ACKRELL SPAC Partners I (ACKIT) 10-Q15 Aug 222022 Q2 Quarterly reportFinancial data

Company Profile

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
Document And Entity Information - shares	Jun. 30, 2022	Aug. 15, 2022
Document Information Line Items
Entity Registrant Name	ACKRELL SPAC PARTNERS I CO.
Trading Symbol	ACKI
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		9,523,224
Amendment Flag	false
Entity Central Index Key	0001790121
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Jun. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q2
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	true
Entity Ex Transition Period	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-39821
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	83-3237047
Entity Address, Address Line One	2093 Philadelphia
Entity Address, Address Line Two	Pike #1968
Entity Address, City or Town	Claymont
Entity Address, State or Province	DE
Entity Address, Postal Zip Code	19703
City Area Code	(650)
Local Phone Number	560-4753
Title of 12(b) Security	Common Stock, par value $0.0001 per share
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Assets
Cash	$ 195,111	$ 86,792
Prepaid assets	58,248	72,172
Total Current Assets	253,359	158,964
Cash and securities held in Trust Account	53,345,080	140,822,578
Total assets	53,598,439	140,981,542
Liabilities and Stockholders’ Deficit
Accounts payable and accrued expense	1,491,110	793,237
State franchise tax accrual	93,342	195,695
Due to related parties	183,648	123,548
Promissory note – related party	1,380,000	1,380,000
Promissory note – Blackstone	2,080,000
Total current liabilities	5,228,100	2,492,480
Warrant liabilities	56,359	284,770
Total liabilities	5,284,459	2,777,250
Commitments
Common stock subject to possible redemption, 5,154,224 and 13,800,000 shares (at redemption value of approximately $10.35 and $10.20 per share) at June 30, 2022 and December 31, 2021, respectively	53,345,080	140,822,578
Stockholders’ Deficit:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; no shares issued and outstanding
Common stock, $0.0001 par value; 100,000,000 shares authorized; 4,369,000 and 4,369,000 shares (excluding 5,154,224 and 13,800,000 shares subject to possible redemption) issued and outstanding at June 30, 2022 and December 31, 2021, respectively	437	437
Additional paid-in capital
Accumulated deficit	(5,031,537)	(2,618,723)
Total stockholders’ deficit	(5,031,100)	(2,618,286)
Total Liabilities and Stockholders’ Deficit	$ 53,598,439	$ 140,981,542

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parentheticals) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Common stock subject to possible redemption	5,154,224	13,800,000
Redemption value per share (in Dollars per share)	$ 10.35	$ 10.2
Preferred stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	4,369,000	4,369,000
Common stock, shares outstanding	4,369,000	4,369,000

Unaudited Condensed Statements

Unaudited Condensed Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
Unaudited Condensed Statements of Operations - USD ($)	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Formation and operating costs	$ 588,946	$ 284,480	$ 1,256,504	$ 484,275
Loss from operations	(588,946)	(284,480)	(1,256,504)	(484,275)
Other income (loss)
Interest income	171,249	5,271	206,286	29,318
Change in fair value of warrant liabilities	96,444	(74,089)	228,411	221,796
Total other income (loss)	267,693	(68,818)	434,697	251,114
Net loss	$ (321,253)	$ (353,298)	$ (821,807)	$ (233,161)
Basic and diluted weighted average shares outstanding (in Shares)	4,369,000	4,369,000	4,369,000	4,369,000
Basic and diluted net (loss) income per share (in Dollars per share)	$ (0.03)	$ (0.02)	$ (0.14)	$ (0.01)
Common Stock
Other income (loss)
Basic and diluted weighted average shares outstanding (in Shares)	12,944,923	13,800,000	13,370,100	13,800,000
Basic and diluted net (loss) income per share (in Dollars per share)	$ (0.02)	$ (0.02)	$ (0.02)	$ (0.01)

Unaudited Condensed Statement_2

Unaudited Condensed Statements of Operations (Parentheticals) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Basic and diluted weighted average shares outstanding	4,369,000	4,369,000	4,369,000	4,369,000
Basic and diluted net (loss) income per share	$ (0.03)	$ (0.02)	$ (0.14)	$ (0.01)
Common Stock
Basic and diluted weighted average shares outstanding	12,944,923	13,800,000	13,370,100	13,800,000
Basic and diluted net (loss) income per share	$ (0.02)	$ (0.02)	$ (0.02)	$ (0.01)

Unaudited Condensed Statement_3

Unaudited Condensed Statements of Changes in Stockholders’ (Deficit) Equity - USD ($)		Common Stock		Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2020		$ 437	[1]	$ 144,300	$ (125,482)	$ 19,255
Balance (in Shares) at Dec. 31, 2020	[1]	4,369,000
Net Income (loss)					120,137	120,137
Subsequent measurement of common stock subject to possible redemption			[1]	(24,047)		(24,047)
Balance at Mar. 31, 2021		$ 437	[1]	120,253	(5,345)	115,345
Balance (in Shares) at Mar. 31, 2021	[1]	4,369,000
Balance at Dec. 31, 2020		$ 437	[1]	144,300	(125,482)	19,255
Balance (in Shares) at Dec. 31, 2020	[1]	4,369,000
Net Income (loss)						(233,161)
Subsequent measurement of common stock subject to possible redemption
Balance at Jun. 30, 2021		$ 437	[1]	114,982	(358,643)	(243,224)
Balance (in Shares) at Jun. 30, 2021	[1]	4,369,000
Balance at Mar. 31, 2021		$ 437	[1]	120,253	(5,345)	115,345
Balance (in Shares) at Mar. 31, 2021	[1]	4,369,000
Net Income (loss)					(353,298)	(353,298)
Subsequent measurement of common stock subject to possible redemption			[1]	(5,271)		(5,271)
Balance at Jun. 30, 2021		$ 437	[1]	114,982	(358,643)	(243,224)
Balance (in Shares) at Jun. 30, 2021	[1]	4,369,000
Balance at Dec. 31, 2021		$ 437	[1]		(2,618,723)	(2,618,286)
Balance (in Shares) at Dec. 31, 2021	[1]	4,369,000
Net Income (loss)					(500,554)	(500,554)
Extension Funds attributable to common stock subject to redemption under ASC 480-10-S99 against APIC			[1]		(1,380,000)	(1,380,000)
Subsequent measurement of common stock subject to possible redemption			[1]		(35,037)	(35,037)
Balance at Mar. 31, 2022		$ 437	[1]		(4,534,314)	(4,533,877)
Balance (in Shares) at Mar. 31, 2022	[1]	4,369,000
Balance at Dec. 31, 2021		$ 437	[1]		(2,618,723)	(2,618,286)
Balance (in Shares) at Dec. 31, 2021	[1]	4,369,000
Net Income (loss)						(821,807)
Subsequent measurement of common stock subject to redemption (withdrawal of funds to reimburse franchise tax)						195,279
Subsequent measurement of common stock subject to possible redemption						(195,279)
Balance at Jun. 30, 2022		$ 437	[1]		(5,031,537)	(5,031,100)
Balance (in Shares) at Jun. 30, 2022	[1]	4,369,000
Balance at Mar. 31, 2022		$ 437	[1]		(4,534,314)	(4,533,877)
Balance (in Shares) at Mar. 31, 2022	[1]	4,369,000
Net Income (loss)					(321,253)	(321,253)
Extension Funds attributable to common stock subject to redemption under ASC 480-10-S99 against APIC			[1]		(200,000)	(200,000)
Subsequent measurement of common stock subject to redemption (withdrawal of funds to reimburse franchise tax)			[1]		195,279	195,279
Subsequent measurement of common stock subject to possible redemption			[1]		(171,249)	(171,249)
Balance at Jun. 30, 2022		$ 437	[1]		$ (5,031,537)	$ (5,031,100)
Balance (in Shares) at Jun. 30, 2022	[1]	4,369,000

[1] This number excludes 13,800,000 shares of common stock subject to possible redemption at June 30, 2022 and 2021.

