Four Leaf Acquisition (FORL) 10-Q 22 Dec 23 2023 Q3 Quarterly report Financial data

Cover Page

Cover Page - shares	9 Months Ended
	Sep. 30, 2023	Dec. 22, 2023
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2023
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Current Fiscal Year End Date	--12-31
Document Quarterly Report	true
Document Transition Report	false
Entity Registrant Name	Four Leaf Acquisition Corporation
Entity Central Index Key	0001936255
Entity File Number	001-41646
Entity Tax Identification Number	88-1178935
Entity Interactive Data Current	Yes
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 Incorporation, State or Country Code	DE
Entity Address, Address Line One	4546 El Camino Real B10 #715
Entity Address, City or Town	Los Altos
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94022
City Area Code	650
Local Phone Number	720-5626
Capital Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A common stock and one redeemable Warrant
Security Exchange Name	NASDAQ
Trading Symbol	FORLU
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A common stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Trading Symbol	FORL
Entity Common Stock, Shares Outstanding		5,475,210
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		1,355,250
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each exercisable for one share of Class A common stock for $11.50 per share
Security Exchange Name	NASDAQ
Trading Symbol	FORLW

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)		Sep. 30, 2023	Dec. 31, 2022
Current assets
Cash		$ 4,552	$ 1,280
Prepaid expenses		121,328	7,500
Total current assets		125,880	11,600
Other assets
Marketable securities held in trust account		57,301,480	0
Deferred offering costs		0	705,130
Total assets		57,427,360	716,730
Current liabilities
Accrued offering costs		97,440	386,536
Accounts payable and accrued expenses		213,110	0
Due to related party		32,180	0
Convertible note - related party		95,000	0
Deferred credit - operating expenses funded by potential target		191,250	0
Income taxes payable		289,859	0
Total current liabilities		918,839	698,036
Deferred underwriting fee payable		1,897,350	0
Total liabilities		2,816,189	698,036
Commitments and Contingencies (Note 6)
Class A common stock subject to possible redemption, $0.0001 par value; 26,000,000 shares authorized; 5,421,000 shares at $10.50 redemption value and zero shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively		53,760,641	0
Stockholders' equity
Preferred stock, $0.0001 par value; 5,000,000 shares authorized; none issued and outstanding		0	0
Additional paid-in capital		168,067	24,850
Retained earnings (accumulated deficit)		682,322	(6,306)
Total stockholders' equity		850,530	18,694
Total liabilities, common stock subject to possible redemption, and stockholders' equity		57,427,360	716,730
Related Party [Member]
Current assets
Due from related party		0	2,820
Current liabilities
Promissory note - related party		0	311,500
Common Class A [Member]
Current liabilities
Class A common stock subject to possible redemption, $0.0001 par value; 26,000,000 shares authorized; 5,421,000 shares at $10.50 redemption value and zero shares issued and outstanding as of September 30, 2023 and December 31, 2022, respectively		53,760,641
Stockholders' equity
Common stock		5	0
Common Class B [Member]
Stockholders' equity
Common stock	[1]	$ 136	$ 150
[1]Includes up to 139,750 shares of Class B common stock, $0.0001 par value (“Class B common stock”) subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriter as of December 31, 2022. On March 16, 2023, ALWA Sponsor, LLC, a Delaware limited liability company (the “Sponsor”) surrendered 373,750 shares of Class B common stock, for no consideration. (see Notes 5 and 7). Following the expiration of the underwriters’ remaining over-allotment option on April 30, 2023, the remaining 139,750 shares of Class B common stock were forfeited. All share amounts have been adjusted to reflect the share surrender (see Notes 5 and 7).

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2023	Dec. 31, 2022
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Founder Shares [Member]
Common stock, shares, outstanding		1,355,250
Common Class A [Member]
Temporary equity, par or stated value per share	$ 0.0001	$ 0.0001
Temporary equity, shares authorized	26,000,000	26,000,000
Temporary equity, redemption price per share	$ 10.5	$ 10.5
Temporary equity, shares outstanding	5,421,000	5,421,000
Common stock, par or stated value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	26,000,000	26,000,000
Common stock, shares, issued	54,210	0
Common stock, shares, outstanding	54,210	0
Common Class A [Member] | Class A Shares Subject to Possible Redemption [Member]
Temporary equity, shares issued	5,421,000	0
Temporary equity, shares outstanding	5,421,000	0
Common Class B [Member]
Common stock, par or stated value per share	$ 0.0001	$ 0.0001
Common stock, shares authorized	4,000,000	4,000,000
Common stock, shares, issued	1,355,250	1,495,000
Common stock, shares, outstanding	1,355,250	1,495,000
Common Class B [Member] | Over-Allotment Option [Member] | Sponsor [Member] | Founder Shares [Member]
Common stock , shares subject to forfeiture	139,750

Condensed Statements of Operati

Condensed Statements of Operations - USD ($)		3 Months Ended				7 Months Ended	9 Months Ended
		Sep. 30, 2023		Sep. 30, 2022		Sep. 30, 2022	Sep. 30, 2023
Formation and operating costs		$ 309,757		$ 80		$ 6,421	$ 621,276
Loss from operations		(309,757)		(80)		(6,421)	(621,276)
Other income (expense):
Dividend and interest income		736,855					1,465,180
Change in fair value of over-allotment liability							134,583
Income (loss) before income taxes		427,098		(80)		(6,421)	978,487
Income tax provision		(148,797)					(289,859)
Net income (loss)		$ 278,301		$ (80)		$ (6,421)	$ 688,628
Class A common stock subject to possible redemption [Member]
Other income (expense):
Weighted average shares outstanding, basic		5,421,000					3,950,762
Weighted average shares outstanding, diluted		5,421,000					3,950,762
Basic net income (loss) per share		$ 0.04					$ 0.13
Diluted net income (loss) per share		$ 0.04					$ 0.13
Class A common stock [Member]
Other income (expense):
Weighted average shares outstanding, basic		54,210					39,508
Weighted average shares outstanding, diluted		54,210					39,508
Basic net income (loss) per share		$ 0.04					$ 0.13
Diluted net income (loss) per share		$ 0.04					$ 0.13
Class B common stock [Member]
Other income (expense):
Weighted average shares outstanding, basic	[1]	1,355,250		1,355,250		1,355,250	1,340,071
Weighted average shares outstanding, diluted		1,355,250	[1]	1,355,250	[1]	1,355,250	1,340,071	[1]
Basic net income (loss) per share		$ 0.04		$ 0		$ 0	$ 0.13
Diluted net income (loss) per share		$ 0.04		$ 0		$ 0	$ 0.13
[1]Excludes an aggregate of up to 139,750 shares of Class B common stock subject to forfeiture depending on the extent to which the underwriters’ overallotment option is exercised (see Notes 5 and 7). On March 16, 2023, the Sponsor surrendered 373,750 share of Class B common stock, for no consideration, resulting in the Sponsor and directors holding 1,495,000 of Class B common stock. Following the expiration of the underwriters’ remaining over-allotment option on April 30, 2023, the remaining 139,750 shares of Class B common stock were forfeited (sees Notes 5 and 7), resulting in the Sponsor and directors holding 1,355,250 shares of Class B common stock. All share amounts have been retroactively adjusted to reflect the share surrenders.

Condensed Statements of Opera_2

Condensed Statements of Operations (Parenthetical) - shares				3 Months Ended
	Apr. 30, 2023	Mar. 17, 2023	Mar. 16, 2023	Mar. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	May 10, 2022
Founder Shares [Member]
Common stock, shares, outstanding						1,355,250
Common Class B [Member]
Common stock, shares, outstanding					1,355,250	1,495,000
Common Class B [Member] | Sponsor [Member]
Common stock, shares, outstanding			1,495,000				1,868,750
Common stock subject to forfeiture		139,750	195,000
Number of shares forfeited	1,355,250	55,250	373,750
Common Class B [Member] | FORLU Sponsor [Member]
Number of shares forfeited	139,750			139,750
Common Class B [Member] | Over-Allotment Option [Member] | Sponsor [Member] | Founder Shares [Member]
Common stock , shares subject to forfeiture					139,750
Common stock, shares, outstanding	1,355,250		1,495,000
Common stock subject to forfeiture			373,750

