dMY Squared Technology (DMYY) 10-Q15 May 242024 Q1 Quarterly reportFinancial data

Company Profile

Cover Page

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2024	May 15, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2024
Document Fiscal Year Focus	2024
Entity File Number	001-41519
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Fiscal Period Focus	Q1
Entity Registrant Name	DMY SQUARED TECHNOLOGY GROUP, INC.
Entity Central Index Key	0001915380
Entity Tax Identification Number	88-0748933
Entity Incorporation, State or Country Code	MA
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	true
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Address, Address Line One	1180 North Town Center Drive
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89144
City Area Code	702
Local Phone Number	781-4313
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Trading Symbol	DMYY
Security Exchange Name	NYSEAMER
Common Class A [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		2,338,586
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1,579,750
Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A common stock and one-half of one redeemable warrant
Trading Symbol	DMYY.U
Security Exchange Name	NYSEAMER
Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share [Member]
Document Information [Line Items]
Title of 12(b) Security	Redeemable warrants, each whole warrant exercisable for one share of Class A common stock, each at an exercise price of $11.50 per share
Trading Symbol	DMYY.WS
Security Exchange Name	NYSEAMER

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash	$ 626,136	$ 9
Prepaid expenses	103,750	155,625
Total current assets	729,886	155,634
Investments held in Trust Account	25,209,181	67,545,266
Total Assets	25,939,067	67,700,900
Current liabilities:
Accounts payable	524,967	505,955
Accrued expenses	668,603	577,446
Convertible note—related parties	191,667	0
Advances from related parties	173,159	185,121
Corporate tax payable	458,575	374,267
Income tax payable	563,902	511,031
Total current liabilities	2,580,873	2,153,820
Overfunding loans	947,850	947,850
Derivative warrant liabilities	906,630	906,630
Deferred underwriting commissions	2,211,650	2,211,650
Total Liabilities	6,647,003	6,219,950
Commitments and Contingencies
Class A common stock, $0.0001 par value; 35,000,000 shares authorized; 2,338,586 and 6,319,000 shares subject to possible redemption at approximately $10.30 and $10.53 per share as of March 31, 2024 and December 31, 2023, respectively	24,086,704	66,559,968
Shareholders' Deficit:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued or outstanding as of March 31, 2024 and December 31, 2023	0	0
Additional paid-in capital	0	0
Accumulated deficit	(4,794,798)	(5,079,176)
Total shareholders' deficit	(4,794,640)	(5,079,018)
Total Liabilities and Shareholders' Deficit	25,939,067	67,700,900
Common Class A [Member]
Current liabilities:
Class A common stock, $0.0001 par value; 35,000,000 shares authorized; 2,338,586 and 6,319,000 shares subject to possible redemption at approximately $10.30 and $10.53 per share as of March 31, 2024 and December 31, 2023, respectively	24,086,704	66,559,968
Shareholders' Deficit:
Common Stock	0	0
Common Class B [Member]
Shareholders' Deficit:
Common Stock	$ 158	$ 158

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023	Mar. 16, 2022
Preferred stock par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock shares authorized	1,000,000	1,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Temporary equity redemption price per share	$ 10.15
Common Class B [Member]
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	5,000,000	5,000,000
Common stock shares issued	1,579,750	1,579,750	1,725,000
Common stock shares outstanding	1,579,750	1,579,750	1,725,000
Common Class A [Member]
Common stock par or stated value per share	$ 0.0001	$ 0.0001
Common stock shares authorized	35,000,000	35,000,000
Common stock shares issued	6,319,000	6,319,000
Common stock shares outstanding	6,319,000	6,319,000
Temporary equity, shares outstanding	2,338,586	6,319,000
Temporary equity redemption price per share	$ 10.3	$ 10.53
Non-redeemable Class A Common Stock [Member]
Common stock shares issued	0	0
Common stock shares outstanding	0	0

Condensed Statements Of Operati

Condensed Statements Of Operations - USD ($)	3 Months Ended
Condensed Statements Of Operations - USD ($)	Mar. 31, 2024	Mar. 31, 2023
General and administrative expenses	$ 377,583	$ 530,235
Corporate tax expenses	84,308	79,683
Loss from operations	(461,891)	(609,918)
Other income:
Interest income on operating account	91	35
Investment income from investments held in Trust Account	346,217	684,210
Change in fair value of derivative warrant liabilities	0	604,420
Total other income	346,308	1,288,665
Net income (loss) before provision for income taxes	(115,583)	678,747
Provision for income taxes	52,871	151,755
Net income (loss)	(168,454)	526,992
Common Class A [Member]
Other income:
Net income (loss)	$ (102,739)	$ 421,594
Weighted average shares outstanding, basic	2,469,808	6,319,000
Weighted average shares outstanding, diluted	2,469,808	6,319,000
Basic net income (loss) per share	$ (0.04)	$ 0.07
Diluted net income (loss) per share	$ (0.04)	$ 0.07
Common Class B [Member]
Other income:
Net income (loss)	$ (65,715)	$ 105,398
Weighted average shares outstanding, basic	1,579,750	1,579,750
Weighted average shares outstanding, diluted	1,579,750	1,579,750
Basic net income (loss) per share	$ (0.04)	$ 0.07
Diluted net income (loss) per share	$ (0.04)	$ 0.07

Condensed Statements Of Changes

Condensed Statements Of Changes In Shareholders' Deficit - USD ($)	Total	Common Class B [Member]	Common Stock [Member] Common Class B [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]
Beginning balance, Shares at Dec. 31, 2022			1,579,750
Beginning balance at Dec. 31, 2022	$ (5,178,055)		$ 158	$ 0	$ (5,178,213)
Remeasurement for Class A common stock subject to possible redemption	(452,772)				(452,772)
Net income (loss)	526,992	$ 105,398			526,992
Ending balance, Shares at Mar. 31, 2023			1,579,750
Ending balance at Mar. 31, 2023	(5,103,835)		$ 158	0	(5,103,993)
Beginning balance, Shares at Dec. 31, 2022			1,579,750
Beginning balance at Dec. 31, 2022	(5,178,055)		$ 158	0	(5,178,213)
Ending balance, Shares at Dec. 31, 2023			1,579,750
Ending balance at Dec. 31, 2023	(5,079,018)		$ 158	0	(5,079,176)
Increase in redemption value of Class A common stock subject to possible redemption due to extension	(191,667)				(191,667)
Remeasurement for Class A common stock subject to possible redemption	644,499				644,499
Net income (loss)	(168,454)	$ (65,715)			(168,454)
Ending balance, Shares at Mar. 31, 2024			1,579,750
Ending balance at Mar. 31, 2024	$ (4,794,640)		$ 158	$ 0	$ (4,794,798)

Condensed Statements Of Cash Fl

Condensed Statements Of Cash Flows - USD ($)	3 Months Ended
Condensed Statements Of Cash Flows - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Cash Flows from Operating Activities:
Net (loss) income	$ (168,454)	$ 526,992
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Investment income from investments held in Trust Account	(346,217)	(684,210)
Change in fair value of derivative warrant liabilities	0	(604,420)
General and administrative expenses paid by related party under promissory note	106,912	0
Changes in operating assets and liabilities:
Prepaid expenses	51,875	191,523
Accounts payable	67,580	102,573
Accrued expenses	91,157	(1,219)
Corporate tax payable	84,308	79,683
Income tax payable	52,871	151,755
Net cash used in operating activities	(59,968)	(237,323)
Cash Flows from Investing Activities
Cash deposited in Trust Account for extension	(191,667)	0
Withdrawal from Trust Account to pay for taxes	853,537	0
Withdrawal from Trust Account to pay for redemption	42,020,432
Net cash provided by investing activities	42,682,302	0
Cash Flows from Financing Activities:
Repayment of advances to related party	(167,442)	0
Proceeds received from related parties under convertible note	191,667	0
Redemption of Class A common stock	(42,020,432)	0
Net cash used in financing activities	(41,996,207)	0
Net change in cash	626,127	(237,323)
Cash—Beginning of the period	9	238,539
Cash—End of the period	626,136	1,216
Supplemental disclosure of noncash activities:
Accounts payable paid by related parties	$ 48,568	$ 0

