Cover Page
| Cover Page - USD ($) | 12 Months Ended | |
| Dec. 31, 2022 | Jun. 30, 2022 | |
| Document Information [Line Items] | ||
| Document Type | 10-K | |
| Amendment Flag | false | |
| Document Annual Report | true | |
| Document Transition Report | false | |
| Document Period End Date | Dec. 31, 2022 | |
| Document Fiscal Year Focus | 2022 | |
| Document Fiscal Period Focus | FY | |
| Current Fiscal Year End Date | --12-31 | |
| Entity Registrant Name | FORBION EUROPEAN ACQUISITION CORP. | |
| Entity Central Index Key | 0001874495 | |
| Entity Current Reporting Status | Yes | |
| Entity Interactive Data Current | Yes | |
| Entity Incorporation, State or Country Code | E9 | |
| Entity Address, Address Line One | 4001 Kennett Pike | |
| Entity Address, Address Line Two | Suite 302 | |
| Entity Address, City or Town | Wilmington | |
| Entity Address, State or Province | DE | |
| Entity Address, Postal Zip Code | 19807 | |
| City Area Code | 302 | |
| Local Phone Number | 273-0765 | |
| Entity File Number | 001-41148 | |
| Entity Tax Identification Number | 00-0000000 | |
| Entity Filer Category | Non-accelerated Filer | |
| Entity Small Business | true | |
| Entity Emerging Growth Company | true | |
| Entity Ex Transition Period | false | |
| Entity Shell Company | true | |
| Title of 12(b) Security | Class A ordinary shares, par value $0.0001 per share | |
| Trading Symbol | FRBN | |
| Security Exchange Name | NASDAQ | |
| Entity Well-known Seasoned Issuer | No | |
| Entity Voluntary Filers | No | |
| Entity Public Float | $ 106,500,000 | |
| Auditor Name | Marcum LLP | |
| Auditor Firm ID | 688 | |
| Auditor Location | New York, New York | |
| ICFR Auditor Attestation Flag | false | |
| Capital Units [Member] | ||
| Document Information [Line Items] | ||
| Title of 12(b) Security | Units, each consisting of one Class A ordinary share and one-third of one redeemable warrant | |
| Trading Symbol | FRBNU | |
| Security Exchange Name | NASDAQ | |
| Redeemable Warrants [Member] | ||
| Document Information [Line Items] | ||
| Title of 12(b) Security | Redeemable warrants, each whole warrant exercisable for one Class A ordinary share at an exercise price of $11.50 | |
| Trading Symbol | FRBNW | |
| Security Exchange Name | NASDAQ | |
| Common Class A [Member] | ||
| Document Information [Line Items] | ||
| Entity Common Stock, Shares Outstanding | 12,650,000 | |
| Common Class B [Member] | ||
| Document Information [Line Items] | ||
| Entity Common Stock, Shares Outstanding | 3,162,500 |
BALANCE SHEETS
| BALANCE SHEETS - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
| Current assets: | ||
| Cash | $ 314,151 | $ 1,069,298 |
| Prepaid expense | 197,653 | 498,591 |
| Total current assets | 511,804 | 1,567,889 |
| Prepaid expenses– non-current portion | 0 | 209,052 |
| Cash and securities held in trust account | 131,531,334 | 129,669,409 |
| Total assets | 132,043,138 | 131,446,350 |
| Current liabilities: | ||
| Accrued offering costs and expenses | 844,605 | 316,651 |
| Due to related party | 48,904 | 10,796 |
| Total current liabilities | 893,509 | 327,447 |
| Deferred underwriting commissions | 3,727,500 | 3,727,500 |
| Total liabilities | 4,621,009 | 4,054,947 |
| Commitments and Contingencies (Note 6) | ||
| Class A ordinary shares subject to possible redemption, 12,650,000 shares at redemption value of approximately $10.40 and $10.25 at December 31, 2022 and 2021, respectively | 131,531,334 | 129,669,409 |
| Shareholders' Deficit: | ||
| Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding | 0 | 0 |
| Additional paid-in capital | 0 | 0 |
| Accumulated deficit | (4,109,521) | (2,278,322) |
| Total shareholders' deficit | (4,109,205) | (2,278,006) |
| Total Liabilities, Shares Subject to Redemption and Shareholders' Deficit | 132,043,138 | 131,446,350 |
| Common Class A [Member] | ||
| Shareholders' Deficit: | ||
| Common stock | 0 | 0 |
| Common Class B [Member] | ||
| Shareholders' Deficit: | ||
| Common stock | $ 316 | $ 316 |
BALANCE SHEETS (Parenthetical)
| BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2022 | Dec. 31, 2021 |
| Preferred stock par or stated value per share | $ 0.0001 | $ 0.0001 |
| Preferred stock shares authorized | 5,000,000 | 5,000,000 |
| Preferred stock shares issued | 0 | 0 |
| Preferred stock shares outstanding | 0 | 0 |
| Common Class A [Member] | ||
| Temporary equity, shares outstanding | 12,650,000 | 12,650,000 |
| Temporary equity, redemption price per share | $ 10.4 | $ 10.25 |
| Common stock par or stated value per share | $ 0.0001 | $ 0.0001 |
| Common stock shares authorized | 500,000,000 | 500,000,000 |
| Common stock shares issued | 0 | 0 |
| Common stock, Shares, Outstanding | 0 | 0 |
| Common Class B [Member] | ||
| Common stock par or stated value per share | $ 0.0001 | $ 0.0001 |
| Common stock shares authorized | 50,000,000 | 50,000,000 |
| Common stock shares issued | 3,162,500 | 3,162,500 |
| Common stock, Shares, Outstanding | 3,162,500 | 3,162,500 |
STATEMENTS OF OPERATIONS
| STATEMENTS OF OPERATIONS - USD ($) | 5 Months Ended | 12 Months Ended |
| Dec. 31, 2021 | Dec. 31, 2022 | |
| Formation and operating costs | $ 232,346 | $ 1,831,421 |
| Loss from operations | (232,346) | (1,831,421) |
| Other income | ||
| Bank Interest Income | 0 | 222 |
| Interest earned from Trust Account | 6,909 | 1,861,925 |
| Total other income | 6,909 | 1,862,147 |
| Net income (loss) | $ (225,437) | $ 30,726 |
| Weighted Average Number of Shares Outstanding, Diluted | 0 | 0 |
| Common Class A [Member] | ||
| Other income | ||
| Weighted Average Number of Shares Outstanding, Basic | 1,558,966 | 12,650,000 |
| Weighted Average Number of Shares Outstanding, Diluted | 1,558,966 | 12,650,000 |
| Earnings Per Share, Basic | $ (0.05) | $ 0 |
| Earnings Per Share, Diluted | $ (0.05) | $ 0 |
| Common Class B [Member] | ||
| Other income | ||
| Weighted Average Number of Shares Outstanding, Basic | 3,162,500 | 3,162,500 |
| Weighted Average Number of Shares Outstanding, Diluted | 3,162,500 | 3,162,500 |
| Earnings Per Share, Basic | $ (0.05) | $ 0 |
| Earnings Per Share, Diluted | $ (0.05) | $ 0 |
STATEMENTS OF CHANGES IN SHAREH
| STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT - USD ($) | Total | Common Stock [Member] Common Class A [Member] | Common Stock [Member] Common Class B [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
| Balance at Aug. 08, 2021 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 |
| Balance, shares at Aug. 08, 2021 | 0 | 0 | |||
| Class B ordinary share issued to initial shareholder | 25,000 | $ 316 | 24,684 | ||
| Class B ordinary share issued to initial shareholder, Shares | 3,162,500 | ||||
| Sale of 5,195,000 Private Placement Warrants, net of fair value of warrant | 7,792,500 | 7,792,500 | |||
| Allocated proceeds to public warrants | 3,493,159 | 3,493,159 | |||
| Underwriters' discount and deferred underwriter discount allocated to warrants | (161,749) | (161,749) | |||
| Other offering expenses | (23,283) | (23,283) | |||
| Net income (loss) | (225,437) | (225,437) | |||
| Remeasurement of Class A ordinary shares subject to possible redemption to redemption amount | (13,178,196) | (11,125,311) | (2,052,885) | ||
| Balance at Dec. 31, 2021 | (2,278,006) | $ 0 | $ 316 | 0 | (2,278,322) |
| Balance, shares at Dec. 31, 2021 | 0 | 3,162,500 | |||
| Net income (loss) | 30,726 | 30,726 | |||
| Remeasurement of Class A ordinary shares subject to possible redemption to redemption amount | (1,861,925) | (1,861,925) | |||
| Balance at Dec. 31, 2022 | $ (4,109,205) | $ 0 | $ 316 | $ 0 | $ (4,109,521) |
| Balance, shares at Dec. 31, 2022 | 0 | 3,162,500 |
STATEMENTS OF CHANGES IN SHAR_2
| STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT (Parenthetical) | 5 Months Ended |
| Dec. 31, 2021 shares | |
| Private Placement [Member] | |
| Sale of Private Placement Warrants net of fair value of warrant | 5,195,000 |
STATEMENTS OF CASH FLOWS
| STATEMENTS OF CASH FLOWS - USD ($) | 5 Months Ended | 12 Months Ended |
| Dec. 31, 2021 | Dec. 31, 2022 | |
| Cash flows from operating activities: | ||
| Net income (loss) | $ (225,437) | $ 30,726 |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
| Formation cost paid by Sponsor | 6,941 | 0 |
| Interest earned on cash and marketable securities held in Trust Account | (6,909) | (1,861,925) |
| Changes in operating assets and liabilities: | ||
| Prepaid expenses | (707,643) | 509,990 |
| Accrued offering costs and expenses | 126,004 | 527,954 |
| Due from related party | 10,796 | 38,108 |
| Net cash used in operating activities | (796,248) | (755,147) |
| Cash flows from investing activities: | ||
| Principal deposited in Trust Account | (129,662,500) | 0 |
| Net cash used in investing activities | (129,662,500) | 0 |
| Cash flows from financing activities: | ||
| Proceeds from initial public offering, net of costs | 123,735,546 | 0 |
| Proceeds from private placement | 7,792,500 | 0 |
| Proceeds from issuance of promissory note to related party | 124,577 | 0 |
| Payment of promissory note to related party | (124,577) | 0 |
| Net cash provided by financing activities | 131,528,046 | 0 |
| Net change in cash | 1,069,298 | (755,147) |
| Cash, beginning of the period | 0 | 1,069,298 |
| Cash, end of the period | 1,069,298 | 314,151 |
| Supplemental disclosure of cash flow information: | ||
| Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares | 18,059 | 0 |
| Deferred underwriters' discount payable charged to additional paid in capital | 3,727,500 | 0 |
| Remeasurement Adjustment or Class A ordinary shares subject to possible redemption | 13,178,196 | 1,861,925 |
| Accrued offering costs | $ 190,647 | $ 0 |
Organization, Business Operatio
| Organization, Business Operation and Going Concern | 12 Months Ended |
| Dec. 31, 2022 | |
| Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