Unaudited Condensed Statement_4

Unaudited Condensed Statements of Cash Flows - USD ($)	6 Months Ended
Unaudited Condensed Statements of Cash Flows - USD ($)	Jun. 30, 2022	Jun. 30, 2021
Cash Flows from Operating Activities:
Net loss	$ (821,807)	$ (233,161)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on investments held in Trust Account	(206,286)	(29,318)
Change in fair value of warrant liabilities	(228,411)	(221,796)
Changes in current assets and current liabilities:
Prepaid assets	13,924	52,644
Accounts payable and accrued expense	697,873	(117,496)
State franchise tax accrual	(102,353)	89,083
Due to related parties	60,100	60,000
Net cash used in operating activities	(586,960)	(400,044)
Cash Flows from Investing Activities:
Cash deposited in Trust Account	(1,580,000)
Withdrawal of interest from trust account for franchise tax payment	195,279
Net cash used in investing activities	(1,384,721)
Cash Flows from Financing Activities:
Proceeds from Sponsor loan
Proceeds from promissory note - Blackstone	2,080,000
Net cash provided by financing activities	2,080,000
Net Increase (Decrease) in Cash	108,319	(400,044)
Cash - Beginning	86,792	677,130
Cash - Ending	195,111	277,086
Supplemental Disclosure of Non-cash Financing Activities:
Extension Funds attributable to common stock subject to redemption under ASC 480-10-S99 against APIC	1,580,000
Subsequent measurement of common stock subject to redemption under ASC 480-10-S99 against APIC (interest earned on Trust Account)	206,286	29,318
Payment from Trust Account in connection with redemption of shares	(89,068,505)
Subsequent measurement of common stock subject to redemption (withdrawal of funds to reimburse franchise tax)	$ (195,279)

Organization and Business Opera

Organization and Business Operations	6 Months Ended
Organization and Business Operations	Jun. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	Note 1 — Organization and Business Operations Organization and General Ackrell SPAC Partners I Co. (the “Company”) is a blank check company formed under the laws of the State of Delaware on September 11, 2018. The Company was formed for the purpose of entering into a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination with one or more businesses or entities (a “Business Combination” or an “Initial Business Combination”). The Company has selected December 31 as its fiscal year end. The Company’s sponsor is Ackrell SPAC Sponsors I LLC (the “Sponsor”), a Delaware limited liability company. As of June 30, 2022, the Company had not yet commenced any revenue-generating operations. All activity through June 30, 2022 relates to the Company’s formation, the Initial Public Offering (as defined below), the search for a prospective target for Initial Business Combination, and efforts toward consummating an Initial Business Combination. The Company will not generate any operating revenues until after the completion of its Initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income on investments held in the Trust Account and will recognize changes in the fair value of warrant liability as other income (expense) (See Note 10). On December 15, 2021, the Company formed Blackstone Products, Inc. (“Newco”), a Delaware corporation that is a wholly-owned subsidiary of the Company, and Ackrell Merger Sub Inc. (“Merger Sub”), a Delaware corporation that is a wholly-owned subsidiary of Newco, for the purpose of executing the Business Combination Agreement (as defined below). All activities of Newco and Merger Sub through June 30, 2022 related to executing the Business Combination Agreement and SEC filings related to the proposed Blackstone Business Combination (as defined below). On December 22, 2021, the Company, Newco and Merger Sub entered into a business combination agreement (the “Business Combination Agreement”) with North Atlantic Imports, LLC, an innovative griddle company d/b/a Blackstone Products (“Blackstone”), pursuant to which the two companies agreed to consummate a Business Combination where the combined company will own 100% of Blackstone post Business Combination (the “Blackstone Business Combination”). The aggregate consideration to be paid in the transactions is based on a pre-money Blackstone equity valuation of approximately $721 million. In connection with the proposed Blackstone Business Combination, the Company and Newco entered into subscription agreements (the “Subscription Agreements”) with certain investors (the “PIPE Investors”), pursuant to which Newco agreed to issue and sell to the PIPE Investors approximately 3,100,000 units (the “Newco Units”) for a purchase price of $10.00 per unit, for an aggregate of approximately $31,000,000 and approximately $111,000,000 principal amount of Newco convertible notes immediately prior to the closing of the proposed Blackstone Business Combination (the “PIPE Investment”). Each Newco Unit consists of one share of Newco common stock and one-half of a warrant to acquire Newco common stock at an exercise price of $11.50 per share. The Subscription Agreements provided investors with the right to terminate the Subscription Agreements if the proposed Blackstone Business Combination was not consummated by June 23, 2022, the date by which the Company were to have originally completed its Initial Business Combination in accordance with its Amended and Restated Certificate of Incorporation. These investors have exercised their right to terminate their subscription agreements. The Company is engaged in negotiations with those and other investors to modify the terms of the Subscription Agreements to eliminate the Newco Units portion of the private placement and to modify certain terms of the convertible notes. Financing The registration statements (“Registration Statements”) for the Company’s initial public offering (“Initial Public Offering” or “IPO”) were declared effective on December 21, 2020. On December 23, 2020, the Company consummated the Initial Public Offering of 13,800,000 units (the “Public Units”), which included the full exercise of the underwriter’s overallotment option, generating gross proceeds of $138,000,000, which is described in Note 3. Each Public Unit consists of (i) one subunit (the “Public Subunit”), which consists of one share of common stock (the “Public Share”) and one-half of one redeemable warrant, and (ii) one-half of one redeemable warrant (collectively, the redeemable warrants included in the Public Units and Public Subunits, the “Public Warrants”). Each whole Public Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. Simultaneously with the closing of the IPO, the Company consummated the sale of an aggregate of 539,000 units (the “Private Units”) at a price of $10.00 per unit in a private placement to the Sponsor and EarlyBirdCapital, Inc. (“EarlyBirdCapital”), generating gross proceeds of an aggregate of $5,390,000, which is described in Note 4. Each Private Unit consists of (i) one subunit (the “Private Subunit”), which consists of one share of common stock (the “Private Share”) and one-half of one redeemable warrant, and (ii) one-half of one redeemable warrant (collectively, the redeemable warrants included in the Private Units and Private Subunits, the “Private Warrants”). Each whole Private Warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. Trust Account Following the closing of the IPO on December 23, 2020, an amount of $139,380,000 ($10.10 per Unit) from the net proceeds of the sale of the Public and Private Units in the IPO and private placement was placed in a trust account (“Trust Account”) which is invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act, which invest only in direct U.S. government treasury obligations, until the earlier of (a) the completion of the Company’s Initial Business Combination, (b) the redemption of any Public Subunits properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, or (c) the redemption of the Company’s Public Subunits if the Company is unable to complete an Initial Business Combination within the Business Combination Period (as defined below). On December 23, 2021, the Company deposited $1,380,000 into the Trust Account and extended the period of time to consummate an Initial Business Combination (the “Business Combination Period”) by three months from December 23, 2021 to March 23, 2022. On March 21, 2022, the Company deposited an additional $1,380,000 into the Trust Account and further extended the Business Combination Period by an additional three months from March 23, 2022 to June 23, 2022. On June 27, 2022, the Company deposited an additional $200,000 into the Trust Account and further extended the Business Combination Period by an additional one month from June 23, 2022 to July 23, 2022. The aggregate of $2,960,000 for the two three-month extensions and the initial three month extension was funded by proceeds from the promissory notes issued to the Sponsor and Blackstone on December 23, 2021, March 16, 2022, and June 24, 2022, respectively (See Note 5 and Note 8). On April 28, 2022, pursuant to the trust agreement dated as of December 21, 2020 between the Company and Continental Stock Transfer & Trust Company (“CST”), the trustee of the Trust Account, the Company issued a request to CST to withdraw $129,279 of interest income from the Trust Account for the payment of the Company’s taxes. The proceeds from this withdrawal were deposited into the Company’s operating bank account on May 10, 2022. On June 14, 2022, the Company withdrew another $66,000 of interest income from the Trust Account for the payment of the Company’s taxes. On June 21, 2022, the Company’s stockholders approved an amendment to its Amended and Restated Certificate of Incorporation to further extend the Business Combination Period on a monthly basis up to three times from June 23, 2022 to not later than September 23, 2022, subject to the approval of the Board of Directors of the Company, provided the Sponsor or its designees deposit into the trust account for each monthly extension an amount equal to the lesser of $0.043 per share for each Public Subunit that has not been redeemed by June 23, 2022 and $200,000, within seven days after the commencement of each monthly extension period. In connection with the extension, an aggregate of 8,645,776 Public Subunits were presented for redemption. The Company paid cash in the aggregate amount of $89,068,505, or approximately $10.30 per subunit, to redeeming stockholders. Initial Business Combination The Company’s Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the balance in the Trust Account (net of taxes payable) at the time of the signing an agreement to enter into a Business Combination. However, the Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to successfully effect a Business Combination. The Company will provide its stockholders with the opportunity to redeem all or a portion of their Public Subunits included in the Public Units sold in the IPO upon the completion of an Initial Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The stockholders will be entitled to redeem their Public Subunits for a pro rata portion of the amount then on deposit in the Trust Account (approximately $10.35 per subunit as of June 30, 2022, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The Company initially had 12 months from the closing of the IPO to consummate a Business Combination with an opportunity to extend the period of time up to two times each by an additional three months (for a total of up to 18 months to complete a business combination), subject to the Sponsor and/or its designees depositing into the Trust Account, on or prior to the applicable deadline, additional funds of $1,380,000 ($0.10 per unit) for each of the available three-month extensions. On December 23, 2021, the Company deposited $1,380,000 into the Trust Account and extended the period of time to consummate an Initial Business Combination by three months from December 23, 2021 to March 23, 2022. On March 21, 2022, the Company deposited an additional $1,380,000 into the Trust Account and further extended the period of time to consummate an Initial Business Combination by an additional three months from March 23, 2022 to June 23, 2022. On June 21, 2022, the Company held a special meeting of stockholders for the approval of an amendment to its Amended and Restated Certificate of Incorporation to extend on a monthly basis up to three times the Business Combination Period from June 23, 2022 to a date not later than September 23, 2022, subject to the approval of the Board of Directors of the Company, provided the Sponsor or its designees deposit into the trust account for each monthly extension an amount equal to the lesser of $0.043 per share for each Public Subunit that has not been redeemed by June 23, 2022 and $200,000, within seven days after the commencement of each extension period (the “Extension Amendment”). In connection with the Extension Amendment, an aggregate of 8,645,776 Public Subunits were presented for redemption. On June 22, 2022, the Company paid cash in the aggregate amount of $89,068,505, or approximately $10.30 per subunit, to redeeming stockholders. On June 27, 2022, the Company deposited an additional $200,000 into the Trust Account and further extended the period of time to consummate an Initial Business Combination by an additional month from June 23, 2022 to July 23, 2022. The aggregate of $2,960,000 for the two three-month extensions and the initial monthly extension was funded by proceeds from the promissory notes issued to the Sponsor and Blackstone on December 23, 2021, March 16, 2022, and June 24, 2022, respectively (See Note 5 and Note 8). The Sponsor, EarlyBirdCapital and the Company’s officer and directors have agreed to (i) waive their conversion rights with respect to their Founder Shares (See Note 5), Representative Shares (See Note 8) and Private Subunits (collectively, the “Private Securities”) in connection with the consummation of a business combination, (ii) to waive their rights to liquidating distributions from the Trust Account with respect to their Private Securities if the Company fails to consummate a Business Combination by the end of the Business Combination Period, as extended in accordance with its Amended and Restated Certificate of Incorporation, as amended, and (iii) not to propose an amendment to the Company’s Amended and Restated Certificate of Incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its Public Subunits if the Company does not complete a Business Combination, unless the Company provides the public stockholders with the opportunity to redeem their Public Subunits in conjunction with any such amendment. Liquidation The holders of the Private Securities will not participate in any liquidation distribution with respect to such securities. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than the $10.35 per Public Unit as of June 30, 2022. The Sponsor has agreed that it will be liable to ensure that the proceeds in the Trust Account are not reduced below $10.10 per Public Subunit by the claims of target businesses or claims of vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company. The agreement entered into by the Sponsor specifically provides for two exceptions to the indemnity it has given: it will have no liability (1) as to any claimed amounts owed to a target business or vendor or other entity who has executed an agreement with us waiving any right, title, interest or claim of any kind they may have in or to any monies held in the Trust Account, or (2) as to any claims for indemnification by the underwriters of the Company’s IPO against certain liabilities, including liabilities under the Securities Act. The Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations. The Company believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company believes it is unlikely that Sponsor will be able to satisfy its indemnification obligations if it is required to do so. Liquidity and Going Concern As of June 30, 2022, the Company had cash outside the Trust Account of $195,111 available for working capital needs. All remaining cash and securities were held in the Trust Account and are generally unavailable for the Company’s use prior to an initial business combination (except that the Company may withdraw interest generated in the Trust Account to pay taxes) and are restricted for use either in a Business Combination or to redeem Public Subunits. As of June 30, 2022, none of the amounts on deposit in the Trust Account was available to be withdrawn as described above (except $71,099 of interest income that may be withdrawn to pay taxes). Through June 30, 2022, the Company’s liquidity needs were satisfied through receipt of $5,000 from the sale of the Founder Shares (See Note 5), advances from the Sponsor in an aggregate amount of $300,000 which were repaid upon the IPO, and the remaining net proceeds from the IPO and private placement (See Notes 4 and 5) held outside of the Trust Account. Additionally, the Company received $1,380,000 from the Sponsor Extension Loan (see Note 5) and another $1,380,000 from the Blackstone Extension Loan (See Note 8), which the Company deposited into the Trust Account to extend the Business Combination Period from December 23, 2021 to July 23, 2022. On April 6, 2022, the Company issued an unsecured promissory note in the principal amount of $115,000 to Blackstone to fund payment of fees due to Nasdaq (See Note 8). On April 27, 2022, the Company issued an unsecured promissory note, the terms of which were later amended and restated on May 11, 2022, in the principal amount of $385,000 to Blackstone to fund the Company’s continued operations (see Note 8). On June 21, 2022, the Company issued an unsecured promissory note in the principal amount of up to $600,000 to Blackstone (the “Second Blackstone Extension Loan”) to extend the period during which the Company may consummate its initial Business Combination from June 23, 2022 to September 23, 2022 (See Note 8). As of June 30, 2022, the Company had drawn down $200,000 on the Second Blackstone Extension Loan. On July 22, 2022, the Company drew down an additional $200,000 on the Second Blackstone Extension Loan, for an aggregate amount of $400,000 (see Note 11). On April 28, 2022, pursuant to the trust agreement dated as of December 21, 2020 between the Company and CST, the Company withdrew $129,279 of interest income from the Trust Account for the payment of the Company’s taxes. On June 14, 2022, the Company withdrew another $66,000 of interest income from the Trust Account for the payment of the Company’s taxes. On August 4, 2022, the Company withdrew an additional $90,380 of interest income from the Trust Account for the payment of the Company’s taxes (See Note 11). The Company’s initial stockholders, officers, directors or their affiliates may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans, other than the interest on such proceeds that may be released for working capital purposes. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into units of the post Business Combination entity at a price of $10.00 per unit. As of June 30, 2022 and December 31, 2021, no Working Capital Loans were outstanding. Until consummation of its Business Combination, the Company will be using the funds not held in the Trust Account, and any additional Working Capital Loans from the Initial Stockholders, the Sponsor, the Company’s officers and directors, or their respective affiliates, for identifying and evaluating prospective acquisition candidates, performing business due diligence on prospective target businesses, traveling to and from the offices, plants or similar locations of prospective target businesses, reviewing corporate documents and material agreements of prospective target businesses, selecting the target business to acquire and structuring, negotiating and consummating the Business Combination. The Company anticipates that the $195,111 outside of the Trust account as of June 30, 2022 will not be sufficient to allow the Company to operate for at least the next 12 months, assuming that a Business Combination is not consummated during that time. Additionally, the Company may need to obtain additional financing to consummate its Initial Business Combination but there is no assurance that new financing will be available to the Company on commercially acceptable terms. Furthermore, if the Company is not able to consummate a business combination by August 23, 2022 or September 23, 2022 if extended, it will trigger the Company’s automatic winding up, liquidation and dissolution. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Significant Accounting Policies