Condensed Statements of Changes

Condensed Statements of Changes in Common Stock Subject to Possible Redemption and Stockholders' Equity (Deficit) - USD ($)		Total	Private Placement Warrants [Member]	Public Warrants [Member]	Class A Common Stock Subject To Possible Redemption [Member]	Common Class A [Member]	Common Stock [Member] Common Class A [Member]	Common Stock [Member] Common Class B [Member]		Additional Paid-in Capital [Member]	Additional Paid-in Capital [Member] Private Placement Warrants [Member]	Additional Paid-in Capital [Member] Public Warrants [Member]	Accumulated Deficit [Member]
Temporary Equity, Beginning Balance (Shares) at Mar. 02, 2022					0
Temporary Equity, Beginning Balance at Mar. 02, 2022					$ 0
Beginning Balance (Shares) at Mar. 02, 2022							0	0
Beginning Balance at Mar. 02, 2022		$ 0					$ 0	$ 0		$ 0			$ 0
Net income (loss)		(3,381)											(3,381)
Temporary Equity, Ending Balance (Shares) at Mar. 31, 2022					0
Temporary Equity, Ending Balance at Mar. 31, 2022					$ 0
Ending Balance (Shares) at Mar. 31, 2022							0	0
Ending Balance at Mar. 31, 2022		(3,381)					$ 0	$ 0		0			(3,381)
Temporary Equity, Beginning Balance (Shares) at Mar. 02, 2022					0
Temporary Equity, Beginning Balance at Mar. 02, 2022					$ 0
Beginning Balance (Shares) at Mar. 02, 2022							0	0
Beginning Balance at Mar. 02, 2022		0					$ 0	$ 0		0			0
Net income (loss)		(6,421)
Temporary Equity, Ending Balance (Shares) at Sep. 30, 2022					0
Temporary Equity, Ending Balance at Sep. 30, 2022					$ 0
Ending Balance (Shares) at Sep. 30, 2022							0	1,495,000
Ending Balance at Sep. 30, 2022		18,579					$ 0	$ 150		24,850			(6,421)
Temporary Equity, Beginning Balance (Shares) at Mar. 31, 2022					0
Temporary Equity, Beginning Balance at Mar. 31, 2022					$ 0
Beginning Balance (Shares) at Mar. 31, 2022							0	0
Beginning Balance at Mar. 31, 2022		(3,381)					$ 0	$ 0		0			(3,381)
Net income (loss)		(2,960)											(2,960)
Issuance of common stock to Sponsor (Shares)	[1]							1,495,000
Issuance of common stock to Sponsor		25,000						$ 150		24,850
Temporary Equity, Ending Balance (Shares) at Jun. 30, 2022					0
Temporary Equity, Ending Balance at Jun. 30, 2022					$ 0
Ending Balance (Shares) at Jun. 30, 2022							0	1,495,000
Ending Balance at Jun. 30, 2022		18,659					$ 0	$ 150		24,850			(6,341)
Net income (loss)		(80)											(80)
Temporary Equity, Ending Balance (Shares) at Sep. 30, 2022					0
Temporary Equity, Ending Balance at Sep. 30, 2022					$ 0
Ending Balance (Shares) at Sep. 30, 2022							0	1,495,000
Ending Balance at Sep. 30, 2022		18,579					$ 0	$ 150		24,850			(6,421)
Temporary Equity, Beginning Balance (Shares) at Dec. 31, 2022					0	5,421,000
Temporary Equity, Beginning Balance at Dec. 31, 2022		0			$ 0
Beginning Balance (Shares) at Dec. 31, 2022							0	1,495,000	[1]
Beginning Balance at Dec. 31, 2022		18,694						$ 150		24,850			(6,306)
Issuance of warrants			$ 3,577,000	$ 1,127,840							$ 3,577,000	$ 1,127,840
Issuance of Class A common stock, net of issuance costs (Shares)					5,421,000
Issuance of Class A common stock, net of issuance costs					$ 48,928,489
Issuance of Representative shares (Shares)							54,210
Issuance of Representative shares		270,520					$ 5			270,515
Accretion of Class A common stock to redemption value		(314,307)			$ 314,307					(314,307)
Net income (loss)		(42,784)											(42,784)
Temporary Equity, Ending Balance (Shares) at Mar. 31, 2023					5,421,000
Temporary Equity, Ending Balance at Mar. 31, 2023					$ 49,242,796
Ending Balance (Shares) at Mar. 31, 2023							54,210	1,495,000
Ending Balance at Mar. 31, 2023		4,636,963					$ 5	$ 150		4,685,898			(49,090)
Temporary Equity, Beginning Balance (Shares) at Dec. 31, 2022					0	5,421,000
Temporary Equity, Beginning Balance at Dec. 31, 2022		0			$ 0
Beginning Balance (Shares) at Dec. 31, 2022							0	1,495,000	[1]
Beginning Balance at Dec. 31, 2022		18,694						$ 150		24,850			(6,306)
Accretion of Class A common stock to redemption value						$ (4,832,152)
Net income (loss)		688,628
Temporary Equity, Ending Balance (Shares) at Sep. 30, 2023					5,421,000	5,421,000
Temporary Equity, Ending Balance at Sep. 30, 2023		53,760,641			$ 53,760,641	$ 53,760,641
Ending Balance (Shares) at Sep. 30, 2023							54,210	1,355,250
Ending Balance at Sep. 30, 2023		850,530					$ 5	$ 136		168,067			682,322
Temporary Equity, Beginning Balance (Shares) at Mar. 31, 2023					5,421,000
Temporary Equity, Beginning Balance at Mar. 31, 2023					$ 49,242,796
Beginning Balance (Shares) at Mar. 31, 2023							54,210	1,495,000
Beginning Balance at Mar. 31, 2023		4,636,963					$ 5	$ 150		4,685,898			(49,090)
Accretion of Class A common stock to redemption value		(2,231,134)			$ 2,231,134					(2,231,134)
Net income (loss)		453,111											453,111
Forfeiture of Class B common stock due to expiration of over-allotment option (Shares)								(139,750)
Forfeiture of Class B common stock due to expiration of over-allotment option								$ (14)		14
Temporary Equity, Ending Balance (Shares) at Jun. 30, 2023					5,421,000
Temporary Equity, Ending Balance at Jun. 30, 2023					$ 51,473,930
Ending Balance (Shares) at Jun. 30, 2023							54,210	1,355,250
Ending Balance at Jun. 30, 2023		2,858,940					$ 5	$ 136		2,454,778			404,021
Accretion of Class A common stock to redemption value		(2,286,711)			$ 2,286,711					(2,286,711)
Net income (loss)		278,301											278,301
Temporary Equity, Ending Balance (Shares) at Sep. 30, 2023					5,421,000	5,421,000
Temporary Equity, Ending Balance at Sep. 30, 2023		53,760,641			$ 53,760,641	$ 53,760,641
Ending Balance (Shares) at Sep. 30, 2023							54,210	1,355,250
Ending Balance at Sep. 30, 2023		$ 850,530					$ 5	$ 136		$ 168,067			$ 682,322
[1]Includes up to 139,750 shares of Class B common stock to forfeiture if the over-allotment option is not exercised in full or in part by the underwriter (see Notes 5 and 7). On March 16, 2023, the Sponsor surrendered 373,750 shares of Class B common stock, for no consideration, resulting in the Sponsor and directors holding 1,495,000 shares of Class B common stock. (see Notes 5 and 7). Following the expiration of the underwriters’ remaining overallotment option on April 30, 2023, the remaining 139,750 shares of Class B common stock were forfeited, resulting in the Sponsor and directors holding 1,355,250 shares of Class B common stock. All share amounts have been adjusted to reflect the share surrender.

Condensed Statements of Chang_2

Condensed Statements of Changes in Common Stock Subject to Possible Redemption and Stockholders' Equity (Deficit) (Parenthetical)	3 Months Ended
	Mar. 31, 2023 USD ($) shares
Public Warrants [Member]
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs	$ 90,313
Common Class A [Member]
Issuance costs of stock	$ 3,928,774
Common Class B [Member] | FORLU Sponsor [Member]
Number of shares forfeited | shares	139,750

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows - USD ($)	7 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2023
Cash Flows from Operating Activities:
Net income (loss)	$ (6,421)	$ 688,628
Adjustments to reconcile net income (loss) to net cash used in operating activities
Dividend and interest income	0	(1,465,180)
Gain on change in fair value of overallotment option	0	(134,583)
Changes in current assets and liabilities
Prepaid expenses	(8,750)	(26,172)
Accounts payable and accrued expenses	115	316,704
Due to/from related party	(2,820)	35,000
Income taxes payable	0	289,859
Net cash used in operating activities	(17,876)	(295,744)
Cash Flows from Investing Activities
Investment of cash into Trust Account	0	(55,836,300)
Net cash used in investing activities	0	(55,836,300)
Cash Flows from Financing Activities:
Proceeds from convertible note-related party	0	95,000
Proceeds from promissory note	241,500	84,000
Proceeds from issuance of common stock	25,000	0
Repayment of promissory note	0	(395,500)
Gross proceeds from issuance of public units	0	54,210,000
Proceeds from issuance of Private Placement Warrants	0	3,577,000
Payment of offering costs on public units	(247,344)	(1,435,184)
Net cash provided by financing activities	19,156	56,135,316
Net change in cash	1,280	3,272
Cash - beginning of the period	0	1,280
Cash - end of the period	1,280	4,552
Non-cash investing and financing activities:
Remeasurement of Class A shares subject to possible redemption	0	4,832,152
Deferred underwriting commissions	0	1,897,350
Issuance of Representative Shares for services	0	270,520
Directors' and officers' insurance fee paid by potential target	0	191,250
Offering costs included in accrued offering costs	$ 295,747	$ 97,440