| Organization, Business Operation and Going Concern | Note 1 — Organization, Business Operation and Going Concern Forbion European Acquisition Corp. (the “Company”) was incorporated as a Cayman Islands exempted company on August 9, 2021. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar Business Combination with one or more businesses or entities (the “Business Combination”). As of December 31, 2022, the Company had not commenced any operations. All activity through December 31, 2022 relates to the Company’s formation and the Initial Public Offering (the “IPO” or “Public Offering”) which is described below, and the Company’s completion of a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income The Company’s Sponsor is Forbion Growth Sponsor FEAC I B.V., a Cayman Islands limited liability company (the “Sponsor”). The registration statement for the Company’s IPO was declared effective on December 9, 2021 (the “Effective Date”). On December 14, 2021, the Company consummated the IPO of and one-third of Simultaneously with the consummation of the IPO, the Company consummated the private placement of 4,700,000 warrants (or 5,195,000 warrants when the underwriters’ over-allotment option was fully exercised on December 15, 2021) (the “Private Placement Warrants”) to the Sponsor, at a price of $1.50 per Private Placement Warrant. The sale of the Private Placement Warrants in connection with the IPO and subsequent over-allotment option exercise generated gross proceeds of $7,792,500. Transaction costs related to the IPO amounted to $5,793,160 consisting of $1,800,000 of underwriting commissions, $3,150,000 of deferred underwriting commissions, and $843,160 of other offering costs. The underwriters’ exercise of their full over-allotment option generated an additional $907,500 in transaction costs for aggregate transaction costs of $6,700,660 consisting of $2,130,000 of underwriting commissions, $3,727,500 of deferred underwriting commissions and $843,160 of other offering costs. In addition, $1,641,236 of cash was held outside of the Trust Account (as defined below) and is available for working capital purposes. On December 15, 2021, the underwriter fully exercised the over-allotment option and purchased an additional 1,650,000 Units for additional gross proceeds of $16,500,000. Simultaneously with the exercise of the over-allotment option, the Sponsor purchased an addition 495,000 Private Placement Warrants for additional gross proceeds of $742,500, which was already included in the Trust Account and shown as a Deposit in Advance in this financial statement. Following the closing of the exercise of the underwriters’ full over-allotment option, an additional $16,170,000 was placed in the Trust Account for aggregate proceeds in the Trust Account of $129,662,500 ($10.25 per Unit). As a result of the underwriters’ over-allotment option exercise, 412,500 Founder Shares are no longer subject to forfeiture. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (as defined below) (excluding the deferred underwriting commissions and taxes payable on the interest earned on the Trust Account) at the time of signing a definitive agreement in connection with the initial Business Combination. However, the Company will complete the initial Business Combination only if the post-Business Combination company in which its public shareholders own shares will own or acquire 50% or more of the outstanding voting securities of the target or is otherwise not required to register as an investment company under the Investment Company Act (the “Investment Company Act”). There is no assurance that the Company will be able to complete a Business Combination successfully. Following the closing of the IPO on December 14, 2021, $113,492,500 from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was deposited into a trust account (the “Trust Account”). This amount was comprised of $10.25 per Unit for the 11,000,000 Units sold in the IPO in addition to a $742,500 Deposit in Advance from the Sponsor related to the underwriters’ exercise of the full over-allotment option which took place the following day on December 15, 2021. Following the closing of the IPO and the exercise of the underwriters’ full over-allotment option, $129,662,500 ($10.25 per Unit) was held in the Trust Account and will only be invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under paid-up capital for The Company will provide holders (the “Public Shareholders”) of its Class A ordinary shares, par value $0.0001, sold in the IPO (the “Public Shares”), with the opportunity to redeem all or a portion of their Class A ordinary shares upon the completion of a Business Combination either (i) in connection with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a proposed Business Combination or conduct a tender offer will be made by the Company, solely in its discretion, and will be based on a variety of factors such as the timing of the transaction and whether the terms of the transaction would require the Company to seek shareholder approval under applicable law or stock exchange listing requirements. The Company will provide its Public Shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the initial Business Combination, regardless of whether such shareholder votes on such proposed Business Combination, and if they do vote, regardless of whether they vote for or against such proposed Business Combination, at a per-share price, payable in The per share amount that the Company will distribute to investors who properly redeem their shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters. The redemption rights will include the requirement that a beneficial holder must identify itself in order to validly redeem its shares. There will be no redemption rights upon the completion of the initial Business Combination with respect to the Company’s warrants. Further, the Company will not proceed with redeeming the Public Shares, even if a Public Shareholder has properly elected to redeem its Public Shares if a Business Combination does not close. The ordinary shares subject to redemption were recorded at a redemption value and classified as temporary equity upon the completion of the Public Offering, in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a Business Combination and, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. The Company’s amended and restated memorandum and articles of association provides that the Company will have only 18 months from the closing of the Public Offering (or up to 24 months from the closing of the IPO if the Company extends the period of time to consummate a Business Combination, subject to the Sponsor depositing additional funds in the Trust Account) (the “Combination Period”) to consummate its initial Business Combination. If the Company has not consummated an initial Business Combination within 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 10 business days thereafter, redeem the public shares, at a per-share price, payable The Sponsor and each member of its management team have entered into an agreement with the Company, pursuant to which they have agreed to (i) waive their redemption rights with respect to their Founder Shares (ii) waive their redemption rights with respect to their Founder Shares and public shares in connection with a shareholder vote to approve an amendment to the Company’s amended and restated memorandum and articles of association (A) that would modify the substance or timing of the Company’s obligation to provide holders of the Class A ordinary shares the right to have their shares redeemed in connection with the initial Business Combination or to redeem 100% of the public shares if the Company does not complete the initial Business Combination within Combination Period or (B) with respect to any other provision relating to the rights of holders of the Class A ordinary shares and (iii) waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares they hold if the Company fails to consummate an initial Business Combination within Combination Period (although they will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares they hold if the Company fails to complete the initial Business Combination within the prescribed time frame). The Company has until 18 months from the closing of the Public Offering to complete a Business Combination. However, if the Company anticipates that it may not be able to consummate a Business Combination within 18 months, the Company may extend the period of time to consummate a Business Combination by up to two additional three-month periods for a total of 24 months to complete a Business Combination (the “Combination Period”). In order to extend the time available for the Company to consummate a Business Combination, the Sponsor or its affiliate or designees must deposit into the Trust Account, for each additional three-month period, $1,265,000 ($0.10 per Public Share in either case), on or prior to the date of the applicable deadline. The Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent auditors) 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 (1) $10.25 per public share or (2) such lesser amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of the trust assets, in each case net of the interest which may be withdrawn to pay taxes, except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriters of the Public Offering against certain liabilities, including liabilities under the Securities Act. Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company has not independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and believes that the Sponsor’s only assets are securities of the Company and, therefore, the Sponsor may not be able to satisfy those obligations. The Company has not asked the Sponsor to reserve for such obligations. Going Concern, Liquidity and Capital Resources The Company’s liquidity needs up to December 14, 2021 had been satisfied through a payment from the Sponsor of $25,000 (see Note 5 of the Financial Statements) for the Founder Shares to cover certain offering costs and the loan under an unsecured promissory note from the Sponsor of up to $500,000. At December 31, 2022, the Company had approximately $0.3 million in its operating bank account and a working capital deficit of approximately $0.4 million. In addition, in order to finance transaction costs in connection with a Business Combination, the Company’s Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans, as defined below (see Note 5 of the Financial Statements). As of December 31, 2022 and, 2021, there were no amounts outstanding under any Working Capital Loans. In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC205-40, with the completion of the Company’s initial Business Combination. If the Company is unable to complete its initial Business Combination because it does not have sufficient funds available to it, the Company will be forced to cease operations and liquidate the Trust Accounts. In addition, following the Company’s initial Business Combination, if cash on hand is insufficient, the Company may need to obtain additional financing in order to meet its obligations. Further, management has determined that if the Company is unable to complete a Business Combination by June 14, 2023 (the “Combination Period”), then the Company will cease all operations except for the purpose of liquidating. However, the Company may, by resolution of its board of directors if requested by the Company’s sponsor, extend the Combination Period two times by an additional three months each time (for a total of up to 24 months to complete a Business Combination), subject to the sponsor depositing additional funds into the trust account as further described herein. The date for mandatory liquidation and subsequent dissolution as well as the Company’s liquidity condition raise 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 the Combination Period. Risks and Uncertainties Management is currently evaluating the impact of the current global economic uncertainty, the COVID-19 |
Significant Accounting Policies
| Significant Accounting Policies | 12 Months Ended |
| Dec. 31, 2022 | |
| Accounting Policies [Abstract] | |
| Significant Accounting Policies | Note 2 — Significant Accounting Policies Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non- emerging growth Use of Estimates The preparation of the 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 revenues and 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 as of December 31, 2022 and 2021. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheets, primarily due to its short-term nature. The Company follows the guidance in ASC 820, “Fair Value Measurement,” for its financial assets and liabilities that are re-measured non-financial re-measured 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 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. Level 2 — Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. Cash and Securities Held in Trust Account As of December 31, 2022, investment in the Company’s Trust Account consisted of $1,375 in cash and $131,529,959 in U.S. Treasury Securities. As of December 31, 2021, investment in the Company’s Trust Account consisted of $1,485 cash and $129,667,924 in U.S. Treasury Securities. All of the U.S. Treasury Securities will mature on June 15, 2023. The Company classified its U.S. Treasury Securities as held-to-maturity Held-to–maturity Held-to-maturity Carrying Quoted Prices Gross U.S. Treasury Securities $ 131,529,959 $ 130,537,313 $ (992,646 ) Cash 1,375 — — $ 130,531,334 $ 130,537,313 $ (992,646 ) Carrying Quoted Prices (Level 1) Gross U.S. Treasury Securities 129,667,924 129,665,154 (2,770 ) Cash 1,485 — — $ 129,669,409 $ 129,665,154 $ (2,770 ) 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 coverage of $250,000. The Company has not experienced losses on these accounts. Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ deficit. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, 12,650,000 Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of Class A ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. The Class A ordinary shares subject to possible redemption reflected on the balance sheets as of December 31, 2022 and 2021 is reconciled in the following table: Gross Proceeds from IPO $ 129,662,500 Less: Proceeds allocated to Public Warrants (3,493,159 ) Class A ordinary shares issuance costs (9,678,128 ) Plus: Remeasurement of carrying value to redemption value 13,171,287 Interest income 6,909 Class A ordinary shares subject to possible redemption, December 31, 2021 $ 129,669,409 Remeasurement of carrying value to redemption value 1,861,925 Class A ordinary shares subject to possible redemption, December 31, 2022 131,531,334 Offering Costs associated with the Initial Public Offering Offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the IPO. The Company complies with the requirements of the ASC 340-10-S99-1. Offering non-redeemable shares Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” The statements of operations include a presentation of income (loss) per Class A ordinary share and income (loss) per Class B ordinary share following the two-class method The tables below present a reconciliation of the numerator and denominator used to compute basic and diluted income (loss) per share for each category for the year ended December 31, 2022 and for the period from August 9, 2021 (inception) through December 31, 2021: For the Year Ended December 31, 2022 For the period from August 9, 2021 December 31, 2021 Class A Class B Class A Class B Basic and diluted net income (loss) per share: Numerator: Allocation of net income (loss) $ 24,581 $ 6,145 $ (74,394 ) $ (151,043 ) Denominator: Weighted-average shares outstanding including ordinary shares subject to redemption 12,650,000 3,162,500 1,558,966 3,162,500 Basic and diluted net income (loss) per share $ 0.00 $ 0.00 $ (0.05 ) $ (0.05 ) Income Taxes The Company follows the asset and liability method of accounting for income taxes under Financial Accounting Standards Board (“FASB”) ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statements 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’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2022 and 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. 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’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Business Combination Costs Costs incurred in relation to a potential Business Combination may include legal, accounting, and other expenses. Any such costs are expensed as incurred. Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt—Debt with Options (Subtopic 470-20) and Derivatives (Subtopic 815-40) (“ASU 2020-06”) to simplify instruments. ASU 2020-06 eliminates the ASU 2020-06 amends the use the if-converted instruments. ASU 2020-06 is effective January 1, 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 financial statements. |
Initial Public Offering
| Initial Public Offering | 12 Months Ended |
| Dec. 31, 2022 | |
| Equity [Abstract] | |
| Initial Public Offering | Note 3 —Initial Public Offering On December 14, 2021, the Company consummated its IPO of 11,000,000 Units at a purchase price of $10.00 per Unit. Each Unit that the Company is offering has a price of $10.00 and consists of one Class A ordinary share and one-third Following the closing of the IPO on December 14, 2021, $113,492,500 from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants were deposited into a trust account (the “Trust Account”). This amount was comprised of $10.25 per Unit for the 11,000,000 Units sold in the IPO in addition to a $742,500 Deposit in Advance from the Sponsor related to the underwriters’ exercise of the full over-allotment option which took place the following day on December 15, 2021. Following the closing of the IPO and the exercise of the underwriters’ full over-allotment option, $129,662,500 ($10.25 per Unit) was placed in a Trust Account and will be invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under |
Private Placement
| Private Placement | 12 Months Ended |
| Dec. 31, 2022 | |
| Private Placement [Abstract] | |
| Private Placement | Note 4— Private Placement Simultaneously with the closing of the IPO, the Company’s Sponsor purchased an aggregate of 4,700,000 Private Placement Warrants (5,195,000 Private Placement Warrants when the underwriters’ over-allotment option was fully exercised on December 15, 2021), each exercisable to purchase one Class A ordinary share at $11.50 per share, at a price of $1.50 per Unit. The sale of the Private Placement warrants in connection with the IPO and subsequent over-allotment option exercise generated gross proceeds of $7,792,500. The Private Placement Warrants are not transferable, assignable or salable (and the Class A ordinary shares issuable upon exercise of the Private Placement Warrants are not transferable, assignable or salable until 30 days after the completion of the initial Business Combination), except as described herein under “Principal Shareholders—Transfers of Founder Shares and Private Placement Warrants.” Any amendment to the terms of the Private Placement Warrants or any provision of the warrant agreement with respect to the Private Placement Warrants require a vote of holders of at least 50% of the number of the then outstanding Private Placement Warrants. |
Related Party Transactions
| Related Party Transactions | 12 Months Ended |
| Dec. 31, 2022 | |
| Related Party Transactions [Abstract] | |
