Monterey Innovation Acquisition (MTRY) 10-Q 13 May 22 2022 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	May 13, 2022
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
Entity File Number	001-40861
Entity Registrant Name	Monterey Bio Acquisition Corporation
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	85-2204842
Entity Address, Address Line One	17 State Street
Entity Address, Address Line Two	21st Floor
Entity Address, City or Town	New York
Entity Address State Or Province	NY
Entity Address, Postal Zip Code	10004
City Area Code	917
Local Phone Number	267-0216
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		14,375,000
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001860663
Amendment Flag	false
Transition Report	false
Units, each consisting of one share of Class A Common Stock and one-half of one Warrant
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Common Stock and one redeemable Warrant
Trading Symbol	MTRYU
Security Exchange Name	NASDAQ
Class A Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Trading Symbol	MTRY
Security Exchange Name	NASDAQ
Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50
Document Information [Line Items]
Title of 12(b) Security	Redeemable Warrants, each Warrant exercisable for one share of Common Stock at an exercise price of $11.50 per share
Trading Symbol	MTRYW
Security Exchange Name	NASDAQ

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current assets
Cash	$ 173,594	$ 510,814
Prepaid expense and other current assets	425,155	388,910
Due from Vendors		30,000
Total Current Assets	598,749	929,724
Noncurrent Prepaid Expense	181,598	272,396
Cash and investments held in Trust Account	116,164,067	116,152,371
TOTAL ASSETS	116,944,414	117,354,491
Current liabilities
Accrued expenses	233,123	275,502
Accrued offering costs		10,300
Total Current Liabilities	233,123	285,802
Commitments
Common stock subject to possible redemption; 11,500,000 shares issued and outstanding as of March 31, 2022 and December 31, 2021	116,150,000	116,150,000
Stockholders' Equity
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding
Common stock, $0.0001 par value; 100,000,000 shares authorized; 2,875,000 shares issued and outstanding (excluding 11,500,000 shares subject to possible redemption) as of March 31, 2022 and December 31, 2021	288	288
Additional paid-in capital	1,502,628	1,502,628
Accumulated deficit	(941,625)	(584,227)
Total Stockholders' Equity	561,291	918,689
TOTAL LIABILITIES, REDEEMABLE COMMON STOCK, AND STOCKHOLDERS' EQUITY	$ 116,944,414	$ 117,354,491

CONDENSED BALANCE SHEETS (Paren

CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021	Oct. 05, 2021	Sep. 18, 2020
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	100,000,000	100,000,000
Common shares, shares issued	2,875,000	2,875,000
Common shares, shares outstanding	2,875,000	2,875,000
Temporary equity, shares issued	11,500,000	11,500,000
Temporary equity, shares outstanding	11,500,000	11,500,000
Purchase price, per unit			$ 10.10
Founder Shares
Purchase price, per unit				$ 0.005
Common stock subject to redemption
Common shares, par value, (per share)	$ 0.0001	$ 0.0001
Common shares, shares authorized	100,000,000
Common shares, shares issued	2,875,000	2,875,000

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Operating and formation costs	$ 369,094	$ 0
Loss from operations	(369,094)	0
Other income:
Interest earned on investment held in Trust Account		0
Total other income	11,696	0
Net loss	$ (357,398)	$ 0
Class A Common Stock Subject to Redemption
Other income:
Weighted Average Number of Shares Outstanding, Basic	11,500,000	0
Weighted Average Number of Shares Outstanding, Diluted	11,500,000	0
Basic net loss per common share	$ (0.02)	$ 0
Diluted net loss per common share	$ (0.02)	$ 0
Class A Common Stock Not Subject to Redemption
Other income:
Weighted Average Number of Shares Outstanding, Basic	2,875,000	2,875,000
Weighted Average Number of Shares Outstanding, Diluted	2,875,000	2,500,000
Basic net loss per common share	$ (0.02)	$ 0
Diluted net loss per common share	$ (0.02)	$ 0

CONDENSED STATEMENTS OF CHANGES

CONDENSED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (UNAUDITED) - USD ($)	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning at Dec. 31, 2020	$ 288	$ 24,712	$ (1,000)	$ 24,000
Balance at the beginning (in shares) at Dec. 31, 2020	2,875,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	$ 0	0	0	0
Balance at the end at Mar. 31, 2021	$ 288	24,712	(1,000)	24,000
Balance at the end (in shares) at Mar. 31, 2021	2,875,000
Balance at the beginning at Dec. 31, 2021	$ 288	1,502,628	(584,227)	918,689
Balance at the beginning (in shares) at Dec. 31, 2021	2,875,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	$ 0	0	(357,398)	(357,398)
Balance at the end at Mar. 31, 2022	$ 288	$ 1,502,628	$ (941,625)	$ 561,291
Balance at the end (in shares) at Mar. 31, 2022	2,875,000

CONDENSED STATEMENTS OF CASH FL

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash Flows from Operating Activities:
Net loss	$ (357,398)	$ 0
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on investment held in Trust Account		0
Changes in operating assets and liabilities:
Prepaid expenses	54,553	0
Due from Vendors	30,000
Accrued expenses	(42,379)	0
Net cash used in operating activities	(326,920)	0
Cash Flows from Financing Activities:
Advances from related party	0	12
Payment of offering costs	(10,300)	(12)
Net cash used in financing activities	(10,300)	0
Net Change in Cash	(337,220)	0
Cash - Beginning of period	510,814	0
Cash - End of period	173,594	0
Non-Cash investing and financing activities:
Offering costs included in accrued offering costs	$ 0	$ 10,000