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended
Pay vs Performance Disclosure - USD ($)	Mar. 31, 2024	Mar. 31, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (168,454)	$ 526,992

Description of Organization and

Description of Organization and Business Operations	3 Months Ended
Description of Organization and Business Operations	Mar. 31, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization and Business Operations	Note 1—Description of Organization and Business Operations dMY Squared Technology Group, Inc. (the “Company”) is a blank check company incorporated in Massachusetts. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of March 31, 2024, the Company had not commenced any operations. All activity for the period from February 15, 2022 (inception) through March 31, 2024 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”) as described below, and since the closing of the Initial Public Offering, the search for a prospective initial Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating income The Company’s sponsor is dMY Squared Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on September 29, 2022. On October 4, 2022, the Company consummated its Initial Public Offering of 6,000,000 units (the “units” and, with respect to the Class A common stock included in the units offered, the “Class A Shares” or the “Public Shares”), at $10.00 per unit, generating gross proceeds of $60.0 million, and incurring offering costs of approximately $3.7 million, of which $2.1 million and approximately $26,000 were for deferred underwriting commissions (see Note 5) and offering costs allocated to derivate warrant liabilities, respectively. On October 7, 2022, the underwriter exercised its over-allotment option in part, and on October 11, 2022, the underwriter purchased 319,000 additional units (the “Over-Allotment Units”), generating gross proceeds of approximately $3.2 million (the “Partial Over-Allotment”). The underwriter waived the remainder of its over-allotment option. The Company incurred additional offering costs of approximately $156,000 in connection with the Partial Over-Allotment (of which approximately $112,000 was for deferred underwriting fees). Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 2,840,000 warrants (the “Initial Private Placement Warrants”), at a price of $1.00 per Initial Private Placement Warrant to the Sponsor, generating proceeds of approximately $2.8 million (see Note 4). On October 11, 2022, simultaneously with the issuance and sale of the Over-Allotment Units, the Company consummated the sale of an additional 44,660 private placement warrants at $1.00 per private placement warrant (the “Additional Private Placement Warrants”, and together with the Initial Private Placement Warrants, the “Private Placement Warrants”), generating additional gross proceeds of approximately $45,000. In addition, concurrently with the closing of the Initial Public Offering, the Sponsor extended an overfunding loan to the Company in an amount of $900,000 at no interest (the “Initial Overfunding Loan”) to deposit in the Trust Account (as defined below). On October 11, 2022, simultaneously with the sale of the Over-Allotment Units, the Sponsor extended a further overfunding loan to the Company in an aggregate amount of $47,850 (the “Additional Overfunding Loan”, and together with the Initial Overfunding Loan, the “Overfunding Loans”) to deposit in the Trust Account. Upon the closing of the Initial Public Offering, the Partial Over-Allotment, the Private Placement and the Overfunding Loans, approximately $64.1 million ($10.15 per unit) of the net proceeds of the sale of the units and the Private Placement Warrants and the proceeds from the Overfunding Loans were placed in a trust account (the “Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and was invested in United States government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in any open-ended investment company that holds itself out as a money market fund meeting certain conditions of Rule 2a-7 of (the “Charter”) pre-initial holders of our Public Shares (the “ ”) The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the net assets held in the Trust Account (net of amounts disbursed to management for working capital purposes and excluding the deferred underwriting commissions and taxes payable on the interest earned on the funds held in the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company provides Public Shareholders 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 shareholders’ 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 Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account (initially at $10.15 per Public Share). The per-share amount These Public Shares are recorded at redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). The Company will proceed with a Business Combination if a majority of the shares voted are voted in favor of the Business Combination. The Company’s Charter initially required the Company to not redeem the Public Shares in an amount that would cause its net tangible assets to be less than $5,000,001. In January 2024, the shareholders approved the proposal to amend the Charter and eliminate such Redemption Limitation (as defined below). If a shareholder vote is not required by law and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Charter, conduct the redemptions pursuant to the tender offer rules of the U.S. Securities and Exchange Commission (“SEC”) and file tender offer documents with the SEC prior to completing a Business Combination. If, however, shareholder approval of the transaction is required by law, or the Company decides to obtain shareholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each Public Shareholder may elect to redeem their Public Shares irrespective of whether they vote for or against the proposed transaction. If the Company seeks shareholder approval in connection with a Business Combination, the initial shareholders agreed to vote their Founder Shares (as defined below in Note 4) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the initial shareholders agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. The Company’s Charter provides that a Public Shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor and the Company’s officers agreed not to propose an amendment to the Charter to modify the substance or timing of the Company’s obligation to redeem 100% of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below), or pre-initial Business The Company’s Charter initially provided 15 months from the closing of the Initial Public Offering 3-month At the Special Meeting, the Company’s shareholders also approved proposals to (1) amend the Charter to provide for the right of a holder of Class B Shares to convert their Class B Shares into Class A Shares on a one-for-one basis (collectively, the “Redemption Limitation”); In connection with the Contribution and advances the Sponsor may make in the future to the Company for working capital expenses, on January 2, 2024, the Company issued a convertible promissory note to Harry L. You, Chairman and Chief Financial Officer and an affiliate of the Sponsor (the “Payee”), with a principal amount up to $1.75 million (the “Convertible Note”). The Convertible Note bears no interest and is repayable on the earlier of (i) the date on which the Company consummates an initial Business Combination and (ii) the liquidation date. If the Company does not consummate a Business Combination before the end of the Combination Period, the Convertible Note will be repaid only from funds held outside of the Trust Account or will be forfeited, eliminated or otherwise forgiven. Upon the consummation of the initial Business Combination, the outstanding principal of the Convertible Note may be converted into warrants, at a price of $1.00 per warrant, at the option of the Payee. Since January 2, 2024, the board of directors has elected to extend the liquidation date five times extensions ten per-share Company extinguish rights of the Public Shareholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the board of directors in accordance with applicable law, dissolve and liquidate, subject in each case to the Company’s obligations under the MBCA to provide for claims of creditors and other requirements of applicable law. If the initial shareholders acquire Public Shares, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriter agreed to waive its rights to the deferred underwriting commission (see Note 5) held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.15. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party (except for the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a letter of intent, confidentiality or other similar agreement or Business Combination agreement (a “Target”), reduce the amount of funds in the Trust Account to below the lesser of (i) $10.15 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.15 per Public Share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or Target that executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Going Concern Consideration As of March 31, 2024, the Company had approximately $626,000 in interest Prior to the consummation of the Initial Public Offering, the Company’s liquidity needs were satisfied through the payment of $25,000 from the Sponsor to purchase Founder Shares (as defined in Note 4) and a loan under the Note (as defined in Note 4) in the amount of approximately $145,000. The Company fully repaid the Note balance on October 4, 2022. The Note was no longer available to the Company after closing of its Initial Public Offering. Subsequent to the closing of the Initial Public Offering and the Partial Over-Allotment, the Company’s liquidity needs have been satisfied through the net proceeds from the consummation of the Initial Public Offering and the Private Placement held outside of the Trust Account and advances from related parties (approximately $173,000 outstanding as of March 31, 2024). Subsequent to March 31, 2024, the Company borrowed an additional amount of approximately $5,000 from related parties, increasing amount of advances In addition, in order to provide the Contribution and to finance transaction costs in connection with a Business Combination, the Company issued the Convertible Note to the Payee increasing were In connection with the management’s assessment of going concern considerations in accordance with FASB Accounting Standards Update (“ASU”) 2014-15, “Disclosure Risks and Uncertainties In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. As a result of this action, various nations, including the United States, have instituted economic sanctions against the Russian Federation and Belarus. Further, the impact of this action and related sanctions on the world economy is not determinable as of the date of these unaudited condensed financial statements. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these unaudited condensed financial statements. On October 7, 2023, Hamas militants and members of other terrorist organizations infiltrated Israel’s southern border from the Gaza Strip and conducted a series of terror attacks on civilian and military targets. The intensity and duration of Israel’s current war against Hamas is difficult to predict, as are such war’s economic implications on the Company’s business and operations and on Israel’s economy in general. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these unaudited condensed financial statements. 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 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 On December 27, 2022, the Treasury and Internal Revenue Service issued a Notice 2023-2