Significant Accounting Policies	6 Months Ended
Significant Accounting Policies	Jun. 30, 2022
Accounting Policies [Abstract]
Significant Accounting Policies	Note 2 — Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC on March 31, 2022, which contained the audited financial statements and notes thereto. The interim results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future interim periods. Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates The preparation of unaudited condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $195,111 of cash held outside of the Trust Account as of June 30, 2022 and $86,792 as of December 31, 2021. The Company did not have any cash equivalents as of June 30, 2022 and December 31, 2021. Investment Held in Trust Account As of June 30, 2022 and December 31, 2021, the Company had $53,345,080 and $140,822,578, respectively, in the Trust Account which may be utilized for Business Combination. As of June 30, 2022, investments in the Company’s Trust Account consisted of $61,420 in cash and $53,283,660 in money market instruments. All of the Company’s money market instruments held in the Trust Account as of June 30, 2022 are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information. As of December 31, 2021, the Trust Account consisted of both cash and Treasury securities. The Company classifies its United States Treasury securities as held-to-maturity in accordance with FASB ASC Topic 320 “Investments – Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts. On June 22, 2022, an aggregate of $89,068,505 was released from the Trust Account for the Company to redeem 8,645,776 redeemable Public Subunits held by the Company’s public stockholders. A decline in the market value of held-to-maturity securities below cost that is deemed to be other than temporary, results in an impairment that reduces the carrying costs to such securities’ fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other than temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary. Evidence considered in this assessment includes the reasons for the impairment, the severity and the duration of the impairment, changes in value subsequent to year-end, forecasted performance of the investee, and the general market condition in the geographic area or industry the investee operates in. Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion are included in the “interest income” line item in the condensed statements of operations. Interest income is recognized when earned. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the Financial Accounting Standards Board (“FASB”) ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet. Common Stock (underlying the Public Subunits) Subject to Possible Redemption The Company accounts for its common stock underlying the Public Subunits that are subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock underlying the Public Subunits subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable common stock underlying Public Subunits (including common stock underlying Public Subunits that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock underlying the Public Subunits are classified as stockholders’ equity. The Company’s common stock underlying the Public Subunits feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2022 and December 31, 2021, common stock underlying the Public Subunits subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period. Derivative instruments are recorded at fair value at inception and re-valued at each reporting date, with changes in the fair value reported in the statements of operations. Derivative assets and liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. Net Loss Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. The statements of operations include a presentation of loss per redeemable Public Share underlying the Public Subunit and loss per non-redeemable Founder Share following the two-class method of loss per share. In order to determine the net loss attributable to both the Public Shares and non-redeemable Founder Shares, the Company first considered the total loss allocable to both sets of shares. This is calculated using the total net loss less any dividends paid. For purposes of calculating net loss per share, any remeasurement of the accretion to redemption value of the common stock subject to possible redemption was considered to be dividends paid to the public stockholders. Subsequent to calculating the total loss allocable to both sets of shares, the Company split the amount to be allocated using a ratio of 75% for the Public Shares underlying the Public Subunits and 25% for the non-redeemable Founder Shares for the three and six months ended June 30, 2022, reflective of the respective participation rights, and a ratio of 76% for the Public Shares and 24% for the non-redeemable Founder Shares for the three and six months ended June 30, 2021, reflective of the respective participation rights. The earnings per share presented in the statements of operations is based on the following: For the For the June 30, June 30, Net loss $ (321,253 ) $ (821,807 ) Attribution of extension funds to redeemable shares (200,000 ) (1,580,000 ) Accretion of temporary equity to redemption value (171,249 ) (206,286 ) Withdrawal of funds to pay for franchise tax 195,279 195,279 Net loss including accretion of temporary equity to redemption value $ (497,223 ) $ (2,412,814 ) For the Three Months Ended For the Six Months Ended June 30, 2022 June 30, 2022 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (371,754 ) $ (125,469 ) $ (1,818,557 ) $ (594,257 ) Attribution of extension funds to redeemable shares 200,000 — 1,580,000 — Accretion of temporary equity to redemption value 171,249 — 206,286 — Withdrawal of funds to pay for franchise tax (195,279 ) — (195,279 ) — Allocation of net loss $ (195,784 ) $ (125,469 ) $ (227,550 ) $ (594,257 ) Denominator: Weighted-average shares outstanding 12,944,923 4,369,000 13,370,100 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.03 ) $ (0.02 ) $ (0.14 ) For the For the June 30, June 30, Net loss $ (353,298 ) $ (233,161 ) Accretion of temporary equity to redemption value (5,271 ) (29,318 ) Net loss including accretion of temporary equity to redemption value $ (358,569 ) $ (262,479 ) For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (272,346 ) $ (86,223 ) $ (199,362 ) $ (63,117 ) Accretion of temporary equity to redemption value 5,271 — 29,318 — Allocation of net loss $ (267,075 ) $ (86,223 ) $ (170,044 ) $ (63,117 ) Denominator: Weighted-average shares outstanding 13,800,000 4,369,000 13,800,000 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.02 ) $ (0.01 ) $ (0.01 ) As of June 30, 2022 and 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the Company’s earnings. As a result, diluted loss per share is the same as basic loss per share for the periods presented. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company has identified the United States as its only “major” tax jurisdiction. The Company may be subject to potential examination by federal and state taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The provision for income taxes was deemed to be immaterial as of June 30, 2022 and December 31, 2021. Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The ASU introduced a new credit loss methodology, the Current Expected Credit Losses (“CECL”) methodology, which requires earlier recognition of credit losses, while also providing additional transparency about credit risk. The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to maturity debt securities, trade receivables and other receivables measured at amortized cost at the time the financial asset is originated or acquired. After the issuance of ASU 2016-13, the FASB issued several additional ASUs to clarify implementation guidance, provide narrow-scope improvements and provide additional disclosure guidance. In November 2019, the FASB issued an amendment making this ASU effective for fiscal years beginning after December 15, 2022 for smaller reporting companies. The Company plans to adopt this standard in the first quarter of 2023 and does not expect the adoption will have a significant impact on its financial statements and related disclosures. Other than as noted above, Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	6 Months Ended
Initial Public Offering	Jun. 30, 2022
Initial Public Offering Disclosure [Abstract]
Initial Public Offering	Note 3 — Initial Public Offering On December 23, 2020, the Company sold 13,800,000 Public Units at a price of $10.00 per Public Unit, including the issuance of 1,800,000 Public Units as a result of the underwriters’ full exercise of their over-allotment option. Each Public Unit consists of (i) one Public Subunit, which consists of one Public Share and one-half of one Public Warrant, and (ii) one-half of one Public Warrant. Each whole warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. (See Note 7).