DESCRIPTION OF ORGANIZATION, BU

DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS, LIQUIDITY, AND RISKS AND UNCERTAINTIES	3 Months Ended
	Mar. 31, 2022
DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS, LIQUIDITY, AND RISKS AND UNCERTAINTIES
DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS, LIQUIDITY, AND RISKS AND UNCERTAINTIES	NOTE 1. DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS , LIQUIDITY, AND RISKS AND UNCERTAINTIES Monterey Bio Acquisition Corporation (the "Company") was incorporated in Delaware on July 23, 2020. The Company is a blank check company whose business purpose is to enter into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (the "Business Combination"). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination although it intends to focus its efforts on identifying a biotech company that has demonstrated success and is primed to thrive in the rapidly evolving biotech industry for its initial business combination. The Company’s goal is to evaluate business targets that are developing or enabling development of pre-commercial therapeutic candidates across a broad array of therapeutic areas, with an initial focus on oncology and immunology. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of March 31, 2022, the Company had not yet commenced any operations. All activity for the period from July 23, 2020 (inception) through March 31, 2022 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, and identifying a target company for an initial Business Combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the marketable securities held in the Trust Account (as defined below). The registration statement for the Company’s Initial Public Offering was declared effective on September 30, 2021. On October 5, 2021, the Company consummated the Initial Public Offering of 10,000,000 units (the “Units” and, with respect to the shares of common stock included in the Units sold, the “Public Shares”), generating gross proceeds of $100,000,000, which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 5,000,000 warrants (the "Private Warrants") at a price of $1.00 per Private Warrant in private placements to Chardan Monterey Investments LLC (“Chardan Monterey”) (the affiliate of Chardan Capital Markets LLC (“Chardan”), the representative of the underwriters) and to NorthStar Bio Ventures, LLC (“NorthStar”) (the affiliate of certain of the Company’s officers and directors) (“Chardan Monterey” and “NorthStar” are collectively known as co-Sponsors), generating gross proceeds of $5,000,000, which is described in Note 4. Following the closing of the Initial Public Offering on October 5, 2021, an amount of $101,000,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Private Warrants was placed in a trust account (the “Trust Account”), located in the United States and will be held in cash items or invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the "Investment Company Act"), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the completion of a Business Combination and (ii) the distribution of the Trust Account, as described below. On October 4, 2021, the underwriter notified the Company of its intent to fully exercise its over-allotment option on October 6, 2021. The Company consummated the sale of an additional 1,500,000 Units, at $10.00 per Unit, and the sale of an additional 450,000 Private Warrants, at $1.00 per Private Warrant, generating total gross proceeds of $15,450,000. A total of $15,150,000 of the net proceeds was deposited into the Trust Account, bringing the aggregate proceeds held in the Trust Account to $116,150,000 as of October 6, 2021. Total transaction costs amounted to $2,822,084, consisting of $2,300,000 of underwriting fees, and $522,084 of other offering costs. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete a Business Combination having an aggregate fair market value of at least 80% of the assets held in the Trust Account (as defined below) (less any Marketing Fee (as defined below) and taxes payable on income earned on the Trust Account) at the time of the agreement to enter into an initial Business Combination. 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 its holders of the outstanding Public Shares (the “public stockholders”) 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 stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account ($10.10 per Public Share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s public warrants. The Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 immediately prior to or upon such consummation of a Business Combination and, if the Company seeks stockholder approval, a majority of the shares voted are voted in favor of the Business Combination. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its Amended and Restated Certificate of Incorporation (the “Amended and Restated Certificate of Incorporation”), 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 containing substantially the same information as would be included in a proxy statement prior to completing a Business Combination. If, however, stockholder approval of the transaction is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. If the Company seeks stockholder approval in connection with a Business Combination, the initial stockholders have agreed (A) to vote their Founder Shares and any Public Shares purchased during or after the Initial Public Offering in favor of approving a Business Combination, (B) not to propose, or vote in favor of, prior to and unrelated to the initial Business Combination, an amendment to the Company’s Amended and Restated Certificate of Incorporation that would affect the substance or timing of the Company’s redemption obligation to redeem all public shares if the Company cannot complete the initial Business Combination within 12 months (or up to 21 months, as applicable) unless the Company provides public stockholders the opportunity to redeem their Public Shares in conjunction with any such amendment, (C) not to redeem any shares (including their Founder Shares) in connection with a stockholder vote to approve the proposed Business Combination or sell any shares back to the Company in a tender offer in connection with the initial Business Combination, and (D), that the Founder Shares shall not participate in any liquidating distribution upon winding up if the Business Combination is not consummated. The initial stockholders have agreed (a) to waive their redemption rights with respect to the Founder Shares and Public Shares held by them in connection with the completion of a Business Combination, including their Founder Shares and Public Shares that they have purchased during or after the Initial Public Offering, if any and (b) to waive their rights to liquidating distributions with respect to their Founder Shares if the Company fails to consummate the initial Business Combination within 12 months (or up to 21 months, as applicable) from the closing of the Initial Public Offering. The initial stockholders who have acquired Public Shares in or after the Initial Public Offering are entitled to receive liquidating distributions with respect to such Public Shares if the Company fails to consummate the initial Business Combination within the required time period. The Company will have up to October 5, 2022 (or July 5, 2023, as applicable), 12 months (or up to 21 months, as applicable), from the closing of the Initial Public Offering to complete a Business Combination (the “Combination Period”). If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten The Company’s placing of funds in the Trust Account may not protect those funds from third-party claims against the Company. Although, the Company will seek to have all vendors, service providers (excluding the independent registered public accounting firm), prospective target businesses and 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 any monies held in the Trust Account for the benefit of our public stockholders, such parties may not execute such agreements, or even if they execute such agreements, they may not be prevented from bringing claims against the Trust Account, including, but not limited to, fraudulent inducement, breach of fiduciary responsibility or other similar claims, as well as claims challenging the enforceability of the waiver, in each case in order to gain advantage with respect to a claim against the Company’s assets, including the funds held in the Trust Account. If any third-party refuses to execute an agreement waiving such claims to the monies held in the Trust Account, the Company’s management will perform an analysis of the alternatives available to it and will only enter into an agreement with a third-party that has not executed a waiver if the Company’s management believes that such third-party’s engagement would be significantly more beneficial to the Company than any alternative. In addition, there is no guarantee that such entities will agree to waive any claims they may have in the future as a result of, or arising out of, any negotiations, contracts, or agreements with the Company and will not seek recourse against the Trust Account for any reason. Upon redemption of the Public Shares, if the Company was unable to consummate the initial Business Combination within 12 months (or up to 21 months, as applicable) from the closing of the Initial Public Offering, or upon the exercise of the redemption right in connection with the Business Combination, the Company will be required to provide for payment of claims of creditors that were not waived that may be brought against the Company within the ten years following redemption. Accordingly, the per-share redemption amount received by public stockholders could be less than the $10.10 per Public Share initially held in the Trust Account, due to claims of such creditors. The co-Sponsors have agreed to be liable to the Company if and to the extent any claims by a third-party (excluding the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.10 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.10 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering 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 co-Sponsors will not be responsible to the extent of any liability for such third-party claims. Risks and Uncertainties In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic which continues to spread throughout the United States and the world. As of the date the financial statement was issued, there was considerable uncertainty around the expected duration of this pandemic. The Company has concluded that while it is reasonably possible that COVID-19 could have a negative effect on identifying a target company for a Business Combination, the specific impact is not readily determinable as of the date of this financial statement. The financial statement does not include any adjustments that might result from the outcome of this uncertainty. In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy are not determinable as of the date of these financial statements. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these financial statements. Going Concern As of March 31, 2022, the Company had $173,594 in its operating bank accounts, $116,164,067 in marketable securities held in the Trust Account to be used for a Business Combination or to repurchase or redeem stock in connection therewith and working capital of $365,626. As of March 31, 2022, $14,067 of the amount on deposit in the Trust Account represented interest income and unrealized losses on marketable securities, which is available to the Company for working capital needs. Through March 31, 2022, the Company had not withdrawn any amounts from the Trust Account for such needs. Until the consummation of a Business Combination, the Company will be using the funds not held in the Trust Account for identifying and evaluating prospective acquisition candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to acquire, and structuring, negotiating and consummating the Business Combination. In March 2022, the Sponsor committed to provide the Company $500,000 in loans in connection with the Working Capital Loans as described in Note 5. The Company may raise additional capital through loans or additional investments from the Sponsors or its stockholders, officers, directors, or third parties. The Company’s officers and directors and the Sponsors may, but are not obligated to (except as described above), loan the Company funds, from time to time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs. As of March 31, 2022, there have been no amounts advanced to the Company under the Working Capital Loans. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Codification Subtopic 205-40, “Presentation of Financial Statements – Going Concern,” the Company has until October 5, 2022 to consummate a Business Combination. The Company has the option to extend the date for mandatory liquidation if the Sponsors or it affiliates deposit into the trust account $1,150,000 for each 3 month extension up to July 5, 2023. The Company intends to complete a Business Combination before the mandatory liquidation date or its extended liquidation date if applicable. It is uncertain that the Company will be able to consummate a Business Combination by this time. If a Business Combination is not consummated by this date and an extension is not requested by the Sponsor, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the mandatory liquidation, should a Business Combination not occur and an extension is not requested by the Sponsor, and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after October 5, 2022.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 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 have been prepared in accordance 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 accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K as filed with the SEC on March 29, 2022. The interim results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the period ending December 31, 2022 or for any future periods. 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 independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents at March 31, 2022 and December 31, 2021. Marketable Securities Held in Trust Account At March 31, 2022 and December 31, 2021, substantially all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities. All of the Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest earned on marketable securities held in Trust Account in the accompanying statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information. Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in 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. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2022 and December 31, 2021. 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. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, all common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable common stock are affected by charges against additional paid-in capital and accumulated deficit. At March 31, 2022 and December 31, 2021, the common stock reflected in the condensed balance sheets is reconciled in the following table: ​ ​ ​ ​ ​ Gross proceeds ​ $ 115,000,000 Less: ​ ​ Proceeds allocated to Public Warrants ​ (19,435,000) Common stock issuance costs ​ (2,323,163) Plus: ​ ​ Accretion of carrying value to redemption value ​ 22,908,163 Common stock subject to possible redemption ​ $ 116,150,000 ​ Net Loss per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net loss per common stock is computed by dividing net loss by the weighted average number of common stock outstanding for the period. Accretion associated with the redeemable shares of common stock is excluded from net loss per share as the redemption value approximates fair value. The calculation of diluted loss per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,950,000 shares of common stock in the aggregate. As of March 31, 2022 and 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into common stock and then share in the losses of the Company. As a result, diluted net loss per common stock is the same as basic net loss per common stock for the periods presented. The following table reflects the calculation of basic and diluted net loss per common stock (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2022 ​ 2021 ​ ​ ​ ​ Non- ​ ​ ​ Non- ​ ​ Redeemable Redeemable ​ Redeemable Redeemable Basic and diluted net loss per common stock ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net loss ​ $ (285,918) ​ $ (71,480) ​ $ — ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 11,500,000 ​ 2,875,000 ​ — ​ 2,875,000 Basic and diluted net loss per common stock ​ $ (0.02) ​ $ (0.02) ​ $ — ​ $ 0.00 ​ 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 Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. 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,” approximate the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature. Derivative Liabilities The Company accounts for derivative liabilities as either equity-classified or liability-classified instruments based on an assessment of the instruments’ 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 instruments are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common shares and whether the instrument 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, was conducted at the time of issuance and as of each subsequent quarterly period end date while the instruments are outstanding. As discussed in Note 7, management concluded that the Public Warrants and Private Warrants issued pursuant to the warrant agreement qualify for equity accounting treatment. The Company granted the underwriters a 45-day option at the Initial Public Offering date to purchase up to 1,500,000 additional Units to cover over-allotments. The over-allotment option was evaluated under ASC 480 “Distinguishing Liabilities from Equity.” The Company concluded that the underlying transaction (Units which include redeemable shares and warrants) of the over-allotment option embodies an obligation to repurchase the issuer’s equity shares. Accordingly, the option was fair valued and recorded as a liability at issuance date and applied to the offering cost of the common stock subject to redemption. On October 6, 2021, the underwriters fully exercised their over-allotment option to purchase an additional 1,500,000 Units at $10.00 per Unit. See Note 8 for the fair value of the over-allotment option liability. Offering Costs Offering costs consisted of legal, and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with the common stock issued were initially charged to temporary equity and then accreted to common stock subject to redemption upon the completion of the Initial Public Offering. Offering costs amounting to $2,822,084 were charged to stockholders' equity upon the completion of the Initial Public Offering. $2,323,163 were allocated to public shares and charges to temporary equity, and $498,921 was allocated to warrants and accounted for as equity. Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for the Company for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is currently assessing the impact, if any, that ASU 2020-06 would have on its financial position, results of operations or cash flows. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

