FG Merger II (FGMC) 10-K 21 Feb 25 2024 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2024	Feb. 21, 2025
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2024
Entity File Number	001-42493
Entity Registrant Name	FG MERGER II CORP.
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	86-2579471
Entity Address, Address Line One	104 S. Walnut Street,
Entity Address, Adress Line Two	Unit 1A,
Entity Address, City or Town	Itasca,
Entity Address State Or Province	IL
Entity Address, Postal Zip Code	60143
City Area Code	847
Local Phone Number	791-6817
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Entity Shell Company	true
Entity Public Float	$ 0
Entity Common Stock, Shares Outstanding		10,295,800
Entity Central Index Key	0001906364
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	FY
Amendment Flag	false
Auditor Name	Fruci & Associates II. PLLC
Auditor Location	Spokane, Washington
Auditor Firm ID	5525
Units
Document Information [Line Items]
Title of 12(b) Security	Units
Trading Symbol	FGMCU
Security Exchange Name	NASDAQ
Common Stock
Document Information [Line Items]
Title of 12(b) Security	Common stock
Trading Symbol	FGMC
Security Exchange Name	NASDAQ
Rights
Document Information [Line Items]
Title of 12(b) Security	Rights
Trading Symbol	FMCR
Security Exchange Name	NASDAQ

Balance Sheet

Balance Sheet - USD ($)	Dec. 31, 2024	Dec. 31, 2023
Current assets
Cash	$ 46,285	$ 56,248
Deferred offering costs	122,750	114,670
Total assets	169,035	170,918
Current liabilities
Accounts payable	25,728	1,761
Accrued offering costs	20,939	20,939
Promissory Note	125,000	125,000
Total liabilities	171,667	147,700
Stockholders' equity
Common stock, $0.0001 par value; 5,000,000 shares authorized; 2,300,000 issued and outstanding	230	216
Additional paid in capital	26,436	24,784
Accumulated deficit	(29,298)	(1,782)
Total stockholders' equity	(2,632)	23,218
Total liabilities and stockholders' equity	$ 169,035	$ 170,918

Balance Sheet (Parenthetical)

Balance Sheet (Parenthetical) - $ / shares	Dec. 31, 2024	Dec. 31, 2023
Balance Sheet
Common Stock, par value (per share)	$ 0.0001	$ 0.0001
Common Stock, shares authorized	5,000,000	5,000,000
Common Stock, shares issued	2,300,000	2,300,000
Common Stock, shares outstanding	2,300,000	2,300,000

Statements of Operations

Statements of Operations - USD ($)	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Statements of Operations
Formation costs	$ 1,645
General and administrative expenses	137	$ 25,850
Net loss	$ (1,782)	$ (25,850)
Basic weighted average common shares outstanding	2,156,250	2,207,842
Diluted weighted average common shares outstanding	2,156,250	2,207,842
Basic net loss per share	$ (0.001)	$ (0.01)
Diluted net loss per share	$ (0.001)	$ (0.01)

Statements of Changes in Stockh

Statements of Changes in Stockholders' Equity - USD ($)	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at the beginning at Sep. 19, 2023	$ 0	$ 0	$ 0	$ 0
Balance at the beginning (in shares) at Sep. 19, 2023	0
Issuance of founder shares	$ 216	24,784		25,000
Issuance of founder shares (in shares)	2,156,250
Net Income (Loss)			(1,782)	(1,782)
Balance at the end at Dec. 31, 2023	$ 216	24,784	(1,782)	23,218
Balance at the end (in shares) at Dec. 31, 2023	2,156,250
Issuance of additional founder shares	$ 14	1,652	(1,666)
Issuance of additional founder shares (in shares)	143,750
Net Income (Loss)			(25,850)	(25,850)
Balance at the end at Dec. 31, 2024	$ 230	$ 26,436	$ (29,298)	$ (2,632)
Balance at the end (in shares) at Dec. 31, 2024	2,300,000

Statements of Cash Flows

Statements of Cash Flows - USD ($)	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Cash flows from operating activities
Net loss	$ (1,782)	$ (25,850)
Changes in operating assets and liabilities:
Deferred offering cost	(114,670)	(8,080)
Deferred Offering cost payable	20,939
Accounts payable	1,761	23,967
Net cash provided by operating activities	(93,752)	(9,963)
Cash flows from financing activities
Promissory note	125,000
Founder share issuance	25,000
Net cash provided by operating activities	150,000
Net increase in cash	56,248	(9,963)
Cash at beginning of period		56,248
Cash at end of period	56,248	46,285
Supplemental disclosure for non-cash financing activities
Accrual of offering costs	$ 114,670	$ 122,750

