STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($) |
3 Months Ended | |||
---|---|---|---|---|
Aug. 09, 2022 |
May 17, 2022 |
Mar. 31, 2023 |
Dec. 31, 2022 |
|
Class of Stock [Line Items] | ||||
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Representative Shares | 57,500 | |||
Share subject to forfeiture | 0 | |||
Public Warrant [Member] | ||||
Class of Stock [Line Items] | ||||
Class of warrant or right exercise price | $ 0.01 | |||
IPO [Member] | ||||
Class of Stock [Line Items] | ||||
Business combination description | the Company had until 9 months (or up to 18 months from the closing of the Initial Public Offering at the election of the Company pursuant to nine one month extensions subject to satisfaction of certain conditions, including the deposit of $379,500 ($0.033 per unit) for such one month extension, into the Trust Account, or as extended by the Company’s stockholders in accordance with the Amended and Restated Certificate of Incorporation) from the closing of the Initial Public Offering to consummate a business combination (the “Combination Period”). On May 8, 2023, the Company filed an amendment to the Third Amended and Restated Certificate of Incorporation of the Company (i) to extend the Combination Period from May 9, 2023 to February 9, 2024 for no additional amount to be paid by the Sponsor into the Trust Account and (ii) to provide for the right of a holder of Class B common stock to convert such shares into shares of Class A common stock on a one-for-one basis prior to the closing of a business combination at the election of the holder If the Company is unable to complete a business combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem 100% of the outstanding Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned (net of taxes payable and less interest to pay dissolution expenses up to $100,000), divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Stockholders’ rights as stockholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining stockholders and the Company’s board of directors, proceed to commence a voluntary liquidation and thereby a formal dissolution of the Company, subject in each case to its obligations to provide for claims of creditors and the requirements of applicable law. | |||
Warrants issued | 12,134,375 | |||
IPO [Member] | Public Warrants [Member] | ||||
Class of Stock [Line Items] | ||||
Warrants outstanding | $ 11,500,000 | |||
Warrants issued | 11,500,000 | |||
IPO [Member] | Placement Warrants [Member] | ||||
Class of Stock [Line Items] | ||||
Warrants outstanding | $ 634,375 | |||
Warrants issued | 634,375 | |||
Common Class A [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Voting rights of common stock, description | Holders of the Company’s Class A common stock are entitled to one vote for each share. | |||
Temporary equity shares issued | 12,191,875 | 12,191,875 | ||
Temporary equity shares outstanding | 12,191,875 | 12,191,875 | ||
Redemption of shares | 11,500,000 | 11,500,000 | ||
Common stock, shares issued | 691,875 | 691,875 | ||
Common stock shares outstanding | 691,875 | 691,875 | ||
Permanent equity for placement unit | 634,375 | |||
Class of warrant or right exercise price | $ 18.00 | |||
Business combination description | In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial business combination at a Newly Issued Price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial business combination on the date of the consummation of the initial business combination (net of redemptions), and (z) the market value is below $9.20 per share, then the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the greater of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described above will be adjusted (to the nearest cent) to be equal to 180% of the greater of the Market Value and the Newly Issued Price. | |||
Common Class A [Member] | Public Warrant [Member] | ||||
Class of Stock [Line Items] | ||||
Class of warrant or right exercise price | $ 11.50 | $ 11.50 | ||
Common Class B [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares authorized | 10,000,000 | 10,000,000 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||
Voting rights of common stock, description | Holders of Class B common stock are entitled to one vote for each share. | |||
Common stock, shares issued | 2,875,000 | 2,875,000 | ||
Common stock shares outstanding | 2,875,000 | 2,875,000 | ||
Percentage of issued and outstanding shares | 20.00% | 20.00% | ||
Common Class B [Member] | Over-Allotment Option [Member] | ||||
Class of Stock [Line Items] | ||||
Share subject to forfeiture | 375,000 | 375,000 |