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2—Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, Article 8 and Article 10 of Regulation S-X. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report Form 10-K Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth 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 had no cash equivalents as of March 31, 2024 and December 31, 2023. 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, regularly exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. Investments Held in Trust Account The Company’s portfolio of investments are condensed unaudited condensed Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities other than for the Overfunding Loan to the Sponsor, which qualifies as financial instruments under FASB ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the unaudited condensed balance sheets, either because of the short-term nature of the instruments or because the instrument is recognized at fair value. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Warrant Liabilities The warrants issued in connection with the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants were recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognized the warrant instruments as liabilities at fair value and will adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at Convertible Note Payable – Related Parties The option to convert the Convertible Note issued to the Payee on January 2, 2024 (see Note 4) into warrants qualifies as an embedded derivative under ASC 815 and is required to be recognized at fair value, with subsequent changes in fair value recognized in the Company’s statements of operations each reporting period until the Convertible Note is repaid or converted. As of the funding date and March 31, 2024, the fair value of the embedded conversion option had a de minimis value. Use of Estimates The preparation of the unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting periods. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the derivative warrant liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates. Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred that were directly related to the Initial Public Offering. Upon completion of the Initial Public Offering, offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to the derivative warrant liabilities were charged to operations. Offering costs associated with the Class A Shares were charged against the carrying value of Class A Shares upon the completion of the Initial Public Offering. Public Shares Subject to Possible Redemption As discussed in Note 1, all of the Public Shares sold as parts of the units in the Initial Public Offering contain a redemption feature. In accordance with ASC 480, redemption provisions not solely within the control of the Company require the security to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Therefore, the carrying value of all Public Shares has been classified outside of permanent equity. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Public Shares resulted in charges against additional paid-in As of March 31, 2024 and December 31, 2023, the amounts of Public Shares reflected on the condensed balance sheets are reconciled in the following table: Class A common stock subject to possible redemption—December 31, 2022 64,362,074 Plus: Accretion of carrying value to redemption value 2,197,894 Class A common stock subject to possible redemption—December 31, 2023 66,559,968 Plus: Increase in redemption value of Class A common stock subject to possible redemption subject to redemption due to extension 191,667 Less: Redemption of Class A common stock subject to possible redemption (42,020,432 ) Remeasurement for Class A common stock subject to redemption (644,499 ) Class A common stock subject to possible redemption—March 31, 2024 (unaudited) $ 24,086,704 Net Income (Loss) per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A Shares and Class B Shares (or Public Shares and Founder Shares). Income and losses are shared pro rata between the two classes of shares. Net income (loss) per share of common stock is calculated by dividing the net income (loss) by the weighted average number of common stock outstanding for the respective period. The Company has not considered the effect of the Public Warrants and the Private Placement Warrants to purchase an aggregate of 6,044,160 shares in the calculation of diluted income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. Accretion associated with the redeemable Public Shares is excluded from earnings per share as the redemption value approximates fair value. The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share of common stock for each class of common stock for the three months ended March 31, 2024 and March 31, 2023: For the three months ended March 31, 2024 2023 Class A Class B Class A Class B Basic and diluted net income (loss) per common share: Numerator: Allocation of net income (loss) $ (102,739 ) $ (65,715 ) $ 421,594 $ 105,398 Denominator: Basic and diluted weighted average common shares outstanding 2,469,808 1,579,750 6,319,000 1,579,750 Basic and diluted net income (loss) per common share $ (0.04 ) $ (0.04 ) $ 0.07 $ 0.07 Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes” (“ASC 740”). Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of March 31, 2024 and December 31, 2023, the Company had gross deferred tax assets of approximately $584,000 and $505,000, respectively, which were presented net of a full valuation allowance. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2024 and December 31, 2023. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2024 and December 31, 2023. 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 has been subject to income tax examinations by major taxing authorities since inception. The Company’s management does not believe that any recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying unaudited condensed financial statements. Recent Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, ASC 2022-03

Initial Public Offering

Initial Public Offering	3 Months Ended
Initial Public Offering	Mar. 31, 2024
Stockholders' Equity Note [Abstract]
Initial Public Offering	Note 3—Initial Public Offering On October 4, 2022, the Company consummated its Initial Public Offering of 6,000,000 units at a price of $10.00 per unit, generating gross proceeds of $60.0 million, and incurring offering costs of approximately $3.7 million, of which $2.1 million and approximately $26,000 was for deferred underwriting commissions and offering costs allocated to derivate warrant liabilities, respectively. The Company granted the underwriter in the Initial Public Offering a 45-day option and one-half of one Public

Related Party Transactions

Related Party Transactions	3 Months Ended
Related Party Transactions	Mar. 31, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 4—Related Party Transactions Founder Shares On March 16, 2022, the Sponsor purchased 2,875,000 shares of the Company’s Class B common stock, par value $0.0001 per share (the “Founder Shares” or the “Class B Shares”) for an aggregate purchase price of $25,000, pursuant to a securities subscription agreement dated March 3, 2022 by and between the Company and the Sponsor (as amended by a subscriber forfeiture and amendment No. 1 to the securities subscription agreement dated September 8, 2022 and a subscriber forfeiture and amendment No. 2 to the securities subscription agreement dated September 29, 2022. On September 8, 2022 and September 29, 2022, the Sponsor surrendered to the Company 718,750 and 431,250 Founder Shares, respectively, in each case for no consideration, resulting in the Sponsor owning 1,725,000 Founder Shares. The initial shareholders agreed to forfeit up to 225,000 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriter, so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares after the Initial Public Offering. The underwriter partially exercised its over-allotment option on October 11, 2022 and waived the remainder of its over-allotment option. Accordingly, the Sponsor forfeited 145,250 Founder Shares on October 11, 2022. The initial shareholders agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earlier to occur of (A) one year any 30-trading day Company’s any 30-trading day Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 2,840,000 Initial Private Placement Warrants, at a price of $1.00 per Initial Private Placement Warrant, generating proceeds of approximately $2.8 million. On October 11, 2022, simultaneously with the issuance and sale of the Over-Allotment Units, the Company consummated the sale of 44,660 Additional Private Placement Warrants at $1.00 per Additional Private Placement Warrant, generating additional gross proceeds of approximately $45,000. Each Private Placement Warrant is exercisable for one whole Class A Share at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, there will be no redemption rights or liquidating distributions with respect to the Private Placement Warrants. Except as set forth below, the Private Placement Warrants will be non-redeemable for The Sponsor and the Company’s officers and directors agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants until 30 days after the completion of the initial Business Combination. Related Party Loans Promissory Note and Advances from Related Parties On March 3, 2022, the Sponsor agreed to loan the Company an aggregate amount of up to $200,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note (the “Note”). This loan was non-interest bearing The Company’s Sponsor and its affiliates also paid for certain expenses on behalf of the Company. an from such parties increasing amount of advances Overfunding Loans Simultaneously with the closing of the Initial Public Offering, the Sponsor extended the Overfunding Loan to the Company in an aggregate amount of $900,000. On October 11, 2022, simultaneously with the sale of the Over-Allotment Units, the Sponsor extended the Additional Overfunding Loan to the Company in an amount of $47,850, for an aggregate outstanding principal amount of $947,850 to be deposited in the Trust Account. Upon the closing of the initial Business Combination, the Overfunding Loans will be repaid or converted into shares of Class A Shares at a conversion price of $10.00 per share (or a combination of both), at the Sponsor’s discretion. If the Company does not complete an initial Business Combination, it will not repay the Overfunding Loans from amounts held in the Trust Account, and its proceeds will be distributed to the Public Shareholders; however, the Company may repay the Overfunding Loans if there are funds available outside the Trust Account to do so. Convertible Promissory Note In connection with the Contribution and advances the Sponsor may make in the future to the Company for working capital expenses, on January 2, 2024, the Company issued a Convertible Note to an affiliate of the Sponsor with a principal amount up to $1.75 million. The Convertible Note bears no interest and is repayable in full upon the earlier of (a) the date of the consummation of the Company’s initial Business Combination, or (b) the date of the Company’s liquidation. If the Company does not consummate an initial Business Combination by the end of the Combination Period, the Convertible Note will be repaid only from funds held outside of the Trust Account or will be forfeited, eliminated or otherwise forgiven. Upon the consummation of the Company’s initial Business Combination, the outstanding principal of the Convertible Note may be converted into warrants, at a price of $1.00 per warrant, at the option of the Sponsor. Such warrants will have terms identical to the Private Placement Warrants. The Company borrowed $191,667 under the Convertible Note from January through March 2024 and an additional amount of $50,000 in April 2024, which increasing were The option to convert the Convertible Note into warrants qualifies as an embedded derivative under ASC 815 and is required to be recognized at fair value with subsequent changes in fair value recognized in the Company’s statements of operations each reporting period until the Convertible Note is repaid or converted. As of the funding date and March 31, 2024, the fair value of the embedded conversion option had a de minimis value. Administrative Services Agreement On October 4, 2022, the Company entered into an agreement pursuant to which it agreed to pay the Sponsor $10,000 per month for office space, administrative and support services. Upon completion of a Business Combination or its liquidation, the Company will cease paying these monthly fees. The Company recorded $30,000 and $30,000 March 31, 2023 in the accompanying unaudited condensed statements of operations. The Company recorded an outstanding balance of $100,000 and $70,000 in connection with such fees in accrued expenses in the accompanying unaudited condensed balance sheets. The Sponsor, executive officers and directors, or any of their respective affiliates will be reimbursed for any out-of-pocket expenses