Private Placements

Private Placements	6 Months Ended
Private Placements	Jun. 30, 2022
Private Placement [Abstract]
Private Placements	Note 4 — Private Placements Simultaneously with the closing of the IPO, the Sponsor and EarlyBirdCapital purchased an aggregate of 539,000 Private Units, at a price of $10.00 per unit, for an aggregate purchase price of $5,390,000. A portion of the proceeds from the sale of Private Units were added to the net proceeds from the IPO held in the Trust Account. The Private Units and their underlying securities are identical to the units sold in the Initial Public Offering except the Private Warrants will be non-redeemable and may be exercised on a cashless basis. The purchasers of the Private Units have agreed not to transfer, assign or sell any of the Private Units or underlying securities (except to the same permitted transferees as the Founder Shares) until the completion of the Business Combination. If the Company does not complete a Business Combination within the Extended Combination Period, the proceeds of the sale of the Private Units will be used to fund the redemption of the Public Subunits (subject to the requirements of applicable law).

Related Party Transactions

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 — Related Party Transactions Founder Shares On September 11, 2018, the Company issued 3,737,500 shares of common stock (the “Founder Shares”) to its initial stockholder, Able SPAC Holding LLC, for $5,000 in cash, or approximately $0.0013 per share, in connection with formation. On November 25, 2020, the Sponsor contributed back to the Company, for no consideration, 862,500 Founder Shares for cancellation, resulting in an aggregate of 2,875,000 Founder Shares outstanding. On December 21, 2020, the Company effected a stock dividend of 0.2 shares of common stock for every share of common stock outstanding, resulting in an aggregate of 3,450,000 Founder Shares outstanding. Founder Shares, subject to certain limited exceptions contained in the Registration Statements, will not be transferred, assigned, sold or released from escrow for a period ending on the six-month anniversary of the date of the consummation of the Initial Business Combination or earlier if, subsequent to its Initial Business Combination, the Company consummates a liquidation, merger, stock exchange or other similar transaction which results in all of the stockholders having the right to exchange Promissory Note – Related Party On December 23, 2021, the Company issued an unsecured promissory note in the principal amount of $1,380,000 to the Sponsor (the “Sponsor Extension Loan”). As of December 31, 2021, the Company had drawn down the full $1,380,000 on the Sponsor Extension Loan. The Sponsor Extension Loan is non-interest bearing and payable in cash upon the closing of the Company’s Initial Business Combination. In the event the Company fails to complete an Initial Business Combination prior to the deadline set forth in its governing document, no payment will be due under the Sponsor Extension Loan and the principal balance of the Sponsor Extension Loan will be forgiven. Administrative Services Agreement Commencing on the effective date of the Registration Statements, the Company has agreed to pay an affiliate of the Company’s Chairman an aggregate fee of $10,000 per month for providing the Company with office space and certain office and secretarial services. This arrangement will terminate upon completion of the Company’s Initial Business Combination or the distribution of the Trust Account to the Company’s public stockholders. As of June 30, 2022 and December 31, 2021, the Company has accrued $183,548 and $123,548, respectively, of administrative fees as a due to related party. Working Capital Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor may, but is not obligated to, provide the Company Working Capital Loans. If the Company completes a Business Combination, the Company may repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans may be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans, other than the interest on such proceeds that may be released for working capital purposes. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into units of the post Business Combination entity at a price of $10.00 per unit. As of June 30, 2022 and December 31, 2021, no Working Capital Loans were outstanding.