DESCRIPTION OF ORGANIZATION AND

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONs	12 Months Ended
	Dec. 31, 2024
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS FG Merger II Corp. (the “Company”) is a blank check company incorporated in Nevada on September 20, 2023. The Company was formed for the purpose of merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (“Business Combination”). Although the Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination, the Company intends to focus on businesses in the financial services industry. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of December 31,2024, the Company had not yet commenced any operations. All activity through December 31, 2024 relates to the Company’s formation and the proposed initial public offering (“Proposed Offering”), which is described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate nonoperating income in the form of interest income from the proceeds derived from the Proposed Offering. The Company has selected December 31 as its fiscal year end. The Company’s ability to commence operations is contingent upon obtaining adequate financial resources through i) the Proposed Offering of 8,000,000 units at $10.00 per unit (or 9,200,000 units if the underwriters’ over-allotment option is exercised in full) (the “Units” and, with respect to the shares of common stock included in the Units being offered, the “Public Shares” and the rights being includes in the Units being offering, the “Public Right”) which is discussed in Note 3, ii) the sale of 1,000,000 $15.00 exercise price warrants (the “$15 Private Warrants”) at a price of $0.10 per $15 Private Warrant, iii) the sale of 248,300 units at $10.00 per unit (the “Private Units”) in a private placement to the Company’s sponsor, FG Merger Investors II LLC (the “Sponsor”), Ramnarain Joesph Jaigobind, directors, officers and advisors that will close simultaneously with the Proposed Offering. Each Private Unit will consist of one common share and one right. right (“Private Unit Right”). Each whole Public Right and Private Unit Right will entitle the holder to convert the right to one -tenth Each $15 Private Warrant will entitle the holder to purchase one share of Common Stock at an exercise price of $15.00 per share, will be exercisable for a period of 10 years from the date of Business Combination, will be non-redeemable, and may be exercised on a cashless basis. Additionally, $15 Private Warrants and the shares issuable upon the exercise of the $15 Private Warrants will not be transferable, assignable or salable until after the completion of a Business Combination, subject to certain limited exceptions. On October 6, 2023, the Company issued an aggregate of 2,156,250 shares of common stock (the “Founder Shares”) to the Sponsor for an aggregate purchase price of $25,000 in cash. On October 18, 2023, the Sponsor transferred an aggregate of 465,000 Founder Shares to members of the Company’s management, board of directors and senior advisors, resulting in the Sponsor holding 1,691,250 Founder Shares. The Founder Shares include an aggregate of up to 300,000 shares subject to forfeiture by the Sponsor to the extent that the underwriters’ over-allotment is not exercised in full or in part, so that the Initial Stockholders will collectively own 20% of the Company’s issued and outstanding shares after the Proposed Offering (assuming the Initial Stockholders do not purchase any Public Shares in the Proposed Offering and excluding the securities underlying the $15 Private Warrants, the Private Units). On August 21, 2024, Company issued a dividend of approximately 0.066 Founder Shares for every issued and outstanding founder share resulting in our initial stockholders holding an aggregate of 2,300,000 founder shares, an increase of 143,750 founder compared to 2,156,250 initial Founder Shares issued. The Company intends to list the Units on the National Association of Securities Dealers Automated Quotations (“Nasdaq”). The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Proposed Offering and sale of the $15 Private Warrants, and Private Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. Nasdaq rules provide that the Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the net assets held in the Trust Account (as defined below) (excluding any deferred underwriting commissions and taxes payable on interest earned on the trust account). The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940 as amended (the “Investment Company Act”). There is no assurance that the Company will be able to successfully affect a Business Combination. Upon the closing of the Proposed Offering, management has agreed that $10.00 per Unit sold in the Proposed Offering plus additional $0.10 per Unit, a total of $10.10 per Unit will be held in a trust account (“Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s stockholders, as described below. The Company will provide its stockholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. In connection with a proposed Business Combination, the Company may seek stockholder approval of a Business Combination at a meeting called for such purpose at which stockholders may seek to redeem their shares, regardless of whether they vote for or against the proposed Business Combination. In the event that the Company seeks stockholder approval in connection with a Business Combination, the Company will proceed with the Business Combination only if a majority of the outstanding shares voted are voted in favor of the Business Combination. If the Company seeks stockholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Company’s amended and restated articles of incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from seeking redemption rights with respect to 15% or more of the Public Shares without the Company’s prior written consent. The holders of Public Shares will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (including any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants. If a stockholder vote is not required and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its amended and restated articles of incorporation, offer such redemption pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination. The Sponsor, officers, directors and advisors (the “Initial Stockholders”) have agreed (a) to vote their Founder Shares (as defined in Note 5) as well as any common shares underlying the Private Units, and any Public Shares purchased during or after the Proposed Offering in favor of a Business Combination, (b) not to propose an amendment to the Company’s amended and restated articles of incorporation with respect to the Company’s pre-Business Combination activities prior to the consummation of a Business Combination unless the Company provides dissenting public stockholders with the opportunity to redeem their Public Shares in conjunction with any such amendment; (c) not to redeem any shares (including the Founder Shares as well as any common shares underlying the Private Units) into the right to receive cash from the Trust Account in connection with a stockholder vote to approve a Business Combination (or to sell any shares in a tender offer in connection with a Business Combination if the Company does not seek stockholder approval in connection therewith) or a vote to amend the provisions of the amended and restated articles of incorporation relating to stockholders’ rights of pre-Business Combination activity and (d) that the Founder Shares, the Private Units and $15 (including underlying securities) shall not participate in any liquidating distributions upon winding up if a Business Combination is not consummated. However, the Initial Stockholders will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares purchased during or after the Proposed Offering if the Company fails to complete its Business Combination. The Company will have until 24 months from the closing of the Proposed Offering to complete a Business Combination. If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten The Sponsor has agreed that it will be liable to the Company, if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amounts in the Trust Account to below $10.10 per share, 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 Proposed Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The accompanying financial statements are presented in U.S. Dollars and conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC. Emerging growth company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination. Use of estimates The preparation of financial statement in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. 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, 2024. Deferred offering costs Deferred offering costs consist of legal, underwriter expenses and accounting expense incurred through the balance sheet date that are directly related to the Proposed Offering and that will be charged to stockholders equity upon the completion of the Proposed Offering. Should the Proposed Offering prove to be unsuccessful, these deferred costs, as well as additional expenses incurred, will be charged to operations. Income taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. 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 statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits as of September 30, 2024and 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 is subject to income tax examinations by major taxing authorities since inception. Company’s year end is December 31 and no statutory tax deadline has yet occurred. There was no provision for income taxes for the year ended December 31, 2024 and for the period September 30, 2023 (inception) to December 31, 2023. Fair value of financial instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature. The Company did not have any financial instruments as of December 31, 2024 and 2023. Recently issued accounting standard Management reviewed the updates to the improvement to reporting segment under ASU 2023-07 – Segment Reporting. Company is a special purpose acquisition company in process of completing its Proposed Offering and does not have any operation. As such the management does not have metric established to measure performance. Management view the updated will have no material effect on the Company’s financial statement.