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2024
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 5—Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of working capital loans and the Contributions (and any shares of common stock issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of the working capital loans and the Contributions and upon conversion of the Founder Shares and the Overfunding Loans), will be entitled to registration rights pursuant to a registration and shareholder rights agreement signed upon the consummation of the Initial Public Offering. These holders will be entitled to certain demand and “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriter was entitled to an underwriting discount of $0.14 per unit, or approximately $0.8 million in the aggregate, paid upon the closing of the Initial Public Offering. An additional fee of $0.35 per unit, or $2.1 million in the aggregate will be payable to the underwriter for deferred underwriting commissions. The deferred fee will become payable to the underwriter 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. The underwriter was entitled to an additional fee of approximately $45,000, which was paid upon closing of the Partial Over-Allotment, and approximately $112,000 in deferred underwriting commissions in connection with the consummation of the Partial Over-Allotment.

Derivative Warrant Liabilities

Derivative Warrant Liabilities	3 Months Ended
Derivative Warrant Liabilities	Mar. 31, 2024
Disclosure Of Derivative Warrant Liabilities [Abstract]
Derivative Warrant Liabilities	Note 6—Derivative Warrant Liabilities As of March 31, 2024 and December 31, 2023, the Company had an aggregate of 6,044,160 warrants outstanding, comprised of 3,159,500 Public Warrants and 2,884,660 Private Placement Warrants. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the units and only whole Public Warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering; provided in each case that the Company has an effective registration statement under the Securities Act covering the shares of Class A Shares issuable upon exercise of the Public Warrants and a current prospectus relating to them is available (or the Company permits holders to exercise their Public Warrants on a cashless basis and such cashless exercise is exempt from registration under the Securities Act). The Company agreed that as soon as practicable, but in no event later than 15 business days after the closing of the initial Business Combination, the Company will use its best efforts to file with the SEC and have an effective registration statement covering the shares of Class A Shares issuable upon exercise of the warrants and to maintain a current prospectus relating to those shares of Class A Shares until the warrants expire or are redeemed. If a registration statement covering the Class A Shares issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company 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. Notwithstanding the above, if the Company’s Class A Shares are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elect, it will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use its best efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. The warrants have an exercise price of $11.50 per share, subject to adjustments, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional Class A Shares or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A Shares (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of Class A Shares during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants, except that the Private Placement Warrants and the Class A Shares issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until the completion of a Business Combination, subject to certain limited exceptions. Additionally, except as set forth below, the Private Placement Warrants will be non-redeemable so Redemption of Public Warrants when the price per Public Share equals or exceeds $18.00 • in whole and not in part; • at a price of $0.01 per Public Warrant; • upon a minimum of 30 days’ prior written notice of redemption, referred to as the 30-day • if, and only if, the closing price of the Public Shares equals or exceeds $18.00 per share (as adjusted) for any 20 trading days within a 30-trading Redemption of Public Warrants when the price per share of Public Shares equals or exceeds $10.00 • in whole and not in part; • at $0.10 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their Public Warrants on a cashless basis prior to redemption and receive that number of shares determined by reference to an agreed table based on the redemption date and the “fair market value” of Public Shares; and • if, and only if, the closing price of Public Shares equals or exceeds $10.00 per Public Share (as adjusted) for any 20 trading days within the 30-trading day The “fair market value” of Public Shares shall mean the volume weighted average price of Public Shares during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the Public Warrants be exercisable in connection with this redemption feature for more than 0.361 Public Shares per Public Warrant (subject to adjustment). If the Company is unable to complete a Business Combination within the Combination and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants.

Shareholders' Deficit

Shareholders' Deficit	3 Months Ended
Shareholders' Deficit	Mar. 31, 2024
Stockholders' Equity Note [Abstract]
Shareholders' Deficit	Note 7—Shareholders’ Deficit Preferred Stock Class A Shares Class A Shares issued and outstanding, all of which were subject to possible redemption and were classified outside of permanent equity (deficit) on the accompanying unaudited condensed balance sheet. In connection with the Special Meeting held on January 2, 2024, a total of 3,980,414 Public Shares were presented for redemption. The Company paid approximately $42 million for such redemption on January 4, 2024. As of March 31, 2024, there were 2,338,586 Class A Shares issued and outstanding, all of which were subject to possible redemption and were classified outside of permanent equity on the accompanying unaudited condensed balance sheet. Class B Shares The Company’s Charter, as amended in connection with the Special Meeting held on January 2, 2024, provides for the right of a holder of Class B Shares to convert their Class B Shares into Class A Shares, at any time and from time to time at the election of the holder, on a one-for-one basis, an as-converted basis, 20% than one-for-one basis

Fair Value Measurements

Fair Value Measurements	3 Months Ended
Fair Value Measurements	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 8—Fair Value Measurements The following tables present information about the Company’s financial liabilities that are measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023, by level within the fair value hierarchy: March 31, 2024 Description Quoted Prices in Active Significant Other Significant Other Assets: Investments held in Trust Account—U.S. Treasury Securities (1) $ 25,209,181 $ — $ — Liabilities: Derivative warrant liabilities—Public $ — $ 473,930 $ — Derivative warrant liabilities—Private Warrants $ — $ — $ 432,700 December 31, 2023 Description Quoted Prices in Active Significant Other Significant Other Assets: Investments held in Trust Account—U.S. Treasury Securities (1) $ 67,545,266 $ — $ — Liabilities: Derivative warrant liabilities—Public Warrants $ — $ 473,930 $ — Derivative warrant liabilities—Private Warrants $ — $ — $ 432,700 (1) Includes $2,056 and $859 of cash balance held within the Trust Account as of March 31, 2024 and December 31, 2023, . Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of the Public Warrants transferred from a Level 3 measurement to a Level 1 fair value measurement in December 2022 when the Public Warrants were separately listed and traded. As of March 31, 2024 and December 31, 2023, the fair value measurement for Public Warrants was transferred to Level 2 measurement due to low trading volume. Level 1 assets include investments in money market funds or U.S. Treasury securities. The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments. The fair value of the Public Warrants and the Private Placement Warrants was initially measured using Black-Scholes option pricing model and Monte Carlo simulation method, respectively. Beginning in December 2022, the fair value of Public Warrants has been measured based on the listed market price of such Public Warrants. The estimated fair value of the Private Placement Warrants was determined using a Monte Carlo simulation method with Level 3 inputs as of March 31, 2024 and December 31, 2023. Inherent in a Black-Scholes option pricing model and a Monte Carlo simulation method are assumptions related to expected stock-price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its warrants based on implied volatility from the historical volatility of select peer company’s common stock that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates of March 31, 2024 and December 31, 2023: As of March 31, 2024 As of December 31, 2023 Exercise price $ 11.50 $ 11.50 Stock price $ 10.63 $ 10.60 Volatility 7.0 % 5.1 % Risk-free rate 4.12 % 3.77 % Dividend yield 0.00 % 0.0 % The changes in the Level 3 fair value of the derivative warrant liabilities for the three months ended March 31, 2024 and March 31, 2023 are summarized as follows: Balance as of December 31, 2023—Level 3 432,700 Change in fair value of derivative warrant liabilities—Private Warrants — Balance as of March 31, 2024— Level $ 432,700 Balance as of December 31, 2022—Level 3 $ 1,182,710 Change in fair value of derivative warrant liabilities—Private Warrants (288,470 ) Balance as of March 31, 2023—Level 3 $ 894,240