PUBLIC OFFERING

PUBLIC OFFERING	3 Months Ended
	Mar. 31, 2022
PUBLIC OFFERING
PUBLIC OFFERING	NOTE 3. PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 10,000,000 Units at a price of $10.00 per Unit, generating gross proceeds of $100,000,000. Each Unit consists of one share of common stock and one redeemable warrant (“Public Warrant”). Each Public Warrant entitles the holder to purchase one share of common stock at an exercise price of $11.50 per whole share (see Note 7). On October 6, 2021, the underwriter fully exercised its over-allotment option, resulting in the sale of an additional 1,500,000 Units issued for an aggregate amount of $15,000,000.

PRIVATE PLACEMENT

PRIVATE PLACEMENT	3 Months Ended
	Mar. 31, 2022
PRIVATE PLACEMENT
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, NorthStar purchased 3,750,000 Private Warrants and Chardan Monterey purchased 1,250,000 Private Warrants, in each case, at a price of $1.00 per Private Warrant, for an aggregate purchase price of $5,000,000, in private placements. The co-Sponsors purchased an aggregate of 450,000 additional Private Warrants, for an aggregate purchase price of an additional $450,000, in connection with the exercise of the over-allotment option in full by the underwriters. Each Private Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per full share, subject to adjustment (see Note 7).

