Group 1 - Four IPOs and four SPACs were listed this week, indicating a continued interest in public offerings and alternative investment vehicles [1] - Luda Technology Group, a Chinese steel fittings manufacturer, priced its US IPO at the proposed price, aiming to raise $10 million at a valuation of $90 million [1] - Additionally, four IPOs and two SPACs submitted initial filings, suggesting a robust pipeline for future public offerings [1]

Business Combination and Extensions - The Company extended the period to consummate an initial business combination until August 28, 2024, allowing for six additional one-month extensions[149]. - The Company entered into a business combination agreement with Unifund Financial Technologies, Inc. on May 19, 2023, focusing on consumer debt receivables[140]. - The proposed Unifund Business Combination is subject to certain conditions and may not be consummated as expected[141]. - The Company extended the period to consummate an initial Business Combination multiple times, with the latest extension to November 23, 2024, requiring deposits of $150,000 for each one-month extension[152][153][154]. - The Company has until August 28, 2024, to complete an initial business combination, or it will redeem 100% of the outstanding shares of Class A common stock[175]. Financial Performance - For the three months ended June 30, 2024, the Company reported a net loss of $903,078, a significant decrease from a net loss of $6,763,013 for the same period in 2023[158][162]. - For the six months ended June 30, 2024, the net loss was $2,102,133, down from $7,620,520 in the same period of 2023, attributed to reduced general and administrative expenses[159][162]. - General and administrative expenses for the three months ended June 30, 2024, were approximately $1.4 million, compared to $4.8 million for the same period in 2023, reflecting a decrease in business combination costs[158][162]. - Interest income for the three months ended June 30, 2024, was $1,090,443, down from $2,170,728 for the same period in 2023, due to a decrease in the principal balance in the Trust Account[162]. Trust Account and Cash Management - Following the redemptions, approximately $144.9 million remained in the Trust Account[148]. - Following the February 2024 Special Meeting, stockholders redeemed 6,032,023 Public Shares for approximately $67.2 million, or about $11.14 per Public Share[150]. - After the February 2024 redemptions, approximately $82.7 million remained in the Trust Account[150]. - The Company generated net proceeds of $177,606,386 from its IPO, with $175,950,000 deposited in the Trust Account[164]. - The Company intends to use funds in the Trust Account primarily to complete its initial business combination and may withdraw interest income to pay taxes[167]. - As of June 30, 2024, the Company had cash of $41,562 outside the Trust Account and marketable securities in the Trust Account totaling $85,136,742[166]. Debt and Funding - The Sponsor deposited $1,725,000 into the Trust Account for each of the Initial and Second Extensions, totaling $3,450,000[146]. - The Company has incurred promissory notes totaling $3,450,000 at an interest rate of 16% per annum for the extensions[146]. - The Company issued an unsecured promissory note with a principal amount of up to $1,500,000 at a 6% interest rate, which was later amended to allow up to $5,500,000 in principal[169][171][174]. - As of June 30, 2024, the Company received $4,752,500 in proceeds from the Sponsor under the amended promissory note, compared to $2,752,500 as of December 31, 2023[172]. - The Company drew $2,000,000 and $1,250,000 under the promissory note for the six months ended June 30, 2024 and 2023, respectively, to fund working capital needs[172]. - The Company reported a working capital deficit of $25,783,048 as of June 30, 2024, indicating insufficient funds to operate for at least the next 12 months if a business combination is not completed[174]. Internal Controls and Compliance - The company identified a material error in the calculation of the deferred underwriting commission during Q2 2023, leading to a material weakness in internal control over financial reporting[192]. - During Q3 2023, the company withdrew $1,075,252 from the Trust Account for tax liabilities but mistakenly used $752,885 for general operating expenses, violating the Trust Agreement[193]. - The company plans to enhance internal controls and improve communication regarding new contractual arrangements to address previously identified material weaknesses[194]. - As of June 30, 2024, the company continues to implement its remediation plan but has not yet concluded that the material weaknesses are remediated[195]. - There were no changes in internal control over financial reporting during the quarter ended June 30, 2024, that materially affected the internal control[196]. Going Concern - The Company has substantial doubt about its ability to continue as a going concern if a business combination is not consummated before August 28, 2024[176].