Subsequent Events

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 9— Subsequent Events The Company evaluated subsequent events and transactions that occurred up to the date the unaudited condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment to or disclosure in the unaudited condensed financial statements, except as noted below. Subsequent to March 31, 2024, the Company borrowed an additional amount of approximately $5,000 from related parties, increasing amount of advances The Company borrowed an additional amount of $50,000 in April 2024 under the Convertible Note, increasing

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information, Article 8 and Article 10 of Regulation S-X. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report Form 10-K
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and 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 an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth
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 had no cash equivalents as of March 31, 2024 and December 31, 2023.
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, regularly exceed the Federal Deposit Insurance Corporation coverage limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows.
Investments Held in Trust Account	Investments Held in Trust Account The Company’s portfolio of investments are condensed unaudited condensed
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities other than for the Overfunding Loan to the Sponsor, which qualifies as financial instruments under FASB ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the unaudited condensed balance sheets, either because of the short-term nature of the instruments or because the instrument is recognized at fair value.
Fair Value Measurements	Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Warrant Liabilities	Warrant Liabilities The warrants issued in connection with the Initial Public Offering (the “Public Warrants”) and the Private Placement Warrants were recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognized the warrant instruments as liabilities at fair value and will adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement at
Convertible Note Payable – Related Parties	Convertible Note Payable – Related Parties The option to convert the Convertible Note issued to the Payee on January 2, 2024 (see Note 4) into warrants qualifies as an embedded derivative under ASC 815 and is required to be recognized at fair value, with subsequent changes in fair value recognized in the Company’s statements of operations each reporting period until the Convertible Note is repaid or converted. As of the funding date and March 31, 2024, the fair value of the embedded conversion option had a de minimis value.
Use of Estimates	Use of Estimates The preparation of the unaudited condensed financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of revenues and expenses during the reporting periods. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the derivative warrant liabilities. Such estimates may be subject to change as more current information becomes available and accordingly the actual results could differ significantly from those estimates.
Offering Costs of Initial Public Offering	Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred that were directly related to the Initial Public Offering. Upon completion of the Initial Public Offering, offering costs were allocated to the separable financial instruments issued in the Initial Public Offering based on a relative fair value basis, compared to total proceeds received. Offering costs allocated to the derivative warrant liabilities were charged to operations. Offering costs associated with the Class A Shares were charged against the carrying value of Class A Shares upon the completion of the Initial Public Offering.
Public Shares Subject to Possible Redemption	Public Shares Subject to Possible Redemption As discussed in Note 1, all of the Public Shares sold as parts of the units in the Initial Public Offering contain a redemption feature. In accordance with ASC 480, redemption provisions not solely within the control of the Company require the security to be classified outside of permanent equity. Ordinary liquidation events, which involve the redemption and liquidation of all of the entity’s equity instruments, are excluded from the provisions of ASC 480. Therefore, the carrying value of all Public Shares has been classified outside of permanent equity. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value. The change in the carrying value of redeemable Public Shares resulted in charges against additional paid-in As of March 31, 2024 and December 31, 2023, the amounts of Public Shares reflected on the condensed balance sheets are reconciled in the following table: Class A common stock subject to possible redemption—December 31, 2022 64,362,074 Plus: Accretion of carrying value to redemption value 2,197,894 Class A common stock subject to possible redemption—December 31, 2023 66,559,968 Plus: Increase in redemption value of Class A common stock subject to possible redemption subject to redemption due to extension 191,667 Less: Redemption of Class A common stock subject to possible redemption (42,020,432 ) Remeasurement for Class A common stock subject to redemption (644,499 ) Class A common stock subject to possible redemption—March 31, 2024 (unaudited) $ 24,086,704
Net Income (Loss) per Common Share	Net Income (Loss) per Common Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A Shares and Class B Shares (or Public Shares and Founder Shares). Income and losses are shared pro rata between the two classes of shares. Net income (loss) per share of common stock is calculated by dividing the net income (loss) by the weighted average number of common stock outstanding for the respective period. The Company has not considered the effect of the Public Warrants and the Private Placement Warrants to purchase an aggregate of 6,044,160 shares in the calculation of diluted income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. Accretion associated with the redeemable Public Shares is excluded from earnings per share as the redemption value approximates fair value. The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share of common stock for each class of common stock for the three months ended March 31, 2024 and March 31, 2023: For the three months ended March 31, 2024 2023 Class A Class B Class A Class B Basic and diluted net income (loss) per common share: Numerator: Allocation of net income (loss) $ (102,739 ) $ (65,715 ) $ 421,594 $ 105,398 Denominator: Basic and diluted weighted average common shares outstanding 2,469,808 1,579,750 6,319,000 1,579,750 Basic and diluted net income (loss) per common share $ (0.04 ) $ (0.04 ) $ 0.07 $ 0.07
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes” (“ASC 740”). Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of March 31, 2024 and December 31, 2023, the Company had gross deferred tax assets of approximately $584,000 and $505,000, respectively, which were presented net of a full valuation allowance. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. There were no unrecognized tax benefits as of March 31, 2024 and December 31, 2023. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of March 31, 2024 and December 31, 2023. 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 has been subject to income tax examinations by major taxing authorities since inception. The Company’s management does not believe that any recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the accompanying unaudited condensed financial statements.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, ASC 2022-03

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	3 Months Ended
Summary of Significant Accounting Policies (Tables)	Mar. 31, 2024
Accounting Policies [Abstract]
Summary of Public Shares reflected on the balance sheet	As of March 31, 2024 and December 31, 2023, the amounts of Public Shares reflected on the condensed balance sheets are reconciled in the following table: Class A common stock subject to possible redemption—December 31, 2022 64,362,074 Plus: Accretion of carrying value to redemption value 2,197,894 Class A common stock subject to possible redemption—December 31, 2023 66,559,968 Plus: Increase in redemption value of Class A common stock subject to possible redemption subject to redemption due to extension 191,667 Less: Redemption of Class A common stock subject to possible redemption (42,020,432 ) Remeasurement for Class A common stock subject to redemption (644,499 ) Class A common stock subject to possible redemption—March 31, 2024 (unaudited) $ 24,086,704
Summary Of Earnings Per Share, Basic And Diluted	The following table presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share of common stock for each class of common stock for the three months ended March 31, 2024 and March 31, 2023: For the three months ended March 31, 2024 2023 Class A Class B Class A Class B Basic and diluted net income (loss) per common share: Numerator: Allocation of net income (loss) $ (102,739 ) $ (65,715 ) $ 421,594 $ 105,398 Denominator: Basic and diluted weighted average common shares outstanding 2,469,808 1,579,750 6,319,000 1,579,750 Basic and diluted net income (loss) per common share $ (0.04 ) $ (0.04 ) $ 0.07 $ 0.07