| Related Party Transactions | Note 5 — Related Party Transactions Founder Shares On August 12, 2021, Forbion European Sponsor LLP paid $25,000, or approximately $0.009 per share, to cover certain offering costs in consideration for 2,875,000 Class B ordinary shares (the “Founder Shares”), par value $0.0001. On November 23, 2021, Forbion European Sponsor LLP transferred 2,875,000 Class B ordinary shares to the Sponsor in exchange for $25,000, or approximately $0.009 per share. On December 9, 2021, the Company issued 287,500 Class B ordinary shares to the Sponsor resulting from a 1.1 for 1 share dividend. Up to 412,500 Founder Shares are subject to forfeiture by the Sponsor depending on the extent to which the underwriters’ over-allotment option is exercised. Prior to the Business Combination, only holders of Class B ordinary shares will be able to vote on the appointment of directors and to continue the Company in a jurisdiction outside the Cayman Islands. On December 15, 2021, the underwriters fully exercised their over-allotment and as a result, 412,500 Founder Shares are no longer subject to forfeiture. Promissory Note — Related Party On August 12, 2021, Forbion European Sponsor LLP agreed to loan the Company up to $500,000 to be used for a portion of the expenses of the Public Offering. These loans are non-interest bearing, Working Capital Loans In order to finance transaction costs in connection with an intended Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes the initial Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay the Working Capital Loans but no proceeds from the Trust Account would be used to repay the Working Capital Loans. Up to $1,500,000 of such Working Capital Loans may be convertible into warrants of the post-Business Combination entity at a price of $1.50 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. As of December 31, 2022 and 2021, the Company had no borrowings under the Working Capital Loans. Related Party Extension Loans The Company may extend the period of time to consummate a Business Combination by up to two additional three-month periods (for a total of 24 months to complete a Business Combination). In order to extend the time available for the Company to consummate a Business Combination, the Sponsor or its affiliates or designees must deposit into the trust account, for each additional three-month period, $1,265,000, ($0.10 per Public Share in either case), on or prior to the date of the applicable deadline. Any such payments would be made in the form of a non-interest bearing, Office Space, Secretarial and Administrative Services Commencing on the date that the Company’s securities are first listed on the NASDAQ through the earlier of consummation of the initial Business Combination and the liquidation, the Company agreed to pay the Sponsor a total of $10,000 per month for office space, utilities, secretarial and administrative support and to reimburse the Sponsor for any out-of-pocket expenses related Additionally, the Sponsor has agreed to pay an annual salary of $25,000 to each of the independent Board Members for services rendered prior to or in connection with the completion of the Business Combination. Board members are entitled to reimbursement for any out-of-pocket expenses related |
Commitments & Contingencies
| Commitments & Contingencies | 12 Months Ended |
| Dec. 31, 2022 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments & Contingencies | Note 6 — Commitments & Contingencies Registration and Shareholder Rights The holders of the Founder Shares, Private Placement Warrants, Class A ordinary shares underlying the Private Placement Warrants and any warrants that may be issued upon conversion of Working Capital Loans and extension loans (and any Class A ordinary shares issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans and extension loans) will be entitled to registration rights pursuant to a registration and shareholder rights agreement to be signed prior to or on the effective date of the Public Offering. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the Company’s completion of the initial Business Combination. However, the registration and shareholder rights agreement provide that the Company will not permit any registration statement filed under the Securities Act to become effective until termination of the applicable lock-up Except as described herein, the Sponsor and the Company’s directors and executive officers have agreed not to transfer, assign or sell (i) their Founder Shares until the earliest of (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, days within any 30-trading herein as the lock-up. In addition, pursuant to the registration and shareholder rights agreement, the Sponsor, upon and following consummation of an initial Business Combination, will be entitled to nominate three individuals for appointment to the Company’s board of directors, as long as the Sponsor holds any securities covered by the registration and shareholder rights agreement. Prior to the Business Combination, only holders of Class B ordinary shares will be able to vote on the appointment of directors and to continue the Company in a jurisdiction outside the Cayman Islands. Underwriting Agreement The underwriters had a 45-day option The underwriters were paid underwriting commission of $0.20 per Unit sold in the IPO, excluding Units sold to Forbion Cooperatief, or $1,800,000, upon the closing of the IPO. Following the exercise of the underwriters’ over-allotment option on December 15, 2021, the underwriters earned an additional $330,000 for an aggregate of $2,130,000 in underwriting commissions related to the IPO and over-allotment. In addition, $3,150,000 is payable to the underwriters for deferred underwriting commissions related to the Units sold in the IPO, excluding those Units sold to Forbion Cooperatief. Following the exercise of the underwriters’ over-allotment option on December 15, 2021, the underwriters earned an additional $577,500 for an aggregate of $3,727,500 in deferred underwriting commissions related to the IPO and over-allotment. The deferred underwriting commission will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Forward Purchase Agreements The Company has entered into two forward purchase agreements with an affiliate of the Sponsor (the “FPA Purchaser”), pursuant to which the FPA Purchaser has agreed to purchase (1) an aggregate of 1,000,000 Class A ordinary shares for $10.00 per share (the “firm forward purchase shares”), or an aggregate amount of $10,000,000 and (2) in addition, an aggregate of up to 1,000,000 Class A ordinary shares for $10.00 per share (the “additional forward purchase shares”), or an aggregate maximum amount of up to $10,000,000, in each case in a private placement that may close simultaneously with the closing of the Company’s initial Business Combination. Deferred Legal Fees The Company has incurred $581,265 in legal fees associated with the Company’s Initial Public Offering. These fees are deferred and will become payable upon the consummation of the Business Combination and are included in accrued offering costs and expenses on the Company’s balance sheets. |
Shareholders' Deficit
| Shareholders' Deficit | 12 Months Ended |
| Dec. 31, 2022 | |
| Equity [Abstract] | |
| Shareholders' Deficit | Note 7 — Shareholders’ Deficit Preference shares Class A ordinary shares Class B ordinary shares Holders of Class A ordinary shares and holders of Class B ordinary shares will vote together as a single class on all matters submitted to a vote of the Company’s shareholders except as required by law. Unless specified in the Company’s amended and restated memorandum and articles of association, or as required by applicable provisions of the Companies Act or applicable stock exchange rules, the affirmative vote of a majority of the Company’s ordinary shares that are voted is required to approve any such matter voted on by the Company’s shareholders. Approval of certain actions will require a special resolution under Cayman Islands law, being the affirmative vote of at least two—thirds of the Company’s ordinary shares that are voted, and pursuant to the Company’s amended and restated memorandum and articles of association; such actions include amending the Company’s amended and restated memorandum and articles of association and approving a statutory merger or consolidation with another company. The Company’s board of directors is divided into three classes, each of which will generally serve for a term of three years with only one class of directors being appointed in each year. There is no cumulative voting with respect to the appointment of directors, with the result that the holders of more than 50% of the shares voted for the appointment of directors can appoint all of the directors. Prior to the Business Combination, only holders of Class B ordinary shares will be able to vote on the appointment of directors and to continue the Company in a jurisdiction outside the Cayman Islands. The Company’s shareholders are entitled to receive ratable dividends when, as and if declared by the board of directors out of funds legally available therefor. The Class B ordinary shares will automatically convert into Class A ordinary shares, which such Class A ordinary shares delivered upon conversion will not have any redemption rights or be entitled to liquidating distributions, if the Company does not consummate an initial Business Combination, at the time of the initial Business Combination or earlier at the option of the holders thereof at a ratio such that the number of Class A ordinary shares issuable upon conversion of all Founder Shares equal, in the aggregate, on an as-converted of less than one-to-one. Public Warrants The warrants will become exercisable on the later of 30 days after the completion of the Company’s initial Business Combination and will expire five years after the completion of the Company’s initial Business Combination, at 5:00 p.m., New York City time, or earlier upon redemption or liquidation. The Company has agreed that as soon as practicable, but in no event later than twenty during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption, but the Company will use its commercially reasonable efforts to register or qualify the shares under applicable blue-sky Redemption of public warrants • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption, which the Company refer to as the “30-day • if, and only if, the last reported sale price (the “closing price”) of the Class A ordinary shares equals or exceeds $18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant as described under the heading “Description of Securities—Warrants—Public Shareholders’ Warrants—Redemption Procedures—Anti-dilution Adjustments”) for any 20 trading days within a 30-trading The Company will not redeem the Warrants as described above unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available throughout the 30-day redemption period. The Company has established the last of the redemption criterion discussed above to prevent a redemption call unless there is at the time of the call a significant premium to the warrant exercise price. If the foregoing conditions are satisfied and the Company issues a notice of redemption of the warrants, each warrant holder will be entitled to exercise his, her or its warrant prior to the scheduled redemption date. However, the price of the Class A ordinary shares may fall below the $18.00 redemption trigger price (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant as described under the heading “Description of Securities—Warrants —Public Shareholders’ Warrants—Redemption Procedures—Anti-dilution Adjustments”) as well as the $11.50 (for whole shares) warrant exercise price after the redemption notice is issued. If the Company calls the Public Warrants for redemption as described above, it will have the option to require any holder that wishes to exercise its public warrant to do so on a “cashless basis.” In determining whether to require all holders to exercise their public warrants on a “cashless basis,” the Company will consider, among other factors, its cash position, the number of public warrants that are outstanding and the dilutive effect on shareholders of issuing the maximum number of Class A ordinary shares issuable upon the exercise of the Public Warrants. If the Company takes advantage of this option, all holders of Public Warrants would pay the exercise price by surrendering their public warrants for that number of Class A ordinary shares equal to the quotient obtained by dividing (x) the product of the number of Class A ordinary shares underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” (defined below) by (y) the fair market value. The “fair market value” means the 10-day average closing not need the cash from the exercise of the warrants after the Business Combination. If the Company calls the warrants for redemption and does not take advantage of this option, the Sponsor and its permitted transferees would still be entitled to exercise their private placement warrants for cash or on a cashless basis using the same formula described above that other warrant holders would have been required to use had all warrant holders been required to exercise their warrants on a cashless basis, as described in more detail below. No fractional Class A ordinary shares will be issued upon exercise. If, upon exercise, a holder would be entitled to receive a fractional interest in a share, the Company will round down to the nearest whole number of the number of Class A ordinary shares to be issued to the holder. If, at the time of redemption, the warrants are exercisable for a security other than the Class A ordinary shares pursuant to the warrant agreement (for instance, if the Company is not the surviving company in the Business Combination), the warrants may be exercised for such security. At such time as the warrants become exercisable for a security other than the Class A ordinary shares, the Company (or surviving company) will use its commercially reasonable efforts to register under the Securities Act the security issuable upon the exercise of the warrants. |
Subsequent Events
| Subsequent Events | 12 Months Ended |
| Dec. 31, 2022 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Note 8 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date that the financial statements were issued. Based on this, other than as disclosed below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements. On March 24, 2023, the Sponsor and the Company entered into an unsecured promissory note (the “Note”) under which the Sponsor agreed to extend to the Company a Working Capital Loan of under the Note on March 24, 2023. The Note bears no interest and will be due and payable on the earlier of (i) the date of consummation of a Business Combination and (ii) December 14, 2023. If the Company completes a Business Combination, the Company may repay the Note out of the proceeds of the Trust Account released Concurrently with the consummation of a Business Combination, the Sponsor will have the option, but not the obligation, to convert up to the total principal amount of the Note, in whole or in part, into additional warrants of the post-Business Combination entity at a price of $1.50 per warrant. The warrants will be identical to the Private Placement Warrants. |
Significant Accounting Polici_2
| Significant Accounting Policies (Policies) | 12 Months Ended |
| Dec. 31, 2022 | |
| Accounting Policies [Abstract] | |
| Basis of Presentation | Basis of Presentation The accompanying financial statements are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”). |
| Emerging Growth Company Status | Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non- emerging growth |
| Use of Estimates | Use of Estimates The preparation of the 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 revenues and 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 as of December 31, 2022 and 2021. |
| 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 FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheets, primarily due to its short-term nature. The Company follows the guidance in ASC 820, “Fair Value Measurement,” for its financial assets and liabilities that are re-measured non-financial re-measured 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 — Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. Valuation adjustments and block discounts are not being applied. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these securities does not entail a significant degree of judgment. Level 2 — Valuations based on (i) quoted prices in active markets for similar assets and liabilities, (ii) quoted prices in markets that are not active for identical or similar assets, (iii) inputs other than quoted prices for the assets or liabilities, or (iv) inputs that are derived principally from or corroborated by market through correlation or other means. Level 3 — Valuations based on inputs that are unobservable and significant to the overall fair value measurement. |
| Cash and Securities Held in Trust Account | Cash and Securities Held in Trust Account As of December 31, 2022, investment in the Company’s Trust Account consisted of $1,375 in cash and $131,529,959 in U.S. Treasury Securities. As of December 31, 2021, investment in the Company’s Trust Account consisted of $1,485 cash and $129,667,924 in U.S. Treasury Securities. All of the U.S. Treasury Securities will mature on June 15, 2023. The Company classified its U.S. Treasury Securities as held-to-maturity Held-to–maturity Held-to-maturity Carrying Quoted Prices Gross U.S. Treasury Securities $ 131,529,959 $ 130,537,313 $ (992,646 ) Cash 1,375 — — $ 130,531,334 $ 130,537,313 $ (992,646 ) Carrying Quoted Prices (Level 1) Gross U.S. Treasury Securities 129,667,924 129,665,154 (2,770 ) Cash 1,485 — — $ 129,669,409 $ 129,665,154 $ (2,770 ) |
| 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 coverage of $250,000. The Company has not experienced losses on these accounts. |
| Class A Ordinary Shares Subject to Possible Redemption | Class A Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ deficit. The Company’s Class A ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, 12,650,000 Class A ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of Class A ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit. The Class A ordinary shares subject to possible redemption reflected on the balance sheets as of December 31, 2022 and 2021 is reconciled in the following table: Gross Proceeds from IPO $ 129,662,500 Less: Proceeds allocated to Public Warrants (3,493,159 ) Class A ordinary shares issuance costs (9,678,128 ) Plus: Remeasurement of carrying value to redemption value 13,171,287 Interest income 6,909 Class A ordinary shares subject to possible redemption, December 31, 2021 $ 129,669,409 Remeasurement of carrying value to redemption value 1,861,925 Class A ordinary shares subject to possible redemption, December 31, 2022 131,531,334 |
| Offering Costs associated with the Initial Public Offering | Offering Costs associated with the Initial Public Offering Offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the IPO. The Company complies with the requirements of the ASC 340-10-S99-1. Offering non-redeemable shares |
| Net Income (Loss) Per Share | Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” The statements of operations include a presentation of income (loss) per Class A ordinary share and income (loss) per Class B ordinary share following the two-class method The tables below present a reconciliation of the numerator and denominator used to compute basic and diluted income (loss) per share for each category for the year ended December 31, 2022 and for the period from August 9, 2021 (inception) through December 31, 2021: For the Year Ended December 31, 2022 For the period from August 9, 2021 December 31, 2021 Class A Class B Class A Class B Basic and diluted net income (loss) per share: Numerator: Allocation of net income (loss) $ 24,581 $ 6,145 $ (74,394 ) $ (151,043 ) Denominator: Weighted-average shares outstanding including ordinary shares subject to redemption 12,650,000 3,162,500 1,558,966 3,162,500 Basic and diluted net income (loss) per share $ 0.00 $ 0.00 $ (0.05 ) $ (0.05 ) |
| Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under Financial Accounting Standards Board (“FASB”) ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statements 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’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of December 31, 2022 and 2021, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. 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’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. |
