 ​ $ 576,070 ​ $ 746,554 ​ Accretion of temporary equity to redemption value ​ ​ (146,179) ​ ​ (6,793,210) ​ ​ (146,179) ​ ​ (6,793,210) ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (209,253) ​ $ (5,998,669) ​ $ 429,891 ​ $ (6,046,656) ​ ​ Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Basic and diluted net income per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (112,640) ​ $ (96,613) ​ $ (4,530,910) ​ $ (1,467,759) ​ $ 323,612 ​ $ 106,279 ​ $ (3,725,055) ​ $ (2,321,601) ​ Plus: Accretion applicable to the redeemable class ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ Allocation of net income (loss) ​ $ 33,539 ​ $ (96,613) ​ $ 2,262,300 ​ $ (1,467,759) ​ $ 469,791 ​ $ 106,279 ​ $ 3,068,155 ​ $ (2,321,601) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares outstanding ​ 2,331,787 ​ 2,000,000 ​ 6,173,913 ​ 2,000,000 ​ ​ 6,089,833 ​ ​ 2,000,000 ​ ​ 2,897,959 ​ ​ 1,806,122 ​ Basic and diluted net loss per share: ​ $ 0.01 ​ $ (0.05) ​ $ 0.37 ​ $ (0.73) ​ $ 0.08 ​ $ 0.05 ​ $ 1.06 ​ $ (1.29) ​ ​
Risks and Uncertainties	Risks and Uncertainties The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the financial statements were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. Management is currently evaluating the impact of the COVID-19 pandemic on the industry and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or search for a target company, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. In February 2022, the Russian Federation commenced a military action with the country of Ukraine. Although the length and impact of the ongoing military conflict is highly unpredictable, the conflict in Ukraine could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation. Further, the impact of this action and related sanctions on the world economy are not determinable as of the date of these financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company does not believe that there are any recently issued, but not yet effective, accounting pronouncements, which, if currently adopted, would have a material effect on the Company’s financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2022
Summary of Significant Accounting Policies
Schedule of basic and diluted net income (loss) per common share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the three months ended ​ For the three months ended ​ For the nine months ended ​ From March 19, 2021 (inception) through ​ ​ ​ September 30, 2022 ​ September 30, 2021 ​ September 30, 2022 ​ September 30, 2021 ​ Net income (loss) $ (63,074) $ 794,541 ​ $ 576,070 ​ $ 746,554 ​ Accretion of temporary equity to redemption value ​ ​ (146,179) ​ ​ (6,793,210) ​ ​ (146,179) ​ ​ (6,793,210) ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (209,253) ​ $ (5,998,669) ​ $ 429,891 ​ $ (6,046,656) ​ ​ Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Public Shares Founder Shares Basic and diluted net income per share: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) including accretion of temporary equity to redemption value ​ $ (112,640) ​ $ (96,613) ​ $ (4,530,910) ​ $ (1,467,759) ​ $ 323,612 ​ $ 106,279 ​ $ (3,725,055) ​ $ (2,321,601) ​ Plus: Accretion applicable to the redeemable class ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ ​ 146,179 ​ ​ — ​ ​ 6,793,210 ​ ​ — ​ Allocation of net income (loss) ​ $ 33,539 ​ $ (96,613) ​ $ 2,262,300 ​ $ (1,467,759) ​ $ 469,791 ​ $ 106,279 ​ $ 3,068,155 ​ $ (2,321,601) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted-average shares outstanding ​ 2,331,787 ​ 2,000,000 ​ 6,173,913 ​ 2,000,000 ​ ​ 6,089,833 ​ ​ 2,000,000 ​ ​ 2,897,959 ​ ​ 1,806,122 ​ Basic and diluted net loss per share: ​ $ 0.01 ​ $ (0.05) ​ $ 0.37 ​ $ (0.73) ​ $ 0.08 ​ $ 0.05 ​ $ 1.06 ​ $ (1.29) ​ ​