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2022
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On September 18, 2020, Chardan Monterey purchased an aggregate of 5,000,000 shares (the “Founder Shares”) of the Company’s common stock for an aggregate price of $25,000, or $0.005 per share. On May 20, 2021, Chardan Monterey transferred 687,500 Founder Shares back to the Company for no consideration, which shares were cancelled, resulting in an aggregate of 4,312,500 shares of common stock outstanding. On May 21, 2021, Chardan Monterey transferred 3,315,625 Founder Shares to NorthStar at a price of $0.006 per share, resulting in Chardan Monterey holding a balance of 996,875 Founder Shares. On May 21, 2021, NorthStar transferred 150,000 Founder Shares to Dr. Satyal, the Company’s Chief Executive Officer, and transferred 35,000 Founder Shares to each of the Company’s directors and director nominees at a price of $0.006 per share, resulting in NorthStar holding a balance of 2,990,625 Founder Shares. On September 1, 2021, the co-Sponsors forfeited an aggregate of 1,437,500 founder shares for no consideration resulting in an aggregate of 2,875,000 shares of common stock outstanding. On September 1, 2021, NorthStar transferred 1,078,125 Founder Shares back to the Company and Chardan Monterey transferred 359,375 Founder Shares back to the Company, in each case for no consideration, which shares were cancelled. As a result, NorthStar held a balance of 1,912,500 Founder Shares,Chardan Monterey held a balance of 637,500 Founder Shares, and officers and directors held a balance of 325,000 Founder Shares. The Founder Shares held by the co-Sponsors, officers, and directors are referred to collectively as “Founder Shares” or “Insider Shares”. The Founder Shares included an aggregate of up to 375,000 shares that were subject to forfeiture to the extent that the underwriter’s over-allotment was not exercised in full or in part, so that the initial stockholders will collectively own 20% of the Company’s issued and outstanding shares after the Initial Public Offering (assuming the initial stockholders do not purchase any Public Shares in the Initial Public Offering). As a result of the underwriter’s election to fully exercise its over-allotment option on October 6, 2021, no Founder Shares were, or are currently subject to forfeiture. All of the Insider Shares issued and outstanding prior to the date of the Initial Public Offering were placed in escrow with Continental Stock Transfer & Trust Company, as escrow agent, until (1) with respect to 50% of the Insider Shares, the earlier of six months or after the date of the consummation of Initial Business Combination and the date on which the closing price of the common stock equals or exceeds $12.50 per share for any 20 trading days within any 30-trading period commencing after the Initial Business Combination, and (2) with respect to the remaining 50% of the Insider Shares, six months after the date of the consummation of Initial Business Combination, or earlier, in either case, if subsequent to the Initial Business Combination, the Company consummates a liquidation, merger, share exchange or other similar transaction which will result in all of the stockholders having the right to exchange their shares for cash, securities, or other property. During the escrow period, the holders of these shares will not be able to sell or transfer their securities except (1) to any persons (including their affiliates and stockholders) participating in the private placement of the private warrants, officers, directors, stockholders, employees and members of the co-Sponsors and their affiliates, (2) amongst initial stockholders or to Company’s officers, directors and employees, (3) if a holder is an entity, as a distribution to its partners, stockholders or members upon its liquidation, (4) by bona fide gift to a member of the holder’s immediate family or to a trust, the beneficiary of which is a holder or a member of a holder’s immediate family, for estate planning purposes, (5) by virtue of the laws of descent and distribution upon death, (6) pursuant to a qualified domestic relations order, (7) by certain pledges to secure obligations incurred in connection with purchases of our securities, (8) by private sales at prices no greater than the price at which the shares were originally purchased. The sale of the Founder Shares to the Company’s Chief Executive Officer, directors and director nominees is in the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Company has hired a valuation firm to assess using the lattice model, the fair value associated with the Founder Shares granted. The fair value of the 325,000 Founder Shares granted to the Company’s Chief Executive Officer, directors and director nominees was $1,901,250 or $5.85 per share. The Founder Shares were granted subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founder Shares is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. As of March 31, 2022, the Company determined the performance conditions are not considered probable, and, therefore, no stock-based compensation expense has been recognized. Stock-based compensation would be recognized at the date the performance conditions are considered probable (i.e., upon consummation of a Business Combination) in an amount equal to the number of Founder Shares vested times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founder Shares. Promissory Note - Related Party On April 28, 2021, the Company issued an unsecured promissory note to NorthStar, one of the co-Sponsors (the "Promissory Note"), pursuant to which the Company may borrow up to an aggregate principal amount of $300,000. The Promissory Note was non-interest bearing and payable on the earlier of September 30, 2021 or the consummation of the Initial Public Offering. The outstanding loan of $175,405 was repaid at the time of the Initial Public Offering. Borrowings under the Promissory Note are no longer available. Due to NorthStar At the closing of the Initial Public Offering on October 5, 2021, NorthStar pre-funded a portion of the proceeds from the sale of the Private Warrants in the amount of $337,500 to the Trust Account, which was not due until October 6, 2021 when the underwriter exercised its full over-allotment option. There is no balance due to NorthStar as of December 31, 2021 and March 31, 2022. Administrative Services Agreement The Company entered into an agreement, commencing on September 30, 2021 through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay NorthStar a total of $10,000 per month for office space, utilities and secretarial and administrative support. For the three months ended March 31, 2022 and 2021, the Company incurred $30,000 and no fees for these services, respectively, of which such amounts are recorded as accrued expenses in the condensed balance sheets. Related Party Loans In addition, in order to finance transaction costs in connection with an intended initial Business Combination, the Company’s initial stockholders, officers and directors or their affiliates may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). Each loan would be evidenced by a promissory note. The notes would be paid upon consummation of a Business Combination, without interest, or, at the lender’s discretion up to $1,500,000 of the notes may be converted upon consummation of a Business Combination into additional Private Warrants to purchase shares of common stock at a conversion price of $1.00 per Private Warrant. Such Private Warrants are identical to the Public Warrants issued at the closing of the Initial Public Offering. As of March 31, 2022 and December 31, 2021, there are no Working Capital Loans outstanding. In March 2022, the Sponsor committed to provide the Company an aggregate of $500,000 in loans in connection with the Working Capital Loans. As of March 31, 2022, there have been no amounts advanced to the Company under the Working Capital Loans.