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
Fair Value Measurements (Tables)	Mar. 31, 2024
Fair Value Disclosures [Abstract]
Schedule of Fairvalue Assets And Liabilities Measured On Recurring And Nonrecurring Basis	The following tables present information about the Company’s financial liabilities that are measured at fair value on a recurring basis as of March 31, 2024 and December 31, 2023, by level within the fair value hierarchy: March 31, 2024 Description Quoted Prices in Active Significant Other Significant Other Assets: Investments held in Trust Account—U.S. Treasury Securities (1) $ 25,209,181 $ — $ — Liabilities: Derivative warrant liabilities—Public $ — $ 473,930 $ — Derivative warrant liabilities—Private Warrants $ — $ — $ 432,700 December 31, 2023 Description Quoted Prices in Active Significant Other Significant Other Assets: Investments held in Trust Account—U.S. Treasury Securities (1) $ 67,545,266 $ — $ — Liabilities: Derivative warrant liabilities—Public Warrants $ — $ 473,930 $ — Derivative warrant liabilities—Private Warrants $ — $ — $ 432,700 (1) Includes $2,056 and $859 of cash balance held within the Trust Account as of March 31, 2024 and December 31, 2023, .
Schedule of Fair Value Measurement Inputs and Valuation	The following table provides quantitative information regarding Level 3 fair value measurements inputs at their measurement dates of March 31, 2024 and December 31, 2023: As of March 31, 2024 As of December 31, 2023 Exercise price $ 11.50 $ 11.50 Stock price $ 10.63 $ 10.60 Volatility 7.0 % 5.1 % Risk-free rate 4.12 % 3.77 % Dividend yield 0.00 % 0.0 %
Schedule of Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation	The changes in the Level 3 fair value of the derivative warrant liabilities for the three months ended March 31, 2024 and March 31, 2023 are summarized as follows: Balance as of December 31, 2023—Level 3 432,700 Change in fair value of derivative warrant liabilities—Private Warrants — Balance as of March 31, 2024— Level $ 432,700 Balance as of December 31, 2022—Level 3 $ 1,182,710 Change in fair value of derivative warrant liabilities—Private Warrants (288,470 ) Balance as of March 31, 2023—Level 3 $ 894,240

Description of Organization a_2

Description of Organization and Business Operations - Additional Information (Detail) - USD ($)						1 Months Ended	3 Months Ended
	Jan. 02, 2024	Oct. 11, 2022	Oct. 04, 2022	Aug. 16, 2022	Mar. 03, 2022	Apr. 30, 2024	Mar. 31, 2024	Mar. 31, 2023	Jan. 04, 2024	Dec. 31, 2023
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Deferred Underwriting Commissions Noncurrent							$ 2,100,000
Payments to Acquire Restricted Investments		$ 64,100,000					$ 191,667	$ 0
Term of restricted investments		185 days
Payment per share to acquire restricted shares		$ 10.15
Temporary equity redemption price per share							$ 10.15
Minimum Net Worth Required for Compliance							$ 5,000,001
Percentage of public shares that can be transferred without any restriction							15%
Percentage Of Public Shares To Be Redeemed On Non Completion Of Business Combination							100%
Threshold number of business days for redemption							10 days
Liquidation basis of accounting, accrued costs to dispose of assets and liabilities							$ 100,000
Per share amount in the trust account minimum							$ 10.15
Per share amount in the trust account maximum							$ 10.15
Cash							$ 626,136			$ 9
Net working capital							1,900,000
Income taxes payable by interest income in trust							1,000,000
Advance from related parties							173,159			185,121
Percentage of redemption of public shares incase of non completion of initial business combination		100%
Redemption of shares									3,980,414
Amount paid to shares redeemed									$ 42,000,000
Tangible assets value	$ 5,000,001						5,000,001
Proceeds from convertible debt							191,667	$ 0
Convertible debt current							191,667			$ 0
Percentage of shares to be reedemed	100%
Borrowings [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt							$ 241,667
Convertible Debt [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Interest on convertible note	$ 0
On Or After First January Two Thousand And Twenty Three [Member] \| Inflation Reduction Act Of Two Thousand And Twenty Two [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Percentage of excise tax				1%
Percentage of excise tax on certain share repurchases				1%
Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Prospective assets of acquire as a percentage of fair value of assets in the trust account							80%
Business combination period							15 months
Maximum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Business combination period							21 months
Sponsor [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Debt instrument, face amount									41,667
Debt instrument, convertible, conversion price	$ 1
Convertible promissory note issued	$ 1,750,000
Issuance of convertible note							$ 1,750,000
Sponsor [Member] \| Borrowings [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt							191,667
Sponsor [Member] \| Initial Overfunding Loan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt		$ 900,000
Debt instrument, face amount			$ 900,000
Sponsor [Member] \| Additional Overfunding Loan [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt		47,850
Debt instrument, face amount		$ 47,850
Sponsor [Member] \| Extension Loans [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Debt instrument, face amount							631,900		$ 50,000
Sponsor [Member] \| Promissory Note [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt					$ 145,000
Debt instrument, face amount							145,000
Related Party [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Advance from related parties							$ 173,000
Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issue of warrants during the period units							2,840,000
Class of warrants or rights issue price per share							$ 1
Proceeds from the issuance of warrants							$ 2,800,000
Additional Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issue of warrants during the period units		44,660
Class of warrants or rights issue price per share		$ 1
Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Shares issued price per share			$ 10
Deferred Underwriting Fee							$ 112,000
Private Placement [Member] \| Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issue of warrants during the period units			2,840,000
Class of warrants or rights issue price per share			$ 1
Proceeds from the issuance of warrants			$ 2,800,000
Private Placement [Member] \| Additional Private Placement Warrants [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Class of warrants or rights issue of warrants during the period units		44,660
Class of warrants or rights issue price per share		$ 1
Proceeds from the issuance of warrants		$ 45,000
Common Class A [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Temporary equity redemption price per share							$ 10.3			$ 10.53
Common Class A [Member] \| IPO [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues			6,000,000
Shares issued price per share			$ 10
Proceeds from issuance initial public offering			$ 60,000,000
Deferred Underwriting Commissions Noncurrent			2,100,000
Offering Costs Allocated To Derivative Warrant Liabilities			26,000
Payment of stock issuance costs			$ 3,700,000
Common Class A [Member] \| Over-Allotment Option [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Stock issued during the period shares new issues		319,000
Deferred Underwriting Fee		$ 112,000
Payment of stock issuance costs		156,000
Proceeds from the issuance of common stock		$ 3,200,000
Common Class B [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from the issuance of common stock							$ 25,000
Subsequent Event [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from convertible debt						$ 50,000
Convertible debt current						241,667
Subsequent Event [Member] \| Sponsor [Member] \| Borrowings [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Proceeds from related party debt						5,000
Advance from related parties						178,000
Subsequent Event [Member] \| Related Party [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Advance from related parties						$ 178,000
Nonconsolidated Investees, Other [Member] \| Minimum [Member]
Organization Consolidation And Presentation Of Financial Statements [Line Items]
Equity method investment, ownership percentage							50%

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Detail) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Accounting Policies [Line Items]
Cash equivalents at carrying value	$ 0	$ 0
Cash FDIC insured amount	250,000
Unrecognized tax benefits	0	0
Unrecognized tax benefits income tax penalties and interest accrued	$ 0	$ 0

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Summary of Public Shares reflected on the balance sheet (Detail) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Temporary Equity [Line Items]
Class A common stock subject to possible redemption	$ 24,086,704	$ 66,559,968
Increase in redemption value of Class A common stock subject to possible redemption subject to redemption due to extension	191,667
Common Class A [Member]
Temporary Equity [Line Items]
Class A common stock subject to possible redemption	24,086,704	66,559,968	$ 64,362,074
Increase in redemption value of Class A common stock subject to possible redemption subject to redemption due to extension	191,667	$ 2,197,894
Redemption of Class A common stock subject to possible redemption	(42,020,432)
Remeasurement for Class A common stock subject to redemption	$ (644,499)