Organization and Description of

Organization and Description of Business	9 Months Ended
	Sep. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Description of Business	NOTE 1 — ORGANIZATION AND DESCRIPTION OF BUSINESS Nature of Operations Four Leaf Acquisition Corporation (the “Company”) is a newly organized blank check company that was incorporated as a Delaware corporation on March 3, 2022 and 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 Company has not selected any specific business combination target. While the Company may pursue an initial business combination target in any business or industry, the Company intends to focus its search on companies in the Internet of Things (“IoT”) space or adjacent spaces, that is, physical objects (or groups of objects) with sensors, processing ability, software, and other technologies that connect and exchange data with other devices and systems over the Internet or other communications networks, sometimes called “smart devices.” The Company intends to target companies in both developing markets (e.g., China and India) and the developed markets (e.g., United States and Europe). As of September 30, 2023, the Company had not commenced any operations. All activity for the period from March 3, 2022 (inception) through September 30, 2023 relates to the Company’s formation and the initial public offering (“IPO”) (as described below). The Company will not generate any operating revenues until after the completion of its initial business combination. The Company will generate non-operating The Company has selected December 31 as its fiscal year end. The Company’s sponsor is ALWA Sponsor, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s IPO was declared effective on March 16, 2023. On March 16, 2023, the Company consummated its IPO of 5,200,000 units (“Units”). On March 17, 2023, the underwriters partially exercised their over-allotment option and purchased 221,000 additional Units. Each Unit consists of one share of Class A common stock, $0.0001 par value per share (“Class A common stock”), and one redeemable warrant exercisable into one share of Class A common stock at an exercise price of $11.50 per share (“Public Warrant”). The Units were sold at an offering price of $10.00 per Unit and generated total gross proceeds of $54,210,000. Simultaneously with the consummation of the IPO and the sale of the Units, the Company consummated the private placement (“Private Placement”) of 3,576,900 warrants (“Private Placement Warrants”) to the Sponsor at a price of approximately $1.00 per Private Placement Warrant, generating total proceeds of $3,577,000, which is described in Note 4. Transaction costs amounted to $4,019,087 consisting of $2,710,500 of underwriting commissions, $813,150 of which was paid out within three days of the IPO date, the Representative Shares (discussed in the below), and $1,038,067 of other offering costs. At the IPO date, cash of $974,028 was held outside of the Trust Account (as defined below) and is available for the payment of the Note (defined herein) when necessary (see Note 5), payment of accrued offering costs and for working capital purposes. In conjunction with the IPO, the Company issued to the underwriter 54,210 shares of Class A common stock for nominal consideration (the “Representative Shares”). The fair value of the Representative Shares accounted for as compensation under Accounting Standards Codification (“ASC”) 718, “Compensation – Stock Compensation” (“ASC 718”) is included in the offering costs. The estimated fair value of the Representative Shares as of the IPO date totaled $270,520. Following the closing of the IPO, an amount of $55,836,300 ($10.30 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was placed in a trust account (the “Trust Account”) to be invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the 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 assets held in the Trust Account (excluding the taxes payable on interest earned and less any interest earned thereon that is released for taxes) 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 outstanding voting securities of the target or otherwise acquires an interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act 1940. In connection with any proposed initial business combination, the Company will either (1) seek stockholder approval of such initial business combination at a meeting called for such purpose at which stockholders may seek to convert their shares, regardless of whether they vote for or against the proposed business combination or do not vote at all, into their pro rata share of the aggregate amount then on deposit in the Trust Account (net of taxes payable), or (2) provide its stockholders with the opportunity to sell their shares to the Company by means of a tender offer (and thereby avoid the need for a stockholder vote) for an amount equal to their pro rata share of the aggregate amount then on deposit in the Trust Account (net of taxes payable), in each case subject to the limitations described herein. If the Company engages in a tender offer, such tender offer will be structured so that each stockholder may tender all of his, her or its shares rather than a pro rata portion of his, her or its shares. The decision as to whether the Company will seek stockholder approval of a proposed business combination or will allow stockholders to sell their shares to the Company in a tender offer will be made by the Company, solely in the Company’s discretion, and will be based on a variety of factors such as the timing of the transaction and whether the terms of the transaction would otherwise require us to seek stockholder approval. If the Company determines to allow stockholders to sell their shares to the Company in a tender offer, it will file tender offer documents with the U.S. Securities and Exchange Commission (“SEC”) which will contain substantially the same financial and other information about the initial business combination as is required under the SEC’s proxy rules. The Company will proceed with a business combination if the Company has net tangible assets of at least $5,000,001 upon such consummation of a business combination and, if the Company seeks stockholder approval, a majority of the issued and outstanding shares voted are voted in favor of the business combination. If a stockholder vote is not required by law and the Company does not decide to hold a stockholder vote for business or other legal reasons, the Company will, pursuant to its second amended and restated certificate of incorporation (the “Certificate of Incorporation”), conduct the redemptions pursuant to the tender offer rules of the SEC and file tender offer documents with the SEC prior to completing a business combination. If, however, stockholder approval of the transactions is required by law, or the Company decides to obtain stockholder approval for business or legal reasons, the Company will offer to redeem shares in conjunction with a proxy solicitation pursuant to the proxy rules and not pursuant to the tender offer rules. Additionally, each public stockholder may elect to redeem their public shares irrespective of whether they vote for or against the proposed transaction. Notwithstanding the foregoing redemption rights, if the Company seeks stockholder approval of its initial business combination and the Company does not conduct redemptions in connection with its initial business combination pursuant to the tender offer rules, the Certificate of Incorporation will provide that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% of the shares sold in the IPO (“Excess Shares”). However, the Company’s stockholders will not be restricted to vote all of their shares (including Excess shares) for or against the initial business combination. Additionally, such stockholders will not receive redemption distributions with respect to the Excess Shares if the Company completes the initial business combination. The Company’s Sponsor, officers and directors (collectively, the “Initial Stockholders”) have agreed not to propose any amendment to the Certificate of Incorporation that would affect the Company’s public stockholders’ ability to convert or sell their shares to the Company in connection with a business combination as described herein or affect the substance or timing of the Company’s obligation to redeem 100% of its public shares if the Company does not complete a business combination within 12 months (or if the Company decides to extend the period of time to complete the initial business combination up to two times by an additional three months each time, at $0.10 per unit per extension, for a total of $0.20 per unit in the aggregate in trust, within 18 months) from the closing of the IPO (the “Combination Period”) unless the Company provides its public stockholders with the opportunity to convert their shares of Class A common stock upon the approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest not previously released to the Company but net of franchise and income taxes payable up to the interest income from the Trust Account, divided by the number of then outstanding public shares. If the Company is unable to complete an initial business combination within 12 months (or up to 18 months if the Company extends the period of time to consummate a business combination up to two times by an additional three months each time) from the closing of the IPO, or March 22, 2024 (or September 22, 2024 when extended), we will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible, but not more than ten business days thereafter, redeem the shares of Class A common stock subject to possible redemption, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account (less any income or franchise tax obligations and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding shares of Class A common stock, which redemption will completely extinguish public stockholders’ rights as stockholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the board of directors, liquidate and dissolve, subject in each case to the Company’s obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. The Company’s Initial Stockholders agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Class B common stock held by them if the Company fails to complete its initial business combination within the Combination Period. However, if the Initial Stockholders acquire public shares in or after the IPO date, 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 prescribed time frame. The underwriter has agreed to waive their rights to their deferred underwriting commission (see Note 6 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 for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below (1) $10.30 per Public Share or (2) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account due to reductions in the value of the trust assets, in each case net of the interest which may be withdrawn to pay taxes. This liability will not apply with respect to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriter of the IPO against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except the 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 September 30, 2023, the Company had $4,552 in cash available for working capital needs. All remaining cash held in the Trust Account is generally unavailable for the Company’s use, prior to an initial business combination, and is restricted for use either in a business combination or to redeem Class A common stock. Up to $100,000 of interest and dividends earned in the Trust Account are available to pay dissolution expenses, if necessary. The Company may also withdraw dividend and interest income earned in the Trust Account to pay income and franchise taxes payable. As of September 30, 2023, none of the principal amount in the Trust Account was withdrawn as described above. In addition, in order to fund working capital deficiencies and finance transaction costs in connection with a business combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loan”) (see Note 5). As of September 30, 2023, the Company had outstanding as Working Capital Loans in the form of convertible notes from the Sponsor. The $4,552 held outside of the Trust Account as of September 30, 2023 will not be sufficient to allow the Company to operate for at least the next 12 months from the issuance of the financial statements, assuming that a business combination is not consummated during that time. The Company may need to raise additional capital through loans or additional investments from its Sponsor, stockholders, officers, directors, or third parties. If the Company is unable to raise additional capital, it may be required to take additional measures to conserve liquidity, which could include, but not necessarily be limited to, curtailing operations, suspending the pursuit of a potential transaction, and reducing overhead expenses. The Company cannot provide any assurance that new financing will be available to it on commercially acceptable terms, if at all. Additionally, the Company has until March 22, 2024 (or September 22, 2024) to consummate a business combination. It is uncertain that the Company will be able to consummate a business combination by this time. If a business combination is not consummated by this date and an extension is not requested by the Sponsor, there will be a mandatory liquidation and subsequent dissolution of the Company. These conditions raise substantial doubt about the Company’s ability to continue as a going concern, assuming a business combination is not consummated. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. The Company believes that the proceeds raised in the IPO and the funds potentially available from loans from the Sponsor or any of their affiliates will not be sufficient to allow the Company to meet the expenditures required for operating its business for at least the next 12 months from the issuance of the Company’s financial statements, assuming that a business combination is not consummated during that time. However, if the estimate of the costs of identifying a target business, undertaking in-depth Risks and Uncertainties Results of operations and the Company’s ability to complete an initial business combination may be adversely affected by various factors that could cause economic uncertainty and volatility in the financial markets, many of which are beyond its control. The business could be impacted by, among other things, downturns in the financial markets or in economic conditions, inflation, increases in interest rates, and geopolitical instability, including the current military conflicts in Ukraine and Israel. The Company cannot at this time fully predict the likelihood of one or more of the above events, their duration or magnitude or the extent to which they may negatively impact the Company’s business and ability to complete an initial business combination. The unaudited condensed financial statements do not include any adjustments that might result from the outcome of this uncertainty. Inflation Reduction Act of 2022 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IRA”) was signed into federal law. The IRA provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. On December 27, 2022, the U.S. Department of the Treasury issued Notice 2023-2 Because any redemptions of our stock in connection with a business combination, extension vote or otherwise will occur after December 31, 2022, such redemptions may be subject to the excise tax. Whether and to what extent we would be subject to the excise tax in connection with any such redemptions would depend on a number of factors, including (i) the fair market value of the such redemptions, together with any other redemptions or repurchases we consummate in the same taxable year, (ii) the structure of any business combination and the taxable year in which it occurs (including redemptions in connection with the Special Meeting), (iii) the nature and amount of any equity issuances, in connection with a business combination or otherwise, issued within the same taxable year, (iv) whether we completely liquidate and dissolve within the taxable year of such redemptions, and (v) legal uncertainties regarding how the excise tax applies to transactions like the Business Combination (and, if applicable, a complete liquidation and dissolution of the Company) and the content of final and proposed regulations and further guidance from the Treasury. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in our ability to complete a Business Combination. The proceeds placed in the trust account and the interest earned thereon will not be used to pay for the excise tax that may be levied on the Company in connection with such redemptions. The Company further confirms that it will not utilize any funds from the trust account to pay any such excise tax.