| Business Combination Costs | Business Combination Costs Costs incurred in relation to a potential Business Combination may include legal, accounting, and other expenses. Any such costs are expensed as incurred. |
| Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt—Debt with Options (Subtopic 470-20) and Derivatives (Subtopic 815-40) (“ASU 2020-06”) to simplify instruments. ASU 2020-06 eliminates the ASU 2020-06 amends the use the if-converted instruments. ASU 2020-06 is effective January 1, 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 financial statements. |
Significant Accounting Polici_3
| Significant Accounting Policies (Tables) | 12 Months Ended |
| Dec. 31, 2022 | |
| Accounting Policies [Abstract] | |
| Summary of Debt Securities, Held-to-maturity | The carrying value, excluding gross unrealized holding loss and fair value of held to maturity securities at December 31, 2022 and 2021 are as follows: Carrying Quoted Prices Gross U.S. Treasury Securities $ 131,529,959 $ 130,537,313 $ (992,646 ) Cash 1,375 — — $ 130,531,334 $ 130,537,313 $ (992,646 ) Carrying Quoted Prices (Level 1) Gross U.S. Treasury Securities 129,667,924 129,665,154 (2,770 ) Cash 1,485 — — $ 129,669,409 $ 129,665,154 $ (2,770 ) |
| Summary of Class A Ordinary Shares Subject to possible Redemption | The Class A ordinary shares subject to possible redemption reflected on the balance sheets as of December 31, 2022 and 2021 is reconciled in the following table: Gross Proceeds from IPO $ 129,662,500 Less: Proceeds allocated to Public Warrants (3,493,159 ) Class A ordinary shares issuance costs (9,678,128 ) Plus: Remeasurement of carrying value to redemption value 13,171,287 Interest income 6,909 Class A ordinary shares subject to possible redemption, December 31, 2021 $ 129,669,409 Remeasurement of carrying value to redemption value 1,861,925 Class A ordinary shares subject to possible redemption, December 31, 2022 131,531,334 |
| Summary of Earnings Per Share, Basic and Diluted | As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented.The tables below present a reconciliation of the numerator and denominator used to compute basic and diluted income (loss) per share for each category for the year ended December 31, 2022 and for the period from August 9, 2021 (inception) through December 31, 2021: For the Year Ended December 31, 2022 For the period from August 9, 2021 December 31, 2021 Class A Class B Class A Class B Basic and diluted net income (loss) per share: Numerator: Allocation of net income (loss) $ 24,581 $ 6,145 $ (74,394 ) $ (151,043 ) Denominator: Weighted-average shares outstanding including ordinary shares subject to redemption 12,650,000 3,162,500 1,558,966 3,162,500 Basic and diluted net income (loss) per share $ 0.00 $ 0.00 $ (0.05 ) $ (0.05 ) |
Organization, Business Operat_2
| Organization, Business Operation and Going Concern - Additional Information (Details) - USD ($) | 5 Months Ended | 12 Months Ended | |||
| Dec. 15, 2021 | Dec. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 09, 2021 | |
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Entity Incorporation Date Of Incorporation | Aug. 09, 2021 | ||||
| Proceeds from issuance initial public offering | $ 123,735,546 | $ 0 | |||
| Proceeds from private placement of warrants | 3,493,159 | ||||
| Offering costs | $ 5,793,160 | 5,793,160 | |||
| Underwriting commissions | 1,800,000 | 1,800,000 | |||
| Deferred underwriting commissions | 3,150,000 | 3,150,000 | |||
| Other Offering Costs | 843,160 | 843,160 | |||
| Cash | $ 300,000 | ||||
| Post-transaction ownership percentage of the target entity | 50% | ||||
| Investment of cash in Trust Account | $ 129,662,500 | 113,492,500 | 129,662,500 | $ 0 | |
| Additional Deposit In advance From Related Party Deposited In Restricted Investments | 742,500 | ||||
| Term of restricted investments | 185 days | 185 days | |||
| Percentage of public shares to be redeemed in case does not complete initial business combination within combination period | 100% | ||||
| Percentage of dutch dividend withholding tax | 15% | ||||
| Redemption Value Per Share | $ 10.25 | ||||
| Minimum netorth needed to consummate business combination | $ 5,000,001 | ||||
| Threshold period from the closing of public offering to consummate business combination as per amended and restated and restated articles of association | 18 months | ||||
| Threshold Period From The Closing Of The Public Offering Extends The Period Of Time To Consummate A Business Combination | 24 months | ||||
| Expenses payable on liquidation | $ 100,000 | ||||
| Period To complete business combination from closing of the Initial Public Offering | 18 days | ||||
| Payments to acquire restricted investment for each additional three month period | $ 1,265,000 | ||||
| Payments to acquire restricted investment for each additional three month period, Per share | $ 0.1 | ||||
| Minimum Per Share Amount To Be Maintained In The Trust Account | $ 10.25 | ||||
| Proceeds from Issuance of Private Placement | 7,792,500 | $ 0 | |||
| Payments To Acquire Restricted Investments Per Unit | $ 10.25 | $ 10.25 | |||
| Stock Issued During Period, Value, Issued for Services | $ 25,000 | ||||
| Working Capital | $ 400,000 | ||||
| Sponsor [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Stock Issued During Period, Value, Issued for Services | 25,000 | ||||
| Debt Instrument, Face Amount | $ 500,000 | ||||
| Minimum [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Fair market value as percentage of net assets held in trust account included in initial business combination | 80% | ||||
| Private Placement Warrants [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Class of warrants or rights warrants issued during the period | 4,700,000 | ||||
| Class of warrants or rights warrants issued issue price per warrant | $ 1.5 | ||||
| Proceeds from private placement of warrants | $ 7,792,500 | ||||
| Common Class A [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Common stock par or stated value per share | $ 0.0001 | $ 0.0001 | |||
| IPO [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Investment of cash in Trust Account | $ 11,000,000 | ||||
| IPO [Member] | Public Warrants [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Number of shares issued upon exercise of warrant | 1 | ||||
| Exercise price of warrant | $ 11.5 | ||||
| IPO [Member] | Common Class A [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Stock issued during period shares new issues | 11,000,000 | ||||
| Shares issued price per share | $ 10 | $ 10 | |||
| Number of shares included in Unit | 1 | ||||
| Proceeds from issuance initial public offering | $ 126,500,000 | ||||
| Over-Allotment Option [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Underwriting commissions | 2,130,000 | $ 2,130,000 | |||
| Deferred underwriting commissions | 3,727,500 | 3,727,500 | |||
| Other Offering Costs | 843,160 | 843,160 | |||
| Additional transaction costs | 907,500 | 907,500 | |||
| Aggregate Transaction Costs | 6,700,660 | 6,700,660 | |||
| Cash | $ 1,641,236 | ||||
| Investment of cash in Trust Account | $ 10.25 | ||||
| Cash deposited in Trust Account per Unit | $ 129,662,500 | ||||
| Payments To Acquire Restricted Investments Per Unit | $ 10.25 | ||||
| Over-Allotment Option [Member] | Founder Shares [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Common Stock, Other Shares, Outstanding | 412,500 | 412,500 | 412,500 | ||
| Over-Allotment Option [Member] | Common Class A [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Stock issued during period shares new issues | 12,650,000 | ||||
| Over-Allotment Option [Member] | Common Class A [Member] | Underwriting Agreement [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Common Stock, Shares Subscribed but Unissued | 1,650,000 | ||||
| Public Offering And Overallotment [Member] | Common Class A [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Stock issued during period shares new issues | 12,650,000 | ||||
| Public Offering And Overallotment [Member] | Common Class A [Member] | Underwriting Agreement [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Proceeds from issuance initial public offering | $ 16,500,000 | ||||
| Common Stock, Shares Subscribed but Unissued | 1,650,000 | ||||
| Private Placement Warrants and overallotment [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Class of warrants or rights warrants issued during the period | 5,195,000 | ||||
| Class Of Warrants Or Rights Issued During Period Warrants | 495,000 | ||||
| Proceeds from Issuance of Private Placement | $ 742,500 | ||||
| IPO And Private Placement [Member] | |||||
| Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||
| Investment of cash in Trust Account | $ 113,492,500 | ||||
| Advance From The Sponsor Deposited In Trust Account | $ 742,500 | $ 16,170,000 | |||
| Payments To Acquire Restricted Investments Per Unit | $ 10.25 |
Significant Accounting Polici_4
| Significant Accounting Policies - Additional Information (Details) - USD ($) | 5 Months Ended | 12 Months Ended | |
| Dec. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | |
| Accounting Policies [Line Items] | |||
| Cash equivalents at carrying value | $ 0 | $ 0 | |
| Offering costs | $ 5,793,160 | 5,793,160 | |
| Underwriting commissions | 1,800,000 | 1,800,000 | |
| Deferred underwriting commissions | 3,150,000 | 3,150,000 | |
| Other Offering Costs | 843,160 | $ 843,160 | |
| Dilutive securities | 0 | 0 | |
| Unrecognized tax benefits | $ 0 | $ 0 | |
| Accrued amounts for interest and penalties for unrecognized tax benefits | 0 | 0 | |
| Cash insrued with federal deposit insurance corporation | 250,000 | ||
| Cash [Member] | |||
| Accounting Policies [Line Items] | |||
| Assets, Fair Value Disclosure | 1,485 | 1,375 | |
| US Treasury Securities [Member] | |||