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Summary Of Earnings Per Share, Basic And Diluted (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Numerator:
Allocation of net income (loss)	$ (168,454)	$ 526,992
Common Class A [Member]
Numerator:
Allocation of net income (loss)	$ (102,739)	$ 421,594
Denominator:
Weighted average shares outstanding, basic	2,469,808	6,319,000
Weighted average shares outstanding, diluted	2,469,808	6,319,000
Basic net income (loss) per share	$ (0.04)	$ 0.07
Diluted net income (loss) per share	$ (0.04)	$ 0.07
Common Class B [Member]
Numerator:
Allocation of net income (loss)	$ (65,715)	$ 105,398
Denominator:
Weighted average shares outstanding, basic	1,579,750	1,579,750
Weighted average shares outstanding, diluted	1,579,750	1,579,750
Basic net income (loss) per share	$ (0.04)	$ 0.07
Diluted net income (loss) per share	$ (0.04)	$ 0.07

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	11 Months Ended
	Dec. 31, 2022	Mar. 31, 2024	Dec. 31, 2023
Investment threshold period	185 days
Deferred tax assets		$ 584,000	$ 505,000
Common Class A [Member] \| Warrant [Member]
Warrant to purchase common stock shares		6,044,160

Initial Public Offering (Detail

Initial Public Offering (Detail) - USD ($)	Oct. 11, 2022	Oct. 04, 2022	Mar. 31, 2024
Initial Public Offering Disclosure [Line Items]
Deferred underwriting commissions noncurrent			$ 2,100,000
Class of warrants or rights number of securities covered by each warrant or right			0.361
Class of warrants or rights exercise price of warrants or rights			$ 11.5
Public Warrant [Member]
Initial Public Offering Disclosure [Line Items]
Class of warrants or rights number of securities covered by each warrant or right			1
Class of warrants or rights exercise price of warrants or rights			$ 11.5
IPO [Member] \| Common Class A [Member]
Initial Public Offering Disclosure [Line Items]
Stock issued during the period shares new issues		6,000,000
Shares issued price per share		$ 10
Proceeds from issuance initial public offering		$ 60,000,000
Payment of stock issuance costs		3,700,000
Deferred underwriting commissions noncurrent		2,100,000
Offering costs allocated to derivative warrant liabilities		$ 26,000
Over-Allotment Option [Member]
Initial Public Offering Disclosure [Line Items]
Shares issued price per share		$ 10
Overallotment option vesting period		45 days
Common stock shares subscribed but not issued		900,000
Deferred underwriting fee			$ 112,000
Over-Allotment Option [Member] \| Common Class A [Member]
Initial Public Offering Disclosure [Line Items]
Stock issued during the period shares new issues	319,000
Payment of stock issuance costs	$ 156,000
Proceeds from the issuance of common stock	3,200,000
Deferred underwriting fee	$ 112,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)

1 Months Ended

3 Months Ended

Oct. 11, 2022

Oct. 04, 2022

Sep. 29, 2022

Sep. 08, 2022

Mar. 16, 2022

Mar. 03, 2022

Apr. 30, 2024

Mar. 31, 2024

Mar. 31, 2023

Jan. 04, 2024

Jan. 02, 2024

Dec. 31, 2023

Related Party Transaction [Line Items]

Class of warrants or rights number of securities covered by each warrant or right

0.361

Class of warrant or right, exercise price of warrants or rights

$ 11.5

Advances from related parties

$ 173,159

$ 185,121

Proceeds from convertible debt

191,667

$ 0

Convertible debt current

191,667

$ 0

Borrowings [Member]

Related Party Transaction [Line Items]

Proceeds from Related Party Debt

$ 241,667

Private Placement Warrants [Member]

Related Party Transaction [Line Items]

Class of warrants or rights issue of warrants during the period units

2,840,000

Class of warrants or rights issue price per share

$ 1

Proceeds from the issuance of warrants

$ 2,800,000

Additional Private Placement Warrants [Member]

Related Party Transaction [Line Items]

Class of warrants or rights issue of warrants during the period units

44,660

Class of warrants or rights issue price per share

$ 1

Proceeds from issuance of private placement

$ 45,000

Subsequent Event [Member]

Related Party Transaction [Line Items]

Proceeds from convertible debt

$ 50,000

Convertible debt current

241,667

Over-Allotment Option [Member]

Related Party Transaction [Line Items]

Shares issued, Price per share

$ 10

Private Placement [Member] | Private Placement Warrants [Member]

Related Party Transaction [Line Items]

Class of warrants or rights issue of warrants during the period units

2,840,000

Class of warrants or rights issue price per share

$ 1

Proceeds from the issuance of warrants

$ 2,800,000

Private Placement [Member] | Additional Private Placement Warrants [Member]

Related Party Transaction [Line Items]

Class of warrants or rights issue of warrants during the period units

44,660

Class of warrants or rights issue price per share

$ 1

Proceeds from the issuance of warrants

$ 45,000

Common Class A [Member]

Related Party Transaction [Line Items]

Common stock shares outstanding

6,319,000

Common Class A [Member] | Private Placement Warrants [Member]

Related Party Transaction [Line Items]

Class of warrant or right, exercise price of warrants or rights

$ 11.5

Common Class A [Member] | Private Placement [Member]

Related Party Transaction [Line Items]

Class of warrants or rights number of securities covered by each warrant or right

Common Class B [Member]

Related Party Transaction [Line Items]

Common stock shares outstanding

1,725,000

1,579,750

Common Class B [Member] | Over-Allotment Option [Member]

Related Party Transaction [Line Items]

Common stock shares subject to forfeiture

225,000

Founder [Member] | Common Class B [Member]

Related Party Transaction [Line Items]

Stock issued during period, shares, issued for services

2,875,000

Shares issued, Price per share

$ 0.0001

Stock issued during period, value, issued for services

$ 25,000

Common stock shares outstanding

1,725,000

Stock surrendered during the period shares

431,250

718,750

Founder [Member] | Common Class B [Member] | Over-Allotment Option [Member]

Related Party Transaction [Line Items]

Common stock shares subject to forfeiture

225,000

Stock forfeited during the period shares

145,250

Sponsor [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

$ 41,667

Debt instrument, convertible, conversion price

$ 1

Sponsor [Member] | Borrowings [Member]

Related Party Transaction [Line Items]

Proceeds from Related Party Debt

$ 191,667

Sponsor [Member] | Promissory Note [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

145,000

Proceeds from notes payable to related party current

$ 200,000

Proceeds from Related Party Debt

$ 145,000

Sponsor [Member] | Initial Overfunding Loan [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

900,000

Proceeds from Related Party Debt

$ 900,000

Sponsor [Member] | Additional Overfunding Loan [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

47,850

Proceeds from Related Party Debt

47,850

Sponsor [Member] | OverFunding Loans [Member]

Related Party Transaction [Line Items]

Debt instrument, face amount

$ 947,850

Sponsor [Member] | Administration And Support Services [Member]

Related Party Transaction [Line Items]

Related party transaction, amounts of transaction

$ 10,000

Sponsor [Member] | Administrative Service Agreement [Member]

Related Party Transaction [Line Items]

Related party transaction, selling, general and administrative expenses from transactions with related party

30,000

$ 30,000

Related party transaction accrued expenses from transactions with related party

$ 100,000

$ 70,000

Sponsor [Member] | Subsequent Event [Member] | Borrowings [Member]

Related Party Transaction [Line Items]

Proceeds from Related Party Debt

5,000

Advances from related parties

178,000

Sponsor [Member] | Common Class A [Member]

Related Party Transaction [Line Items]

Share price

$ 12

Number of trading days for determining share price

20 days

Number of consecutive trading days for determining the share price

30 days

Waiting period after which the share trading days are considered

150 days

Sponsor [Member] | Common Class A [Member] | OverFunding Loans [Member]

Related Party Transaction [Line Items]

Debt instrument, convertible, conversion price

$ 10

Sponsor [Member] | Founder [Member] | Common Class B [Member]

Related Party Transaction [Line Items]

Percentage of common stock issued and outstanding

20%

Related Party [Member]

Related Party Transaction [Line Items]

Advances from related parties

$ 173,000

Related Party [Member] | Officer [Member]

Related Party Transaction [Line Items]