Summary Of Significant Accounti

Summary Of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Summary Of Significant Accounting Policies	NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the period from March 3, 2022 (inception) through December 31, 2022 included in the Company’s Form S-1/A Use of Estimates The preparation of the unaudited condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. Significant assumptions include the fair value of the Company’s Public Warrants and Representative Shares, at their issuance dates, and the valuation of the over-allotment option provided to the underwriters. Actual results could differ from those estimates. Emerging Growth Company The Company is an “emerging growth company”, as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Deferred Offering Costs Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the IPO and were charged to temporary equity, equity and/or expense upon the completion of the IPO. The fair value of the Representative Shares was accounted for as compensation under ASC 718, was included in the offering costs at the IPO date. Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share” (“ASC 260”). Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of outstanding Class A common stock and Class B common stock during the periods presented. The weighted average shares for the nine months ended September 30, 2023 were reduced for the effect of the Class B common stock that were subject to forfeiture. The Company’s statements of operations include a presentation of net income (loss) per share subject to redemption in a manner similar to the two-class 480-10-S99-3A, The Company’s Public Warrants (see Note 3) and Private Placement Warrants (see Note 4) could, potentially, be exercised or converted into Class A common stock and then share in the earnings of the Company. However, these warrants were excluded when calculating diluted income (loss) per share as the contingencies associated with the warrants had not been satisfied as of the end of the reporting periods presented. As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented. A reconciliation of net income per share is as follows for the three months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 220,874 $ 2,209 $ 55,218 Weighted average shares outstanding, basic and diluted 5,421,000 54,210 1,355,250 Basic and diluted net income per share $ 0.04 $ 0.04 $ 0.04 A reconciliation of net income per share is as follows for the nine months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 510,400 $ 5,104 $ 173,124 Weighted average shares outstanding, basic and diluted 3,950,762 39,508 1,340,071 Basic and diluted net income per share $ 0.13 $ 0.13 $ 0.13 A reconciliation of net loss per share is as follows for the three months ended September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (80 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 ) A reconciliation of net loss per share is as follows for the period from March 3, 2022 (inception) through September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (6,421 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 ) Marketable Securities Held in Trust Account On September 30, 2023, the assets held During the three and nine months ended September 30, 2023, the Company did not withdraw any investment income from the Trust Account to pay its tax obligations. Deferred Credit During the three months ended September 30, 2023, the Company received a $191,250 unconditional and non-refundable reimbursement for certain general and administrative expenses incurred by the Company, from a potential de-SPAC target company, as part of a non-binding letter of intent. This amount was recorded as a deferred credit associated with a potential business combination in the accompanying unaudited condensed balance sheet as of for the three and nine months ended September 30, 2023. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying unaudited condensed balance sheets, primarily due to their short-term Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts. Share-Based The Company accounts for stock awards in accordance with ASC 718, which requires that all equity awards be accounted for at their fair value. Fair value is measured on the grant date and is equal to the underlying value of the stock. Costs equal to these fair values are recognized ratably over the requisite service period based on the number of awards that are expected to vest, or in the period of grant for awards that vest immediately and have no future service condition. For awards that vest over time, cumulative adjustments in later periods are recorded to the extent actual forfeitures differ from the Company’s initial estimates; previously recognized compensation cost is reversed if the service or performance conditions are not satisfied, and the award is forfeited. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). Class A common stock subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock sold as part of its IPO, features certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, Class A common stock subject to possible redemption are classified as temporary equity and are accreted from the initial carrying amount to the redemption value over the period from the date of issuance to the earliest redemption date of the instrument on a straight-line basis. Subsequent to the IPO date, the accretion also includes the dividend and interest income earned in the Trust Account in excess of income and franchise taxes. The redemption value as of September 30, 2023 includes $100,000 that can be used to pay any dissolution expenses, should a dissolution event occur. The redemption value of the Class A common stock subject to possible redemption will be reduced by the estimated dissolution expenses to be paid from the interest earned in the Trust Account, up to $100,000, if and when a dissolution is deemed probable. The reconciliation of Class A common stock subject to possible redemption as of September 30, 2023 is as follows: Gross proceeds from sale of Public Units $ 54,210,000 Less: Proceeds allocated to Public Warrants (1,218,153 ) Less: Proceeds allocated to underwriters’ over-allotment option (134,584 ) Less: Issuance costs allocated to Class A common stock subject to possible Redemption (3,928,774 ) Accretion to redemption value 4,832,152 Class A common stock subject to possible redemption $ 53,760,641 Derivative Financial Instruments The Company issued warrants to its investors and accounts for warrant instruments as either equity-classified or liability-classified At the IPO date, the Public Warrants (see Note 3) and Private Placement Warrants (see Note 4) were accounted for as equity instruments as they meet all of the requirements for equity classification under ASC 815 based on current expected terms, which are subject to change. 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. U.S. 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. As of September 30, 2023, the Company held Level 1 financial instruments, which are the Company’s marketable securities held in the Trust Account. The Company did not hold any Level 1 financial instruments as of December 31, 2022. The over-allotment option expired on April 30, 2023. As such, the fair value of the over-allotment option was $134,583 and zero at the IPO date and April 30, 2023, respectively. The change in the over-allotment option was $0 and ($134,583) for the three and nine months ended September 30, 2023, respectively, which is included in change in fair value of over-allotment liability in the accompanying unaudited condensed statements of operations. The Representative Shares were valued using the fair value of the Class A common stock, adjusted for 50 non-recurring Working Capital Loans The Working Capital Loans (Note 5) are issued in the form of convertible notes. The embedded feature to convert the Working Capital Loans into Private Placement Warrants at a price of $1.00 per warrant (the “Embedded Feature ”). Given that the Embedded Feature is indexed to the Company’s common stock which is classified as equity, the Embedded Feature does not require the Company to settle the obligation in cash, the Embedded Feature does not contain beneficial conversion feature, the Embedded Feature does not include a significant premium, the Embedded Feature Income Taxes The Company adopted ASC 740, “Income Taxes” (“ASC 740”), at its inception. Under ASC 740, deferred tax assets and liabilities are recognized for the 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, including tax loss and credit carryforwards, 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 includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the tax benefits of uncertain tax positions only when the positions are “more likely than not” to be sustained assuming examination by tax authorities and determined to be attributed to the Company. The determination of attribution, if any, applies for each jurisdiction where the Company is subject to income taxes on the basis of laws and regulations of the jurisdiction. The application of laws and regulations is subject to legal and factual interpretation, judgement, and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations, and court rulings. Therefore, the actual liability of the various jurisdictions may be materially different from management’s estimate. As of September 30, 2023 and December 31, 2022, the Company has no accrued interest or penalties related to uncertain tax positions. Recent Accounting Standards In August 2020, the FASB issued ASU 2020-06, 470-20) 815-40): Management does not believe that any additional recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering	9 Months Ended
	Sep. 30, 2023
Equity [Abstract]
Initial Public Offering	NOTE 3 — INITIAL PUBLIC OFFERING On March 16, 2023, the Company sold 5,200,000 Units at a price of $10.00 per Unit. Each Unit consists of one share of Class A common stock and one Public Warrant. Each Public Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share. Each Public Warrant will become exercisable 30 days after the completion of the initial business combination and will expire five years after the completion of the initial business combination, or earlier upon redemption or liquidation (see Note 7). In connection with the IPO, the Company also granted the underwriters a 45-day On March 17, 2023, the underwriters exercised their option to purchase 221,000 additional Units for the total amount of $2,210,000. The remaining over-allotment option for 559,000 Units expired on April 30, 2023.

Private Placement

Private Placement	9 Months Ended
	Sep. 30, 2023
Disclosure of Private Placement [Abstract]
Private Placement	NOTE 4 — PRIVATE PLACEMENT On March 16, 2023, in the private placement that occurred simultaneously with the IPO, the Sponsor purchased an aggregate of 3,449,500 warrants (each a “Private Placement Warrant”) at a price of $1.00 per warrant, for an aggregate purchase price of $3,449,500. On March 17, 2023, the underwriters partially exercised their over-allotment option resulting in the Company issuing 127,400 Private Placement Warrants, generating an additional $127,500 in gross proceeds. Each Private Placement Warrant entitles the holder to purchase one share of Class A common stock, subject to adjustment. The proceeds from the Private Placement of the Private Placement Warrants funded the Trust Account, IPO issuance costs and will fund the future operations prior to the business combination. If the Company does not complete an initial business combination within the Combination Period, the remaining proceeds, after payments from the sale of the Private Placement Warrants, will be included in the liquidating distribution to the public stockholders and the Private Placement Warrants will be worthless (see Note 7).