Cash and Securities Held in Tru

Cash and Securities Held in Trust Account	6 Months Ended
Cash and Securities Held in Trust Account	Jun. 30, 2022
Cash and Securities Held in Trust Account [Abstract]
Cash and Securities Held in Trust Account	Note 6 — Cash and Securities Held in Trust Account As of June 30, 2022 and December 31, 2021, cash and securities held in Trust Account were $53,345,080 and $140,822,578, respectively, and will not be released until the earlier of (a) the completion of the Company’s Initial Business Combination, (b) the redemption of any Public Subunits properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, or (c) the redemption of the Company’s Public Subunits if the Company is unable to complete the Initial Business Combination within the Extended Combination Period.

Stockholders' Equity

Stockholders' Equity	6 Months Ended
Stockholders' Equity	Jun. 30, 2022
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Note 7 — Stockholders’ Equity Preferred Stock no Common Stock On December 23, 2020, the Company sold 13,800,000 shares of common stock as part of units sold in the IPO. Simultaneously with the closing of the IPO, the Sponsor purchased an aggregate of 539,000 shares of common stock as part of the Private Units. On June 22, 2022, an aggregate of $89,068,505 was released from the Trust Account for the Company to redeem 8,645,776 redeemable Public Subunits held by the Company’s public stockholders. As of June 30, 2022 and December 31, 2021, shares of common stock subject to redemption were 5,154,224 and 13,800,000, respectively. The total number of shares of common stock not subject to redemption outstanding at June 30, 2022 and December 31, 2021 was 4,369,000. Warrants

Commitments & Contingencies

Commitments & Contingencies	6 Months Ended
Commitments & Contingencies	Jun. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Commitments & Contingencies	Note 8 — Commitments & Contingencies Registration Rights The holders of the Founder Shares, Private Units (and their underlying securities), Representative Shares (As defined below) and any Units that may be issued upon conversion of the Working Capital Loans (and their underlying securities) will be entitled to registration rights pursuant to an agreement signed on the effective date of the Registration Statements. The holders of a majority of these securities will be entitled to make up to two demands that the Company register such securities. The holders of the majority of the Founder Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of common stock are to be released from escrow. The holders of a majority of the Private Units and units issued in payment of Working Capital Loans made to the Company (or underlying securities) can elect to exercise these registration rights at any time after the Company consummates an Initial Business Combination. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the Company’s consummation of an Initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day option to purchase up to 1,800,000 additional Public Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions. On December 23, 2020, the underwriters exercised its full over-allotment option of 1,800,000 units. On December 23, 2020, the underwriters were paid a cash underwriting fee of 2% of the gross proceeds of the IPO, totaling $2,760,000. In addition, prior to the IPO, the Company issued to EarlyBirdCapital an aggregate of 380,000 shares of common stock (the “Representative Shares”) at approximately $0.0001 per share. The Representative Shares have been deemed compensation by FINRA and are therefore subject to a lock-up for a period of 180 days immediately following the date of the effectiveness of the Registration Statements pursuant to Rule 5110(g)(1) of the FINRA Manual. Pursuant to FINRA Rule 5110(g)(1), these securities will not be sold during the offering, or sold, transferred, assigned, pledged, or hypothecated, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the economic disposition of the securities by any person for a period of 180 days immediately following the effective date of the Registration Statements, except to any underwriter and selected dealer participating in the offering and their bona fide officers or partners, provided that all securities so transferred remain subject to the lockup restriction above for the remainder of the time period. Business Combination Marketing Agreement The Company has engaged EarlyBirdCapital as an advisor in connection with the Company’s business combination to assist the Company in holding meetings with the Company’s stockholders to discuss the potential business combination and the target business’ attributes, introduce the Company to potential investors that are interested in purchasing the Company’s securities in connection with the Company’s Initial Business Combination, assist the Company in obtaining stockholder approval for the business combination and assist the Company with its press releases and public filings in connection with the Initial Business Combination. The Company will pay EarlyBirdCapital a cash fee for such services upon the consummation of the Company’s Initial Business Combination in an amount equal to 3.5% of the gross proceeds of the IPO (exclusive of any applicable finders’ fees which might become payable); provided that up to 30% of the fee may be allocated at the Company’s sole discretion to other FINRA members (including, with EarlyBirdCapital’s prior consent which shall not be unreasonably withheld, companies affiliated with the Company or the Company’s officers or directors, including Ackrell Capital) that assist the Company in identifying or consummating an Initial Business Combination. Capital Markets Advisors Agreements On April 26, 2021, the Company engaged Nomura Securities International, Inc. (“Nomura”) as an advisor to assist the Company with identifying and assessing potential Business Combination targets. Upon the closing of the Business Combination, the Company will pay Nomura a variable transaction fee of up to $10 million based on the transaction value of the Business Combination, with a minimum transaction fee of $5 million which may be reduced by up to $750,000 to cover the Company’s costs to obtain fairness opinion(s). Additionally, on September 9, 2021, the Company engaged Nomura and Barclays Capital Inc. (“Barclays”) to serve as exclusive capital markets advisors and exclusive joint placement agents in connection with the Company’s proposed Blackstone Business Combination. On May 24, 2022, Barclays resigned as joint capital markets advisor and co-placement agent to the Company pursuant to the terms of its engagement and waived payment of all fees and reimbursement of expenses under the engagement. On June 12, 2022, the Company amended the terms of its engagement letter with Nomura, pursuant to which Nomura agreed to act as placement agent for a private placement of the Company’s securities in connection with the proposed Blackstone Business Combination until the earlier of (i) June 12, 2023; (ii) the consummation of the private placement; or (iii) the termination of Nomura’s engagement in accordance with the terms of the engagement letter. Under the PIPE engagement letter the Company agreed to pay Nomura a fee equal to five percent (5%) of the gross proceeds from the sale of securities in the private placement to investors introduced by Nomura (excluding those covered by the original engagement letter) and to reimburse Nomura’s expenses (including counsel fees) up to an aggregate of $250,000 upon the earlier of the consummation of the proposed Blackstone Business Combination, the liquidation and dissolution of the Company in accordance with its governing documents and termination of the engagement letter in accordance with its terms. Additionally, the Company has engaged Telsey Advisory Group (“Telsey”) to provide capital markets advisory services in connection with the proposed Blackstone Business Combination. The Company will pay Telsey a fixed fee of $650,000, of which $50,000 is payable within thirty days of Telsey completing its capital markets advisory services and the remaining $600,000 is payable upon the consummation of the proposed Blackstone Business Combination. Consulting Agreements On December 13, 2021, the Company engaged FS Global Credit Opportunities Fund (“FS”) to act as consultant with respect to the Newco convertible notes, the terms of which were amended on December 22, 2021 ("FS Consulting Agreement”). Pursuant to the FS Consulting Agreement, the Company will pay FS a fixed fee of $1,750,000 no later than the closing date of the Blackstone Business Combination, provided that no fee shall be payable if the Company requests FS to purchase up to $50,000,000 of Newco convertible notes on the terms set forth in the Subscription Agreement and FS does not purchase such Newco convertible notes. At the option of FS, all or any portion of such fee may be structured as original issue discount against the purchase price to be paid for the Newco convertible notes that may be purchased by FS or its affiliates. Additionally, the Company will reimburse FS’ for all reasonable and documented out-of-pocket costs and expenses, including counsel fees. On July 15, 2022, the Company has engaged Ingalls & Snyder, LLC (“I&S") to provide marketing and consulting services with respect to the Blackstone Business Combination. The Company will pay I&S a flat fee of $240,000 upon satisfactory completion of the marketing and consulting services but in any event no later than September 23, 2022. The Company shall not be obligated to reimburse I&S for any out-of-pocket expenses. Promissory Notes - Blackstone On March 16, 2022, the Company issued an unsecured promissory note in the principal amount of $1,380,000 to Blackstone (the “Blackstone Extension Loan”). As of June 30, 2022, the Company had drawn down the full $1,380,000 on the Blackstone Extension Loan. The Blackstone Extension Loan is non-interest bearing and payable in cash upon the closing of the Company’s Initial Business Combination. In the event the Company fails to complete an Initial Business Combination prior to the deadline set forth in its governing document, no payment will be due under the Blackstone Extension Loan and the principal balance of the Blackstone Extension Loan will be forgiven. On April 6, 2022, the Company issued another unsecured promissory note in the principal amount of $115,000 to Blackstone. The proceeds of this note were used to pay outstanding Nasdaq fees owed by the Company. The note is non-interest bearing and payable in cash upon the closing of the Company’s Initial Business Combination. In the event that the Company fails to complete an Initial Business Combination prior to the deadline set forth in its governing document, no payment will be due under the note and the principal balance of the note will be forgiven. On April 27, 2022, the Company issued another unsecured promissory note, the terms of which were later amended and restated on May 11, 2022, in the principal amount of $385,000 to Blackstone. The proceeds of this note will be used as working capital to fund the continued operations of the Company. The note is non-interest bearing and payable in cash upon the earlier of i) the closing of the Company’s Initial Business Combination, or ii) September 23, 2022. On June 21

