Financial Performance - The company reported a net loss of $307,319 for the three months ended March 31, 2025, compared to a net loss of $41,580 for the same period in 2024[169][170]. - 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[167]. - The company expects to incur increased expenses due to being a public company and for due diligence related to the business combination[168]. - The Company has recorded $400,000 as other income for the year ended December 31, 2024, related to merger transaction costs[160]. Business Combination - The total consideration for the merger with DRIVEiT Financial Auto Group, Inc. is expected to be $100 million, payable in shares of common stock valued at $10 per share[158]. - The company has extended the deadline to consummate a business combination to October 22, 2025, with monthly deposits to the Trust Account[161]. - If a business combination is not completed by October 22, 2025, the Company will face mandatory liquidation and dissolution[176]. - The Company expects to incur significant professional and transaction costs in pursuit of a business combination[177]. - The Company entered into a PIPE SPA for a total investment of $8.4 million, with subsequent tranches of $5 million each, totaling $100 million possible for additional shares of preferred stock[191][193]. - Upon the Business Combination, the Company will issue 601 shares of Series A Preferred Stock for the initial investment and 358 shares for each subsequent tranche[191]. Compliance and Regulatory Issues - The company received a notice from Nasdaq on January 10, 2024, stating it was not in compliance with the minimum market value of listed securities of at least $50 million[152]. - The company has until July 8, 2024, to regain compliance with Nasdaq listing rules after receiving a notice of non-compliance[152]. - The company will not appeal Nasdaq's determination to delist its securities, which were suspended from trading on April 28, 2025[156]. Capital Structure and Financing - The company has entered into a Securities Purchase Agreement for a 10% Original Issue Discount Convertible Note with an aggregate principal amount of $3.894 million[163]. - The Sponsor agreed to transfer 299,340 shares valued at approximately $446,735 to third parties in exchange for commitments not to redeem shares[180]. - Upon closing of the business combination, the underwriters will receive a cash underwriting discount of 2% of the gross proceeds, totaling $2.3 million[182]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, affecting the carrying value adjustments[195]. - Warrants issued are classified based on specific terms, with those qualifying for equity treatment recorded as additional paid-in capital[197]. IPO and Trust Account - The Company completed its IPO on April 22, 2022, raising gross proceeds of $100 million from the sale of 10 million units at $10.00 per unit[171]. - The underwriters fully exercised their over-allotment option, purchasing an additional 1.5 million units for gross proceeds of $15 million[172]. - A total of $115 million was placed in a trust account for the benefit of public stockholders, invested in U.S. government treasury bills or money market funds[173]. - As of March 31, 2025, the Company had cash of $73,434 outside the trust account and a working capital deficit of $5,023,786[175]. - The Company has extended the deadline to complete a business combination to October 22, 2025, with monthly deposits of approximately $18,564 into the trust account[175]. Accounting and Financial Reporting - Net income per common share is calculated by dividing net income by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class[198]. - The Company adopted ASU 2023-09 regarding income tax disclosures, effective March 31, 2025, with no significant impact expected[199]. - The average daily trading volume of the common stock must exceed $4 million prior to closing for the PIPE SPA[192]. - The Company has not identified any critical accounting estimates that could materially differ from actual results[194]. - Management believes that no recently issued accounting pronouncements will materially affect the financial statements[200].

