Financial Position - As of March 31, 2023, the cash held for working capital needs was $402,754, with total assets in the Trust Account amounting to $71,036,987[93][83]. - The company has a working capital of $552,929 as of March 31, 2023, but faces substantial doubt about its ability to continue as a going concern without completing a business combination[87]. - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2023[89][88]. - The company has established a plan to address going concern uncertainties through working capital loans from its sponsor or affiliates[87]. Income and Expenses - The company reported a net income of $698,136 for the three months ended March 31, 2023, primarily due to an unrealized gain of $816,136 on investments held in the Trust Account, offset by operating costs of $117,416[82]. - The company incurred cash used in operating activities of $158,652 during the three months ended March 31, 2023[83]. - The company expects to incur significant professional costs to remain publicly traded and pursue a business combination[87]. - The company has not generated any revenues to date and is focused on identifying a suitable target for its initial business combination[81]. Investments and Securities - The company’s investments in the Trust Account are classified as trading securities and are presented at fair value[93]. - As of March 31, 2023, the company is not subject to any market or interest rate risk, with IPO proceeds invested in U.S. government treasury bills and money market funds[111]. Taxation - The company is incorporated in the Cayman Islands and is considered an exempted company, currently not subject to income taxes in the Cayman Islands or the United States[108]. - The tax provision for the period presented is deemed to be de minimis, with no significant uncertain tax positions requiring recognition in the financial statements[108]. - The company has identified the Cayman Islands as its only "major" tax jurisdiction[106]. - The company does not anticipate any adjustments that would result in a material change to its financial position regarding income tax positions[106]. - Potential examinations by foreign taxing authorities may include questioning the timing and amount of deductions and compliance with foreign tax laws[107]. - The company’s policy for recording interest and penalties associated with audits is to include them as a component of income tax expense[106]. - The evaluation of tax positions was performed for the 2022 tax year, which is the only period subject to examination[106]. Accounting Policies - The adoption of ASU 2020-06 on July 1, 2022, did not have a material effect on the company's financial statements[109]. - Management believes that no recently issued accounting pronouncements will have a material effect on the financial statements if adopted[110].

IPO and Fundraising - The company completed its IPO on December 27, 2022, raising gross proceeds of $69.0 million from the sale of 6,900,000 Public Units at an offering price of $10.00 per unit[11]. - The company also completed a Private Placement on the same day, generating gross proceeds of $3,857,500 from the sale of 385,750 Private Units at a purchase price of $10.00 per unit[12]. - The total proceeds from the IPO and Private Placement amounted to $70,207,500, which were placed in a Trust Account for the benefit of public shareholders[13]. Business Operations and Strategy - The company has not generated any revenue since its inception and has incurred losses due to formation and operating costs[15]. - The company intends to acquire emerging growth companies that are either cash-generative or have the potential to generate cash[25]. - The management team aims to create shareholder value by improving operating efficiency and implementing revenue-driven strategies[21]. - The company plans to evaluate potential acquisition targets based on criteria such as organic growth potential, cost savings, and opportunities for follow-on acquisitions[22]. - The management team has extensive experience in capital markets and business acquisitions, enhancing the company's ability to identify suitable targets[20]. Business Combination Timeline and Conditions - The company has until September 27, 2023, to consummate its initial business combination, with the option to extend this period by up to six months[30]. - If the company fails to complete the business combination within the specified time, it will redeem 100% of its public shares for a pro rata portion of the funds in the Trust Account[31]. - The initial business combination must involve a target business with a fair market value of at least 80% of the Trust Account balance[32]. - The company anticipates acquiring 100% of the equity interests or assets of the target business, but may consider alternative structures[34]. Financial and Market Risks - As of December 31, 2022, the company was not subject to any market or interest rate risk, with IPO proceeds invested in U.S. government treasury securities[87]. - The company does not expect to require permission from Chinese authorities for its operations or IPO, as it will not conduct business with entities based in China[35]. - If a business combination involves a PRC target company, approval from Chinese authorities may be necessary, which could materially affect investor interests[37]. Management and Administrative Support - The company currently has only one executive, Mr. Mingyu (Michael) Li, who serves as both CEO and CFO, with no full-time employees planned before the initial business combination[42]. - The company makes a monthly payment of $1,000 to the Sponsor for office space and administrative support[41]. Valuation and Shareholder Impact - The fair market value of the target business will be determined by the board of directors based on accepted financial standards[32]. - The company may issue a substantial number of new shares in a business combination, potentially resulting in existing shareholders owning less than a majority of the post-transaction company[34]. - The company is not required to obtain a third-party opinion on the fair market value of the target business unless the board cannot make that determination[33].