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value Measurements
Schedule of Company fair value hierarchy for assets and liabilities measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Description Level September 30, 2022 Level December 31, 2021 Assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Investments held in trust account 1 ​ $ 9,672,901 ​ 1 ​ $ 80,002,777 Liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warrant Liability ​ 2 ​ $ 136,000 ​ 3 ​ $ 1,667,262
Schedule of change fair value of the derivative warrant liabilities, measured with Level 3	​ ​ ​ ​ ​ Warrant liability fair value as of July 22, 2021 (inception) $ — Issuance of Private Warrants ​ 2,788,000 Change in fair value of warrant liability ​ (1,120,738) Warrant liability fair value as of December 31, 2021 ​ $ 1,667,262 Change in fair value of warrant liability ​ ​ (987,262) Warrant liability fair value as of March 31, 2022 ​ $ 680,000 Change in fair value of warrant liability ​ ​ (425,000) Warrant liability fair value as of June 30, 2022 ​ $ 255,000 Change in fair value of warrant liability ​ ​ (119,000) Warrant liability fair value as of September 30, 2022 ​ $ 136,000

Organization and Business Ope_2

Organization and Business Operations (Details)									6 Months Ended	9 Months Ended
	Nov. 17, 2022 USD ($)	Oct. 10, 2022 USD ($)	Jul. 14, 2022 USD ($) $ / shares shares	Sep. 05, 2021 shares	Jul. 22, 2021 USD ($) $ / shares shares	Jul. 19, 2021 USD ($)	Jun. 25, 2021 USD ($) shares	Apr. 07, 2021 USD ($) $ / shares shares	Sep. 30, 2021 shares	Sep. 30, 2022 USD ($) item $ / shares shares
Subsidiary, Sale of Stock [Line Items]
Purchase price, per unit | $ / shares										$ 10
Price of warrant | $ / shares										$ 1
Underwriting option period					45 days
Aggregate purchase price										$ 25,000
Number of shares issued | shares										2,000,000
Condition for future business combination number of businesses minimum | item										1
Cash held outside of the trust account										$ 80,209
Loans convertible into warrants										$ 1,500,000
Condition for future business combination use of proceeds percentage										80
Condition for future business combination threshold percentage ownership										50
Condition for future business combination threshold net tangible assets										$ 5,000,001
Redeem price per share | $ / shares										$ 10
Redemption limit percentage without prior consent										15
Obligation to redeem Public Shares if entity does not complete a Business Combination (as a percent)					100%					100%
Maturity period					185 days
Redemption period upon closure										10 days
Maximum interest to pay dissolution expenses										$ 100,000
Amount drawn down under working capital										362,000
Cash withdrawn from Trust Account in connection with redemption										$ 70,573,278
Subsequent Event
Subsidiary, Sale of Stock [Line Items]
Amount drawn down under working capital	$ 562,000
IPO
Subsidiary, Sale of Stock [Line Items]
Issuance of Public Shares and Public Warrants in initial public offering (in shares) | shares					8,000,000
Purchase price, per unit | $ / shares					$ 10
Gross proceeds					$ 80,000,000	$ 2,800,000
Offering costs					$ 2,058,249
Redeem price per share | $ / shares					$ 10
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares					3,400,000
Price of warrant | $ / shares					$ 1
Proceeds from sale of Private Placement Warrants					$ 3,400,000
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Additional units purchased | shares					1,200,000
Founder shares
Subsidiary, Sale of Stock [Line Items]
Number of shares issued | shares				2,000,000						2,000,000
Founder shares | Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Forfeiture of Founder Shares in connection with the expiration of overallotment option | shares				300,000
Ordinary Shares Subject To Possible Redemption
Subsidiary, Sale of Stock [Line Items]
Issuance of Public Shares and Public Warrants in initial public offering (in shares) | shares									8,000,000
Redemption of ordinary shares | shares			7,046,967
Cash withdrawn from Trust Account in connection with redemption			$ 70,573,278
Redemption price per share | $ / shares			$ 10.01
Agreed monthly deposit in trust account to complete business combination			$ 31,450
Monthly deposit of per share amount in trust account to complete business combination | $ / shares			$ 0.033
Aggregate deposit in trust account										$ 94,351
Sponsor
Subsidiary, Sale of Stock [Line Items]
Purchase price, per unit | $ / shares								$ 0.009
Aggregate purchase price								$ 25,000
Number of shares issued | shares								2,875,000
Redeem price per share | $ / shares								$ 0.009
Sponsor | Subsequent Event
Subsidiary, Sale of Stock [Line Items]
Amount drawn down under working capital		$ 200,000
Representative Designee | Founder shares
Subsidiary, Sale of Stock [Line Items]
Aggregate purchase price							$ 3,675
Number of shares issued | shares							422,581