Business Combination - The Company entered into a business combination agreement with Unifund Financial Technologies, Inc. on May 19, 2023, focusing on consumer debt receivables and data analytics [190]. - The Business Combination Agreement is subject to customary conditions and may be terminated prior to consummation [191]. - The Company has not yet consummated the proposed Unifund Business Combination, and associated risks are detailed in the Registration Statement [197]. - The Company intends to use substantially all funds in the Trust Account to complete its initial business combination, with potential withdrawals for tax payments [223]. - The company has until August 28, 2024, to complete an initial business combination, following extensions granted under the 2024 Charter Amendment Extensions [234]. - Management has raised substantial doubt about the company's ability to continue as a going concern if a business combination is not consummated by August 28, 2024 [235]. Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $1,199,055, an increase from a net loss of $857,507 for the same period in 2023, primarily due to decreased investment income and increased income tax expenses [213][215]. - Investment income held in the Trust Account for the three months ended March 31, 2024, was $1,634,399, down from $1,897,729 for the same period in 2023, attributed to a decrease in the principal balance in the Trust Account [213][215]. - General and administrative expenses for the three months ended March 31, 2024, totaled $2,062,840, with approximately $1.6 million related to business combination costs [213]. - The company incurred cash used in operating activities of $522,003 for the three months ended March 31, 2024, compared to $253,390 for the same period in 2023, indicating increased transaction costs [221]. - The Company recorded a liability of $3,983,096 for the Extension Notes as of March 31, 2024, which includes $3,450,000 of principal and $533,096 of accrued interest [243]. - The interest expense recorded on the Amended Promissory Note for the three months ended March 31, 2024, was $184,500 [244]. Trust Account and Cash Management - Following the 2023 Special Meeting, stockholders redeemed 3,825,869 shares of Class A Common Stock for a total of $41,057,655, leaving approximately $144.9 million in the Trust Account [205]. - Stockholders redeemed 6,032,023 Public Shares for approximately $67.2 million, resulting in $82.7 million remaining in the Trust Account [208]. - As of March 31, 2024, the company had cash of $26,973 held outside of the Trust Account and marketable securities in the Trust Account amounting to $83,596,299 [222]. - The Class A common stock subject to possible redemption as of March 31, 2024, is valued at $82,334,453 after accounting for redemptions and re-measurement [247]. - The Company has raised net proceeds of $177,606,386 from its IPO, with $175,950,000 deposited in the Trust Account [217]. Extensions and Agreements - The Company extended the period to consummate an initial business combination by three months to May 28, 2023, with a deposit of $1,725,000 into the Trust Account [198]. - The Company utilized six one-month extensions of the Combination Period, extending it to February 28, 2024, with an additional deposit of $1,680,000 into the Trust Account [206]. - At the 2024 Special Meeting, stockholders approved extending the Combination Period to August 28, 2024, with a deposit of $150,000 for each one-month extension [207]. - The Company issued 1,150,000 Private Placement Warrants to the Sponsor at a rate of $1.50 per warrant during the extensions [199]. - The Company has incurred promissory notes totaling $3,450,000 at an interest rate of 16% per annum for financing the extensions [201]. - The Company has agreed to pay $10,000 per month under the Administrative Services Agreement until the completion of the initial Business Combination [239]. - The balance due under the Administrative Services Agreement was $120,000 as of March 31, 2024 [240]. - The deferred underwriting fee of $6,037,500 was waived by the underwriters as they were not involved in the Proposed Business Combination process [238]. Accounting and Regulatory Matters - The Company is evaluating the potential impact of ASU 2023-09 on its financial statements, which addresses improvements to income tax disclosures [252]. - The Company has adopted ASU 2020-06 effective January 1, 2024, which did not have a material impact on its financial statements [251]. - The Company expensed $30,000 for administrative services for each of the three months ended March 31, 2024, and 2023 [240]. - The gross proceeds from the Class A common stock issuance amounted to $172,500,000 [247].