COMMITMENTS

COMMITMENTS	3 Months Ended
	Mar. 31, 2022
COMMITMENTS
COMMITMENTS	NOTE 6. COMMITMENTS AND CONTINGENCIES Registration Rights Pursuant to a registration and stockholder rights agreement entered into on September 30, 2021, the holders of the Insider Shares issued and outstanding on the date of the Initial Public Offering, Private Warrants (and underlying securities) are entitled to registration and stockholder rights. The holders of a majority of these securities are entitled to make up to two demands that the Company register such securities. The holders of the majority of the Insider Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of common stock are to be released from escrow. The holders of a majority of the Private Warrants (and underlying securities) can elect to exercise these registration rights at any time after the consummation of a Business Combination. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of a Business Combination. Notwithstanding the foregoing, Chardan Monterey may not exercise its demand and “piggyback” registration rights after five Underwriting Agreement The Company granted the underwriter a 45-day option from the date of Initial Public Offering to purchase up to 1,500,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. On October 6, 2021, the underwriter’s elected to fully exercise the over-allotment option to purchase an additional 1,500,000 Public Shares at a price of $10.00 per Public Share. Related Party Transactions The Company engaged Chardan as an advisor in connection with the Business Combination. The Company will pay Chardan the marketing fee for such services upon the consummation of the initial Business Combination in an amount equal to, in aggregate 3.5% of the gross proceeds of the Initial Public Offering, including the proceeds from the full exercise of the over-allotment option (or $4,025,000) (the “Marketing Fee”). Prior to the consummation of the Initial Public Offering, Chardan Monterey, an affiliate of Chardan beneficially owned in excess of 10% of the Company’s issued and outstanding common stock. Because Chardan was an underwriter in the Initial Public Offering and its affiliate owned in excess of 10% of the Company’s issued and outstanding common stock, Chardan was deemed to have a “conflict of interest” under Rule 5121. Accordingly, the Initial Public Offering was made in compliance with the requirements of Rule 5121, which requires that a qualified independent underwriter participate in the preparation of, and exercise of the usual standard of due diligence with respect to the registration statement. B. Riley Securities, Inc. acted as a qualified independent underwriter for the Initial Public Offering and undertook the legal responsibilities and liabilities of an underwriter under the Securities Act, specifically including those inherent in Section 11. B. Riley Securities, Inc. received $100,000 from the total underwriting discount for serving as qualified independent underwriter in connection with the Initial Public Offering.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2022
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY	NOTE 7. STOCKHOLDERS’ EQUITY Preferred Stock Common Stock issued outstanding. Warrants— No warrant will be exercisable for cash, and the Company will not be obligated to issue shares of common stock unless at the time a holder seeks to exercise such warrant, a prospectus relating to the shares of common stock issuable upon exercise is current and the shares of common stock have been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. Under the terms of the warrant agreement, the Company has agreed to use its best efforts to meet the above conditions and to maintain a current prospectus relating to the shares of common stock issuable upon exercise of the warrants until the expiration of the warrants. If the prospectus relating to the shares of common stock issuable upon the exercise of the warrants is not current or if the common stock is not qualified or exempt from qualification in the jurisdictions in which the holders of the warrants reside, the Company will not be required to net cash settle or cash settle the warrant exercise, the warrants may have no value, the market for the warrants may be limited and the warrants may expire worthless. Redemptions for warrants. ● at any time while the warrants are exercisable; ● upon not less than 30 days ' prior written notice of redemption to each warrant holder; ● if, and only if, the reported last sales price of the shares of common stock equals or exceeds $16.50 per share, for any 20 trading days within a 30 - day trading period ending three business days before the Company sends the notice of redemption to warrant holders; and ● if, and only if, there is a current registration statement in effect with respect to the shares of common stock 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. The right to exercise will be forfeited unless the warrants are exercised prior to the date specified in the notice of redemption. On and after the redemption date, a record holder of the warrant will have no further rights except to receive the redemption price for such holder’s warrant upon surrender of such warrant. The redemption criteria for the warrants have been established at a price which is intended to provide warrant holders a reasonable premium to the initial exercise price and provide a sufficient differential between the then-prevailing share price and the warrant exercise price so that if the share price declines as a result of the Company’s redemption call, the redemption will not cause the share price to drop below the exercise price of the warrants. If the Company calls the warrants for redemption as described above, its management will have the option to require all holders that wish to exercise the warrants to do so on a “cashless basis”. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of common stock equal to the quotient obtained by dividing (x) the product of the number of shares of common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” by (y) the fair market value. The “fair market value” shall mean the average reported last sales price of shares of common stock for the ten trading days ending on the third trading day prior to the date on which the notice of redemption is sent to the holders of the warrants. Whether the Company will exercise its option to require all holders to exercise their warrants on a “cashless basis” will depend on a variety of factors including the price of shares of common stock at the time the warrants are called for redemption, the Company’s cash needs at such time, and concerns regarding dilutive share issuances. The exercise price and number of shares of common stock issuable on exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend, recapitalization, reorganization, merger, or consolidation. In addition, if (x) the Company issues additional shares of common stock or equity-linked securities for capital raising purposes in connection with the closing of its initial Business Combination at an issue price of less than $9.20 per share of common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the Company’s initial Business Combination on the date of the consummation of such initial Business Combination (net of redemptions), and (z) the volume-weighted average trading price of the common stock during the 20 trading day period starting on the trading day prior to the day on which the Company completes its initial Business Combination (such price, the “Market Value”) is below $9.50 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price and the $16.50 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 165% of the higher of the Market Value and the Newly Issued Price. The Private Warrants will be identical to the Public Warrants underlying the Units being sold in the Initial Public Offering , except that each Private Warrant is exercisable for one share of common stock at an exercise price of $11.50 per share. The Private Warrants and any shares of common stock issued upon exercise thereof are subject to transfer restrictions pursuant to lock-up provision in a letter agreement with the Company to be entered into by the co-Sponsors , officers, directors, and Chardan. Those lock-up provisions provide that such securities are not transferable or salable until 30 days after the completion of the Initial Business Combination, except to conditions as set forth in the agreement.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2022
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	NOTE 8. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at March 31, 2022 and December 31, 2021, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, Description Level 2022 2021 Assets: ​ ​ ​ ​ ​ Marketable securities held in Trust Account 1 ​ $ 116,164,067 ​ ​ 116,152,371 ​ The over-allotment option was accounted for a liability in accordance with ASC-480. The over-allotment option was measured at fair value at inception and on a recurring basis until it was exercised, with the changes in fair value presented in the statement of operations. On October 6, 2021, the underwriters fully exercised their over-allotment option to purchase an additional 1,500,000 Units at $10.00 per Unit. The over-allotment option liability was valued using a Modified Black Scholes Model, which was considered to be a Level 3 fair value measurement. The following table presents the quantitative information regarding Level 3 fair value measurement inputs: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 5, ​ October 6, ​ ​ 2021 2021 Stock Price $ 10.15 ​ $ 10.20 Exercise Price $ 10.00 ​ $ 10.00 Volatility ​ 5.00 % 5.00 % Term (days) ​ 45 ​ 44 Dividend Yield ​ 0.00 ​ 0.00 Risk Free Rate-Daily Treasury Yield Curve ​ 0.04 % 0.06 % ​ The following table presents the changes in the fair value of the Level 3 over-allotment liability: ​ ​ ​ ​ ​ ​ ​ Over-allotment ​ ​ Option ​ ​ Liability Fair value as of January 1, 2021 ​ $ — Initial measurement on October 5, 2021 ​ ​ 254,870 Change in fair value on October 6, 2021 ​ ​ 62,716 Elimination of over-allotment liability on October 6, 2021 ​ ​ (317,586) Fair value as of December 31, 2021 ​ $ — ​