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)				3 Months Ended	6 Months Ended	9 Months Ended	12 Months Ended
	Jul. 14, 2022	Sep. 05, 2021	Jul. 22, 2021	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Dec. 31, 2021	Jun. 30, 2022	Mar. 31, 2022	Mar. 18, 2021
Cash				$ 80,209		$ 80,209	$ 240,706
Investments held in the Trust Account						9,672,901	$ 80,002,777
Federal Depository Insurance Coverage				$ 250,000		$ 250,000
Temporary equity, shares outstanding				953,033		953,033	8,000,000
Unrecognized tax benefits				$ 0		$ 0
Unrecognized tax benefits accrued for interest and penalties				0		0
Provision for income taxes						$ 0
Anti-dilutive securities attributable to warrants (in shares)						9,400,000
Offering costs					$ 125,039
Subsequent measurement of ordinary shares subject to redemption			$ 6,793,210	146,179
Stock Issued During Period, Shares, New Issues						2,000,000
Cash withdrawn from Trust Account in connection with redemption						$ 70,573,278
Funds deposited in trust account					80,000,000	94,351
Subsequent measurement of ordinary shares subject to redemption						$ 51,828
Additional Paid-in Capital
Offering costs					$ 125,039
Subsequent measurement of ordinary shares subject to redemption			5,371,731
Accumulated Deficit
Subsequent measurement of ordinary shares subject to redemption			$ 1,421,479	146,179
Subsequent measurement of ordinary shares subject to redemption				$ 146,179
Ordinary Shares Subject To Possible Redemption
Temporary equity, shares outstanding				953,033	8,000,000	953,033	8,000,000	8,000,000	8,000,000	0
Offering costs					$ 1,933,210
Subsequent measurement of ordinary shares subject to redemption				$ (146,179)
Redemption of ordinary shares	7,046,967
Cash withdrawn from Trust Account in connection with redemption	$ 70,573,278
Funds deposited in trust account				94,351
Interest income on trust deposits				51,828
Interest generating deposits in trust account				$ 100,000		$ 100,000
Founder shares
Stock Issued During Period, Shares, New Issues		2,000,000				2,000,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Net Income (Loss) Per Share (Details) - USD ($)	3 Months Ended				6 Months Ended	9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Net Income (loss)	$ (63,074)	$ 34,785	$ 604,359	$ 794,541	$ 746,554	$ 576,070	$ 746,554
Accretion of temporary equity to redemption value	(146,179)			(6,793,210)		(146,179)	(6,793,210)
Net income (loss) including accretion of temporary equity to redemption value	(209,253)			(5,998,669)		429,891	(6,046,656)
Numerator:
Net income (loss) including accretion of temporary equity to redemption value	(209,253)			(5,998,669)		429,891	(6,046,656)
Plus: Accretion applicable to the redeemable class	146,179			6,793,210		146,179	6,793,210
Public Shares
Accretion of temporary equity to redemption value	(146,179)			(6,793,210)		(146,179)	(6,793,210)
Net income (loss) including accretion of temporary equity to redemption value	(112,640)			(4,530,910)		323,612	(3,725,055)
Numerator:
Net income (loss) including accretion of temporary equity to redemption value	(112,640)			(4,530,910)		323,612	(3,725,055)
Plus: Accretion applicable to the redeemable class	146,179			6,793,210		146,179	6,793,210
Allocation of net income (loss)	$ 33,539			$ 2,262,300		$ 469,791	$ 3,068,155
Denominator:
Weighted average ordinary shares outstanding, basic	2,331,787			6,173,913		6,089,833	2,897,959
Weighted average ordinary shares outstanding, diluted	2,331,787			6,173,913		6,089,833	2,897,959
Basic net (loss) income per ordinary share	$ 0.01			$ 0.37		$ 0.08	$ 1.06
Diluted net (loss) income per ordinary share	$ 0.01			$ 0.37		$ 0.08	$ 1.06
Founder shares
Net income (loss) including accretion of temporary equity to redemption value	$ (96,613)			$ (1,467,759)		$ 106,279	$ (2,321,601)
Numerator:
Net income (loss) including accretion of temporary equity to redemption value	(96,613)			(1,467,759)		106,279	(2,321,601)
Allocation of net income (loss)	$ (96,613)			$ (1,467,759)		$ 106,279	$ (2,321,601)
Denominator:
Weighted average ordinary shares outstanding, basic	2,000,000			2,000,000		2,000,000	1,806,122
Weighted average ordinary shares outstanding, diluted	2,000,000			2,000,000		2,000,000	1,806,122
Basic net (loss) income per ordinary share	$ (0.05)			$ (0.73)		$ 0.05	$ (1.29)
Diluted net (loss) income per ordinary share	$ (0.05)			$ (0.73)		$ 0.05	$ (1.29)