| Accounting Policies [Line Items] | |||
| Assets, Fair Value Disclosure | $ 129,667,924 | 131,529,959 | |
| Over-Allotment Option [Member] | |||
| Accounting Policies [Line Items] | |||
| Underwriting commissions | 2,130,000 | 2,130,000 | |
| Deferred underwriting commissions | 3,727,500 | 3,727,500 | |
| Other Offering Costs | 843,160 | 843,160 | |
| Additional transaction costs | 907,500 | 907,500 | |
| Aggregate Transaction Costs | $ 6,700,660 | $ 6,700,660 | |
| Common Class A [Member] | |||
| Accounting Policies [Line Items] | |||
| Number of Ordinary shares subject to possible redemptions | 12,650,000 | 12,650,000 | |
| Dilutive securities | 1,558,966 | 12,650,000 |
Significant Accounting Polici_5
| Significant Accounting Policies - Summary of Debt Securities, Held-to-maturity (Details) - USD ($) | Dec. 31, 2022 | Dec. 30, 2021 |
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Carrying Value | $ 130,531,334 | $ 129,669,409 |
| Gross Unrealized Losses | (992,646) | (2,770) |
| Fair Value, Inputs, Level 1 [Member] | ||
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Quoted Prices in Active Markets (Level 1) | 130,537,313 | 129,665,154 |
| US Treasury Securities [Member] | ||
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Carrying Value | 131,529,959 | 129,667,924 |
| Gross Unrealized Losses | (992,646) | (2,770) |
| US Treasury Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Quoted Prices in Active Markets (Level 1) | 130,537,313 | 129,665,154 |
| Cash [Member] | ||
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Carrying Value | 1,375 | 1,485 |
| Gross Unrealized Losses | 0 | 0 |
| Cash [Member] | Fair Value, Inputs, Level 1 [Member] | ||
| Schedule of Held-to-maturity Securities [Line Items] | ||
| Quoted Prices in Active Markets (Level 1) | $ 0 | $ 0 |
Significant Accounting Polici_6
| Significant Accounting Policies - Summary of Class A Ordinary Shares Subject to possible Redemption (Details) - USD ($) | 5 Months Ended | 12 Months Ended |
| Dec. 31, 2021 | Dec. 31, 2022 | |
| Redeemable Noncontrolling Interest [Line Items] | ||
| Gross Proceeds from IPO | $ 123,735,546 | $ 0 |
| Proceeds allocated to Public Warrants | 3,493,159 | |
| Class A ordinary shares issuance costs | 9,678,128 | |
| Remeasurement of carrying value to redemption value | 13,171,287 | 1,861,925 |
| Interest income | 6,909 | 1,861,925 |
| Class A ordinary shares subject to possible redemption | 129,669,409 | $ 131,531,334 |
| Common Class A [Member] | Common Stock [Member] | ||
| Redeemable Noncontrolling Interest [Line Items] | ||
| Gross Proceeds from IPO | $ 129,662,500 |
Significant Accounting Polici_7
| Significant Accounting Policies - Summary of Earnings Per Share, Basic and Diluted (Details) - USD ($) | 5 Months Ended | 12 Months Ended |
| Dec. 31, 2021 | Dec. 31, 2022 | |
| Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
| Weighted Average Number of Shares Outstanding, Diluted | 0 | 0 |
| Common Class A [Member] | ||
| Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
| Allocation of net income (loss) | $ (74,394) | $ 24,581 |
| Weighted Average Number of Shares Outstanding, Basic | 1,558,966 | 12,650,000 |
| Weighted Average Number of Shares Outstanding, Diluted | 1,558,966 | 12,650,000 |
| Earnings Per Share, Basic | $ (0.05) | $ 0 |
| Earnings Per Share, Diluted | $ (0.05) | $ 0 |
| Common Class B [Member] | ||
| Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
| Allocation of net income (loss) | $ (151,043) | $ 6,145 |
| Weighted Average Number of Shares Outstanding, Basic | 3,162,500 | 3,162,500 |
| Weighted Average Number of Shares Outstanding, Diluted | 3,162,500 | 3,162,500 |
| Earnings Per Share, Basic | $ (0.05) | $ 0 |
| Earnings Per Share, Diluted | $ (0.05) | $ 0 |
Initial Public Offering - Addit
| Initial Public Offering - Additional Information (Details) - USD ($) | 5 Months Ended | 12 Months Ended | ||
| Dec. 15, 2021 | Dec. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | |
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Common stock, Conversion basis | one-to-one | one-to-one | ||
| Payments to acquire restricted investment | $ 129,662,500 | $ 113,492,500 | $ 129,662,500 | $ 0 |
| Payments to acquire restricted investment, Per unit | $ 10.25 | $ 10.25 | ||
| Term of restricted investments | 185 days | 185 days | ||
| IPO [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Payments to acquire restricted investment | 11,000,000 | |||
| IPO And Private Placement [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Payments to acquire restricted investment | $ 113,492,500 | |||
| Payments to acquire restricted investment, Per unit | $ 10.25 | |||
| Advance from the sponsor deposited in trust account | $ 742,500 | $ 16,170,000 | ||
| Common Class A [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Proceeds from issuance initial public offering and over allotment option, Gross | $ 126,500,000 | |||
| Common Class A [Member] | Public Warrant [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Class of warrant or right, Exercise price of warrants or rights | $ 11.5 | $ 11.5 | ||
| Common Class A [Member] | IPO [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Stock issued during period, Shares | 11,000,000 | |||
| Shares issued, Price per share | $ 10 | $ 10 | ||
| Common stock, Conversion basis | consists of one Class A ordinary share and one-third of one redeemable warrant. | |||
| Common Class A [Member] | IPO [Member] | Public Warrant [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Class of warrant or right, Exercise price of warrants or rights | $ 11.5 | |||
| Common Class A [Member] | IPO And Over Allotment Option Exercise [Member] | ||||
| Disclosure Of Initial Public Offering [Line Items] | ||||
| Stock issued during period, Shares | 12,650,000 |
Private Placement - Additional
| Private Placement - Additional Information (Details) | 5 Months Ended | 12 Months Ended | ||
| Dec. 15, 2021 USD ($) shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2022 d | Dec. 14, 2021 $ / shares shares | |
| Private Placement [Line Items] | ||||
| Proceeds from issuance of warrants | $ | $ 3,493,159 | |||
| Private Placement [Member] | ||||
| Private Placement [Line Items] | ||||
| Class of warrants or rights issued during period, Warrants | 5,195,000 | |||
| Private Placement Warrant [Member] | ||||
| Private Placement [Line Items] | ||||
| Class of warrants or rights issued during period, Warrants | 5,195,000 | |||
| Private Placement Warrant [Member] | Minimum [Member] | ||||
| Private Placement [Line Items] | ||||
| Percentage of outstanding private placement warrant held by holders who vote in amending terms of warrant | 50% | |||
| Private Placement Warrant [Member] | Private Placement [Member] | Sponsor [Member] | ||||
| Private Placement [Line Items] | ||||
| Class of warrants or rights issued during period, Warrants | 4,700,000 | |||
| Warrants issued, Price per warrant | $ / shares | $ 1.5 | |||
| Private Placement Warrant [Member] | Common Class A [Member] | ||||
| Private Placement [Line Items] | ||||
| Lock up period | d | 30 | |||
| Private Placement Warrant [Member] | Common Class A [Member] | Sponsor [Member] | ||||
| Private Placement [Line Items] | ||||
| Class of warrant or right, Number of securities called by each warrant or right | 1 | |||
| Class of warrant or right, Exercise price of warrants or rights | $ / shares | $ 11.5 | |||
| Private Placement Warrant [Member] | Private Placement And Over Allotment Option [Member] | Sponsor [Member] | ||||
| Private Placement [Line Items] | ||||
| Proceeds from issuance of warrants | $ | $ 7,792,500 |
Related Party Transactions - Ad
| Related Party Transactions - Additional Information (Details) - USD ($) | 5 Months Ended | 12 Months Ended | ||||||
| Dec. 14, 2021 | Dec. 09, 2021 | Nov. 23, 2021 | Aug. 12, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 15, 2021 | Aug. 13, 2021 | |
| Stock issued during period, Value, Issued for services | $ 25,000 | |||||||
| Business combination, Consummation period, Extension terms | two additional three-month periods | |||||||
| Extended period within which business combination shall be consummated | 24 months | |||||||
| Payments to acquire restricted investment for each additional three month period | $ 1,265,000 | |||||||
| Payments to acquire restricted investment for each additional three month period, Per share | $ 0.1 | |||||||
| Debt Instrument, Repurchase Date | Dec. 31, 2021 | |||||||
| Working Capital Loans [Member] | ||||||||
| Debt Instrument, Convertible, Carrying Amount of Equity Component | $ 1,500,000 | |||||||
| Debt Instrument, Convertible, Conversion Price | $ 1.5 | |||||||
| Bank Overdrafts | 0 | $ 0 | ||||||
| Extension Loans [Member] | ||||||||
| Debt Instrument, Convertible, Conversion Price | $ 1.5 | |||||||
| Extension Loans [Member] | Inorder To Extend Consummation Period [Member] | ||||||||
| Payments to acquire restricted investment for each additional three month period | $ 1,265,000 | |||||||
| Payments to acquire restricted investment for each additional three month period, Per share | $ 0.1 | |||||||
| Services Agreement [Member] | ||||||||
| Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | 3,699 | $ 75,000 | ||||||
| Founder shares [Member] | Over-Allotment Option [Member] | ||||||||
| Common stock, other shares, outstanding | 412,500 | 412,500 | 412,500 | |||||
| Common shares subject to forfeiture | 0 | |||||||
| Forbion European Sponsor LLP [Member] | ||||||||
| Stock issued during period, Value, Issued for services | $ 25,000 | |||||||
| Shares Issued, Price Per Share | $ 0.009 | |||||||
| Common Stock, Par or Stated Value Per Share | $ 0.0001 | |||||||
| Debt Instrument, Face Amount | $ 500,000 | |||||||
| Sponsor [Member] | ||||||||
| Stock issued during period, Value, Issued for services | $ 25,000 | |||||||
| Debt Instrument, Face Amount | $ 500,000 | |||||||
| Sponsor [Member] | Office Space Secretarial And Administrative Services [Member] | ||||||||