Financing and Fundraising - The Sponsor entered into promissory notes totaling $3,450,000 at an interest rate of 16% per annum for financing extensions[49]. - The Company may seek to raise additional funds through private offerings of debt or equity securities for the initial business combination[72]. - There is no limitation on the company's ability to raise funds through the issuance of equity or equity-linked securities in connection with its initial business combination[81]. - The company has access to up to $2,000,000 following the IPO to cover potential claims, with estimated liquidation costs not exceeding $100,000[139]. Business Combination and Extensions - The Company extended the period to complete an initial business combination until August 28, 2024, with a redemption of 100% of outstanding public shares if not completed by the Termination Date[50]. - The Initial Extension involved a deposit of $1,725,000 into the Trust Account, equating to $0.10 per public share, in exchange for 1,150,000 Private Placement Warrants[54]. - The Company anticipates structuring the initial business combination to acquire 100% of the equity interests or assets of the target business[61]. - The company expects to fund dissolution costs from remaining amounts outside the Trust Account, plus up to $100,000 from the Trust Account[128]. - If the initial business combination is not completed within the Combination Period, public shares will be redeemed at a price based on the Trust Account balance, subject to creditor claims[125]. - If the company fails to complete its initial business combination within the Combination Period, it will cease operations and redeem public shares promptly[139]. Risks and Challenges - The company may complete its initial business combination with financially unstable or early-stage businesses, which carries inherent risks[78]. - The company may face intense competition from other entities, including private equity groups and public companies, which may limit its ability to acquire larger target businesses[135]. - The company may face challenges in completing its initial business combination due to limited resources and increased competition for attractive targets[153]. - The company’s obligations to pay cash for public stockholder redemptions may reduce available resources for its initial business combination[135]. - The independent registered public accounting firm's report expresses substantial doubt about the company's ability to continue as a "going concern"[161]. Management and Operations - The company plans to conduct extensive due diligence on prospective target businesses, including financial reviews and management meetings[77]. - The company expects to closely scrutinize the management of prospective target businesses, although future management's qualifications cannot be guaranteed[87]. - The company may seek to recruit additional managers post-business combination, but there is no assurance that suitable candidates will be available[88]. - The company will not pay consulting fees to management team members for services related to the initial business combination[93]. Shareholder Rights and Redemptions - The amount in the Trust Account was initially anticipated to be $10.20 per public share, with redemption rights allowing public stockholders to redeem shares at this price[92]. - The company will provide public stockholders with the opportunity to redeem shares upon completion of the initial business combination, either through a stockholder meeting or a tender offer[110]. - Public stockholders are restricted from redeeming more than 15% of shares sold in the IPO without prior consent, aimed at preventing stockholder blockages during business combinations[114]. - The per-share redemption amount for stockholders upon dissolution is projected to be $10.20, but actual amounts may be lower due to creditor claims[116]. - The company intends to redeem public shares at a per-share price equal to the aggregate amount in the Trust Account, which is subject to interest earned and deductions for taxes[139]. Regulatory and Reporting Status - The Company is classified as an "emerging growth company," allowing it to take advantage of certain reporting exemptions[68]. - The Company will remain an emerging growth company until it meets specific revenue or market value thresholds[70]. - The registrant is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act[171]. - The registrant has not filed reports required under Section 13 or 15(d) of the Act[171]. - The registrant has submitted the required Interactive Data File electronically during the preceding 12 months[171]. - The registrant is not a well-known seasoned issuer[171]. - The registrant is classified as an emerging growth company[171]. - The registrant is a non-accelerated filer[171]. - The registrant has not provided quantitative and qualitative disclosures about market risk as it is a smaller reporting company[818]. Legal and Financial Considerations - The company may incur costs related to the identification and evaluation of target businesses, which could reduce available funds for future business combinations[93]. - The company’s management will analyze alternatives if third parties refuse to execute waivers regarding claims to the Trust Account[119]. - The company’s independent directors may choose not to pursue legal action against the sponsor for indemnification obligations, affecting the actual redemption price[129]. - The company may redeem unexpired warrants prior to their exercise, potentially making them worthless[164]. - Stockholders may be liable for claims against the corporation to the extent of distributions received during dissolution[130].