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)	Jul. 22, 2021	Jul. 19, 2021	Sep. 30, 2022
Subsidiary, Sale of Stock [Line Items]
Purchase price, per unit			$ 10
IPO
Subsidiary, Sale of Stock [Line Items]
Number of units sold	8,000,000
Purchase price, per unit	$ 10
Gross proceeds	$ 80,000,000	$ 2,800,000
Offering costs	2,058,249
Underwriting fees	1,600,000
Other offering costs	$ 458,249
IPO | Public Warrants
Subsidiary, Sale of Stock [Line Items]
Number of shares in a unit	1
Number of warrants in a unit	0.75
Number of shares issuable per warrant	1
Exercise price of warrants	$ 11.50

Private Placement (Details)

Private Placement (Details) - USD ($)	Jul. 22, 2021	Sep. 30, 2022
Subsidiary, Sale of Stock [Line Items]
Price of warrants		$ 1
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants to purchase shares issued	3,400,000
Price of warrants	$ 1
Aggregate purchase price	$ 3,400,000
Number of shares per warrant	1
Exercise price of warrant	$ 11.50

Related Party Transactions - Fo

Related Party Transactions - Founder Shares (Details) - Founder shares - Sponsor - Class B Common Stock	Apr. 07, 2021 $ / shares
Related Party Transaction [Line Items]
Restrictions on transfer period of time after business combination completion	1 year
Stock price trigger to transfer, assign or sell any shares or warrants of the company, after the completion of the initial business combination (in dollars per share)	$ 12
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination	20 days
Transfer assign or sell any shares or warrants after completion of initial business combination threshold consecutive trading days	30 days
Threshold period after the business combination in which the 20 trading days within any 30 trading day period commences	150 days

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)							6 Months Ended	9 Months Ended
	Nov. 17, 2022	Oct. 10, 2022	Jul. 18, 2022	Jun. 20, 2022	Jul. 26, 2021	Jul. 22, 2021	Sep. 30, 2021	Sep. 30, 2022	Jun. 30, 2021	Apr. 07, 2021
Related Party Transaction [Line Items]
Repayment of promissory note - related party							$ 129,602
Loan conversion agreement warrant								$ 1,500,000
Price of warrant								$ 1
Amount drawn down under working capital								$ 362,000
Subsequent Event
Related Party Transaction [Line Items]
Amount drawn down under working capital	$ 562,000
Additional amount drawn down under working capital	$ 200,000
Sponsor | Subsequent Event
Related Party Transaction [Line Items]
Amount drawn down under working capital		$ 200,000
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note										$ 200,000
Outstanding balance of related party note									$ 129,602
Repayment of promissory note - related party						$ 129,602
Loan conversion agreement warrant								$ 1,500,000
Price of warrant								$ 1
Promissory Note with Related Party | Sponsor
Related Party Transaction [Line Items]
Aggregate principal amount			$ 490,000	$ 360,000
Amount drawn down under working capital			$ 490,000	$ 360,000
Administrative Support Agreement
Related Party Transaction [Line Items]
Expenses per month					$ 10,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - IPO - USD ($)	Jul. 22, 2021	Jul. 19, 2021
Commitments and Contingencies
Cash underwriting discount		2%
Aggregate underwriter cash discount		$ 1,600,000
Gross proceeds of the IPO		3.5
Value of gross proceeds from IPO	$ 80,000,000	$ 2,800,000

Shareholders' Deficit - Preferr

Shareholders' Deficit - Preferred Stock Shares (Details) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Shareholders' Deficit
Preferred stock, par value, (per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