Fair Value Measurements

Fair Value Measurements	6 Months Ended
Fair Value Measurements	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 9 — Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: ● Level 1 - defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; ● Level 2 - defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and ● Level 3 - defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. The fair value of the Company’s certain assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the condensed balance sheet. The fair values of cash and cash equivalents, prepaid assets, accounts payable and accrued expenses, due to related parties are estimated to approximate the carrying values as of June 30, 2022 and December 31, 2021 due to the short maturities of such instruments. Fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and includes situations where there is little, if any, market activity for the asset or liability. Recurring Fair Value Measurements As of June 30, 2022, investment in the Company’s Trust Account consisted of $61,420 in cash and $53,283,660 in money market instruments. As of June 30, 2022, the value of cash and money market instruments held in Trust Account were determined by quoted prices in active markets (Level 1), and the value of Private Warrant liability was determined by significant other unobservable inputs (Level 3). The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2022 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: June 30, Quoted Significant Significant Description 2022 (Level 1) (Level 2) (Level 3) Assets: Cash held in Trust Account $ 61,420 61,420 - $ - Money market instruments 53,283,660 53,283,660 - - 53,345,080 53,345,080 - - Liabilities: Warrant Liability – Private Warrants $ 56,359 $ - $ - $ 56,359 As of December 31, 2021, investment in the Company’s Trust Account consisted of $1,895 in cash and $140,820,683 in U.S. Treasury Securities. The value of the cash held in Trust Account, U.S. Treasury Securities held in Trust Account and Private Warrant liability was determined by quoted prices in active markets (Level 1), significant other observable inputs (Level 2) and significant other unobservable inputs (Level 3), respectively, as of December 31, 2021. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis as of December 31, 2021 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: December 31, Quoted Significant Significant Description 2021 (Level 1) (Level 2) (Level 3) Assets: Cash held in Trust Account $ 1,895 1,895 - $ - U.S. Treasury Securities held in Trust Account 140,820,683 - 140,820,683 - 140,822,578 1,895 140,820,683 - Liabilities: Warrant Liability – Private Warrants $ 284,770 $ - $ - $ 284,770 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period. There were no transfers between levels for the three and six months ended June 30, 2022 and 2021.

Warrant Liabilities

Warrant Liabilities	6 Months Ended
Warrant Liabilities	Jun. 30, 2022
Warrant Liabilities [Abstract]
Warrant Liabilities	Note 10 — Warrant Liabilities At June 30, 2022 and December 31, 2021, there were 539,000 Private Warrants outstanding, which the Company accounts for as derivative warrant liabilities in accordance with ASC 815-40. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjusts the instruments to fair value at each reporting period. The liabilities are subject to remeasurement at each balance sheet date until exercised, and any change in fair value is recognized in the Company’s statement of operations. The fair value of the Private Warrants has been estimated using Monte Carlo simulations at each measurement date. The Company utilizes a Monte Carlo simulation model to value the warrants at each reporting period, with changes in fair value recognized in the statement of operations. The estimated fair value of the warrant liability is determined using Level 3 inputs. Inherent in a Monte Carol simulation model are assumptions related to expected stock price volatility, expected life, risk-free interest rate and dividend yield. The Company estimates the volatility of its shares of common stock based on historical volatility that matches the expected remaining life of the warrants. The risk-free interest rate is based on the U.S. Treasury zero-coupon yield curve on the grant date for a maturity similar to the expected remaining life of the warrants. The expected life of the warrants is simulated based on management assumptions regarding the timing and likelihood of completing a business combination. The dividend rate is based on the historical rate, which the Company anticipates to remain at zero. Once the warrants become exercisable, the Company may redeem the outstanding warrants when the price per share of common stock equals or exceeds $18.00. The assumptions used in calculating the estimated fair values at the end of the reporting period represent the Company’s best estimate. However, inherent uncertainties are involved. If factors or assumptions change, the estimated fair values could be materially different. The aforementioned warrant liabilities are not subject to qualified hedge accounting. The following table provides quantitative information regarding Level 3 fair value measurements of the Private Warrants: As of As of December 31, 2021 Stock price $ 10.24 $ 9.86 Strike price $ 11.50 $ 11.50 Term (in years) 5.22 5.43 Volatility 8.8 % 9.2 % Risk-free rate 3.01 % 1.30 % Dividend yield 0.0 % 0.0 %