PROPOSED OFFERING

PROPOSED OFFERING	12 Months Ended
	Dec. 31, 2024
PROPOSED OFFERING
PROPOSED OFFERING	NOTE 3. PROPOSED OFFERING Pursuant to the Proposed Offering, the Company will offer for sale up to 8,000,000 Units (or 9,200,000 Units if the underwriters’ overallotment option is exercised in full) at a purchase price of $10.00 per Unit. Each Unit will consist of one common share and one Public Rights to receive one

PRIVATE PLACEMENT

PRIVATE PLACEMENT	12 Months Ended
	Dec. 31, 2024
PRIVATE PLACEMENT
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT The Sponsor has committed to purchase an aggregate of 1,000,000 $15 Private Warrants at a price of $0.10 per $15 Private Warrant, and 223,300 and 25,000 Private Units at a price of $10.00 per Private Unit by Sponsor and Ramnaraine Jospeh Jaigobind, respectively, in each case, from the Company in a private placement that will occur simultaneously with the closing of the Proposed Offering. The aggregate gross proceeds from the sale of $15 Private Warrants, and Private Units will be $2,583,000. If the Company does not complete a Business Combination within the Combination Period, the $15 Private Warrants and the Private Unit Warrants will expire worthless. The $15 Private Warrants will be non-redeemable for cash and exercisable on a cashless basis. Each $15 Private Warrant will entitle the holder to purchase one share of common stock at its respective exercise price. Each Private Right will entitle the holder to receive one -tenth