Financial Performance - The company reported a net loss of $1,594,960 for the three months ended September 30, 2023, with general and administrative expenses of $3,187,663, of which approximately $2.4 million related to business combination costs[174]. - For the nine months ended September 30, 2023, the company had a net loss of $9,215,480, with general and administrative expenses totaling $10,400,770, including approximately $8.4 million related to business combination costs[175]. - The company has not generated any revenues to date and does not expect to do so until after the completion of its initial business combination[173]. Trust Account and Cash Management - The company generated net proceeds of $177,606,386 from its IPO, with $175,950,000 held in the trust account, which includes $6,037,500 of deferred underwriting commissions[178]. - A total of 63 stockholders redeemed an aggregate of 3,825,869 shares of Class A Common Stock at a per share redemption price of $10.73, totaling $41,057,655, leaving approximately $144.9 million in the Trust Account[171]. - As of September 30, 2023, the Company had cash of $322,367 outside the trust account and marketable securities in the trust account totaling $145,772,470[183]. - The Company withdrew $1,075,252 of interest income from the trust account in August 2023 for tax liabilities, but $752,885 was mistakenly used for general operating expenses[184]. - The Company expects to use substantially all funds in the trust account to complete its initial business combination, with interest income potentially covering tax obligations[185]. Business Combination and Agreements - The company entered into a business combination agreement with Unifund Financial Technologies, Inc., which specializes in consumer debt receivables and data analytics[163]. - The company extended the period to consummate an initial business combination to February 28, 2024, allowing for up to six additional one-month extensions[170]. - The Company has until February 28, 2024, to complete an initial business combination, or it will redeem 100% of outstanding shares of Class A common stock[190]. Liabilities and Expenses - The company incurred a Conditional Guarantee expense of $139,134 for the three months ended September 30, 2023[174]. - The Company recorded a working capital deficit of $14,273,909 as of September 30, 2023, indicating insufficient funds to operate for at least the next 12 months without a business combination[186]. - The Company recorded a liability of $3,706,339 as of September 30, 2023, related to the Extension Notes, which includes $3,450,000 of principal and $256,339 of accrued interest[201]. - Cash used in operating activities for the nine months ended September 30, 2023, was $2,809,565, primarily for transaction costs[181]. Financing and Interest Rates - The Company received an aggregate of $1,870,000 in proceeds from the Sponsor under the Amended Promissory Note through September 30, 2023[187]. - The interest rate on the Amended Promissory Note is 6% for amounts up to $1,500,000 and 18% for amounts drawn above that threshold[179]. Regulatory and Compliance - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay compliance with new accounting standards until it is no longer classified as such[205]. - The company has elected to use the extended transition period for accounting standards compliance, which may affect comparability with other public companies[205]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[206].

Financial Performance - For the three months ended June 30, 2023, the company reported a net loss of $6,763,013, with general and administrative expenses of $4,839,884, including approximately $4.1 million related to business combination costs[154]. - For the six months ended June 30, 2023, the company had a net loss of $7,620,520, with general and administrative expenses totaling $7,213,107, including approximately $6.0 million related to business combination costs[155]. - The company incurred a conditional guarantee expense of $3,567,205 for the three months ended June 30, 2023[154]. - Cash used in operating activities for the six months ended June 30, 2023, was $1,914,596, primarily related to transaction costs[162]. - The company has a working capital deficit of $11,933,690 as of June 30, 2023, which may not be sufficient for operations over the next 12 months[165]. Business Combination - The company entered into a business combination agreement with Unifund Financial Technologies, Inc. on May 19, 2023, focusing on consumer debt receivables and data analytics[140]. - The proposed Unifund Business Combination is subject to certain conditions and is expected to close no later than three business days after all conditions are satisfied[144]. - The company extended the period to consummate an initial business combination by three months until August 28, 2023, with the Sponsor depositing $1,725,000 into the Trust Account for this extension[138]. - The company filed a definitive proxy statement on August 11, 2023, for a special meeting to vote on extending the business combination period up to an additional six times for one month each[147]. - The company has until August 28, 2023, to consummate the initial business combination, or it will face mandatory liquidation[168]. Financial Position - The company generated net proceeds of $177,606,386 from the IPO, with $175,950,000 held in the trust account[158]. - As of June 30, 2023, the company had cash of $82,084 outside the trust account and marketable securities in the trust account totaling $185,119,380[163]. - The company recorded a liability of $3,567,205 as of June 30, 2023, related to the payment of Promissory Notes on behalf of the Sponsor[180]. - The company received a working capital loan of $1,250,000 from the Sponsor during the three-month period ended June 30, 2023[166]. Revenue Generation - The company has neither engaged in operations nor generated revenues to date, with expectations to generate non-operating income from interest on marketable securities held in the trust account[153]. - The company reported investment income held in the trust account of $2,170,728 for the three months ended June 30, 2023[154]. - Interest income from the trust account may be used to pay income and franchise taxes, with $886,393 withdrawn for such purposes through June 30, 2023[163]. Operational Expenses - The company expensed $30,000 and $60,000 for administrative services for the three and six months ended June 30, 2023, respectively[177]. - The company may face significant dilution of equity interest for investors in the IPO if additional shares are issued in a business combination[135]. - The company intends to use substantially all funds in the trust account to complete its initial business combination[164].