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	1 Months Ended
	Jan. 31, 2022
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 9. SUBSEQUENT EVENTS ​ The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance 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 accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K as filed with the SEC on March 29, 2022. The interim results for the three months ended March 31, 2022 are not necessarily indicative of the results to be expected for the period ending December 31, 2022 or for any future periods.
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 independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of the condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents at March 31, 2022 and December 31, 2021.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account At March 31, 2022 and December 31, 2021, substantially all of the assets held in the Trust Account were held in money market funds which invest U.S. Treasury securities. All of the Company’s investments held in the Trust Account are classified as trading securities. Trading securities are presented on the balance sheet at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest earned on marketable securities held in Trust Account in the accompanying statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, all common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable common stock to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable common stock are affected by charges against additional paid-in capital and accumulated deficit. At March 31, 2022 and December 31, 2021, the common stock reflected in the condensed balance sheets is reconciled in the following table: ​ ​ ​ ​ ​ Gross proceeds ​ $ 115,000,000 Less: ​ ​ Proceeds allocated to Public Warrants ​ (19,435,000) Common stock issuance costs ​ (2,323,163) Plus: ​ ​ Accretion of carrying value to redemption value ​ 22,908,163 Common stock subject to possible redemption ​ $ 116,150,000
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in 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. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2022 and December 31, 2021. 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.
Net Loss per Common Share	Net Loss per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net loss per common stock is computed by dividing net loss by the weighted average number of common stock outstanding for the period. Accretion associated with the redeemable shares of common stock is excluded from net loss per share as the redemption value approximates fair value. The calculation of diluted loss per share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering, and (ii) the private placement since the exercise of the warrants is contingent upon the occurrence of future events. The warrants are exercisable to purchase 16,950,000 shares of common stock in the aggregate. As of March 31, 2022 and 2021, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into common stock and then share in the losses of the Company. As a result, diluted net loss per common stock is the same as basic net loss per common stock for the periods presented. The following table reflects the calculation of basic and diluted net loss per common stock (in dollars, except per share amounts): ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2022 ​ 2021 ​ ​ ​ ​ Non- ​ ​ ​ Non- ​ ​ Redeemable Redeemable ​ Redeemable Redeemable Basic and diluted net loss per common stock ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net loss ​ $ (285,918) ​ $ (71,480) ​ $ — ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 11,500,000 ​ 2,875,000 ​ — ​ 2,875,000 Basic and diluted net loss per common stock ​ $ (0.02) ​ $ (0.02) ​ $ — ​ $ 0.00 ​
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 Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
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,” approximate the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature.
Derivative Liabilities	Derivative Liabilities The Company accounts for derivative liabilities as either equity-classified or liability-classified instruments based on an assessment of the instruments’ 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 instruments are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815, including whether the instruments are indexed to the Company’s own common shares and whether the instrument 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, was conducted at the time of issuance and as of each subsequent quarterly period end date while the instruments are outstanding. As discussed in Note 7, management concluded that the Public Warrants and Private Warrants issued pursuant to the warrant agreement qualify for equity accounting treatment. The Company granted the underwriters a 45-day option at the Initial Public Offering date to purchase up to 1,500,000 additional Units to cover over-allotments. The over-allotment option was evaluated under ASC 480 “Distinguishing Liabilities from Equity.” The Company concluded that the underlying transaction (Units which include redeemable shares and warrants) of the over-allotment option embodies an obligation to repurchase the issuer’s equity shares. Accordingly, the option was fair valued and recorded as a liability at issuance date and applied to the offering cost of the common stock subject to redemption. On October 6, 2021, the underwriters fully exercised their over-allotment option to purchase an additional 1,500,000 Units at $10.00 per Unit. See Note 8 for the fair value of the over-allotment option liability.
Offering Costs	Offering Costs Offering costs consisted of legal, and other expenses incurred through the Initial Public Offering that were directly related to the Initial Public Offering. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs associated with the common stock issued were initially charged to temporary equity and then accreted to common stock subject to redemption upon the completion of the Initial Public Offering. Offering costs amounting to $2,822,084 were charged to stockholders' equity upon the completion of the Initial Public Offering. $2,323,163 were allocated to public shares and charges to temporary equity, and $498,921 was allocated to warrants and accounted for as equity.
Recent Accounting Standards	Recent Accounting Standards In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2020-06, “Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), which simplifies accounting for convertible instruments by removing major separation models required under current GAAP. ASU 2020-06 removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, and it also simplifies the diluted earnings per share calculation in certain areas. ASU 2020-06 is effective for the Company for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years, with early adoption permitted. The Company is currently assessing the impact, if any, that ASU 2020-06 would have on its financial position, results of operations or cash flows. Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2022
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Summary of reconciliation of common stock reflected on the balance sheet	​ ​ ​ ​ ​ Gross proceeds ​ $ 115,000,000 Less: ​ ​ Proceeds allocated to Public Warrants ​ (19,435,000) Common stock issuance costs ​ (2,323,163) Plus: ​ ​ Accretion of carrying value to redemption value ​ 22,908,163 Common stock subject to possible redemption ​ $ 116,150,000
Reconciliation of Net Loss per Common Share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2022 ​ 2021 ​ ​ ​ ​ Non- ​ ​ ​ Non- ​ ​ Redeemable Redeemable ​ Redeemable Redeemable Basic and diluted net loss per common stock ​ ​ ​ ​ ​ ​ ​ ​ Numerator: ​ ​ ​ ​ ​ ​ ​ ​ Allocation of net loss ​ $ (285,918) ​ $ (71,480) ​ $ — ​ $ — Denominator: ​ ​ ​ ​ ​ ​ ​ ​ Basic and diluted weighted average shares outstanding ​ 11,500,000 ​ 2,875,000 ​ — ​ 2,875,000 Basic and diluted net loss per common stock ​ $ (0.02) ​ $ (0.02) ​ $ — ​ $ 0.00

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2022
FAIR VALUE MEASUREMENTS
Schedule of Company's assets that are measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, Description Level 2022 2021 Assets: ​ ​ ​ ​ ​ Marketable securities held in Trust Account 1 ​ $ 116,164,067 ​ ​ 116,152,371
Schedule of quantitative information regarding Level 3 fair value measurement inputs	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ October 5, ​ October 6, ​ ​ 2021 2021 Stock Price $ 10.15 ​ $ 10.20 Exercise Price $ 10.00 ​ $ 10.00 Volatility ​ 5.00 % 5.00 % Term (days) ​ 45 ​ 44 Dividend Yield ​ 0.00 ​ 0.00 Risk Free Rate-Daily Treasury Yield Curve ​ 0.04 % 0.06 %
Schedule of changes in the fair value of the Level 3 over-allotment liability	​ ​ ​ ​ ​ ​ ​ Over-allotment ​ ​ Option ​ ​ Liability Fair value as of January 1, 2021 ​ $ — Initial measurement on October 5, 2021 ​ ​ 254,870 Change in fair value on October 6, 2021 ​ ​ 62,716 Elimination of over-allotment liability on October 6, 2021 ​ ​ (317,586) Fair value as of December 31, 2021 ​ $ —

DESCRIPTION OF ORGANIZATION, _2

DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS, LIQUIDITY, AND RISKS AND UNCERTAINTIES (Details)	Oct. 05, 2022USD ($)	Oct. 06, 2021USD ($)shares	Oct. 05, 2021USD ($)$ / sharesshares	Oct. 04, 2021USD ($)$ / sharesshares	Mar. 31, 2022USD ($)$ / sharesshares	Mar. 31, 2022USD ($)$ / sharesitemshares	Mar. 31, 2021USD ($)	Dec. 31, 2021USD ($)
Subsidiary, Sale of Stock [Line Items]
Purchase price, per unit | $ / shares			$ 10.10
Price of warrant | $ / shares					$ 1	$ 1
Proceeds from sale of private warrants transferred to the Trust account		$ 450,000
Total transaction Costs					$ 2,822,084	$ 2,822,084
Underwriting fees					2,300,000	2,300,000
Other offering costs					522,084	522,084
Proceeds from Related Party Debt						$ 0	$ 12
Condition for future business combination number of businesses minimum						1
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	$ 5,000,001
Months to complete acquisition | item						12
Maximum number of months to complete acquisition						21 months
Redemption period upon closure						10 days
Maximum Allowed Dissolution Expenses						$ 100,000
Amount held in operating bank accounts					173,594	173,594		$ 510,814
Marketable securities held in Trust Account					116,164,067	116,164,067		$ 116,152,371
Working Capital					365,626	$ 365,626
Investment Income, Interest							$ 0
Working Capital Loans					500,000
Subsequent Event
Subsidiary, Sale of Stock [Line Items]
Mandatory liquidation deposit trust account.	$ 1,150,000
Minimum
Subsidiary, Sale of Stock [Line Items]
Redemption of shares calculated based on business days prior to consummation of business combination (in days)						12 months
Maximum
Subsidiary, Sale of Stock [Line Items]
Redemption of shares calculated based on business days prior to consummation of business combination (in days)						21 months
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares				450,000
Price of warrant | $ / shares				$ 1
Proceeds from sale of private warrants transferred to the Trust account		15,150,000		$ 15,450,000
Payments for investment of cash in Trust Account		$ 116,150,000
Working capital loans warrant
Subsidiary, Sale of Stock [Line Items]
Working Capital Loans					$ 500,000
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units issued | shares			10,000,000
Purchase price, per unit | $ / shares			$ 10
Proceeds from issuance initial public offering			$ 100,000,000
Payments for investment of cash in Trust Account			$ 101,000,000
Private Placement
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares		450,000
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Sale of Private Placement Warrants (in shares) | shares					5,000,000	5,000,000
Price of warrant | $ / shares			$ 1		$ 1	$ 1
Proceeds from sale of private warrants transferred to the Trust account			$ 5,000,000			$ 5,000,000
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units issued | shares		1,500,000	1,500,000			1,500,000
Sale of Private Placement Warrants (in shares) | shares				1,500,000
Price of warrant | $ / shares				$ 10