Advances from related parties

173,000

$ 185,000

Related Party [Member] | Promissory Note [Member]

Related Party Transaction [Line Items]

Notes payable to related party current

$ 0

Related Party [Member] | Subsequent Event [Member]

Related Party Transaction [Line Items]

Advances from related parties

$ 178,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail)	3 Months Ended
	Mar. 31, 2024 USD ($) $ / shares
Loss Contingencies [Line Items]
Underwriting discount \| $ / shares	$ 0.14
Underwriting discount aggregate amount	$ 800,000
Additional fee per unit \| $ / shares	$ 0.35
Deferred Underwriting Commissions Noncurrent	$ 2,100,000
Over-Allotment Option [Member]
Loss Contingencies [Line Items]
Underwriting discount aggregate amount	45,000
Deferred Underwriting Fee	$ 112,000

Derivative Warrant Liabilities

Derivative Warrant Liabilities - Additional Information (Detail) - $ / shares	2 Months Ended	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2024
Schedule Of Derivative Warrant Liabilities [Line Items]
Class of Warrant or Right, Outstanding		6,044,160
Class of warrant or right, exercise price of warrants or rights		$ 11.5
Proceeds from equity used for funding business combination as a percentage of the total		60%
Number of consecutive trading days for determining volume weighted average price of shares		20 days
Number of trading days for determining the share price		10 days
Class of warrants or rights number of securities covered by each warrant or right		0.361
Common Class A [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Threshold issue price for capital raising purpose in connection with closing of business combination		$ 9.2
Warrant exercise price, description		the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price
Public Warrants [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Class of Warrant or Right, Outstanding		3,159,500
Number of days after consummation of business combination within which the securities shall be registered		15 days
Number of days after which business combination within which securities registration shall be effective		60 days
Warrants and rights outstanding term		5 years
Public Warrants [Member] \| Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Share price		$ 18
Class of warrants or rights redemption price per unit		0.01%
Minimum notice period to be given to the holders of warrants		30 days
Number of trading days for determining the share price		20 days
Number of consecutive trading days for determining the share price		30 days
Public Warrants [Member] \| Share Price Equal Or Exceeds Ten Rupees Per Dollar [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Share price		$ 10
Class of warrants or rights redemption price per unit		0.10%
Minimum notice period to be given to the holders of warrants		30 days
Number of trading days for determining the share price		20 days
Number of consecutive trading days for determining the share price		30 days
Public Warrants [Member] \| Common Class A [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Volume weighted average price per share	$ 9.2
Public Warrants [Member] \| After the completion of a Business Combination [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Period after which the warrants are exercisable		30 days
Public Warrants [Member] \| From the closing of the Initial Public Offering [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Period after which the warrants are exercisable		12 months
Private Placement Warrants [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Class of Warrant or Right, Outstanding		2,884,660
Private Placement Warrants [Member] \| Common Class A [Member]
Schedule Of Derivative Warrant Liabilities [Line Items]
Class of warrant or right, exercise price of warrants or rights		$ 11.5

Shareholders' Deficit - Additio

Shareholders' Deficit - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions			3 Months Ended
	Jan. 04, 2024	Oct. 11, 2022	Mar. 31, 2024	Jan. 02, 2024	Dec. 31, 2023	Mar. 16, 2022
Class of Stock [Line Items]
Preferred stock shares authorized			1,000,000		1,000,000
Preferred stock par or stated value per share			$ 0.0001		$ 0.0001
Preferred stock shares issued			0		0
Preferred stock shares outstanding			0		0
Payments for repurchase of common stock	$ 42
Financial instruments subject to mandatory redemption, settlement terms, number of shares				3,980,414
Conversion of Class B To Class A Common Stock [Member]
Class of Stock [Line Items]
Common stock, voting rights			one vote
Percentage of the total number of ordinary shares outstanding after conversion			20%
Common Class A [Member]
Class of Stock [Line Items]
Common stock shares authorized			35,000,000		35,000,000
Common stock par or stated value per share			$ 0.0001		$ 0.0001
Common stock shares issued			6,319,000		6,319,000
Common stock shares outstanding			6,319,000		6,319,000
Temporary Equity, Shares Outstanding			2,338,586		6,319,000
Common Class B [Member]
Class of Stock [Line Items]
Common stock shares authorized			5,000,000		5,000,000
Common stock par or stated value per share			$ 0.0001		$ 0.0001
Common stock shares issued			1,579,750		1,579,750	1,725,000
Common stock shares outstanding			1,579,750		1,579,750	1,725,000
Percentage of common stock issued and outstanding after the initial public offering			20%
Common stock, conversion basis			one-for-one
Common Class B [Member] \| Over-Allotment Option [Member]
Class of Stock [Line Items]
Common stock shares subject to forfeiture			225,000
Stock forfeiture during the period		145,250

Fair Value Measurements - Sched

Fair Value Measurements - Schedule of Fairvalue Assets And Liabilities Measured On Recurring And Nonrecurring Basis (Detail) - USD ($)	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liability, Statement of Financial Position [Extensible Enumeration]	Derivative Liability, Noncurrent	Derivative Liability, Noncurrent
Cash [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash balance held within the Trust Account	$ 2,056	$ 859
Fair Value, Inputs, Level 1 [Member] \| Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0	0
Fair Value, Inputs, Level 1 [Member] \| Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0	0
Fair Value, Inputs, Level 1 [Member] \| US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash balance held within the Trust Account	25,209,181	67,545,266
Fair Value, Inputs, Level 2 [Member] \| Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	473,930	473,930
Fair Value, Inputs, Level 2 [Member] \| Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0	0
Fair Value, Inputs, Level 2 [Member] \| US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash balance held within the Trust Account	0	0
Fair Value, Inputs, Level 3 [Member] \| Public Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	0	0
Fair Value, Inputs, Level 3 [Member] \| Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liability	432,700	432,700
Fair Value, Inputs, Level 3 [Member] \| US Treasury Securities [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash balance held within the Trust Account	$ 0	$ 0

Fair Value Measurements - Sch_2

Fair Value Measurements - Schedule of Fair Value Measurement Inputs and Valuation (Detail) - Fair Value, Inputs, Level 3 [Member]	Mar. 31, 2024	Dec. 31, 2023
Measurement Input, Exercise Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative asset (liability) net, measurement input	11.5	11.5
Measurement Input, Share Price [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative asset (liability) net, measurement input	10.63	10.6
Measurement Input, Price Volatility [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative asset (liability) net, measurement input	7	5.1
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative asset (liability) net, measurement input	4.12	3.77
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Derivative asset (liability) net, measurement input	0	0

Fair Value Measurements - Sch_3

Fair Value Measurements - Schedule of Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation (Detail) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Fair Value, Net Derivative Asset (Liability), Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Fair Value Adjustment of Warrants	Fair Value Adjustment of Warrants
Fair Value, Inputs, Level 3 [Member]
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Balance as of December 31, 2022 - Level 3	$ 432,700	$ 1,182,710
Change in fair value of derivative warrant liabilities - Private Warrants	0	(288,470)
Balance as of March 31, 2023 - Level 3	$ 432,700	$ 894,240

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended
	Apr. 30, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Subsequent Event [Line Items]
Proceeds from convertible debt		$ 191,667	$ 0
Convertible debt current		191,667		$ 0
Advance from related parties		173,159		$ 185,121
Related Party [Member]
Subsequent Event [Line Items]
Advance from related parties		173,000
Borrowings [Member]
Subsequent Event [Line Items]
Proceeds from related party debt		241,667
Borrowings [Member] \| Sponsor [Member]
Subsequent Event [Line Items]
Proceeds from related party debt		$ 191,667
Subsequent Event [Member]
Subsequent Event [Line Items]
Proceeds from convertible debt	$ 50,000
Convertible debt current	241,667
Subsequent Event [Member] \| Related Party [Member]
Subsequent Event [Line Items]
Advance from related parties	178,000
Subsequent Event [Member] \| Borrowings [Member] \| Sponsor [Member]
Subsequent Event [Line Items]
Proceeds from related party debt	5,000
Advance from related parties	$ 178,000