Financial Performance - The company had a net income of $180,036 for the year ended December 31, 2024, compared to a net income of $1,429,419 for the year ended December 31, 2023[92]. - As of December 31, 2024, the Company had cash of $194,779 outside the Trust Account and a working capital deficit of $4,310,282[97]. - Net income per common share is calculated by dividing net income by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class[119]. IPO and Capital Raising - The company generated gross proceeds of $100,000,000 from its IPO of 10,000,000 units at an offering price of $10.00 per unit[93]. - The total consideration to be paid in the merger with DRIVEiT Financial Auto Group, Inc. will be $100,000,000, payable in shares of common stock valued at $10 per share[81]. - The Company has entered into a Securities Purchase Agreement for a 10% Original Issue Discount Convertible Note with an aggregate principal amount of $3.894 million[111]. - The PIPE SPA obligates an investor to purchase shares of preferred stock for $8.4 million upon closing, with additional purchases in nine tranches totaling $5 million each[112]. Compliance and Regulatory Issues - The company received a notice from Nasdaq on January 10, 2024, indicating non-compliance with a minimum market value of listed securities of at least $50 million[79]. - The company was given until November 4, 2024, to regain compliance with Nasdaq Listing Rule 5450(b)(2)(C) regarding a minimum market value of publicly held securities of at least $15 million[80]. - The company has until July 8, 2024, to regain compliance with Nasdaq listing requirements[79]. Business Combination Plans - The company plans to utilize cash from its IPO and private placements for its initial business combination[76]. - The Company has extended the deadline to complete a Business Combination to October 22, 2025, with monthly deposits of approximately $18,564[97]. - If the Business Combination is not completed by October 22, 2025, the Company will face mandatory liquidation and dissolution[99]. - The Company expects to incur significant professional and transaction costs in pursuit of the Business Combination[98]. - The Company has engaged EarlyBirdCapital to assist in identifying potential target businesses for the Business Combination, with a fee of 1% of the total consideration[104]. Shareholder Actions and Agreements - An aggregate of 262,231 shares with a redemption value of approximately $2,956,394 were tendered for redemption during the August Special Meeting[84]. - The Company has entered into Non-Redemption Agreements, transferring 299,340 shares valued at $446,735 to third parties in exchange for commitments not to redeem shares[103]. - Upon closing of a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of the gross proceeds of the IPO, totaling $2,300,000[102]. Accounting and Reporting Standards - The company has no off-balance sheet arrangements as of December 31, 2024[100]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, affecting the carrying value adjustments at the end of each reporting period[116]. - The company has issued warrants that qualify for equity accounting treatment, recorded as a component of additional paid-in capital upon issuance[118]. - The company has not included the effect of warrants sold in the IPO and private placement in the diluted income per share calculation, as their exercise is contingent upon future events[119]. - The FASB issued ASU 2023-07, effective for annual reporting periods beginning after December 15, 2023, requiring enhanced disclosures about significant segment expenses[120]. - ASU 2023-09, effective for fiscal years beginning after December 15, 2024, mandates annual disclosure of specific categories in an entity's effective tax rate reconciliation[121]. - The company is currently assessing the impact of ASU 2023-09 on its financial position and operations[121]. - Management does not believe that other recently issued accounting pronouncements will materially affect the financial statements[122]. - As a smaller reporting company, the company is not required to make disclosures about market risk[123].

Company Operations and Business Combination - The company has not engaged in any operations or generated operating revenues to date, focusing solely on organizational activities and preparations for the IPO and initial business combination [169]. - The company approved a merger agreement with DRIVEiT Financial Auto Group, Inc., with a total consideration of $100,000,000 payable in shares valued at $10 per share [164]. - The company extended the deadline for completing a business combination from September 22, 2023, to August 22, 2024, without additional funds being deposited into the Trust Account [153]. - The company has the right to extend the time to complete a business combination up to twelve times for an additional month each time by depositing $120,000 to the Trust Account [151]. - The company terminated the merger agreement with NaturalShrimp due to breaches, including failure to share costs, and is seeking a $3 million termination fee [148]. - If the company cannot complete a Business Combination by October 22, 2025, it will cease operations and liquidate [180]. Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $73,893, a decrease of 91.5% compared to a net income of $866,518 for the same period in 2023 [171]. - For the nine months ended September 30, 2024, the company had a net income of $265,749, down 77.6% from $1,176,792 in the same period of 2023 [172]. - As of September 30, 2024, the company had cash of $404,404 outside the Trust Account and a working capital deficit of $3,978,534 [178]. - The company has $5,300,199 in marketable securities held in the Trust Account, which may be used to pay taxes [177]. IPO and Capital Structure - The company generated gross proceeds of $100,000,000 from its IPO by selling 10,000,000 units at an offering price of $10.00 per unit [173]. - The underwriters exercised the over-allotment option, purchasing an additional 1,500,000 units for gross proceeds of $15,000,000 [174]. - The company has entered into Non-Redemption Agreements, transferring 299,340 shares valued at $446,735 to third parties in exchange for commitments not to redeem shares [184]. Expenses and Compliance - The company expects to incur increased expenses due to public company obligations, including legal and compliance costs, as well as due diligence expenses related to the business combination [170]. - The company expects to incur significant professional and transaction costs in pursuit of a Business Combination [179]. - The company received a notice from Nasdaq regarding non-compliance with listing rules, requiring a plan to regain compliance by November 4, 2024 [163]. - The company plans to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the consummation of a Business Combination [185].