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2024
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On October 6, 2023, the Company issued an aggregate of 2,156,250 shares of common stock (the “Founder Shares”) to the Sponsor for an aggregate purchase price of $25,000 in cash. On October 18, 2023, the Sponsor transferred an aggregate of 465,000 Founder Shares to members of the Company’s management, board of directors and senior advisors, resulting in the Sponsor holding 1,691,250 Founder Shares. The Founder Shares include an aggregate of up to 300,000 shares subject to forfeiture by the Sponsor to the extent that the underwriters’ over-allotment is not exercised in full or in part, so that the Initial Stockholders will collectively own 20% of the Company’s issued and outstanding shares after the Proposed Offering (assuming the Initial Stockholders do not purchase any Public Shares in the Proposed Offering and excluding the securities underlying the $15 Private Warrants, the Private Units). On August 21, 2024, the Company issued a dividend of approximately 0.066 Founder Shares for every issued and outstanding founder share resulting in our initial stockholders holding an aggregate of 2,300,000 founder shares, an increase of 143,750 founder compared to 2,156,250 initial Founder Shares issued. The Initial Stockholders have agreed not to transfer, assign or sell any of the Founder Shares (except to certain permitted transferees) until, with respect to 50% of the Founder Shares, the earlier of (i) twelve months Promissory Notes On October 6, 2023, the Company issued a Promissory Note to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $150,000. As of December 31, 2024, there was $125,000 outstanding under the Promissory Notes. The Promissory Notes are noninterest bearing and payable on the earlier of (i) the consummation of the Proposed Offering or (ii) the date on which the Company determines not to conduct the Proposed Offering. Administrative Services Agreement Upon closing of the Proposed Offering, the Company intends to enter into an administrative services agreement (the “Administrative Services Agreement”) with the Sponsor whereby the Sponsor will perform certain services for the Company for a monthly fee of $15,000. Chief Executive officer and Chief Financial Officer, and a senior advisor of the Company will serve as the managers of the Sponsor at close of Proposed Offering.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2024
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	NOTE 6. COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the Founder Shares, the Private Units, the $15 Private Warrants (and their underlying securities) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the Proposed Offering. The Company will bear the expenses incurred in connection with the filing of any registration statements pursuant to such registration rights.. Underwriting Agreement The Company will grant the underwriters a 45-day option to purchase up to 1,200,000 additional Units to cover over-allotments at the Proposed Offering price. The underwriter and the manager will be entitled to a underwriting discount equal to the lesser of (i)750,000 (ii) an amount equal to $750,000 plus 1% of the gross proceeds from the sale of the Over-Allotment Units. Underwriters will receive 40,000 private units (“Underwriter Units”) at close of Proposed Offering for a nominal price of $100. Financial Advisor Upon closing of the Proposed Offering, the Company will pay $250,000 to the financial advisor and issue 7,500 private units ( “Advisor Units”).