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($)	Oct. 06, 2021	Oct. 05, 2021	Mar. 31, 2022	Dec. 31, 2021
Cash equivalents			$ 0	$ 0
Unrecognized tax benefits			0	0
Unrecognized tax benefits accrued for interest and penalties			$ 0	$ 0
Antidilutive securities excluded from computation of earnings per share, amount			16,950,000
FDIC Coverage			$ 250,000
Offering costs			2,822,084
Offering costs allocated to public shares and charges to temporary equity			2,323,163
Offering costs allocated to warrants			$ 498,921
Initial Public Offering
Number of units issued		10,000,000
Over-allotment option
Number of units issued	1,500,000	1,500,000	1,500,000
Share Price	$ 10
Class A Common Stock | Public Warrants
Share Price			$ 9.20

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Summary of reconciliation of common stock reflected on the balance sheet (Details) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Gross proceeds	$ 115,000,000	$ 115,000,000
Proceeds allocated to Public Warrants	(19,435,000)	(19,435,000)
Common stock issuance costs	(2,323,163)	(2,323,163)
Accretion of carrying value to redemption value	22,908,163	22,908,163
Common stock subject to possible redemption	$ 116,150,000	$ 116,150,000

SUMMARY OF SIGNIFICANT ACCOUN_6

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Net Loss per Common Share (Details) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Class A Common Stock Subject to Redemption
Allocation of net loss	$ (285,918)
Weighted average shares outstanding, basic	11,500,000	0
Weighted average shares outstanding, diluted	11,500,000	0
Basic net loss per common share	$ (0.02)	$ 0
Diluted net loss per common share	$ (0.02)	$ 0
Class A Common Stock Not Subject to Redemption
Allocation of net loss	$ (71,480)
Weighted average shares outstanding, basic	2,875,000	2,875,000
Weighted average shares outstanding, diluted	2,875,000	2,500,000
Basic net loss per common share	$ (0.02)	$ 0
Diluted net loss per common share	$ (0.02)	$ 0

PUBLIC OFFERING (Details)

PUBLIC OFFERING (Details) - USD ($)	Oct. 06, 2021	Oct. 05, 2021	Mar. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Purchase price, per unit		$ 10.10
Initial Public Offering
Subsidiary, Sale of Stock [Line Items]
Number of units issued		10,000,000
Purchase price, per unit		$ 10
Number of shares in a unit		1
Proceeds from initial public offering		$ 100,000,000
Initial Public Offering | Public Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants in a unit		1
Number of shares issuable per warrant		1
Exercise price of warrants		$ 11.50
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of units issued	1,500,000	1,500,000	1,500,000
Forfeiture of Founder Shares(in shares)	$ 15,000,000

PRIVATE PLACEMENT (Details)

PRIVATE PLACEMENT (Details) - USD ($)	Oct. 06, 2021	Oct. 05, 2021	Oct. 04, 2021	Mar. 31, 2022
Subsidiary, Sale of Stock [Line Items]
Price of warrants				$ 1
Aggregate purchase price	$ 450,000
NorthStar
Subsidiary, Sale of Stock [Line Items]
Aggregate purchase price				$ 337,500
Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued			450,000
Price of warrants			$ 1
Aggregate purchase price	$ 15,150,000		$ 15,450,000
Over-allotment option
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued			1,500,000
Price of warrants			$ 10
Private Placement
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued	450,000
Private Placement | Private Placement Warrants
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued				5,000,000
Price of warrants		$ 1		$ 1
Aggregate purchase price		$ 5,000,000		$ 5,000,000
Number of shares per warrant		1
Exercise price of warrant		$ 11.50
Private Placement | Private Placement Warrants | NorthStar
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued		3,750,000
Private Placement | Private Placement Warrants | Chardan Monterey
Subsidiary, Sale of Stock [Line Items]
Number of warrants issued		1,250,000

RELATED PARTY TRANSACTIONS - Fo

RELATED PARTY TRANSACTIONS - Founder Shares (Details)	Sep. 01, 2021shares	May 21, 2021$ / sharesshares	May 20, 2021shares	Sep. 18, 2020USD ($)$ / sharesshares	Mar. 31, 2022USD ($)D$ / sharesshares	Dec. 31, 2021shares	Oct. 06, 2021shares	Oct. 05, 2021$ / shares
Related Party Transaction [Line Items]
Common shares, shares outstanding					2,875,000	2,875,000
Purchase price, per unit | $ / shares								$ 10.10
Remaining percentage of insider shares held with escrow agent					50.00%
Percentage of insider shares held with escrow agent					50.00%
Sponsor
Related Party Transaction [Line Items]
Shares subject to forfeiture	1,437,500
Sponsor | Class B Common Stock
Related Party Transaction [Line Items]
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders					20.00%
Restrictions on transfer period of time after business combination completion					6 months
NorthStar | Director and Director Nominees
Related Party Transaction [Line Items]
Stock issued during period, shares, issued for services		35,000
Founder Shares
Related Party Transaction [Line Items]
Shares subject to forfeiture							0
Purchase price, per unit | $ / shares				$ 0.005
Founder Shares | Chief Executive Officer, Director and Director Nominees
Related Party Transaction [Line Items]
Purchase price, per unit | $ / shares					$ 5.85
Stock issued during period, shares, issued for services					325,000
Stock issued during period, fair value, issued for services | $					$ 1,901,250
Founder Shares | Class B Common Stock
Related Party Transaction [Line Items]
Shares subject to forfeiture					375,000
Restrictions on transfer period of time after business combination completion					6 months
Founder Shares | Sponsor
Related Party Transaction [Line Items]
Founder shares forfeited	2,875,000
Founder Shares | Sponsor | Class B Common Stock
Related Party Transaction [Line Items]
Number of shares issued				5,000,000
Aggregate purchase price | $				$ 25,000
Common shares, shares outstanding			4,312,500
Aggregate number of shares owned		996,875
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) | $ / shares					$ 12.50
Threshold trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination					20
Threshold consecutive trading days for transfer, assign or sale of shares or warrants, after the completion of the initial business combination | D					30
Founder Shares | Chardan Monterey
Related Party Transaction [Line Items]
Aggregate number of shares owned	637,500
Purchase price, per unit | $ / shares		$ 0.006
Founder shares forfeited	359,375		687,500
Stock issued during period, shares, issued between related parties		3,315,625
Founder Shares | NorthStar
Related Party Transaction [Line Items]
Aggregate number of shares owned	1,912,500	2,990,625
Purchase price, per unit | $ / shares		$ 0.006
Founder shares forfeited	1,078,125
Founder Shares | NorthStar | Chief Executive Officer, Director and Director Nominees
Related Party Transaction [Line Items]
Stock issued during period, shares, issued for services		150,000