| Related party transaction, Amounts of transaction | $ 10,000 | |||||||
| Sponsor [Member] | Salary [Member] | ||||||||
| Related party transaction, Amounts of transaction | 25,000 | |||||||
| Sponsor [Member] | Administrative Services Agreement. [Member] | ||||||||
| Related Party Transaction, Selling, General and Administrative Expenses from Transactions with Related Party | 7,097 | 120,000 | ||||||
| Accrued in Administrative Fee Payable To Related Party | 7,097 | 30,000 | ||||||
| Sponsor [Member] | Services Agreement [Member] | ||||||||
| Accrued In Comepnsation Expense To Related Party | 3,699 | 18,904 | ||||||
| Sponsor [Member] | Promissory Note [Member] | ||||||||
| Due to related party | $ 0 | $ 0 | ||||||
| Common Class B [Member] | ||||||||
| Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||||||
| Common stock, other shares, outstanding | 375,000 | |||||||
| Common Class B [Member] | Founder shares [Member] | ||||||||
| Common stock, other shares, outstanding | 412,500 | |||||||
| Common Class B [Member] | Forbion European Sponsor LLP [Member] | ||||||||
| Stock issued during period, Shares, Issued for services | 2,875,000 | |||||||
| Common Class B [Member] | Sponsor [Member] | ||||||||
| Stock issued during period, Shares, Issued for services | 287,500 | |||||||
| Common Class B [Member] | Sponsor [Member] | Transfer Between Forbion European Sponsor LLP And Sponsor [Member] | ||||||||
| Stock issued during period, Value, Issued for services | $ 25,000 | |||||||
| Shares Issued, Price Per Share | $ 0.009 | |||||||
| Stock issued during period, Shares, Issued for services | 2,875,000 |
Commitments & Contingencies - A
| Commitments & Contingencies - Additional Information (Details) | 12 Months Ended | |||
| Dec. 31, 2022 USD ($) yr d Day $ / shares shares | Dec. 15, 2021 USD ($) | Dec. 14, 2021 USD ($) shares | Dec. 31, 2022 USD ($) d Day $ / shares shares | |
| Underwriting commission, Per unit | 0.20% | |||
| Payments for underwriting expense | $ 1,800,000 | |||
| Deferred legal fees | $ 581,265 | $ 581,265 | ||
| Restriction On Transfer Of Founder Shares [Member] | Share Price Equals Or Exceeds Twelve USD [Member] | ||||
| Number of trading days determining share price | 20 days | |||
| Number of consecutive trading days determining share price | 30 days | |||
| Threshold number of trading days determining share price | 150 days | |||
| Founder Shares [Member] | Restriction On Transfer Of Founder Shares [Member] | ||||
| Lock up period | yr | 1 | |||
| Common Class A [Member] | Restriction On Transfer Of Founder Shares [Member] | Share Price Equals Or Exceeds Twelve USD [Member] | ||||
| Share price | $ / shares | $ 12 | $ 12 | ||
| Registration And Shareholder Rights Agreement [Member] | ||||
| Number of demands that can be made | Day | 3 | 3 | ||
| Number of individuals for appointment to the board of directors nominated by sponsor | Day | 3 | 3 | ||
| Registration And Shareholder Rights Agreement [Member] | Common Class A [Member] | Private Placement Warrant [Member] | ||||
| Lock up period | d | 30 | 30 | ||
| Underwriting Agreement [Member] | Over-Allotment Option [Member] | ||||
| Payments for underwriting expense | $ 330,000 | |||
| Deferred compensation liability, Noncurrent | 577,500 | |||
| Underwriting Agreement [Member] | IPO [Member] | ||||
| Deferred compensation liability, Noncurrent | $ 3,150,000 | |||
| Underwriting Agreement [Member] | IPO And Over Allotment Option [Member] | ||||
| Payments for underwriting expense | 2,130,000 | |||
| Deferred compensation liability, Noncurrent | $ 3,727,500 | |||
| Underwriting Agreement [Member] | Common Class A [Member] | Over-Allotment Option [Member] | ||||
| Option vesting period | 45 days | |||
| Common stock, shares subscribed but unissued | shares | 1,650,000 | |||
| Forward Purchase Agreements [Member] | FPA Purchaser [Member] | ||||
| Number of agreements | Day | 2 | 2 | ||
| Forward Purchase Agreements [Member] | Common Class A [Member] | Firm Forward Purchase Shares [Member] | Private Placement [Member] | FPA Purchaser [Member] | ||||
| Share price | $ / shares | $ 10 | $ 10 | ||
| Common stock, shares subscribed but unissued | shares | 1,000,000 | 1,000,000 | ||
| Common stock, value, subscriptions | $ 10,000,000 | $ 10,000,000 | ||
| Forward Purchase Agreements [Member] | Common Class A [Member] | Additional Forward Purchase Shares [Member] | Private Placement [Member] | FPA Purchaser [Member] | ||||
| Share price | $ / shares | $ 10 | $ 10 | ||
| Common stock, shares subscribed but unissued | shares | 1,000,000 | 1,000,000 | ||
| Common stock, value, subscriptions | $ 10,000,000 | $ 10,000,000 |
Shareholders' Deficit - Additio
| Shareholders' Deficit - Additional Information (Details) | 5 Months Ended | 12 Months Ended | |||||
| Dec. 31, 2022 Classes $ / shares shares | Dec. 14, 2021 $ / shares shares | Dec. 09, 2021 shares | Dec. 31, 2021 $ / shares shares | Dec. 31, 2022 Classes $ / shares shares | Dec. 30, 2021 shares | Aug. 13, 2021 USD ($) shares | |
| Preferred stock par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
| Preferred stock shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||||
| Preferred stock shares issued | 0 | 0 | 0 | 0 | |||
| Preferred stock shares outstanding | 0 | 0 | 0 | ||||
| Board of directors, Service term | 3 years | ||||||
| Number of class of directors being appointed in each year | Classes | 1 | 1 | |||||
| Common stock, threshold percentage on conversion of shares | 20% | 20% | |||||
| Common stock, Conversion basis | one-to-one | one-to-one | |||||
| Number of trading days determining volume weighted average trading price of common stock | 20 days | ||||||
| Number of days after consummation of business combination within which securities registration shall be effective | 60 days | 60 days | |||||
| Number Of Days Of Average Closing Price determining Fair Market Value | 10 days | ||||||
| Share Price Equals Or Exceeds Eighteen USD [Member] | |||||||
| Number of consecutive trading days determining share price | 30 days | ||||||
| Public Warrant [Member] | |||||||
| Period after which the warrants are exercisable | 30 days | ||||||
| Warrants and rights outstanding, Term | 5 years | 5 years | |||||
| Class of warrant or right, Redemption price per warrant | 0.01 | 0.01 | |||||
| Minimum notice of redemption period | 30 days | ||||||
| Minimum [Member] | |||||||
| Percentage holding of common stock eligible for voting of directors | 50% | 50% | |||||
| Common Class A [Member] | |||||||
| Common stock par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
| Common stock shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | ||||
| Common stock, Shares, Issued | 0 | 0 | 0 | ||||
| Common stock, Shares, Outstanding | 0 | 0 | 0 | ||||
| Temporary Equity, Shares Outstanding | 12,650,000 | 12,650,000 | 12,650,000 | ||||
| Common Class A [Member] | Public Warrant [Member] | |||||||
| Class of warrant or right, Exercise price of warrants or rights | $ / shares | $ 11.5 | $ 11.5 | $ 11.5 | ||||
| Proceeds From Equity Used For Funding Business Combination As A Percentage Of The Total | 60% | ||||||
| Common Class A [Member] | Public Warrant [Member] | Volume Weighted Average Trading Price Below Nine Point Twenty USD [Member] | |||||||
| Number of trading days determining volume weighted average trading price of common stock | 20 days | ||||||
| Volume weighted average trading price of common stock | 9.2 | ||||||
| Class of Warrants Exercise Price Adjustment Percentage | 115% | ||||||
| Common Class A [Member] | Public Warrant [Member] | Share Price Less Than Nine Point Twenty USD [Member] | |||||||
| Share price | $ / shares | $ 9.2 | $ 9.2 | |||||
| Common Class A [Member] | Public Warrant [Member] | Share Price At Eighteen USD [Member] | |||||||
| Class of Warrants Exercise Price Adjustment Percentage | 180% | ||||||
| Redemption trigger price per share | 18 | 18 | |||||
| Common Class A [Member] | Public Warrant [Member] | Share Price Below Eighteen USD [Member] | |||||||
| Redemption trigger price per share | 18 | 18 | |||||
| Common Class A [Member] | IPO [Member] | |||||||
| Common stock, Conversion basis | consists of one Class A ordinary share and one-third of one redeemable warrant. | ||||||
| Common Class A [Member] | IPO [Member] | Public Warrant [Member] | |||||||
| Class of warrant or right, Number of securities called by each warrant or right | 1 | ||||||
| Class of warrant or right, Exercise price of warrants or rights | $ / shares | $ 11.5 | ||||||
| Common Class B [Member] | |||||||
| Common stock par or stated value per share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
| Common stock shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | ||||
| Common stock, Shares, Issued | 3,162,500 | 3,162,500 | 3,162,500 | 2,875,000 | |||
| Common stock, Shares, Outstanding | 3,162,500 | 3,162,500 | 3,162,500 | 2,875,000 | |||
| Common stock, Voting rights | one | one | |||||
| Common stock, other shares, outstanding | 375,000 | ||||||
| Common stock, Other value, Outstanding | $ | $ 0 | ||||||
| Percentage of ownership held by initial shareholders after the Public Offer | 20% | 20% | |||||
| Common Class B [Member] | Stock Dividend For Each Outstanding Share [Member] | |||||||
| Stock dividend, Per share | 1.1 | ||||||
| Common Class B [Member] | Founder Shares [Member] | |||||||
| Common stock, Shares, Outstanding | 3,162,500 | ||||||
| Common stock, other shares, outstanding | 412,500 |
Subsequent Events - Additional
| Subsequent Events - Additional Information (Details) - Sponsor [Member] - USD ($) | Mar. 31, 2023 | Mar. 24, 2023 | Dec. 14, 2021 |
| Debt instrument face amount | $ 500,000 | ||
| Subsequent Event [Member] | |||
| Debt instrument face amount | $ 0 | ||
| Subsequent Event [Member] | Working Capital Loan [Member] | |||
| Debt instrument face amount | $ 900,000 | ||
| Debt instrument interest rate | 0% | ||
| Private Placement Warrant [Member] | Subsequent Event [Member] | |||
| Warrants issued, Price per warrant | $ 1.5 |