Financial Performance - The Company had a net income of $233,436 for the three months ended June 30, 2024, compared to a net income of $238,896 for the same period in 2023 [135]. - For the six months ended June 30, 2024, the Company reported a net income of $191,856, down from $310,274 for the same period in 2023 [136]. IPO and Fundraising - The Company generated gross proceeds of $100,000,000 from its IPO of 10,000,000 units at an offering price of $10.00 per unit [137]. - An additional $15,000,000 was raised from the full exercise of the underwriters' over-allotment option, totaling $115,000,000 placed in a trust account [138]. Business Combination - The Company extended the deadline to complete a business combination to August 22, 2024, with stockholders approving the amendment at the September Special Meeting [125]. - The Company expects to incur increased expenses due to being a public company and for due diligence related to the Business Combination [134]. - The Company has not generated any operating revenues to date and does not expect to do so until after the completion of the initial Business Combination [134]. - The Company expects to incur significant professional and transaction costs in pursuit of a Business Combination [142]. - If a Business Combination is not completed by August 22, 2024, the Company will face mandatory liquidation and dissolution [143]. - The Company may need additional financing to complete its Business Combination or to redeem public shares [142]. Trust Account and Financial Position - As of June 30, 2024, the Trust Account held marketable securities amounting to $8,127,916, which may be used for tax payments [140]. - The Company had cash of $68,525 outside the Trust Account and reported a working capital deficit of $3,894,187 [141]. - The Company extended the deadline for completing a Business Combination to August 22, 2024, without additional deposits to the Trust Account [141]. - Approximately $76,322,364 was withdrawn from the Trust account to pay stockholders who tendered 7,414,905 shares for redemption [124]. Shareholder Agreements and Transactions - The Company entered into Non-Redemption Agreements, transferring 299,340 shares valued at approximately $446,735 to third parties in exchange for not redeeming shares [146]. - Upon closing a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of the IPO gross proceeds, totaling $2,300,000 [148]. Accounting and Financial Arrangements - The Company has no off-balance sheet arrangements as of June 30, 2024 [145]. - The Company has not identified any critical accounting estimates that would materially differ from actual results [150]. - As of June 30, 2024, the Company had $2,177,000 outstanding under all Promissory Notes and Convertible Notes [131].

