Financial Performance - The Company reported a net loss of $20,219 for both the three and six months ended June 30, 2022, primarily due to general and administrative expenses[103]. - The Company had cash of $386,487 outside the Trust Account and a working capital of $609,470 as of June 30, 2022[108]. - The Company expects to incur significant costs related to being a public company and pursuing a Business Combination[109]. - The Company has substantial doubt about its ability to continue as a going concern if a Business Combination is not completed by January 27, 2023[109]. IPO and Fundraising - The Company generated gross proceeds of $100,000,000 from the IPO of 10,000,000 units at an offering price of $10.00 per unit[104]. - 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[105]. - As of June 30, 2022, the Company had marketable securities held in the Trust Account amounting to $115,139,177[107]. - Upon closing of a Business Combination, underwriters will receive a cash underwriting discount of 2.0% of the gross proceeds, totaling $2,300,000[112]. Accounting Standards - The Financial Accounting Standards Board issued ASU 2020-06 to simplify accounting for certain financial instruments, effective for smaller reporting companies for fiscal years beginning after December 15, 2023[119]. - ASU 2020-06 eliminates the separation of beneficial conversion and cash conversion features from convertible instruments[119]. - The new standard introduces additional disclosures for convertible debt and freestanding instruments indexed to an entity's own equity[119]. - The amendments to diluted earnings per share guidance require the use of the if-converted method for all convertible instruments[119]. - Management does not believe that any other recently issued accounting pronouncements would have a material effect on the Company's financial statement[120]. - As a smaller reporting company, the Company is not required to make disclosures about market risk[121]. Administrative Expenses - The Company plans to pay the Sponsor a total of $10,000 per month for administrative services, with payments deferred until the consummation of a Business Combination[111]. - The Company has no off-balance sheet arrangements as of June 30, 2022[110].

IPO and Fundraising - The Company completed its IPO on April 22, 2022, raising gross proceeds of $100 million from the sale of 10,000,000 units at $10.00 per unit[108]. - An additional 1,500,000 units were sold through the underwriters' over-allotment option, generating an extra $15 million[109]. - The total amount placed in the Trust Account after the IPO and private placement was $115 million, intended for acquiring a target business and covering related expenses[110]. - The underwriters received a cash underwriting discount of 2.0% of the gross proceeds from the IPO, totaling $2 million[117]. Financial Position - As of March 31, 2022, the Company had cash of $150,991 and a working capital deficit of $136,378, which improved to cash of $929,798 and working capital of $706,818 post-IPO[111]. - The Company has not generated any operating revenues to date and does not expect to do so until after completing its initial business combination[105]. - The Company incurred no expenses from inception through March 31, 2022, resulting in no net loss for that period[107]. - A promissory note of $250,000 was outstanding as of March 31, 2022, which was repaid on April 22, 2022[114]. - The Company plans to pay the Sponsor $10,000 per month for administrative services, with payments deferred until the consummation of a business combination[115]. Accounting and Regulatory Compliance - The company complies with ASC 340 10 S99 1 and SEC Staff Accounting Bulletin Topic 5A regarding offering costs related to the IPO[123]. - Offering costs primarily include underwriting, legal, accounting, and other expenses directly related to the IPO, charged to stockholders' equity upon completion[123]. - The Financial Accounting Standards Board issued ASU 2020-06 to simplify accounting for certain financial instruments, effective for smaller reporting companies after December 15, 2023[125]. - ASU 2020-06 introduces additional disclosures for convertible debt and freestanding instruments indexed to an entity's own equity[125]. - The company is currently assessing the impact of ASU 2020-06 on its financial position, results of operations, or cash flows[125]. - Management does not believe that other recently issued accounting pronouncements would have a material effect on the company's financial statements[126]. - As a smaller reporting company, the company is not required to make disclosures about market risk[127]. Future Expectations - The Company expects to incur significant professional and transaction costs as it pursues a business combination[112].