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 5 — RELATED PARTY TRANSACTIONS Founder Shares In May 2022, the Sponsor paid $25,000, or approximately $0.011 per share, to cover certain offering costs in consideration for 2,156,250 shares of Class B common stock, par value $0.0001 (the “Founder Shares” or “Class B common stock”). On May 10, 2022, the Sponsor surrendered 287,500 Founder Shares, for no consideration, resulting in the Sponsor and directors continuing to hold 1,868,750 Founder Shares. On August 26, 2022, the Sponsor transferred 25,000 Founder Shares to each of Rahul Mewawalla and Stephen Markscheid, each of which are members of the Company’s Board of Directors (Note 8). The awards will vest simultaneously with the closing of an initial business combination, provided the director has continuously served on the Company’s Board of Directors through the closing of such initial business combination. On March 16, 2023, the Sponsor forfeited an aggregate of 373,750 Founder Shares for no consideration, resulting in the Sponsor and directors holding an aggregate of 1,495,000 Founder Shares. Up to 195,000 of the Founder Shares were subject to forfeiture to the extent the over-allotment option (see Note 6) was not exercised in full by the underwriter prior to its expiration date on April 30, 2023. On March 17, 2023, upon the partial exercise their over-allotment option by the underwriters, the forfeiture lapsed for 55,250 Founder Shares. Following the expiration of the underwriters’ remaining over- allotment option on April 30, 2023, the remaining 139,750 Founder Shares were forfeited, resulting in the Sponsor and directors holding an aggregate of 1,355,250 Founder Shares. Private Placement On March 16, 2023, in the private placement that occurred simultaneously with the IPO, the Sponsor purchased an aggregate of 3,449,500 warrants (each a “Private Placement Warrant”) at a price of $1.00 per warrant, for an aggregate purchase price of $3,449,500. On March 17, 2023, the underwriters partially exercised their over-allotment option resulting in the Company issuing 127,400 Private Placement Warrants, generating an additional $127,500 in gross proceeds. Each Private Placement Warrant entitles the holder to purchase one share of Class A common stock, subject to adjustment. The proceeds from the Private Placement of the Private Placement Warrants funded the trust account, IPO issuance costs and will fund the future operations prior to the business combination. If the Company does not complete an initial business combination within the Combination Period, the remaining proceeds, after payments from the sale of the Private Placement Warrants, will be included in the liquidating distribution to the public stockholders and the Private Placement Warrants will be worthless (see Note 7). Due from/to Related Party As of September 30, 2023 and December 31, 2022, the Company recorded $0 and $2,820, respectively, for amounts that were owed to the Company by the Sponsor. As of September 30, 2023, the Company recorded $35,000 liability to the Sponsor related to the outstanding amounts due under the Administrative Support Agreement discussed below, offset by $2,820 for amounts that were owed to the Company by the Sponsor. Promissory Note — Related Party Prior to March of 2023, the Sponsor had agreed to loan the Company an aggregate of up to $400,000 to cover expenses related to the proposed Initial Public Offering pursuant to a promissory note (the “Note”). The Note was non-interest In March of 2023, the Company amended the Note to allow for the borrowing of an additional $40,000 (up to $440,000 in total) as well as adjusted the terms of the Note to provide that repayment occur on the later of the IPO, or October 31, 2023. The Company accounted for this amendment to the Note as a troubled debt restructuring on a prospective basis, which did not have a material impact on the Company’s financial statements. On March 24, 2023, the Company repaid all amounts outstanding under the Note. Working Capital Loans In order to finance transaction costs in connection with a business combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required, up to $2,000,000 (“Working Capital Loans”). If the Company completes a business combination, the Company will repay the Working Capital Loans. Up to $2,000,000 of such loans may be converted into warrants, at a price of $1.00 per warrant at the option of the lender, upon consummation of the Company’s initial business combination. In the event that a business combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. On each of August 17, 2023 and September 20, 2023, the Sponsor loaned the Company $30,000 and $65,000, respectively, as Working Capital Loans. The Working Capital Loans are to be repaid upon the consummation of a business combination, without interest, or, at the lender’s option, up to $2,000,000 of the outstanding Working Capital Loans are convertible into Private Placement Warrants at a price of $1.00 per warrant. As of September 30, 2023 and unaudited Administrative Support Agreement On March 22, 2023, the Company entered into an administrative support agreement under which it will pay the Sponsor a total of $10,000 per month, up until the completion of the Company’s initial business combination or liquidation, for secretarial and administrative services. The Company’s expenses related to the administrative support agreement were $30,000 and $60,000 for the three and nine months ended September 30, 2023. This amount is included in Due to Related Party on the accompanying balance sheets. Upon completion of the initial business combination or the Company’s liquidation, the Company will cease paying these monthly fees. As of September 30, 2023, $35,000 was accrued for amounts due to the Sponsor under the Administrative Support Agreement.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 6 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the Founder Shares, Private Placement Warrants, warrants that may be issued upon conversion of Working Capital Loans (see Note 5), any shares of Class A common stock issuable upon the exercise of the Private Placement Warrants and warrants that may be issued upon conversion of the Working Capital Loans and Class A issuable upon conversion of the Founder Shares, are entitled to registration rights pursuant to a registration rights agreement signed at the effective date of the IPO, requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A common stock). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial business combination and rights to require us to register for resale such securities pursuant to Rule 415 under the Securities Act. The registration rights agreement does not contain liquidated damages or other cash settlement provisions resulting from delays in registering securities. Underwriting Agreement The underwriter received a fee of $0.15 per unit, or $813,150 in the aggregate at the closing of the IPO. In addition, $0.35 per share, or $1,897,350 in the aggregate will be payable to the underwriter for deferred underwriting commissions solely in the event that the Company completes a business combination, subject to the terms of the underwriting agreement. In addition, in conjunction with the IPO, the Company issued to the underwriter 54,210 Representative Shares. The holders of the Representative Shares agreed (a) that they will not transfer, assign or sell any such shares without the Company’s prior consent until the completion of the initial business combination, (ii) to waive their redemption rights (or right to participate in any tender offer) with respect to such shares in connection with the completion of the initial business combination and (iii) to waive their rights to liquidating distributions from the Trust Account with respect to such shares if the Company fails to complete the initial business combination within the Combination Period. The representative shares are deemed to be underwriters’ compensation by FINRA pursuant to FINRA Rule 5110. Phishing A On April 28, 2023, the Company identified a payment of $54,300 was incorrectly made to an unauthorized payee as a result of a phishing attack. The Company’s management, at the direction of the board of directors, investigated the matter and concluded that the phishing attack is an isolated incident perpetrated by an external source. The Company, with the assistance of its bank, recovered the funds on June 29, 2023.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2023
Stockholders' Equity Note [Abstract]
Stockholders' Equity	NOTE 7 — STOCKHOLDERS’ EQUITY Preferred Stock — The Company is authorized to issue 5,000,000 shares of preferred stock with a par value of $0.0001 and with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s Board of Directors. As of September 30, 2023 and December 31, 2022 there were no shares of preferred stock issued or outstanding. Class A common stock — The Company is authorized to issue 26,000,000 shares of Class A common stock, with a par value of $0.0001 per share. Holders of Class A common stock are entitled to one vote for each share. As of September 30, 2023 and December 31, 2022, there were 5,475,210, of which 5,421,000 shares are subject to possible redemption and included in temporary equity, and zero shares of Class A common stock issued or outstanding, respectively. Class B common stock — The Company is authorized to issue 4,000,000 shares of Class B common stock, with a par value of $0.0001 per share. Holders of the Class B common stock are entitled to one vote for each share. As of September 30, 2023 and December 31, 2022, there were 1,355,250 and 1,495,000 shares of Class B common stock issued and outstanding, respectively. Refer to Note 5 for further detail Holders of Class A common stock and holders of Class B common stock vote together as a single class on all other matters submitted to a vote of the Company’s stockholders except as otherwise required by law. The Class B common stock will automatically convert into Class A common stock at the time of a business combination at a ratio such that the number of shares of Class A common stock issuable upon conversion of all Founder Shares will equal, in the aggregate, on an as-converted one-to-one. Warrants — As of September 30, 2023, 5,421,000 Public Warrants and 3,576,900 Private Placement Warrants (collectively, the “Warrants”) were outstanding. The Warrants were issued in the same form at the IPO date. Each Public Warrant and Private Placement Warrant entitles the holder to purchase one share of Class A common stock at a price of $11.50 per share. As of December 31, 2022, there were no Warrants outstanding. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at a newly issued price of less than $9.20 per share of Class A common stock (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), (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 Market Value is below $9.20 per share, then the exercise price of the Warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of the Market Value and the newly issued price, and the $18.00 per share redemption trigger price described below will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the newly issued price. The Warrants will become exercisable 30 days after the completion of a business combination. However, no Warrant shall be exercisable for cash and the Company shall not be obligated to issue shares of common stock upon exercise of a Warrant unless the common stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the condition in the immediately preceding sentence is not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Class A common stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any registered holder in any state in which such exercise would be unlawful. The Warrants will expire five years after the completion of a business combination or earlier upon redemption or liquidation. Once the Warrants become exercisable, the Company may redeem the outstanding Warrants: • in whole and not in part; • at a price of $0.01 per warrant; • upon not less than 30 days’ prior written notice of redemption given after the warrants become exercisable (the “30-day • if, and only if, the reported last sale price of the Class A common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, rights issuances, reorganizations, recapitalizations and the like) for any 20 trading days within a 30-trading If the Company call the warrants for redemption as described above, the Company’s management will have the option to require all holders that wish to exercise warrants to do so on a “cashless basis.” In determining whether to require all holders to exercise their warrants on a “cashless basis,” the Company’s management will consider, among other factors, the cash position, the number of warrants that are outstanding and the dilutive effect on the Company’s stockholders of issuing the maximum number of shares of Class A common stock issuable upon the exercise of the warrants. In such event, each holder would pay the exercise price by surrendering the warrants for that number of shares of Class A common stock equal to the quotient obtained by dividing (x) the product of the number of shares of Class A common stock underlying the warrants, multiplied by the difference between the exercise price of the warrants and the “fair market value” (defined below) by (y) the fair market value. The “fair market value” for this purpose shall mean the average reported last sale price of the Class A common stock for the 10 trading days ending on the third day prior to the date on which the notice of redemption is sent to the holders of warrants.

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2023
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	NOTE 8 — STOCK Class B Common Stock Share Transfers In August 2022, the Sponsor transferred 25,000 shares of Class B common stock to each of the two independent directors as compensation for their service on the Company’s Board of Directors. If the director was no longer serving as a director of the Company at the time of the IPO, is removed from office as director, or voluntarily resigns his position with the Company before a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving the Company (“the Triggering Event”), all of such director’s shares shall be returned to Sponsor. Further, considering that in case the business combination does not occur these awards will be forfeited, it was deemed that the above terms result in the vesting provision whereby the share awards would vest only upon the consummation of a business combination or change of control event. As a result, any compensation expense in relation to these grants will be recognized at the Triggering Event. Therefore, the Company recorded no compensation expense for the period from March 3, 2022 (inception) through September 30, 2023. The fair value of the Founder Shares on the grant date was approximately $0.81 per share. The valuation performed by the Company determined the fair value of the shares on the date of grant by applying a discount based upon (a) the probability of a successful IPO, (b) the probability of a successful business combination, and (c) the lack of marketability of the Founder Shares. The aggregate grant date fair value of the awards amounted to approximately $40,500. Total unrecognized compensation expense related to unvested Founder Shares at September 30, 2023 amounted to approximately $40,500 and is expected to be recognized upon the Triggering Event. Representative Shares On March 16, 2023, in conjunction with the IPO, the Company issued to the underwriter 52,000 shares of Class A common stock for nominal consideration (the “Representative Shares”). On March 17, 2023, the underwriters partially exercised their over-allotment option. As a result of the partial over-allotment, the underwriter received an additional 2,210 Representative Shares, bringing the total Representative Shares to 54,210. The fair value of the Representative Shares is accounted for as compensation under ASC 718 and is included in the offering costs. The fair value of the 54,210 Representative Shares at the date of issuance was determined to be $270,520.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 9 — INCOME TAXES The Company’s effective tax rate (“ETR”) is calculated quarterly based upon current assumptions relating to the Company’s known and estimable operating results and various tax-related The Company’s ETR was 34.8% and 0% for the three months ended September 30, 2023 and 2022, respectively. The Company’s ETR was 29.6% and 0% for the nine months ended September 30, 2023 and for the period from March 3, 2022 (inception) through September 30, 2022, respectively. The difference between the effective tax rate of 34.8% and the U.S. federal statutory rate of 21% for the three months ended September 30, 2023 was primarily due to the change in the valuation allowance (as a result of dividend and interest income earned on the Company’s Trust Account), and the permanent differences arising from the change in fair value of the over-allotment liability. The difference between the effective tax rate of 29.6% and the U.S. federal statutory rate of 21% for the nine months ended September 30, 2023 was primarily due to the change in the valuation allowance (as a result of dividend and interest income earned on the Company’s Trust Account), and the permanent differences arising from the change in fair value of the over-allotment liability. The difference between the effective tax rate of 0% and the U.S. federal statutory rate of 21% for the period from March 3, 2022 (inception) through September 30, 2022 and the three months ended September 30, 2022 was due to the full valuation allowance recognized against the Company’s deferred tax assets. The Company has no uncertain tax positions related to federal and state income taxes. The 2022 federal tax return for the Company remains open for examination. In the event that the Company is assessed interest or penalties at some point in the future, it will be classified in the financial statements as tax expense.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	NOTE 10 — SUBSEQUENT EVENTS The Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements other than below: On November 3, 2023, the Company entered into an additional working capital loan with its Sponsor in the amount of $70,000.