Financial Performance - For the three months ended March 31, 2023, the company reported a net loss of $857,507, compared to a net loss of $394,797 for the same period in 2022 [111]. - The company incurred operating costs of $2,373,223 for the three months ended March 31, 2023, which included expenses related to being a public company [111]. - The company has a working capital deficit of $3,519,949 as of March 31, 2023, which may not be sufficient to operate for the next 12 months if a business combination is not consummated [117]. - The company faces substantial doubt about its ability to continue as a going concern if a business combination is not completed by May 28, 2023 [123]. Capital and Funding - The company generated net proceeds of $177,606,386 from its IPO, with $175,950,000 held in a trust account for future business combinations [113]. - As of March 31, 2023, the company had cash of $84,509 outside the trust account and marketable securities in the trust account totaling $181,743,652 [115]. - The company expects to use substantially all funds in the trust account to complete its initial business combination, with any interest income potentially used for tax obligations [116]. - The company may need to raise additional capital through loans or investments to meet its working capital needs [122]. - The company entered into a Conditional Guaranty Agreement for a promissory note with an original principal amount of $1,725,000, guaranteeing payment upon the consummation of an initial business combination [127]. Business Operations - The company has not engaged in any operations or generated revenues to date, focusing instead on identifying suitable targets for a business combination [110]. - The company extended the period to complete its initial business combination to May 28, 2023, by issuing 1,150,000 private placement warrants for $1,725,000 [109]. Accounting and Internal Controls - There have been no significant changes to the company's critical accounting estimates during the three months ended March 31, 2023 [131]. - The new accounting standard ASU 2020-06, effective January 1, 2024, is expected to have no material impact on the company's financial statements [132]. - The company qualifies as an "emerging growth company" and has elected to use an extended transition period for complying with new accounting standards [134]. - As of March 31, 2023, the company's disclosure controls and procedures were evaluated and deemed effective at the reasonable assurance level [138]. - There were no changes in internal control over financial reporting during the fiscal quarter ended March 31, 2023, that materially affected the internal control [139]. Legal Matters - The company reported no legal proceedings as of the latest quarter [140]. Future Expenses - The company expects to incur aggregate fees of approximately $5.0 to $6.0 million under a due diligence agreement, which will be expensed as incurred [130].

Financial Position - As of December 31, 2022, the company had cash of $236,151 held outside of the trust account and marketable securities in the trust account totaling $178,111,451, which includes $2,536,113 of interest income[312]. - The company has a working capital deficit of $755,241 as of December 31, 2022, which may not be sufficient to operate for at least the next 12 months if a business combination is not consummated[314]. - The company may need to raise additional capital through loans or investments to meet its working capital needs and complete a business combination[317]. - The company has determined that its liquidity condition raises substantial doubt about its ability to continue as a going concern if a business combination is not completed by May 28, 2023[318]. Income and Expenses - For the year ended December 31, 2022, the company reported a net income of $158,386, consisting of investment income of $2,536,113 offset by operating costs of $1,922,290 and income tax provision of $455,437[306]. - The company has incurred $122,425 in expenses for administrative services under an agreement with the sponsor for the year ended December 31, 2022[323]. - The company expects to incur due diligence fees between approximately $450,000 to $600,000 in connection with its search for potential business combination targets[325]. IPO and Trust Account - The company generated net proceeds of $177,606,386 from the IPO, with $175,950,000 held in the trust account, including $6,037,500 of deferred underwriting commissions[308]. - The underwriters are entitled to a deferred fee of $0.35 per unit, totaling $6,037,500, which will be released only upon the completion of the initial business combination[322]. - As of December 31, 2022, Class A common stock subject to possible redemption is valued at $177,667,994, an increase from $175,950,000 as of December 31, 2021, reflecting a re-measurement of carrying value to redemption value of $18,222,829[328]. - The gross proceeds from Class A common stock issuance amount to $172,500,000, with issuance costs of $10,100,667 and fair value of public warrants at issuance totaling $4,672,162[328]. Accounting and Compliance - The company has not recognized any unrecognized tax benefits as of December 31, 2022 and 2021, and no amounts were accrued for interest and penalties during the same periods[333]. - Management does not expect the adoption of new accounting standards to have a material impact on the company's financial statements, including ASU 2020-06 effective January 1, 2024[334][335]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards until certain conditions are met[336]. Business Combination - The company extended the period to complete its initial business combination from February 28, 2023, to May 28, 2023, by issuing 1,150,000 private placement warrants in exchange for a deposit of $1,725,000[304]. - The net income per common share is calculated by dividing net income by the weighted average number of shares outstanding, excluding the effect of warrants sold in the Initial Public Offering[329].