Subsequent Events

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2022
Subsequent Events [Abstract]
Subsequent Events	Note 11 — Subsequent Events The Subscription Agreements for the PIPE Investment provided the PIPE Investors with the right to terminate their subscription agreements if the proposed Blackstone Business Combination was not consummated by June 23, 2022, the date by which Company was to have originally completed its initial business combination in accordance with the Company’s Amended and Restated Certificate of Incorporation. These investors have exercised their right to terminate their Subscription Agreements. The Company is engaged in negotiations with those and other investors to modify the terms of the Subscription Agreements to eliminate the units portion of the private placement and to modify certain terms of the convertible notes. On July 15, 2022, the Company has engaged I&S to provide marketing and consulting services with respect to the Blackstone Business Combination. The Company will pay I&S a flat fee of $240,000 upon satisfactory completion of the marketing and consulting services but in any event no later than September 23, 2022. The Company shall not be obligated to reimburse I&S for any out-of-pocket expenses. On July 22, 2022, the Company drew down an additional $200,000 on the Second Blackstone Extension Loan, which the Company deposited into the Trust Account on July 26, 2022 to further extended the Business Combination Period by an additional month from July 23, 2022 to August 23, 2022. On August 4, 2022, the Company withdrew an additional $90,380 of interest income from the Trust Account for the payment of the Company’s taxes. The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued and has concluded that all such events that would require adjustment or disclosure have been recognized or disclosed.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	6 Months Ended
Accounting Policies, by Policy (Policies)	Jun. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC on March 31, 2022, which contained the audited financial statements and notes thereto. The interim results for the three and six months ended June 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any future interim periods.
Emerging Growth Company Status	Emerging Growth Company Status The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates The preparation of unaudited condensed financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $195,111 of cash held outside of the Trust Account as of June 30, 2022 and $86,792 as of December 31, 2021. The Company did not have any cash equivalents as of June 30, 2022 and December 31, 2021.
Investment Held in Trust Account	Investment Held in Trust Account As of June 30, 2022 and December 31, 2021, the Company had $53,345,080 and $140,822,578, respectively, in the Trust Account which may be utilized for Business Combination. As of June 30, 2022, investments in the Company’s Trust Account consisted of $61,420 in cash and $53,283,660 in money market instruments. All of the Company’s money market instruments held in the Trust Account as of June 30, 2022 are classified as trading securities. Trading securities are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of investments held in Trust Account are included in interest income in the accompanying statements of operations. The estimated fair values of investments held in Trust Account are determined using available market information. As of December 31, 2021, the Trust Account consisted of both cash and Treasury securities. The Company classifies its United States Treasury securities as held-to-maturity in accordance with FASB ASC Topic 320 “Investments – Debt and Equity Securities.” Held-to-maturity securities are those securities which the Company has the ability and intent to hold until maturity. Held-to-maturity treasury securities are recorded at amortized cost and adjusted for the amortization or accretion of premiums or discounts. On June 22, 2022, an aggregate of $89,068,505 was released from the Trust Account for the Company to redeem 8,645,776 redeemable Public Subunits held by the Company’s public stockholders. A decline in the market value of held-to-maturity securities below cost that is deemed to be other than temporary, results in an impairment that reduces the carrying costs to such securities’ fair value. The impairment is charged to earnings and a new cost basis for the security is established. To determine whether an impairment is other than temporary, the Company considers whether it has the ability and intent to hold the investment until a market price recovery and considers whether evidence indicating the cost of the investment is recoverable outweighs evidence to the contrary. Evidence considered in this assessment includes the reasons for the impairment, the severity and the duration of the impairment, changes in value subsequent to year-end, forecasted performance of the investee, and the general market condition in the geographic area or industry the investee operates in. Premiums and discounts are amortized or accreted over the life of the related held-to-maturity security as an adjustment to yield using the effective-interest method. Such amortization and accretion are included in the “interest income” line item in the condensed statements of operations. Interest income is recognized when earned.
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under the Financial Accounting Standards Board (“FASB”) ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet.
Common Stock (underlying the Public Subunits) Subject to Possible Redemption	Common Stock (underlying the Public Subunits) Subject to Possible Redemption The Company accounts for its common stock underlying the Public Subunits that are subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock underlying the Public Subunits subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable common stock underlying Public Subunits (including common stock underlying Public Subunits that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, common stock underlying the Public Subunits are classified as stockholders’ equity. The Company’s common stock underlying the Public Subunits feature certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at June 30, 2022 and December 31, 2021, common stock underlying the Public Subunits subject to possible redemption are presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed balance sheets.
Derivative Financial Instruments	Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period. Derivative instruments are recorded at fair value at inception and re-valued at each reporting date, with changes in the fair value reported in the statements of operations. Derivative assets and liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date.
Net Loss Per Common Share	Net Loss Per Common Share The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. The statements of operations include a presentation of loss per redeemable Public Share underlying the Public Subunit and loss per non-redeemable Founder Share following the two-class method of loss per share. In order to determine the net loss attributable to both the Public Shares and non-redeemable Founder Shares, the Company first considered the total loss allocable to both sets of shares. This is calculated using the total net loss less any dividends paid. For purposes of calculating net loss per share, any remeasurement of the accretion to redemption value of the common stock subject to possible redemption was considered to be dividends paid to the public stockholders. Subsequent to calculating the total loss allocable to both sets of shares, the Company split the amount to be allocated using a ratio of 75% for the Public Shares underlying the Public Subunits and 25% for the non-redeemable Founder Shares for the three and six months ended June 30, 2022, reflective of the respective participation rights, and a ratio of 76% for the Public Shares and 24% for the non-redeemable Founder Shares for the three and six months ended June 30, 2021, reflective of the respective participation rights. The earnings per share presented in the statements of operations is based on the following: For the For the June 30, June 30, Net loss $ (321,253 ) $ (821,807 ) Attribution of extension funds to redeemable shares (200,000 ) (1,580,000 ) Accretion of temporary equity to redemption value (171,249 ) (206,286 ) Withdrawal of funds to pay for franchise tax 195,279 195,279 Net loss including accretion of temporary equity to redemption value $ (497,223 ) $ (2,412,814 ) For the Three Months Ended For the Six Months Ended June 30, 2022 June 30, 2022 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (371,754 ) $ (125,469 ) $ (1,818,557 ) $ (594,257 ) Attribution of extension funds to redeemable shares 200,000 — 1,580,000 — Accretion of temporary equity to redemption value 171,249 — 206,286 — Withdrawal of funds to pay for franchise tax (195,279 ) — (195,279 ) — Allocation of net loss $ (195,784 ) $ (125,469 ) $ (227,550 ) $ (594,257 ) Denominator: Weighted-average shares outstanding 12,944,923 4,369,000 13,370,100 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.03 ) $ (0.02 ) $ (0.14 ) For the For the June 30, June 30, Net loss $ (353,298 ) $ (233,161 ) Accretion of temporary equity to redemption value (5,271 ) (29,318 ) Net loss including accretion of temporary equity to redemption value $ (358,569 ) $ (262,479 ) For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (272,346 ) $ (86,223 ) $ (199,362 ) $ (63,117 ) Accretion of temporary equity to redemption value 5,271 — 29,318 — Allocation of net loss $ (267,075 ) $ (86,223 ) $ (170,044 ) $ (63,117 ) Denominator: Weighted-average shares outstanding 13,800,000 4,369,000 13,800,000 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.02 ) $ (0.01 ) $ (0.01 ) As of June 30, 2022 and 2021, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the Company’s earnings. As a result, diluted loss per share is the same as basic loss per share for the periods presented.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which at times, may exceed the Federal depository insurance coverage of $250,000. The Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2022 and December 31, 2021. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company has identified the United States as its only “major” tax jurisdiction. The Company may be subject to potential examination by federal and state taxing authorities in the areas of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. The provision for income taxes was deemed to be immaterial as of June 30, 2022 and December 31, 2021.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). The ASU introduced a new credit loss methodology, the Current Expected Credit Losses (“CECL”) methodology, which requires earlier recognition of credit losses, while also providing additional transparency about credit risk. The CECL methodology utilizes a lifetime “expected credit loss” measurement objective for the recognition of credit losses for loans, held-to maturity debt securities, trade receivables and other receivables measured at amortized cost at the time the financial asset is originated or acquired. After the issuance of ASU 2016-13, the FASB issued several additional ASUs to clarify implementation guidance, provide narrow-scope improvements and provide additional disclosure guidance. In November 2019, the FASB issued an amendment making this ASU effective for fiscal years beginning after December 15, 2022 for smaller reporting companies. The Company plans to adopt this standard in the first quarter of 2023 and does not expect the adoption will have a significant impact on its financial statements and related disclosures. Other than as noted above, Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Significant Accounting Polici_2

Significant Accounting Policies (Tables)	6 Months Ended
Significant Accounting Policies (Tables)	Jun. 30, 2022
Accounting Policies [Abstract]
Schedule of earnings per share presented in the statements of operations	For the For the June 30, June 30, Net loss $ (321,253 ) $ (821,807 ) Attribution of extension funds to redeemable shares (200,000 ) (1,580,000 ) Accretion of temporary equity to redemption value (171,249 ) (206,286 ) Withdrawal of funds to pay for franchise tax 195,279 195,279 Net loss including accretion of temporary equity to redemption value $ (497,223 ) $ (2,412,814 ) For the For the June 30, June 30, Net loss $ (353,298 ) $ (233,161 ) Accretion of temporary equity to redemption value (5,271 ) (29,318 ) Net loss including accretion of temporary equity to redemption value $ (358,569 ) $ (262,479 )
Schedule of basic and diluted net loss per share:	For the Three Months Ended For the Six Months Ended June 30, 2022 June 30, 2022 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (371,754 ) $ (125,469 ) $ (1,818,557 ) $ (594,257 ) Attribution of extension funds to redeemable shares 200,000 — 1,580,000 — Accretion of temporary equity to redemption value 171,249 — 206,286 — Withdrawal of funds to pay for franchise tax (195,279 ) — (195,279 ) — Allocation of net loss $ (195,784 ) $ (125,469 ) $ (227,550 ) $ (594,257 ) Denominator: Weighted-average shares outstanding 12,944,923 4,369,000 13,370,100 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.03 ) $ (0.02 ) $ (0.14 ) For the Three Months Ended For the Six Months Ended June 30, 2021 June 30, 2021 Redeemable Non-redeemable Redeemable Non-redeemable Basic and diluted net loss per share: Numerator: Allocation of net loss including accretion of temporary equity $ (272,346 ) $ (86,223 ) $ (199,362 ) $ (63,117 ) Accretion of temporary equity to redemption value 5,271 — 29,318 — Allocation of net loss $ (267,075 ) $ (86,223 ) $ (170,044 ) $ (63,117 ) Denominator: Weighted-average shares outstanding 13,800,000 4,369,000 13,800,000 4,369,000 Basic and diluted net loss per share $ (0.02 ) $ (0.02 ) $ (0.01 ) $ (0.01 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
Fair Value Measurements (Tables)	Jun. 30, 2022
Fair Value Disclosures [Abstract]
Schedule of assets and liabilities that are measured at fair value on a recurring basis	June 30, Quoted Significant Significant Description 2022 (Level 1) (Level 2) (Level 3) Assets: Cash held in Trust Account $ 61,420 61,420 - $ - Money market instruments 53,283,660 53,283,660 - - 53,345,080 53,345,080 - - Liabilities: Warrant Liability – Private Warrants $ 56,359 $ - $ - $ 56,359 December 31, Quoted Significant Significant Description 2021 (Level 1) (Level 2) (Level 3) Assets: Cash held in Trust Account $ 1,895 1,895 - $ - U.S. Treasury Securities held in Trust Account 140,820,683 - 140,820,683 - 140,822,578 1,895 140,820,683 - Liabilities: Warrant Liability – Private Warrants $ 284,770 $ - $ - $ 284,770

Warrant Liabilities (Tables)

Warrant Liabilities (Tables)	6 Months Ended
Warrant Liabilities (Tables)	Jun. 30, 2022
Warrant Liabilities [Abstract]
Schedule of fair value measurements of the Private Warrants	As of As of December 31, 2021 Stock price $ 10.24 $ 9.86 Strike price $ 11.50 $ 11.50 Term (in years) 5.22 5.43 Volatility 8.8 % 9.2 % Risk-free rate 3.01 % 1.30 % Dividend yield 0.0 % 0.0 %