Financial Performance - The Company had a net loss of $41,580 for the three months ended March 31, 2024, primarily due to general and administrative expenses of $114,435 and franchise tax expense of $10,372, offset by interest income of $102,594 [140]. - For the three months ended March 31, 2023, the Company reported a net income of $71,378, with general and administrative expenses of $886,227 and interest earned on marketable securities of approximately $1,252,103 [141]. - 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 [138]. Initial Public Offering (IPO) and Trust Account - The Company completed its IPO on April 22, 2022, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit [142]. - Following the IPO and private placement, a total of $115,000,000 was placed in a trust account for the benefit of public stockholders, invested in U.S. government treasury bills or money market funds [144]. - As of March 31, 2024, the Company had marketable securities held in the Trust Account amounting to $8,024,262 [145]. - Approximately $76,322,364 was withdrawn from the Company's Trust account to pay 7,414,905 shares tendered for redemption, equating to $10.29 per share [126]. - The underwriters of the IPO are entitled to a cash underwriting discount of 2.0% of the gross proceeds, amounting to $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000, contingent on the completion of a Business Combination [152]. Business Combination and Financing - The Company entered into a Merger Agreement with NaturalShrimp Incorporated, which included a provision for issuing 17.5 million shares of common stock to former security holders of the Target upon closing [123]. - During the September Special Meeting, stockholders approved an extension for the Company to consummate a business combination until August 22, 2024, without additional funds being deposited into the Trust Account [127]. - The Company may need additional financing to complete its Business Combination or to redeem a significant number of public shares, which could involve issuing additional securities or incurring debt [147]. - If a Business Combination is not completed by August 22, 2024, the Company will face mandatory liquidation and subsequent dissolution [148]. Working Capital and Expenses - The Company issued multiple unsecured promissory notes totaling $1,875,000 as of March 31, 2024, to cover working capital needs and extend the time for completing a business combination [135]. - As of March 31, 2024, the Company had cash of $84,500 outside the Trust Account and a working capital deficit of $4,023,969 [146]. - The Company made deposits of $120,000 to the Trust Account on five occasions from April to August 2023 to extend the time for completing a Business Combination to September 22, 2023 [146]. - The Company intends to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the consummation of a Business Combination [151]. Accounting and Regulatory Matters - The Company has not identified any critical accounting estimates that could materially differ from actual results [154]. - The Company is assessing the impact of ASU 2023-09 on its financial position, which requires additional disclosures regarding income taxes starting in fiscal years after December 15, 2024 [159]. - The Company has no off-balance sheet arrangements as of March 31, 2024, and does not participate in transactions that create relationships with unconsolidated entities [149]. Shareholder Agreements - The Company entered into Non-Redemption Agreements with third parties, resulting in the transfer of 299,340 shares valued at approximately $446,735, averaging $1.49 per share [150].

Financial Performance - For the year ended December 31, 2023, the company reported a net income of $1,429,419, a significant increase from $145,189 in 2022, driven by interest income of $2,788,029[17]. Business Combination and Operations - The company issued unsecured promissory notes totaling $1,175,000 in 2023 to extend the deadline for completing a business combination and to meet working capital needs[11][13][14]. - The company has until August 22, 2024, to complete a business combination, or it will cease operations except for liquidation purposes, raising substantial doubt about its ability to continue as a going concern[20]. - The underwriters of the IPO were entitled to a cash underwriting discount of 2.0% of the gross proceeds, amounting to $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000, contingent on completing a business combination[22]. - The company granted underwriters a 45-day option to purchase up to 1,500,000 additional units, which was fully exercised, generating gross proceeds of $15,000,000[18]. - The company intends to focus on target businesses in high technology, blockchain, and other general business industries globally for its initial business combination[10]. - The company has agreed to waive rights to amounts held in the trust account if unable to complete the initial business combination within the required timeframe[43]. Internal Controls and Compliance - The company has identified material weaknesses in its internal controls over financial reporting, which will not be considered remediated until fully implemented[31]. - The company is currently assessing the impact of ASU 2023-09 on its financial position and operations, which requires additional disclosures regarding income taxes[26]. Employment Agreements - The company has not entered into any employment agreements with its executive officers, nor made agreements for benefits upon termination[45].

