Financial Position - As of June 30, 2023, the company had cash of $6,258 and a working capital deficit of $3,337,584[122]. - The company had investments held in the Trust Account of $41,749,295 as of June 30, 2023, primarily in U.S. government securities[136]. - The Company has no long-term debt or off-balance sheet arrangements as of June 30, 2023[144][145]. Income and Expenses - For the three months ended June 30, 2023, the company reported a net income of $622,220, with interest income of $1,449,140 and operating expenses of $535,144[124]. - For the six months ended June 30, 2023, the company had a net income of $669,880, consisting of interest income of $2,805,459 and operating expenses totaling $1,572,932[126]. - Cash used in operating activities for the six months ended June 30, 2023, was $1,574,609, with net income of $669,880 and interest earned of $2,805,459[130]. Merger and Acquisition - The company entered into a Merger Agreement with Honeycomb Battery Company, which includes issuing 70,000,000 shares of common stock as consideration[116][117]. - The Merger Agreement includes potential Earnout Shares of up to 22,500,000 based on the performance of the Combined Company's stock price[118][119]. - The Transactions related to the merger are expected to close in the third quarter of 2023, pending shareholder approval[121]. Funding and Obligations - The company completed its Initial Public Offering on March 15, 2022, raising gross proceeds of $123,500,000 from the sale of 11,000,000 units[128]. - The Company has an outstanding unsecured promissory note with a principal amount of $1,000,000 issued on May 17, 2023, with $1,297,500 outstanding as of June 30, 2023[143]. - The Company is obligated to pay $10,000 per month for administrative support services until the completion of the Initial Business Combination or liquidation[146]. - Upon consummation of the Initial Business Combination, the Company will pay underwriters a cash fee of 3.5% of the gross proceeds of the Public Offering[147]. Stock and Equity - The Company has 11,580,000 warrants exercisable to purchase Class A common stock as of June 30, 2023[150]. - The Company’s Class A common stock features redemption rights classified as temporary equity due to uncertain future events[151]. Risk and Accounting - The company expects to incur significant costs in pursuit of its acquisition plans and has raised concerns about its ability to continue as a going concern[137]. - Fair value measurements are prioritized based on a three-tier hierarchy, with the highest priority given to unadjusted quoted prices in active markets[152]. - The Company evaluates its financial instruments to determine if they qualify as derivatives, with changes in fair value reported in the statements of operations[154]. - Management does not anticipate that recently issued accounting standards will materially affect the Company's balance sheet[155]. - The Company is classified as a smaller reporting company, and market risk disclosures are not applicable[156].

Financial Position - As of March 31, 2023, the company had cash of $98,053 and a working capital deficit of $2,455,781[123] - As of March 31, 2023, the company had investments in the Trust Account totaling $130,174,150, primarily in U.S. government securities[132] - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2023[142] Income and Expenses - For the three months ended March 31, 2023, the company reported a net income of $47,660, with interest income of $1,356,319 and operating expenses of $1,037,788[125] - For the three months ended March 31, 2023, cash used in operating activities was $522,312, while cash from financing activities provided $1,109,659[129] Initial Public Offering and Merger - The company completed its Initial Public Offering on March 15, 2022, raising gross proceeds of $123,500,000 from the sale of 11,000,000 units at $10.00 per unit[127] - The company incurred transaction costs of $6,951,081 related to the Initial Public Offering, including $1,235,000 in underwriting fees[128] - The company plans to issue 70,000,000 shares of common stock as consideration in the merger with Honeycomb Battery Company, with potential additional earnout shares of up to 22,500,000 based on performance metrics[117] - The merger is expected to close in the second quarter of 2023, pending approval from shareholders and customary closing conditions[122] Liquidity and Risks - The company has significant liquidity risks and may cease operations if it fails to complete a business combination by June 15, 2023, or extendable to September 15, 2023[133] Share Structure and Accounting - The Company effectuated a 1.1-for-1 share split on March 10, 2022, resulting in 3,162,500 founder shares outstanding, with up to 412,500 shares subject to forfeiture[147] - As of March 31, 2022, warrants are exercisable to purchase 11,580,000 shares of Class A common stock in the aggregate[147] - Common stock subject to mandatory redemption is classified as a liability instrument and measured at fair value, while conditionally redeemable common stock is classified as temporary equity[148] - The Company evaluates its financial instruments to determine if they qualify as derivatives, with changes in fair value reported in the statements of operations[151] - Management does not believe that any recently issued accounting standards would have a material effect on the Company's balance sheet[152]

Financial Position - As of December 31, 2022, the company had cash of $545,655 and a working capital deficit of $148,043[68] - The company had investments held in the Trust Account amounting to $127,782,882, primarily in U.S. government securities[77] - As of December 31, 2022, there was $125,341 outstanding under the unsecured promissory note issued by the Sponsor[81] - The company has no long-term debt or capital lease obligations as of December 31, 2022[84] Income and Expenses - For the year ended December 31, 2022, the company reported a net income of $593,905, which included interest income of $1,818,565 and operating expenses of $904,193[69] - Cash used in operating activities for the year ended December 31, 2022, was $725,102, with net income contributing $593,905[73] - For the year ended December 31, 2022, cash from financing activities provided $127,240,757, offset by underwriting fees and offering costs[75] Initial Public Offering - The company completed its Initial Public Offering on March 15, 2022, raising gross proceeds of $123,500,000 from the sale of 11,000,000 Units[71] Going Concern - The company has incurred significant costs in pursuit of its financing and acquisition plans, raising concerns about its ability to continue as a going concern[79] - The company intends to use substantially all funds in the Trust Account to complete an initial business combination[80] Accounting and Reporting - The company accounts for its outstanding warrants as equity-classified instruments[92] - Management does not anticipate any material effects on the balance sheet from recently issued accounting standards[93] - As a smaller reporting company, the company is not required to disclose market risk information[94]