Summary Of Significant Accoun_2

Summary Of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the period from March 3, 2022 (inception) through December 31, 2022 included in the Company’s Form S-1/A
Use of Estimates	Use of Estimates The preparation of the unaudited condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statement. Significant assumptions include the fair value of the Company’s Public Warrants and Representative Shares, at their issuance dates, and the valuation of the over-allotment option provided to the underwriters. Actual results could differ from those estimates.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company”, as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012, (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not “emerging growth companies” including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a non-binding Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Deferred Offering Costs	Deferred Offering Costs Deferred offering costs consist of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the IPO and were charged to temporary equity, equity and/or expense upon the completion of the IPO. The fair value of the Representative Shares was accounted for as compensation under ASC 718, was included in the offering costs at the IPO date.
Net Income (Loss) Per Share	Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share” (“ASC 260”). Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of outstanding Class A common stock and Class B common stock during the periods presented. The weighted average shares for the nine months ended September 30, 2023 were reduced for the effect of the Class B common stock that were subject to forfeiture. The Company’s statements of operations include a presentation of net income (loss) per share subject to redemption in a manner similar to the two-class 480-10-S99-3A, The Company’s Public Warrants (see Note 3) and Private Placement Warrants (see Note 4) could, potentially, be exercised or converted into Class A common stock and then share in the earnings of the Company. However, these warrants were excluded when calculating diluted income (loss) per share as the contingencies associated with the warrants had not been satisfied as of the end of the reporting periods presented. As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented. A reconciliation of net income per share is as follows for the three months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 220,874 $ 2,209 $ 55,218 Weighted average shares outstanding, basic and diluted 5,421,000 54,210 1,355,250 Basic and diluted net income per share $ 0.04 $ 0.04 $ 0.04 A reconciliation of net income per share is as follows for the nine months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 510,400 $ 5,104 $ 173,124 Weighted average shares outstanding, basic and diluted 3,950,762 39,508 1,340,071 Basic and diluted net income per share $ 0.13 $ 0.13 $ 0.13 A reconciliation of net loss per share is as follows for the three months ended September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (80 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 ) A reconciliation of net loss per share is as follows for the period from March 3, 2022 (inception) through September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (6,421 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 )
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account On September 30, 2023, the assets held During the three and nine months ended September 30, 2023, the Company did not withdraw any investment income from the Trust Account to pay its tax obligations.
Deferred Credit	Deferred Credit During the three months ended September 30, 2023, the Company received a $191,250 unconditional and non-refundable reimbursement for certain general and administrative expenses incurred by the Company, from a potential de-SPAC target company, as part of a non-binding letter of intent. This amount was recorded as a deferred credit associated with a potential business combination in the accompanying unaudited condensed balance sheet as of for the three and nine months ended September 30, 2023.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying unaudited condensed balance sheets, primarily due to their short-term
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts.
Share-Based Payment Arrangements	Share-Based The Company accounts for stock awards in accordance with ASC 718, which requires that all equity awards be accounted for at their fair value. Fair value is measured on the grant date and is equal to the underlying value of the stock. Costs equal to these fair values are recognized ratably over the requisite service period based on the number of awards that are expected to vest, or in the period of grant for awards that vest immediately and have no future service condition. For awards that vest over time, cumulative adjustments in later periods are recorded to the extent actual forfeitures differ from the Company’s initial estimates; previously recognized compensation cost is reversed if the service or performance conditions are not satisfied, and the award is forfeited.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity” (“ASC 480”). Class A common stock subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock sold as part of its IPO, features certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, Class A common stock subject to possible redemption are classified as temporary equity and are accreted from the initial carrying amount to the redemption value over the period from the date of issuance to the earliest redemption date of the instrument on a straight-line basis. Subsequent to the IPO date, the accretion also includes the dividend and interest income earned in the Trust Account in excess of income and franchise taxes. The redemption value as of September 30, 2023 includes $100,000 that can be used to pay any dissolution expenses, should a dissolution event occur. The redemption value of the Class A common stock subject to possible redemption will be reduced by the estimated dissolution expenses to be paid from the interest earned in the Trust Account, up to $100,000, if and when a dissolution is deemed probable. The reconciliation of Class A common stock subject to possible redemption as of September 30, 2023 is as follows: Gross proceeds from sale of Public Units $ 54,210,000 Less: Proceeds allocated to Public Warrants (1,218,153 ) Less: Proceeds allocated to underwriters’ over-allotment option (134,584 ) Less: Issuance costs allocated to Class A common stock subject to possible Redemption (3,928,774 ) Accretion to redemption value 4,832,152 Class A common stock subject to possible redemption $ 53,760,641
Derivative Financial Instruments	Derivative Financial Instruments The Company issued warrants to its investors and accounts for warrant instruments as either equity-classified or liability-classified At the IPO date, the Public Warrants (see Note 3) and Private Placement Warrants (see Note 4) were accounted for as equity instruments as they meet all of the requirements for equity classification under ASC 815 based on current expected terms, which are subject to change.
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. U.S. 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. As of September 30, 2023, the Company held Level 1 financial instruments, which are the Company’s marketable securities held in the Trust Account. The Company did not hold any Level 1 financial instruments as of December 31, 2022. The over-allotment option expired on April 30, 2023. As such, the fair value of the over-allotment option was $134,583 and zero at the IPO date and April 30, 2023, respectively. The change in the over-allotment option was $0 and ($134,583) for the three and nine months ended September 30, 2023, respectively, which is included in change in fair value of over-allotment liability in the accompanying unaudited condensed statements of operations. The Representative Shares were valued using the fair value of the Class A common stock, adjusted for 50 non-recurring
Working Capital Loans	Working Capital Loans The Working Capital Loans (Note 5) are issued in the form of convertible notes. The embedded feature to convert the Working Capital Loans into Private Placement Warrants at a price of $1.00 per warrant (the “Embedded Feature ”). Given that the Embedded Feature is indexed to the Company’s common stock which is classified as equity, the Embedded Feature does not require the Company to settle the obligation in cash, the Embedded Feature does not contain beneficial conversion feature, the Embedded Feature does not include a significant premium, the Embedded Feature
Income Taxes	Income Taxes The Company adopted ASC 740, “Income Taxes” (“ASC 740”), at its inception. Under ASC 740, deferred tax assets and liabilities are recognized for the 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, including tax loss and credit carryforwards, 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 includes the enactment date. Deferred income tax expense represents the change during the period in the deferred tax assets and deferred tax liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company recognizes the tax benefits of uncertain tax positions only when the positions are “more likely than not” to be sustained assuming examination by tax authorities and determined to be attributed to the Company. The determination of attribution, if any, applies for each jurisdiction where the Company is subject to income taxes on the basis of laws and regulations of the jurisdiction. The application of laws and regulations is subject to legal and factual interpretation, judgement, and uncertainty. Tax laws and regulations themselves are subject to change as a result of changes in fiscal policy, changes in legislation, the evolution of regulations, and court rulings. Therefore, the actual liability of the various jurisdictions may be materially different from management’s estimate. As of September 30, 2023 and December 31, 2022, the Company has no accrued interest or penalties related to uncertain tax positions.
Recent Accounting Standards	Recent Accounting Standards In August 2020, the FASB issued ASU 2020-06, 470-20) 815-40): Management does not believe that any additional recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Summary Of Significant Accoun_3

Summary Of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2023
Accounting Policies [Abstract]
Schedule Of Stock By Class	A reconciliation of net income per share is as follows for the three months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 220,874 $ 2,209 $ 55,218 Weighted average shares outstanding, basic and diluted 5,421,000 54,210 1,355,250 Basic and diluted net income per share $ 0.04 $ 0.04 $ 0.04 A reconciliation of net income per share is as follows for the nine months ended September 30, 2023: Class A Class A Class B Allocation of undistributable income $ 510,400 $ 5,104 $ 173,124 Weighted average shares outstanding, basic and diluted 3,950,762 39,508 1,340,071 Basic and diluted net income per share $ 0.13 $ 0.13 $ 0.13 A reconciliation of net loss per share is as follows for the three months ended September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (80 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 ) A reconciliation of net loss per share is as follows for the period from March 3, 2022 (inception) through September 30, 2022: Class A Class A Class B Allocation of undistributable losses $ — $ — $ (6,421 ) Weighted average shares outstanding, basic and diluted — — 1,355,250 Basic and diluted net loss per share $ — $ — $ (0.00 )
Schedule of Temporary Equity By Class Of Stock	The reconciliation of Class A common stock subject to possible redemption as of September 30, 2023 is as follows: Gross proceeds from sale of Public Units $ 54,210,000 Less: Proceeds allocated to Public Warrants (1,218,153 ) Less: Proceeds allocated to underwriters’ over-allotment option (134,584 ) Less: Issuance costs allocated to Class A common stock subject to possible Redemption (3,928,774 ) Accretion to redemption value 4,832,152 Class A common stock subject to possible redemption $ 53,760,641