Financial Performance - The Company reported a net income of $866,518 for the three months ended September 30, 2023, compared to $248,109 for the same period in 2022, representing a 248% increase [146]. - For the nine months ended September 30, 2023, the Company had a net income of $1,176,792, up from $227,889 in the same period of 2022, indicating a 417% increase [147]. Trust Account and Securities - As of September 30, 2023, the Company had marketable securities held in the Trust Account amounting to $43,539,360 [151]. - Following the IPO and private placement, a total of $115,000,000 was placed in a trust account for the benefit of the Company's public stockholders [150]. - A total of 7,414,905 shares were tendered for redemption, resulting in approximately $76,322,364 withdrawn from the Trust Account [134]. IPO and Financing - The Company generated gross proceeds of $100,000,000 from its IPO of 10,000,000 units at an offering price of $10.00 per unit [148]. - The Company issued unsecured promissory notes totaling $575,000 and $250,000 to the Sponsor to extend the time for completing a business combination [132]. - Upon closing a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of gross IPO proceeds, totaling $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000 [157]. Business Combination and Operations - The Company extended the deadline to complete a business combination to August 22, 2024, without depositing additional funds into the Trust Account [135]. - The Company terminated the Merger Agreement with NaturalShrimp due to breaches, including failure to share costs associated with deadline extensions [142]. - If the Company cannot complete a Business Combination by August 22, 2024, it will cease operations except for liquidation purposes [154]. - The Company expects to incur significant professional costs to remain publicly traded and significant transaction costs for a Business Combination [153]. Financial Position and Liabilities - The Company incurred a working capital deficit of $3,434,873 as of September 30, 2023, excluding stockholder redemption payable and income tax and franchise tax payable [152]. - As of September 30, 2023, the Company has no off-balance sheet arrangements [155]. - The Company intends to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the Business Combination [156]. Stock and Equity - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value [160]. - Warrants are assessed for equity or liability classification based on specific terms and guidance, with management concluding that the Public and Private Warrants qualify for equity accounting treatment [162]. - Net income per common share is calculated by dividing net income by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class [163]. - Offering costs related to the IPO were charged to stockholders' equity upon completion, including underwriting and legal expenses [164]. Rights and Agreements - The Company granted Chardan a right of first refusal for future public and private equity and debt offerings for 18 months post-Business Combination [158].

Financial Performance - The Company had a net income of $238,896 for the three months ended June 30, 2023, compared to a net loss of $20,219 for the same period in 2022 [151]. - For the six months ended June 30, 2023, the Company reported a net income of $310,274, while in the same period of 2022, it had a net loss of $20,219 [152]. Assets and Securities - As of June 30, 2023, the Company held marketable securities in the Trust Account amounting to $42,962,341 [157]. - The Company generated gross proceeds of $100,000,000 from its IPO of 10,000,000 units at an offering price of $10.00 per unit [153]. Working Capital and Liabilities - The Company has a working capital deficit of $3,399,349 as of June 30, 2023, excluding income tax and franchise tax payable [158]. - The Company has incurred significant costs in pursuing its acquisition plans and cannot assure the success of completing a Business Combination [134]. - The Company expects to incur significant professional costs to remain publicly traded and significant transaction costs for a Business Combination [159]. - If the Company cannot complete a Business Combination by April 22, 2024, it will cease operations and liquidate, raising substantial doubt about its ability to continue as a going concern [160]. Business Combination and Merger - The Company plans to issue 17.5 million shares of common stock to former security holders of NaturalShrimp upon the closing of the merger [135]. - A breakup fee of $3.0 million will be due to the terminating party if the Merger Agreement is validly terminated due to a default [135]. - The proposed business combination with NaturalShrimp is expected to close in the second quarter of 2023, subject to various approvals [137]. - The Company withdrew approximately $76,322,364 from its Trust account to pay stockholders who tendered 7,414,905 shares for redemption [140]. Financial Reporting and Accounting - The Company has no off-balance sheet arrangements as of June 30, 2023, and does not participate in transactions with unconsolidated entities [162]. - The Company intends to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the Business Combination is completed [163]. - Upon closing a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of the IPO gross proceeds, totaling $2,300,000, and a deferred fee of 3.5%, totaling $4,025,000 [164]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, affecting the carrying value adjustments [167]. - Warrants are assessed for equity or liability classification based on specific terms, with Public and Private Warrants qualifying for equity accounting treatment [169]. - Net income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class [170]. - Offering costs related to the IPO were charged to stockholders' equity upon completion, including underwriting and legal expenses [171]. - The Company is assessing the impact of ASU 2020-06 on its financial position, which simplifies accounting for certain financial instruments and is effective for smaller reporting companies after December 15, 2023 [172].