Financial Position - As of September 30, 2022, the company had cash of $574,360 and working capital of $254,486[107] - As of September 30, 2022, the company had investments in the Trust Account of $126,717,311, primarily in U.S. government securities[115] - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2022[124][122] Income and Expenses - For the three months ended September 30, 2022, the company reported a net income of $111,543, with interest income of $568,559 and operating expenses of $349,608[108] - For the nine months ended September 30, 2022, the company had a net loss of $21,849, with interest income of $747,311 and operating expenses totaling $664,555[109] - For the nine months ended September 30, 2022, cash used in operating activities was $696,397, while cash from financing activities provided $127,240,757[112][114] Initial Public Offering - The company completed its Initial Public Offering on March 15, 2022, raising gross proceeds of $123,500,000 from the sale of 11,000,000 units[110] - Following the IPO, a total of $125,970,000 was placed in the Trust Account, with $1,268,183 of cash held outside the Trust Account for working capital[111] Business Combination and Liquidity - The company intends to use funds in the Trust Account to complete an initial business combination and for working capital to finance operations of the target business[117] - The company has incurred significant costs in pursuit of its acquisition plans and may face liquidity risks if it does not complete a business combination by March 15, 2023[116] Accounting and Reporting - The Company accounts for Class A common stock subject to possible redemption as either a liability or temporary equity based on certain redemption rights[129] - Fair value is defined as the price received for the sale of an asset or paid to transfer a liability in an orderly transaction, with a three-tier fair value hierarchy established by US GAAP[130] - Derivative financial instruments are evaluated to determine if they qualify as derivatives or contain embedded derivatives, with changes in fair value reported in the statements of operations[131] - The classification of derivative instruments is evaluated at the end of each reporting period, determining if they are recorded as liabilities or equity[131] - Management believes that recently issued accounting standards will not have a material effect on the Company's balance sheet[132] - The Company is classified as a smaller reporting company, making certain market risk disclosures not applicable[133]

Financial Position - As of June 30, 2022, the company had cash of $662,748 and working capital of $664,214[103]. - As of June 30, 2022, the company had no long-term debt or significant contractual obligations[123]. Financial Performance - For the six months ended June 30, 2022, the company reported a net loss of $133,392, with operating expenses totaling $314,947[106]. - Cash used in operating activities for the six months ended June 30, 2022, was $608,009[109]. - The company has incurred and expects to continue to incur significant costs in pursuit of its financing and acquisition plans[114]. Fundraising and Trust Account - The company raised gross proceeds of $123,500,000 from the Initial Public Offering, including the over-allotment option[107]. - A total of $125,970,000 was placed in the Trust Account following the Initial Public Offering[108]. - The company intends to use substantially all funds in the Trust Account to complete an initial business combination[115]. - The company had investments held in the Trust Account of $126,148,752, primarily in U.S. government securities[113]. Cash Flow - Cash from financing activities provided $127,240,757, offset by underwriting fees and offering costs[111]. Accounting and Valuation - The Company accounts for Class A common stock subject to possible redemption as either a liability or temporary equity based on specific redemption rights[129]. - Fair value is defined as the price received for the sale of an asset or paid to transfer a liability in an orderly transaction, with a three-tier fair value hierarchy established by US GAAP[130]. - Derivative financial instruments are evaluated to determine if they qualify as derivatives or contain embedded derivatives, with changes in fair value reported in the statements of operations[131]. - Management does not believe that recently issued accounting standards will have a material effect on the Company's balance sheet[132]. Market Risk - The item regarding quantitative and qualitative disclosures about market risk is not applicable as the Company is classified as a smaller reporting company[133].

Financial Position - As of March 31, 2022, the company had cash of $1,268,183 and working capital of $808,930[102]. - The company had investments held in the Trust Account of $125,978,655, principally invested in U.S. government securities[108]. - The company has no long-term debt or off-balance sheet arrangements as of March 31, 2022[114]. Operating Performance - The company reported a net loss of $111,999 for the three months ended March 31, 2022, with operating expenses totaling $124,366[104]. - Cash used in operating activities for the three months ended March 31, 2022, was $2,574, primarily due to the net loss and changes in operating liabilities[107]. - The company has incurred significant costs in pursuit of its financing and acquisition plans, raising concerns about its ability to continue as a going concern[109]. Fundraising Activities - The Initial Public Offering generated gross proceeds of $123,500,000 from the sale of 11,000,000 Units at $10.00 per Unit[105]. - A total of $125,970,000 was placed in the Trust Account following the Initial Public Offering and the exercise of the over-allotment option[106]. - The company completed the sale of 12,350,000 units in the Public Offering, including 1,350,000 units from the underwriters' over-allotment option[111]. Future Plans - The company intends to use substantially all funds in the Trust Account to complete an initial business combination[110].