RELATED PARTY TRANSACTIONS - Ad

RELATED PARTY TRANSACTIONS - Additional Information (Details) - USD ($)	Oct. 06, 2021	Apr. 28, 2021	Mar. 31, 2022	Sep. 30, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Related Party Transaction [Line Items]
Working capital loans committed by Sponsor			$ 500,000
Proceeds from sale of private warrants transferred to the Trust account	$ 450,000
Price of warrant			$ 1		$ 1
NorthStar
Related Party Transaction [Line Items]
Outstanding balance of related party note			$ 0		$ 0		$ 0
Proceeds from sale of private warrants transferred to the Trust account					337,500
Working capital loans warrant
Related Party Transaction [Line Items]
Working capital loans committed by Sponsor			500,000
NorthStar
Related Party Transaction [Line Items]
Expenses per month				$ 10,000
Promissory Note with Related Party
Related Party Transaction [Line Items]
Maximum borrowing capacity of related party promissory note		$ 300,000
Repayment of advances from related party		$ 175,405
Administrative Support Agreement | NorthStar
Related Party Transaction [Line Items]
Expenses incurred and paid					30,000	$ 0
Related Party Loans
Related Party Transaction [Line Items]
Outstanding balance of related party note			0		0		$ 0
Loan conversion agreement warrant			$ 1,500,000		$ 1,500,000

COMMITMENTS (Details)

COMMITMENTS (Details)	Oct. 06, 2021$ / sharesshares	Oct. 05, 2021shares	Mar. 31, 2022shares
Loss Contingencies [Line Items]
Maximum Number Of Demands For Registration Of Securities			2
Threshold Term for Registration Rights Prior To Share release From Escrow			3 months
Chardan Monterey
Loss Contingencies [Line Items]
Maximum Term for Demand Registration Right			5 years
Maximum Term for Piggy-back Registration Right			7 years
Over-allotment option
Loss Contingencies [Line Items]
Number of units issued | shares	1,500,000	1,500,000	1,500,000
Share Price | $ / shares	$ 10

COMMITMENTS - Related Party Tra

COMMITMENTS - Related Party Transactions (Details) - Initial Public Offering	3 Months Ended
	Mar. 31, 2022USD ($)
B. Riley Securities, Inc [Member]
Loss Contingencies [Line Items]
Deferred underwriting fee payable	$ 100,000
Percentage of shares held	10.00%
Chardan Monterey
Loss Contingencies [Line Items]
Marketing Fee	$ 4,025,000
Marketing fee paid as a percentage to the proceeds from IPO	3.50%

STOCKHOLDERS' EQUITY - Preferre

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

STOCKHOLDERS' EQUITY - Common S

STOCKHOLDERS' EQUITY - Common Stock Shares (Details)	Mar. 31, 2022Vote$ / sharesshares	Dec. 31, 2021$ / sharesshares	Oct. 06, 2021shares
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000	100,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Common shares, shares issued (in shares)	2,875,000	2,875,000
Common shares, shares outstanding (in shares)	2,875,000	2,875,000
Class A common stock subject to possible redemption, issued (in shares)	11,500,000	11,500,000
Class A common stock subject to possible redemption, outstanding (in shares)	11,500,000	11,500,000
Founder Shares
Class of Stock [Line Items]
Number Of Shares Subject To Forfeiture			0
Over-allotment option
Class of Stock [Line Items]
Number Of Shares Subject To Forfeiture			0
Class B Common Stock | Founder Shares
Class of Stock [Line Items]
Number Of Shares Subject To Forfeiture	375,000
Common stock subject to redemption
Class of Stock [Line Items]
Common shares, shares authorized (in shares)	100,000,000
Common shares, par value (in dollars per share) | $ / shares	$ 0.0001	$ 0.0001
Common shares, votes per share | Vote	1
Common shares, shares issued (in shares)	2,875,000	2,875,000

STOCKHOLDERS' EQUITY - Warrants

STOCKHOLDERS' EQUITY - Warrants (Details)	3 Months Ended
	Mar. 31, 2022$ / shares	Oct. 06, 2021$ / sharesshares	Oct. 05, 2021$ / sharesshares
Over-allotment option
Class of Warrant or Right [Line Items]
Shares subject to forfeiture | shares		0
Share Price		$ 10
Class A Common Stock
Class of Warrant or Right [Line Items]
Aggregated shares issued upon converted basis (in percent)	20.00%
Private Placement Warrants | Private Placement
Class of Warrant or Right [Line Items]
Number of shares issuable per warrant | shares			1
Exercise price of warrants			$ 11.50
Public Warrants
Class of Warrant or Right [Line Items]
Warrant exercise period condition two	1 year
Public Warrants expiration term	5 years
Share price trigger used to measure dilution of warrant	$ 9.50
Percentage of gross new proceeds to total equity proceeds used to measure dilution of warrant	60
Trading period after business combination used to measure dilution of warrant	20
Warrant exercise price adjustment multiple	115
Warrant redemption price adjustment multiple	165
Restrictions on transfer period of time after business combination completion	30 days
Public Warrants | Class A Common Stock
Class of Warrant or Right [Line Items]
Share Price	$ 9.20
Public Warrants | Redemption of Warrants When the Price per Class A Ordinary Share Equals or Exceeds $18.00
Class of Warrant or Right [Line Items]
Warrant redemption condition minimum share price	16.50
Redemption price per public warrant (in dollars per share)	$ 0.01
Minimum threshold written notice period for redemption of public warrants	30 days
Threshold trading days for redemption of public warrants	20 days
Threshold number of business days before sending notice of redemption to warrant holders	3
Redemption period	30 days

FAIR VALUE MEASUREMENTS - Sched

FAIR VALUE MEASUREMENTS - Schedule of company's assets that are measured at fair value on a recurring basis (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Assets:
Marketable securities held in Trust Account	$ 116,164,067	$ 116,152,371
Level 1 | Recurring
Assets:
Marketable securities held in Trust Account	$ 116,164,067	$ 116,152,371

FAIR VALUE MEASUREMENTS - Level

FAIR VALUE MEASUREMENTS - Level 3 Fair Value Measurements Inputs (Details) - Level 3	Oct. 06, 2021USD ($)$ / shares	Oct. 05, 2021USD ($)$ / shares
Stock Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	10.20	10.15
Exercise Price
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	10	10
Volatility
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	5	5
Term (days)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input | $	44	45
Dividend Yield
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	0	0
Risk Free Rate-Daily Treasury Yield Curve
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Measurement Input	0.06	0.04

FAIR VALUE MEASUREMENTS - Chang

FAIR VALUE MEASUREMENTS - Changes in the fair value of the Level 3 over-allotment liability (Details) - USD ($)	Oct. 06, 2021	Oct. 05, 2021
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Initial measurement on October 5, 2021		$ 254,870
Change in fair value on October 6, 2021	$ 62,716
Elimination of over-allotment liability on October 6, 2021	$ (317,586)

FAIR VALUE MEASUREMENTS - Addit

FAIR VALUE MEASUREMENTS - Additional Information (Details) - Over-allotment option - $ / shares	Oct. 06, 2021	Oct. 05, 2021	Mar. 31, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Number of units issued	1,500,000	1,500,000	1,500,000
Share Price	$ 10