Financial Performance - The company had a net income of $71,378 for the three months ended March 31, 2023, despite incurring a loss of $926,172 from general and administrative expenses [140]. - The company incurred a franchise tax expense of $39,945 for the three months ended March 31, 2023 [140]. - Net income (loss) per common share is calculated by dividing net income (loss) by the weighted-average number of shares outstanding, with redeemable and non-redeemable shares presented as one class [157]. IPO and Capital Structure - The company completed its IPO on April 22, 2022, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units [143]. - Offering costs related to the IPO were charged to stockholders' equity upon completion, consisting mainly of underwriting, legal, and accounting expenses [158]. - Common stock subject to possible redemption is classified as temporary equity and presented at redemption value, affecting the carrying value adjustments at the end of each reporting period [154]. Trust Account and Working Capital - As of March 31, 2023, the company had marketable securities held in the Trust Account amounting to $118,558,173 [146]. - Following the IPO, the company had a working capital deficit of $2,028,347 as of March 31, 2023 [147]. - Approximately $76.32 million was withdrawn from the Trust Account to pay stockholders who tendered 7,414,905 shares for redemption [135]. Business Combination and Merger - The company plans to issue 17.5 million shares of common stock to former security holders of NaturalShrimp upon the closing of the merger [130]. - The company has extended the deadline to complete a business combination to April 22, 2024, with the possibility of monthly extensions [134]. - A break-up fee of $3.0 million will be due if the merger agreement is terminated due to a default by either party [130]. Future Expenses and Accounting Changes - The company expects to incur increased expenses related to being a public company and due diligence for business combinations [139]. - The company is assessing the impact of ASU 2020-06, effective for smaller reporting companies after December 15, 2023, which simplifies accounting for certain financial instruments [159]. - Management believes that no other recently issued accounting pronouncements will have a material effect on the financial statements [160]. Equity and Warrant Accounting - The company has issued warrants that qualify for equity accounting treatment, recorded as a component of additional paid-in capital upon issuance [156].

Financial Performance - The company had a net income of $145,189 for the year ended December 31, 2022, despite incurring a loss of approximately $1,196,341 from general and administrative expenses[72]. - The company has a working capital deficit of $301,331 as of December 31, 2022, excluding income tax and franchise tax payable[78]. - The company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[70]. IPO and Capital Raising - The company completed an IPO on April 22, 2022, raising gross proceeds of $100,000,000 from the sale of 10,000,000 units at $10.00 per unit[74]. - The underwriters of the IPO received a cash underwriting discount of 2.0% of the gross proceeds, totaling $2,300,000, and a deferred fee of 3.5% amounting to $4,025,000[82]. - Offering costs related to the IPO were charged to stockholders' equity upon completion, including underwriting, legal, and accounting expenses[89]. Business Combination and Future Plans - The company entered into a merger agreement with NaturalShrimp Incorporated, which includes issuing 17.5 million shares of common stock to the former security holders of the target[65]. - The company expects to incur significant costs related to being a public company and pursuing a business combination[79]. - The company has deposited $1,150,000 into the Trust Account to extend the time to complete the business combination until April 22, 2023[68]. - The company has incurred and expects to continue to incur significant professional costs to remain a publicly traded company[79]. Accounting and Regulatory Matters - ASU 2020-06, effective for smaller reporting companies after December 15, 2023, simplifies accounting for certain financial instruments and introduces new disclosures for convertible debt[90]. - Management believes that no recently issued accounting pronouncements will materially affect the Company's financial statements[91]. - As a smaller reporting company, the Company is not required to disclose market risk under Item 7A[92]. Trust Account and Marketable Securities - As of December 31, 2022, the company had marketable securities held in the Trust Account amounting to $116,651,461[77].