Financial Performance - For the three months ended September 30, 2022, the company reported a net income of $222,640, with formation and operating costs of $379,100 offset by a gain on marketable securities of $601,740 [100]. - For the nine months ended September 30, 2022, the company experienced a net loss of $559,203, consisting of formation and operating costs of $1,301,314, offset by a gain on marketable securities of $851,687 [101]. Cash and Securities - As of September 30, 2022, the company held cash of $472,447 and marketable securities in the Trust Account amounting to $176,802,890, which includes $601,740 of interest income earned [105]. - The company generated gross proceeds of $178,550,000 from its IPO, with $175,950,000 deposited into the Trust Account [104]. Business Operations and Future Plans - The company has 15 months from the closing of the IPO to consummate the initial Business Combination, with uncertainty regarding the ability to complete it by this date [108]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its initial Business Combination [99]. Operating and Financing Activities - Cash used in operating activities for the nine months ended September 30, 2022, was $816,112, with an additional $166,203 used in financing activities for offering costs [105]. - The company incurred $30,000 in expenses for administrative services for the three-month period ended September 30, 2022, and $92,425 for the nine-month period [113]. Liquidity and Capital Needs - The company may need to raise additional capital through loans or investments to meet its liquidity needs, as the cash held outside the Trust Account may not be sufficient for the next 12 months [107]. - The company expects interest income from the Trust Account to be sufficient to cover its tax obligations [106]. Regulatory Classification - The company is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act and is not obligated to provide the detailed disclosures typically required for market risk [118].

Financial Performance - For the three months ended June 30, 2022, the company reported a net loss of $387,046, consisting of formation and operating costs of $510,689 and income tax expense of $109,576, offset by a gain on marketable securities of $233,219 [106]. - For the six months ended June 30, 2022, the company had a net loss of $781,843, with formation and operating costs of $922,214 and income tax expense of $109,576, offset by a gain on marketable securities of $249,947 [107]. - The company reported cash used in operating activities of $461,578 for the six months ended June 30, 2022, and cash used in financing activities of $166,203 for offering costs [111]. Cash and Securities - As of June 30, 2022, the company had cash of $826,981 and marketable securities held in the Trust Account amounting to $176,201,150, which includes $249,947 of interest income earned [111]. - The company generated gross proceeds of $178,550,000 from the IPO, with $175,950,000 deposited into the Trust Account, including $6,037,500 of deferred underwriting commissions [110]. - The company expects to use substantially all funds in the Trust Account to complete the initial business combination, with any remaining proceeds used for working capital [112]. Operational Concerns - The company has 15 months from the closing of the IPO to consummate the initial business combination, with uncertainty regarding the ability to meet this timeline [114]. - The company may need to raise additional capital through loans or investments to meet its working capital needs, as the cash held outside the Trust Account may not be sufficient for at least the next 12 months [113]. - The company has raised concerns about its ability to continue as a going concern if a business combination is not consummated [115]. Administrative Expenses - The company incurred $32,425 in expenses for administrative services for the three-month period ended June 30, 2022, and $62,425 for the six-month period [121]. Regulatory Classification - The company is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act, thus not required to provide detailed market risk disclosures [126].