Shareholders' Deficit - Common

Shareholders' Deficit - Common Stock Shares (Details)			9 Months Ended
	Jul. 19, 2021 shares	Apr. 07, 2021 shares	Sep. 30, 2022 Vote $ / shares shares	Dec. 31, 2021 $ / shares shares	Sep. 05, 2021 shares
Shareholders' Deficit
Number of shares issued			2,000,000
Common shares, shares authorized (in shares)			200,000,000	200,000,000
Common shares, par value (in dollars per share) | $ / shares			$ 0.0001	$ 0.0001
Common shares, votes per share | Vote			1
Sponsor
Shareholders' Deficit
Number of shares cancellation	575,000
Common shares, shares outstanding	2,300,000		2,000,000	2,000,000
Number of shares issued		2,875,000
Total number of shares	2,300,000		2,000,000	2,000,000
Over-allotment option | Sponsor
Shareholders' Deficit
Shares subject to forfeiture					300,000
Ordinary shares subject to redemption | IPO
Shareholders' Deficit
Ordinary shares issued			953,033	8,000,000

Shareholders' Deficit - Warrant

Shareholders' Deficit - Warrants (Details) - Public Warrants	9 Months Ended
	Sep. 30, 2022 $ / shares
Shareholders' Deficit
Warrants exercisable term from the completion of business combination	30 days
Percentage of gross proceeds on total equity proceeds	60%
Threshold period for filling registration statement after business combination	20 days
Stock price trigger for redemption of public warrants (in dollars per share)	$ 18
Share Price	$ 9.20
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	115%
Public Warrants expiration term	5 years
Period of time within which registration statement is expected to become effective	120 days
Redemption price per public warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Threshold consecutive trading days for redemption of public warrants	20 days
Redemption period	30 days
Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
Shareholders' Deficit
Stock price trigger for redemption of public warrants (in dollars per share)	$ 18
Adjustment of exercise price of warrants based on market value and newly issued price (as a percent)	180%

Fair Value Measurements-Company

Fair Value Measurements-Company fair value hierarchy for assets and liabilities (Details) - USD ($)	Mar. 31, 2022	Sep. 30, 2022	Dec. 31, 2021
Assets:
Investment held in trust account		$ 9,672,901	$ 80,002,777
Assets held-in-trust			80,002,777
Liabilities:
Warrant liability		136,000	1,667,262
Private Placement Warrants
Assets:
Transferred from Level 3 to Level 2	$ 680,000
U.S. Treasury Securities
Assets:
Investment held in trust account		9,672,901
Level 1 | Recurring
Assets:
Investment held in trust account		9,672,901	80,002,777
Level 2 | Recurring
Liabilities:
Warrant liability		$ 136,000
Level 3 | Recurring
Liabilities:
Warrant liability			$ 1,667,262

Fair Value Measurements - quant

Fair Value Measurements - quantitative information regarding fair value measurement inputs for the Privat Placement Warrants (Details) - Private Placement Warrants	Sep. 30, 2022
Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, measurement input	0.1050
Risk-free rate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability, measurement input	0.0119

Fair Value Measurements- Change

Fair Value Measurements- Change in the Fair Value of the Warrant Liabilities (Details) - USD ($)	3 Months Ended				5 Months Ended	6 Months Ended	9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Dec. 31, 2021	Sep. 30, 2021	Sep. 30, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Change in fair value of warrant liabilities	$ (119,000)			$ (1,156,000)		$ (1,156,000)	$ (1,531,262)
Level 3
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Warrant liability at beginning of period	255,000	$ 680,000	$ 1,667,262		$ 0		1,667,262
Issuance of Private Warrants					2,788,000
Change in fair value of warrant liability		(425,000)	(987,262)		(1,120,738)
Warrant Liability at end of period	136,000	$ 255,000	$ 680,000		$ 1,667,262		$ 136,000
Change in fair value of warrant liabilities	$ (119,000)

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)				9 Months Ended
	Nov. 17, 2022	Nov. 15, 2022	Oct. 10, 2022	Sep. 30, 2022
Subsequent Event [Line Items]
Amount drawn down under working capital				$ 362,000
Subsequent Event
Subsequent Event [Line Items]
Amount drawn down under working capital	$ 562,000
Subsequent Event | Business combination agreement
Subsequent Event [Line Items]
Proposed transaction committed common stock		$ 30,000,000
Price per share		$ 10
Subsequent Event | Sponsor
Subsequent Event [Line Items]
Amount drawn down under working capital			$ 200,000