Organization and Description _2

Organization and Description of Business - Additional Information (Detail) - USD ($)				7 Months Ended	9 Months Ended
	Mar. 17, 2023	Mar. 17, 2023	Mar. 16, 2023	Sep. 30, 2022	Sep. 30, 2023	Dec. 31, 2022
Organization And Description Of Business [Line Items]
Proceeds from issuance of common stock	$ 54,210,000			$ 0	$ 54,210,000
Deferred underwriting fees payable noncurrent			$ 2,710,500
Payments to acquire restricted investments				$ 0	55,836,300
Transaction costs			4,019,087
Payment of deferred underwriting fees			813,150
Other offering costs			1,038,067
Cash			$ 974,028		4,552	$ 1,280
Term of restricted investments			185 days
Minimum net worth to consummate business combination					$ 5,000,001
Percentage of shares that can be transferred without restriction					15%
Percentage of public shares to be redeemed on non completion of business combination					100%
Combination Period					12 months
Per share value of restricted assets per extension					$ 0.1
Per share value of restricted assets					$ 0.2
Extended business combination period					18 months
Expenses payable on dissolution					$ 100,000
Per share amount to be maintained in the trust account					$ 10.3
Proceeds from sale of restricted investments					$ 0
Share price					$ 0.81
Inflation Reduction Act of Two Thousand And Twenty Two [Member]
Organization And Description Of Business [Line Items]
Percentage of excise tax rate on certain share repurchases					1%
Percentage of excise tax rate of fair market value of share repurchases					1%
Minimum [Member]
Organization And Description Of Business [Line Items]
Prospective assets of acquire as a percentage of fair value of assets in the trust account					80%
Percentage of voting securities acquired					50%
Sponsor [Member] | Convertible Notes Payable [Member]
Organization And Description Of Business [Line Items]
Long-term debt, gross					$ 95,000
IPO [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares			5,200,000
Common stock, par or stated value per share			$ 0.0001
Sale of stock, price per share			10
Payments to acquire restricted investments	$ 55,836,300
Shares issued price per share			10		$ 10
Share price			$ 10.3
Over-Allotment Option [Member] | Underwriting Agreement [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares		221,000
Public Warrants [Member] | IPO [Member]
Organization And Description Of Business [Line Items]
Number of warrants issued per unit			1
Class of warrant or right, number of securities called by each warrant or right			1
Class of warrants or rights exercise price per share			$ 11.5
Public Warrants [Member] | Over-Allotment Option [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares			780,000
Private Placement Warrants [Member]
Organization And Description Of Business [Line Items]
Class of warrant or right, number of securities called by each warrant or right			1
Private Placement Warrants [Member] | Sponsor [Member]
Organization And Description Of Business [Line Items]
Class of warrants or rights exercise price per share			$ 1
Class of warrants or rights issue of warrants during the period			3,576,900
Private Placement Warrants [Member] | Private Placement [Member] | Sponsor [Member]
Organization And Description Of Business [Line Items]
Proceeds from sale of private placement warrants			$ 3,577,000
Common Class A [Member]
Organization And Description Of Business [Line Items]
Common stock, par or stated value per share					$ 0.0001	$ 0.0001
Proceeds from issuance of common stock					$ 54,210,000
Common Class A [Member] | IPO [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares			5,200,000
Number of shares issued per unit			1
Class of warrant or right, number of securities called by each warrant or right			1		1
Class of warrants or rights exercise price per share			$ 11.5		$ 11.5
Common Class A [Member] | IPO [Member] | Representative Shares [Member] | Underwriting Agreement [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares			54,210
Common Class A [Member] | Over-Allotment Option [Member] | Representative Shares [Member] | Underwriting Agreement [Member]
Organization And Description Of Business [Line Items]
Stock issued during period shares			52,000
Equity, fair value disclosure			$ 270,520

Summary Of Significant Accoun_4

Summary Of Significant Accounting Policies - Schedule Of Stock By Class (Detail) - USD ($)		3 Months Ended				4 Months Ended		7 Months Ended	9 Months Ended
		Sep. 30, 2023		Sep. 30, 2022		Jun. 30, 2022	[1]	Sep. 30, 2022	Sep. 30, 2023
Class A Common Stock Subject To Possible Redemption [Member]
Class of Stock [Line Items]
Allocation of undistributable income (losses)		$ 220,874							$ 510,400
Weighted average shares outstanding, basic		5,421,000							3,950,762
Weighted average shares outstanding, diluted		5,421,000							3,950,762
Basic net loss per share		$ 0.04							$ 0.13
Diluted net loss per share		$ 0.04							$ 0.13
Common Class A [Member]
Class of Stock [Line Items]
Allocation of undistributable income (losses)		$ 2,209							$ 5,104
Weighted average shares outstanding, basic		54,210							39,508
Weighted average shares outstanding, diluted		54,210							39,508
Basic net loss per share		$ 0.04							$ 0.13
Diluted net loss per share		$ 0.04							$ 0.13
Common Class B [Member]
Class of Stock [Line Items]
Allocation of undistributable income (losses)		$ 55,218		$ (80)				$ (6,421)	$ 173,124
Weighted average shares outstanding, basic	[1]	1,355,250		1,355,250				1,355,250	1,340,071
Weighted average shares outstanding, diluted		1,355,250	[1]	1,355,250	[1]	1,355,250		1,355,250	1,340,071	[1]
Basic net loss per share		$ 0.04		$ 0				$ 0	$ 0.13
Diluted net loss per share		$ 0.04		$ 0				$ 0	$ 0.13
[1]Excludes an aggregate of up to 139,750 shares of Class B common stock subject to forfeiture depending on the extent to which the underwriters’ overallotment option is exercised (see Notes 5 and 7). On March 16, 2023, the Sponsor surrendered 373,750 share of Class B common stock, for no consideration, resulting in the Sponsor and directors holding 1,495,000 of Class B common stock. Following the expiration of the underwriters’ remaining over-allotment option on April 30, 2023, the remaining 139,750 shares of Class B common stock were forfeited (sees Notes 5 and 7), resulting in the Sponsor and directors holding 1,355,250 shares of Class B common stock. All share amounts have been retroactively adjusted to reflect the share surrenders.

Summary Of Significant Accoun_5

Summary Of Significant Accounting Policies - Schedule Of Temporary Equity By Class Of Stock (Detail) - USD ($)		3 Months Ended			7 Months Ended	9 Months Ended
	Mar. 17, 2023	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2022	Sep. 30, 2023	Dec. 31, 2022
Temporary Equity [Line Items]
Gross proceeds from sale of Public Units	$ 54,210,000				$ 0	$ 54,210,000
Less: Proceeds allocated to Public Warrants					$ 0	(3,577,000)
Accretion to redemption value		$ (2,286,711)	$ (2,231,134)	$ (314,307)
Class A common stock subject to possible redemption		53,760,641				53,760,641	$ 0
Common Class A [Member]
Temporary Equity [Line Items]
Gross proceeds from sale of Public Units						54,210,000
Less: Proceeds allocated to Public Warrants						(1,218,153)
Less: Proceeds allocated to underwriters' over-allotment option						(134,584)
Less: Issuance costs allocated to Class A common stock subject to possible Redemption						3,928,774
Accretion to redemption value						(4,832,152)
Class A common stock subject to possible redemption		$ 53,760,641				$ 53,760,641

Summary Of Significant Accoun_6

Summary Of Significant Accounting Policies - Additional Information (Detail)	3 Months Ended	9 Months Ended
	Sep. 30, 2023 USD ($) $ / shares	Sep. 30, 2023 USD ($) $ / shares	Apr. 30, 2023 USD ($)	Mar. 16, 2023 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Proceeds from trust account to pay tax obligations	$ 0	$ 0
FDIC limit	250,000	250,000
Liquidation basis of accounting, accrued costs to dispose of assets and liabilities	100,000	$ 100,000
Other Income [Member]
Summary Of Significant Accounting Policies [Line Items]
General and administrative expense reimbursements	$ 191,250
Public Warrants [Member] | Measurement Input, Probability Of Completing A Successful Business Combination [Member]
Summary Of Significant Accounting Policies [Line Items]
Warrants and Rights Outstanding, Measurement Input	50	50
Representative Shares [Member] | Measurement Input, Probability Of Consummation Of The Business Combination And A Discount For Lack Of Marketability [Member]
Summary Of Significant Accounting Policies [Line Items]
Derivative Liability, Measurement Input	50	50
Sponsor [Member] | Working Capital Loans [Member]
Summary Of Significant Accounting Policies [Line Items]
Debt instrument, convertible, conversion price | $ / shares	$ 1	$ 1
Over-Allotment Option [Member]
Summary Of Significant Accounting Policies [Line Items]
Fair value of overallotment liability			$ 0	$ 134,583
Change in fair value of overallotment option	$ 0	$ 134,583
Class A Common Stock Subject To Possible Redemption [Member]
Summary Of Significant Accounting Policies [Line Items]
Liquidation basis of accounting, accrued costs to dispose of assets and liabilities	$ 100,000	100,000
Maximum net interests to pay dissolution expenses		$ 100,000

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)				7 Months Ended	9 Months Ended
	Mar. 17, 2023	Mar. 17, 2023	Mar. 16, 2023	Sep. 30, 2022	Sep. 30, 2023
Class of Stock [Line Items]
Proceeds from Issuance of Common Stock	$ 54,210,000			$ 0	$ 54,210,000
IPO [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues			5,200,000
Shares issued price per share			$ 10		$ 10
IPO [Member] | Public Warrants [Member]
Class of Stock [Line Items]
Number of securities called by each warrant or right			1
Class of warrants or rights exercise price per share			$ 11.5
Over-Allotment Option [Member] | Underwriters Agreement [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues		221,000
Proceeds from Issuance of Common Stock		$ 2,210,000
Share Based Compensation Overallotment Options Expiration		559,000
Over-Allotment Option [Member] | Public Warrants [Member]
Class of Stock [Line Items]
Stock Issued During Period, Shares, New Issues			780,000