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	12 Months Ended
	Dec. 31, 2024
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY	NOTE 7. STOCKHOLDERS’ EQUITY Common Shares – There were 2,300,000 Founder Shares issued and outstanding as of December 31, 2024. The Founder Shares will be exchanged into shares of common stock prior to or at the completion of the Proposed Offering. Rights – one Warrants — The exercise price and number of ordinary shares issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, except as described above, the warrants will not be adjusted for issuances of common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period, the $15 Private Warrants may expire worthless.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2024
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 8. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions occurred through February 21, 2025. The registration statement of the Company was declared effective on January 28, 2025. On January 30, 2025, the Company consummated its initial public offering (“IPO”) of 8,000,000 Units at $10.00 per unit. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $80,000,000. Simultaneously with the closing of the IPO, the Company consummated Private Placement in which i) FG Merger Investors II LLC (the “Sponsor”) and Ramnaraine Jaigobind purchased 223,300 and 25,000 Private Units respectively, at a price of $10.00 per Private Unit, generating total proceeds of $2,483,000 and ii) the Sponsor purchased in aggregate of 1,000,000 $15 Private Warrants at a price of $0.10 per $15 Private Warrant, each exercisable to purchase one shares of common stock at $15.00 per share, for an aggregate purchase price of $100,000. Following the closing of the IPO, and amount of $80,800,00 ($10.10 per Unit) from the net proceed of the sale of the Units in the IPO and the sale of Private Placement Securities were placed in a Trust Account and invested in a money market fund, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of: (i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s stockholders. On January 30, 2025, the Company issued an unsecured promissory note of $417,000 to the Sponsor. This promissory note bears interest at the rate of 12% per year and will mature on January 30, 2026. There was $417,000 outstanding under the promissory note at January 30, 2025. The holders of the Founder Shares, the Private Units, the $15 Private Warrants (and their underlying securities) are entitled to registration rights pursuant to a registration rights agreement which become effective as of January 30, 2025. The Company will bear the expenses incurred in connection with the filing of any registration statements pursuant to such registration rights. Company paid $750,000 in underwriter discount to the underwriter at closing of the IPO. The company also issued 40,000 Underwriter Units to the underwriter. Company paid $250,000 to the financial advisor at IPO closing. The company also issued 7,500 Advisor Units to the financial advisor. The Company entered into an administrative services agreement (the “Administrative Services Agreement”) with the Sponsor whereby the Sponsor will perform certain services for the Company for a monthly fee of $15,000. The Company granted the underwriters a 45-day option to purchase up to 1,200,000 additional Units to cover over-allotments at the IPO price. On February 5, 2025, the underwriter elected to terminate its Over-allotment option to purchase 1,200,000 Units. Accordingly, the Company forfeited 300,000 Founder Shares. As of February 21, there are 10,295,800 total outstanding common shares. On February 6, 2025, the Company announced, commencing February 11, 2025, that holders of Units sold in IPO may elect to separately trade the Public Share and Public Right. The Public Share and Public Rights will trade on Nasdaq under the symbol “FGMC” and “FGMCR” respectively.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ (1,782)	$ (25,850)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Cybersecurity Risk Management a

Cybersecurity Risk Management and Strategy Disclosure	12 Months Ended
	Dec. 31, 2024
Cybersecurity Risk Management, Strategy, and Governance [Line Items]
Cybersecurity Risk Management Processes Integrated [Flag]	false
Cybersecurity Risk Management Third Party Engaged [Flag]	true
Cybersecurity Risk Third Party Oversight and Identification Processes [Flag]	true
Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag]	false
Cybersecurity Risk Process for Informing Management or Committees Responsible [Text Block]	In the event of a cybersecurity incident impacting us, the management team will report to the board of directors and provide updates on the management team’s incident response plan for addressing and mitigating any risks associated with the cybersecurity incident
Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag]	true

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation	Basis of presentation The accompanying financial statements are presented in U.S. Dollars and conformity with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.
Emerging growth company	Emerging growth company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Inflation Reduction Act of 2022	Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any redemption or other repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise would depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination.
Use of estimates	Use of estimates The preparation of financial statement in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. 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, 2024.
Deferred offering costs	Deferred offering costs Deferred offering costs consist of legal, underwriter expenses and accounting expense incurred through the balance sheet date that are directly related to the Proposed Offering and that will be charged to stockholders equity upon the completion of the Proposed Offering. Should the Proposed Offering prove to be unsuccessful, these deferred costs, as well as additional expenses incurred, will be charged to operations.
Income taxes	Income taxes The Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statement and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. 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 statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense. There were no unrecognized tax benefits as of September 30, 2024and 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 is subject to income tax examinations by major taxing authorities since inception. Company’s year end is December 31 and no statutory tax deadline has yet occurred. There was no provision for income taxes for the year ended December 31, 2024 and for the period September 30, 2023 (inception) to December 31, 2023.
Fair value of financial instruments	Fair value of financial instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature. The Company did not have any financial instruments as of December 31, 2024 and 2023.
Recently issued accounting standard	Recently issued accounting standard Management reviewed the updates to the improvement to reporting segment under ASU 2023-07 – Segment Reporting. Company is a special purpose acquisition company in process of completing its Proposed Offering and does not have any operation. As such the management does not have metric established to measure performance. Management view the updated will have no material effect on the Company’s financial statement.