Private Placement - Additional

Private Placement - Additional Information (Detail) - USD ($)			7 Months Ended	9 Months Ended
	Mar. 17, 2023	Mar. 16, 2023	Sep. 30, 2022	Sep. 30, 2023
Disclosure of Private Placement [Line Items]
Proceeds from sale of Warrants			$ 0	$ 3,577,000
Sponsor [Member] | Private Placement Warrants [Member]
Disclosure of Private Placement [Line Items]
Class of warrant or right issued during the period		3,449,500
Price of warrant		$ 1
Proceeds from sale of Warrants		$ 3,449,500
Over-Allotment Option [Member] | Private Placement Warrants [Member]
Disclosure of Private Placement [Line Items]
Class of warrant or right issued during the period	127,400	127,400
Proceeds from sale of Warrants	$ 127,500

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)									3 Months Ended		7 Months Ended	9 Months Ended
	Apr. 30, 2023	Mar. 22, 2023	Mar. 17, 2023	Mar. 17, 2023	Mar. 16, 2023	Aug. 26, 2022	May 10, 2022	May 01, 2022	Sep. 30, 2023	Jun. 30, 2022	Sep. 30, 2022	Sep. 30, 2023	Sep. 20, 2023	Aug. 17, 2023	Mar. 31, 2023	Feb. 28, 2023	Dec. 31, 2022
Related Party Transaction [Line Items]
Stock shares issued during the period for services value										$ 25,000
Share price									$ 0.81			$ 0.81
Proceeds from sale of Warrants											$ 0	$ 3,577,000
Other liabilities									$ 32,180			$ 32,180					$ 0
Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Number of securities called by each warrant or right					1
Over-Allotment Option [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrant or right issued during the period			127,400		127,400
Proceeds from sale of Warrants			$ 127,500
Common Class B [Member]
Related Party Transaction [Line Items]
Common stock, par value									$ 0.0001			$ 0.0001					$ 0.0001
Common stock, shares outstanding									1,355,250			1,355,250					1,495,000
Sponsor [Member]
Related Party Transaction [Line Items]
Amount of current payable set off against receivables current during the period												$ 2,820
Sponsor [Member] | Promissory Note [Member]
Related Party Transaction [Line Items]
Debt instrument face amount													$ 65,000	$ 30,000
Sponsor [Member] | Convertible Notes Payable [Member]
Related Party Transaction [Line Items]
Long-term debt, gross									$ 95,000			95,000
Sponsor [Member] | Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrant or right issued during the period					3,449,500
Price of warrant					$ 1
Proceeds from sale of Warrants					$ 3,449,500
Sponsor [Member] | Administration and Support Services [Member]
Related Party Transaction [Line Items]
Related party transaction fees payable per month		$ 10,000
Other liabilities									35,000			35,000
Other accrued liabilities									35,000			35,000
Sponsor [Member] | Commercial Paper [Member]
Related Party Transaction [Line Items]
Maximum borrowing capacity under the credit facility															$ 440,000	$ 400,000
Line of credit facility additional borrowing capacity															$ 40,000
Sponsor [Member] | Working Capital Loans [Member]
Related Party Transaction [Line Items]
Maximum borrowing capacity under the credit facility									2,000,000			2,000,000
Working capital loans convertible into equity warrants									$ 2,000,000			$ 2,000,000
Debt instrument conversion price per share									$ 1			$ 1
Long-term debt, gross									$ 2,000,000			$ 2,000,000
Sponsor [Member] | Working Capital Loans [Member] | Convertible Notes Payable [Member]
Related Party Transaction [Line Items]
Bank overdrafts									95,000			95,000					$ 0
Sponsor [Member] | Common Class B [Member]
Related Party Transaction [Line Items]
Stock shares issued during the period for services value								$ 25,000
Share price								$ 0.011
Stock shares issued during the period for services shares								2,156,250
Common stock, par value								$ 0.0001
Stock Surrendered During Period, Shares							287,500
Stock Surrendered During Period, Value							$ 0
Common stock, shares outstanding					1,495,000		1,868,750
Number of shares forfeited during the period	1,355,250		55,250		373,750
Value of forfeited shares issued under share-based payment arrangement				$ 0
Common stock subject to forfeiture			139,750	139,750	195,000
Sponsor [Member] | Common Class B [Member] | Rahul Mewawalla [Member]
Related Party Transaction [Line Items]
Number of shares issued by sponsor						25,000
Sponsor [Member] | Common Class B [Member] | Stephen Markscheid [Member]
Related Party Transaction [Line Items]
Number of shares issued by sponsor						25,000
Related Party [Member]
Related Party Transaction [Line Items]
Other Receivables									0			0					$ 2,820
Related Party [Member] | Administration and Support Services [Member]
Related Party Transaction [Line Items]
Selling, General and Administrative Expense									$ 30,000			$ 60,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	Jun. 29, 2023	Apr. 28, 2023	Mar. 16, 2023	Sep. 30, 2023
Other Commitments [Line Items]
Paid to unauthorized payee monetary		$ 54,300
Recovered from unauthorized payee	$ 54,300
Underwriting Agreement [Member] | Representative Shares [Member]
Other Commitments [Line Items]
Shares issued under share-based payment arrangement			54,210
Underwriting Agreement [Member] | Business Combination Event [Member]
Other Commitments [Line Items]
Deferred underwriting commission per share				$ 0.35
Deferred underwriting commission				$ 1,897,350
IPO [Member] | Underwriting Agreement [Member]
Other Commitments [Line Items]
Deferred underwriting commission per share				$ 0.15
Deferred underwriting commission				$ 813,150

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Detail) - USD ($)	9 Months Ended
	Sep. 30, 2023	Mar. 16, 2023	Dec. 31, 2022
Stockholders equity [Line Items]
Preferred Stock, Par or Stated Value Per Share	$ 0.0001		$ 0.0001
Preferred stock, shares authorized	5,000,000		5,000,000
Preferred stock, shares issued	0		0
Preferred stock, shares outstanding	0		0
Percentage of common stock on conversion of shares	20%
Share price	$ 0.81
IPO [Member]
Stockholders equity [Line Items]
Common stock par or stated value per share		$ 0.0001
Share price		$ 10.3
Public Warrants [Member]
Stockholders equity [Line Items]
Warrants and rights outstanding	$ 5,421,000		$ 0
Warrants and rights outstanding term	5 years
Class Of Warrants Or Rights Redemption Price Per Unit	$ 0.01
Notice period to be given prior to redemption	30 days
Public Warrants [Member] | From The Completion Of Business Combination [Member]
Stockholders equity [Line Items]
Class of warrants or rights period after which the warrants are exercisable	30 days
Public Warrants [Member] | IPO [Member]
Stockholders equity [Line Items]
Number of securities called by each warrant or right		1
Class of warrants or rights exercise price per share		$ 11.5
Private Placement Warrants [Member]
Stockholders equity [Line Items]
Warrants and rights outstanding	$ 3,576,900		$ 0
Number of securities called by each warrant or right		1
Common Class A [Member]
Stockholders equity [Line Items]
Common stock, shares authorized	26,000,000		26,000,000
Common stock par or stated value per share	$ 0.0001		$ 0.0001
Common stock, voting rights	one vote for each share
Common stock, shares, issued	54,210		0
Common stock, shares, outstanding	54,210		0
Common stock, shares, issued	5,475,210
Common stock, shares, outstanding	5,475,210
Number of trading days for determining the average reported last sale price	10 days
Temporary equity, shares outstanding	5,421,000		5,421,000
Common Class A [Member] | IPO [Member]
Stockholders equity [Line Items]
Number of securities called by each warrant or right	1	1
Class of warrants or rights exercise price per share	$ 11.5	$ 11.5
Common Class A [Member] | Public Warrants [Member]
Stockholders equity [Line Items]
Exercise Price Of Warrants Percentage	115%
Common Class A [Member] | Public Warrants [Member] | Share Price Equal Or Less Nine Point Two Rupees Per Dollar [Member]
Stockholders equity [Line Items]
Share price	$ 9.2
Proceeds used for business combination as a percentage of total equity proceeds	60%
Volume weighted average price of shares	$ 9.2
Common Class A [Member] | Public Warrants [Member] | Share Price Equal Or Exceeds Eighteen Rupees Per Dollar [Member]
Stockholders equity [Line Items]
Share price	$ 18
Exercise Price Of Warrants Percentage	180%
Share Redemption Trigger Price	$ 18
Number Of trading days for determining the share price	20 days
Number of consecutive trading days for determining the share price	30 days
Common Class B [Member]
Stockholders equity [Line Items]
Common stock, shares authorized	4,000,000		4,000,000
Common stock par or stated value per share	$ 0.0001		$ 0.0001
Common stock, voting rights	one vote for each share
Common stock, shares, issued	1,355,250		1,495,000
Common stock, shares, outstanding	1,355,250		1,495,000
Stock conversion basis	one-to-one

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Detail) - USD ($)				1 Months Ended	7 Months Ended
	Mar. 17, 2023	Mar. 17, 2023	Mar. 16, 2023	Aug. 31, 2022	Sep. 30, 2022	Sep. 30, 2023	May 01, 2022
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Compensation expense					$ 0
Share price						$ 0.81
Aggregate grant date fair value of the awards						$ 40,500
Unrecognized compensation expense						$ 40,500
Over-Allotment Option [Member] | Underwriting Agreement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock issued during the period shares		221,000
Representative Shares [Member] | Underwriting Agreement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares issued under share-based payment arrangement	54,210
Fair value of shares issued under share-based payment arrangement	$ 270,520
Representative Shares [Member] | Over-Allotment Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Shares Issued	2,210	2,210
Total Shares	54,210	54,210
Common Class A [Member] | Representative Shares [Member] | Over-Allotment Option [Member] | Underwriting Agreement [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock issued during the period shares			52,000
Common Class B [Member] | Sponsor [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share price							$ 0.011
Common Class B [Member] | Director [Member] | Sponsor [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Sponsor transferred share				25,000

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail)	3 Months Ended		7 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2023
Income Tax Disclosure [Abstract]
Effective tax rate	34.80%	0%	0%	29.60%
Statutory rate	21%	21%	21%	21%

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail)	Nov. 03, 2023 USD ($)
Subsequent Event [Member] | Sponsor [Member] | Working Capital Loans [Member]
Subsequent Event [Line Items]
Debt instrument face value	$ 70,000