DESCRIPTION OF ORGANIZATION A_2

DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS (Details)					3 Months Ended	12 Months Ended
	Jan. 30, 2025 $ / shares shares	Aug. 21, 2024 shares	Oct. 18, 2023 shares	Oct. 06, 2023 USD ($) shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2024 USD ($) shares	Feb. 21, 2025 shares	Jan. 31, 2025 $ / shares	Aug. 20, 2024 shares
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Ratio of share per right						0.1
Aggregate purchase price | $					$ 25,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders			20%
Founder shares outstanding					2,300,000	2,300,000
Minimum aggregate fair market value as a percentage of the net assets held in the trust account						80%
Threshold percentage of outstanding voting securities of the target to be acquired by post-transaction company to complete business combination						50%
Threshold percentage of shares redeemed without prior written consent of entity						15%
Threshold business days for redemption of Public Shares						10 days
Percentage of outstanding shares will be redeemed						100%
Maximum funds withdrawn annually for working capital purposes | $						$ 1,000,000
Maximum dissolution expenses | $						$ 100,000
Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Price per unit | $ / shares	$ 10
Ratio of share per right	0.1
Founder shares outstanding							10,295,800
Additional price per unit | $ / shares	$ 0.1
Price per share | $ / shares	$ 10.1
Founder shares
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of shares issued		143,750				2,300,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders			20%
Dividend issued as shares		0.066				0.066
Founder shares outstanding		2,300,000							2,156,250
Sponsor | Founder shares
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of shares issued				2,156,250
Aggregate purchase price | $				$ 25,000
Shares transferred to management, board of directors and senior advisors			465,000
Shares subject to forfeiture			300,000
Founder shares outstanding			1,691,250
Public offering | Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of units offered	8,000,000
Price per unit | $ / shares	$ 10
Number of shares per unit	1
Number of right per unit	1
Ratio of share per right	0.1
Over-allotment option | Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of units offered	9,200,000
Exercise price of warrants | $ / shares	$ 15
Private placement
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Ratio of share per right						0.1
Private placement | Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Price per unit | $ / shares	15
Exercise price of warrants | $ / shares	$ 15
Ratio of share per right	0.1
Number of shares per warrant	1
Exercisable period of warrants (in years)	10 years
Private placement | Related party | Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of units offered	248,300
Price per unit | $ / shares	$ 10
Number of shares per unit	1
Number of right per unit	1
Private placement | Sponsor | Subsequent event
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Number of units offered	223,300
Number of warrants	1,000,000
Exercise price of warrants | $ / shares	$ 0.1
Price per warrant | $ / shares	$ 0.1							$ 0.1

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income taxes (Details) - USD ($)	4 Months Ended	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2024	Sep. 30, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Unrecognized tax benefits			$ 0
Accrued for interest and penalties		$ 0
Provision for income taxes	$ 0	$ 0

PROPOSED OFFERING (Details)

PROPOSED OFFERING (Details)		12 Months Ended
	Jan. 30, 2025 $ / shares shares	Dec. 31, 2024
PROPOSED OFFERING
Ratio of share per right		0.1
Subsequent event
PROPOSED OFFERING
Price per unit | $ / shares	$ 10
Ratio of share per right	0.1
Public offering | Subsequent event
PROPOSED OFFERING
Number of units offered	8,000,000
Price per unit | $ / shares	$ 10
Number of shares per unit	1
Number of right per unit	1
Ratio of share per right	0.1
Over-allotment option | Subsequent event
PROPOSED OFFERING
Number of units offered	9,200,000

PRIVATE PLACEMENT (Details)

PRIVATE PLACEMENT (Details)		12 Months Ended
	Jan. 30, 2025 USD ($) $ / shares shares	Dec. 31, 2024	Jan. 31, 2025 $ / shares
PRIVATE PLACEMENT
Ratio of share per right		0.1
Subsequent event
PRIVATE PLACEMENT
Price per unit	$ 10
Ratio of share per right	0.1
Private placement
PRIVATE PLACEMENT
Ratio of share per right		0.1
Private placement | Subsequent event
PRIVATE PLACEMENT
Exercise price of warrants	$ 15
Price per unit	$ 15
Proceeds from private warrants and private units | $	$ 2,583,000
Number of shares per warrant | shares	1
Ratio of share per right	0.1
Private placement | Related party | Subsequent event
PRIVATE PLACEMENT
Number of units offered | shares	248,300
Price per unit	$ 10
Proceeds from private warrants and private units | $	$ 2,483,000
Private placement | Related party | Ramnaraine Jospeh Jaigobind | Subsequent event
PRIVATE PLACEMENT
Number of units offered | shares	25,000
Private placement | Sponsor | Subsequent event
PRIVATE PLACEMENT
Number of warrants | shares	1,000,000
Exercise price of warrants	$ 0.1
Price per warrant	$ 0.1		$ 0.1
Number of units offered | shares	223,300

RELATED PARTY TRANSACTIONS - Fo

RELATED PARTY TRANSACTIONS - Founder shares (Details)				3 Months Ended	12 Months Ended
	Aug. 21, 2024 D $ / shares shares	Oct. 18, 2023 shares	Oct. 06, 2023 USD ($) shares	Dec. 31, 2023 USD ($) shares	Dec. 31, 2024 shares	Aug. 20, 2024 shares
RELATED PARTY TRANSACTIONS
Issuance of founder shares | $				$ 25,000
Common Stock, shares outstanding				2,300,000	2,300,000
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders		20%
On transferring, assigning or selling first 50% of shares
RELATED PARTY TRANSACTIONS
Percentage of founder shares agreed not to transfer, assign or sell any shares of the company, after the completion of the initial business combination	50%
Restrictions on transfer period of time after business combination completion	12 months
Stock price trigger to transfer, assign or sell any shares of the company, after the completion of the initial business combination | $ / shares	$ 12
Threshold trading days for transfer, assign or sale of shares, after the completion of the initial business combination | D	20
Threshold consecutive trading days for transfer, assign or sale of shares, after the completion of the initial business combination | D	30
On transferring, assigning or selling remaining 50% of shares
RELATED PARTY TRANSACTIONS
Percentage of founder shares agreed not to transfer, assign or sell any shares of the company, after the completion of the initial business combination	50%
Restrictions on transfer period of time after business combination completion	12 months
Founder shares
RELATED PARTY TRANSACTIONS
Issuance of founder shares (in shares)	143,750				2,300,000
Common Stock, shares outstanding	2,300,000					2,156,250
Percentage of issued and outstanding shares after the Initial Public Offering collectively held by initial stockholders		20%
Dividend issued as shares	0.066				0.066
Sponsor | Founder shares
RELATED PARTY TRANSACTIONS
Issuance of founder shares (in shares)			2,156,250
Issuance of founder shares | $			$ 25,000
Shares transferred to management, board of directors and senior advisors		465,000
Common Stock, shares outstanding		1,691,250
Shares subject to forfeiture		300,000

RELATED PARTY TRANSACTIONS - Pr

RELATED PARTY TRANSACTIONS - Promissory notes and an administrative services agreement (Details) - USD ($)	12 Months Ended
	Dec. 31, 2024	Dec. 31, 2023	Oct. 06, 2023
RELATED PARTY TRANSACTIONS
Promissory Note	$ 125,000	$ 125,000
Sponsor | Promissory notes
RELATED PARTY TRANSACTIONS
Aggregate principal amount			$ 150,000
Promissory Note	125,000
Sponsor | Administrative services agreement
RELATED PARTY TRANSACTIONS
Monthly fees	$ 15,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details) - Over-allotment option - USD ($)		12 Months Ended
	Jan. 30, 2025	Dec. 31, 2024
Commitments And Contingencies [Line Items]
Payments to financial advisor		$ 250,000
Number of units issued to advisor		7,500
Subsequent event
Commitments And Contingencies [Line Items]
Warrants exercise price	$ 15
Over Allotment Period	45 days
Number of additional shares to be purchased	1,200,000
Underwriting discount	$ 750,000
Underwriting discount (in percentage)	1%
Number of units issued	$ 40,000
Nominal price per unit	$ 100

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details)			12 Months Ended
	Jan. 30, 2025 $ / shares shares	Aug. 21, 2024 shares	Dec. 31, 2024 $ / shares shares	Feb. 21, 2025 shares	Aug. 20, 2024 shares	Dec. 31, 2023 $ / shares shares
STOCKHOLDERS' EQUITY
Shares authorized			5,000,000			5,000,000
Par value of share | $ / shares			$ 0.0001			$ 0.0001
Founder shares outstanding			2,300,000			2,300,000
Ratio of share per right			0.1
Subsequent event
STOCKHOLDERS' EQUITY
Founder shares outstanding				10,295,800
Ratio of share per right	0.1
Founder shares
STOCKHOLDERS' EQUITY
Dividend issued as shares		0.066	0.066
Founder shares outstanding		2,300,000			2,156,250
Issuance of founder shares (in shares)		143,750	2,300,000
Public offering | Subsequent event
STOCKHOLDERS' EQUITY
Ratio of share per right	0.1
Number of units offered	8,000,000
Public offering | Subsequent event | Rights [Member]
STOCKHOLDERS' EQUITY
Number of units offered	800,000
Over-allotment option | Subsequent event
STOCKHOLDERS' EQUITY
Number of units offered	9,200,000
Exercise price of warrants | $ / shares	$ 15
Over-allotment option | Subsequent event | Rights [Member]
STOCKHOLDERS' EQUITY
Number of units offered	920,000
Private placement
STOCKHOLDERS' EQUITY
Ratio of share per right			0.1
Private placement | Subsequent event
STOCKHOLDERS' EQUITY
Ratio of share per right	0.1
Exercise price of warrants | $ / shares	$ 15
Number of shares per warrant	1
Exercisable period of warrants (in years)	10 years
Warrants outstanding	1,000,000

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)			12 Months Ended
	Feb. 05, 2025	Jan. 30, 2025	Dec. 31, 2024	Feb. 21, 2025	Dec. 31, 2023	Oct. 06, 2023
SUBSEQUENT EVENTS
Promissory Note			$ 125,000		$ 125,000
Common Stock, shares outstanding			2,300,000		2,300,000
Promissory notes | Sponsor
SUBSEQUENT EVENTS
Aggregate principal amount						$ 150,000
Promissory Note			$ 125,000
Administrative services agreement | Sponsor
SUBSEQUENT EVENTS
Monthly fees			15,000
Over-allotment option
SUBSEQUENT EVENTS
Payments to financial advisor			$ 250,000
Number of units issued to advisor			7,500
Subsequent event
SUBSEQUENT EVENTS
Price per unit		$ 10
Proceeds from issuance of units in IPO and private placement		$ 8,080,000
Number of shares forfeited	300,000
Common Stock, shares outstanding				10,295,800
Subsequent event | Promissory notes | Sponsor
SUBSEQUENT EVENTS
Aggregate principal amount		$ 417,000
Promissory note interest rate (in percent)		12%
Promissory Note		$ 417,000
Subsequent event | Administrative services agreement | Sponsor
SUBSEQUENT EVENTS
Monthly fees		$ 15,000
Subsequent event | Public offering
SUBSEQUENT EVENTS
Number of units offered		8,000,000
Price per unit		$ 10
Selling price per unit		$ 10
Gross proceeds from sale of units		$ 80,000,000
Payments to financial advisor		$ 250,000
Number of units issued to advisor		7,500
Subsequent event | Private placement
SUBSEQUENT EVENTS
Price per unit		$ 15
Proceeds from private warrants and private units		$ 2,583,000
Exercise price of warrants		$ 15
Number of shares per warrant		1
Subsequent event | Private placement | Related party
SUBSEQUENT EVENTS
Number of units offered		248,300
Price per unit		$ 10
Proceeds from private warrants and private units		$ 2,483,000
Aggregate purchase price		$ 100,000
Subsequent event | Private placement | Sponsor
SUBSEQUENT EVENTS
Number of units offered		223,300
Number of warrants		1,000,000
Exercise price of warrants		$ 0.1
Subsequent event | Private placement | Ramnaraine Jospeh Jaigobind | Related party
SUBSEQUENT EVENTS
Number of units offered		25,000
Subsequent event | Over-allotment option
SUBSEQUENT EVENTS
Number of units offered		9,200,000
Additional units issued		40,000
Exercise price of warrants		$ 15
Aggregate purchase price		$ 40,000
Underwriting discount		$ 750,000
Over allotment period		45 days
Number of additional shares to be purchased		1,200,000
Number of units option exercised	1,200,000