Organization and Business Ope_2

Organization and Business Operations (Details) - USD ($)				1 Months Ended												3 Months Ended	6 Months Ended
Organization and Business Operations (Details) - USD ($)	Jun. 14, 2022	Apr. 28, 2022	Apr. 06, 2022	Jun. 27, 2022	Jun. 24, 2022	Jun. 23, 2022	Jun. 22, 2022	Jun. 21, 2022	Apr. 28, 2022	Apr. 27, 2022	Mar. 21, 2022	Mar. 16, 2022	Dec. 23, 2021	Dec. 22, 2021	Dec. 23, 2020	Jun. 23, 2022	Jun. 30, 2022
Organization and Business Operations (Details) [Line Items]
Blackstone equity valuation														$ 721,000,000
Agreed to issue and sell to the PIPE investors (in Shares)														3,100,000
Purchase price per share unit (in Dollars per share)														$ 10
Aggregate value														$ 31,000,000
Principal amount			$ 115,000							$ 385,000				$ 111,000,000
Aggregate shares (in Shares)								8,645,776
Price per share (in Dollars per share)							$ 10.3	$ 10.3
Deposited in trust account				$ 200,000							$ 1,380,000		$ 1,380,000
Deposited an additional amount into trust account											$ 1,380,000
Proceeds from the promissory notes					$ 2,960,000							$ 2,960,000	2,960,000
Interest income	$ 66,000								$ 129,279								$ 71,099
Subunits redeemed						$ 200,000
Aggregate amount							$ 89,068,505	$ 89,068,505
Percentage of fair market value																	80%
Deposit in trust account of per subunit (in Dollars per share)																	$ 10.35
Additional funds																	$ 1,380,000
Additional funds price (in Dollars per share)																	$ 0.1
Cash deposited													$ 1,380,000
Liquidation, description																	The holders of the Private Securities will not participate in any liquidation distribution with respect to such securities. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than the $10.35 per Public Unit as of June 30, 2022. The Sponsor has agreed that it will be liable to ensure that the proceeds in the Trust Account are not reduced below $10.10 per Public Subunit by the claims of target businesses or claims of vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company.
Cash outside the trust account																	$ 195,111
Sale of insider shares																	5,000
Sponsor extension loan																	1,380,000
Blackstone extension loan																	1,380,000
Working capital loans																	600,000
Trust account value																	200,000
Trust account	$ 66,000	$ 129,279
Working capital loans																	$ 1,500,000
Business combination entity price per unit (in Dollars per share)																	$ 10
Amount held outside of trust account																	$ 195,111
Common Stock [Member]
Organization and Business Operations (Details) [Line Items]
Exercise price per share (in Dollars per share)														$ 11.5
Price per share (in Dollars per share)																	$ 11.5
Trust Account [Member]
Organization and Business Operations (Details) [Line Items]
Cash deposited																$ 200,000
Initial Public Offering [Member]
Organization and Business Operations (Details) [Line Items]
Aggregate shares (in Shares)															13,800,000
Gross proceeds															$ 138,000,000
Price per share (in Dollars per share)															$ 10.1
Net proceeds															$ 139,380,000
Business combination entity price per unit (in Dollars per share)															$ 10
Private Placement [Member]
Organization and Business Operations (Details) [Line Items]
Aggregate shares (in Shares)																	539,000
Price per share (in Dollars per share)															$ 11.5		$ 10
Business combination entity price per unit (in Dollars per share)																	$ 10
Sponsor [Member]
Organization and Business Operations (Details) [Line Items]
Price per share (in Dollars per share)						$ 0.043										$ 0.043
Public Subunits [Member]
Organization and Business Operations (Details) [Line Items]
Aggregate shares (in Shares)								8,645,776
Price per share (in Dollars per share)								$ 0.043
Subunits redeemed								$ 200,000
Sponsor [Member]
Organization and Business Operations (Details) [Line Items]
Aggregate amount																	$ 300,000
Early Bird Capital Inc [Member]
Organization and Business Operations (Details) [Line Items]
Gross proceeds																	$ 5,390,000
Business Combination [Member]
Organization and Business Operations (Details) [Line Items]
Company's business combination percentage														100%			100%
Principal amount								$ 90,380
Deposited in trust account				$ 200,000
Percentage of ownership interest																	50%

Significant Accounting Polici_3

Significant Accounting Policies (Details) - USD ($)	1 Months Ended	6 Months Ended
Significant Accounting Policies (Details) - USD ($)	Jun. 22, 2022	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2021
Accounting Policies [Abstract]
Cash		$ 195,111		$ 86,792
Cash and securities held in trust account		53,345,080		140,822,578
Cash held in Trust Account		61,420		1,895
Money market instruments		53,283,660
Trust Account	$ 89,068,505	$ 53,345,080		$ 140,822,578
Redeemable public subunits (in Shares)	8,645,776
Public shares percentage		75%	76%
Founder non-redeemable shares percentage		25%	24%
Federal depository insurance coverage amount		$ 250,000

Significant Accounting Polici_4

Significant Accounting Policies (Details) - Schedule of earnings per share presented in the statements of operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Schedule of earnings per share presented in the statements of operations [Abstract]
Net loss	$ (321,253)	$ (353,298)	$ (821,807)	$ (233,161)
Attribution of extension funds to redeemable shares	(200,000)		(1,580,000)
Accretion of temporary equity to redemption value	(171,249)	(5,271)	(206,286)	(29,318)
Withdrawal of funds to pay for franchise tax	195,279		195,279
Net loss including accretion of temporary equity to redemption value	$ (497,223)	$ (358,569)	$ (2,412,814)	$ (262,479)

Significant Accounting Polici_5

Significant Accounting Policies (Details) - Schedule of basic and diluted net loss per share: - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Redeemable [Member]
Numerator:
Allocation of net loss including accretion of temporary equity	$ (371,754)	$ (272,346)	$ (1,818,557)	$ (199,362)
Attribution of extension funds to redeemable shares	200,000		1,580,000
Accretion of temporary equity to redemption value	171,249	5,271	206,286	29,318
Withdrawal of funds to pay for franchise tax	(195,279)		(195,279)
Allocation of net loss	$ (195,784)	$ (267,075)	$ (227,550)	$ (170,044)
Denominator:
Weighted-average shares outstanding, basic (in Shares)	12,944,923	13,800,000	13,370,100	13,800,000
Basic net loss per share (in Dollars per share)	$ (0.02)	$ (0.02)	$ (0.02)	$ (0.01)
Non-redeemable [Member]
Numerator:
Allocation of net loss including accretion of temporary equity	$ (125,469)	$ (86,223)	$ (594,257)	$ (63,117)
Attribution of extension funds to redeemable shares
Accretion of temporary equity to redemption value
Withdrawal of funds to pay for franchise tax
Allocation of net loss	$ (125,469)	$ (86,223)	$ (594,257)	$ (63,117)
Denominator:
Weighted-average shares outstanding, basic (in Shares)	4,369,000	4,369,000	4,369,000	4,369,000
Basic net loss per share (in Dollars per share)	$ (0.03)	$ (0.02)	$ (0.14)	$ (0.01)

Significant Accounting Polici_6

Significant Accounting Policies (Details) - Schedule of basic and diluted net loss per share: (Parentheticals) - $ / shares	3 Months Ended		6 Months Ended
	Jun. 30, 2022	Jun. 30, 2021	Jun. 30, 2022	Jun. 30, 2021
Redeemable [Member]
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted-average shares outstanding, diluted	12,944,923	13,800,000	13,370,100	13,800,000
Diluted net loss per share	$ (0.02)	$ (0.02)	$ (0.02)	$ (0.01)
Non-redeemable [Member]
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Weighted-average shares outstanding, diluted	4,369,000	4,369,000	4,369,000	4,369,000
Diluted net loss per share	$ (0.03)	$ (0.02)	$ (0.14)	$ (0.01)

Initial Public Offering (Detail

Initial Public Offering (Details) - $ / shares	1 Months Ended
Initial Public Offering (Details) - $ / shares	Dec. 23, 2020	Jun. 30, 2022
Initial Public Offering (Details) [Line Items]
Price per unit (in Dollars per share)		$ 10
Public offering transaction, description	Each Public Unit consists of (i) one Public Subunit, which consists of one Public Share and one-half of one Public Warrant, and (ii) one-half of one Public Warrant. Each whole warrant entitles the holder to purchase one share of common stock at a price of $11.50 per share. (See Note 7).
IPO [Member]
Initial Public Offering (Details) [Line Items]
Number of shares sold	13,800,000
Price per unit (in Dollars per share)	$ 10
Over-Allotment Option [Member]
Initial Public Offering (Details) [Line Items]
Issuance of shares units	1,800,000

Private Placements (Details)

Private Placements (Details)	6 Months Ended
Private Placements (Details)	Jun. 30, 2022 USD ($) $ / shares shares
Private Placements (Details) [Line Items]
Sale units price per share	$ 10
Private Placement [Member]
Private Placements (Details) [Line Items]
Sale units price per share	$ 10
Aggregate purchase price of private placements \| $	$ 5,390,000
EarlyBirdCapital, Inc. [Member]
Private Placements (Details) [Line Items]
Aggregate purchase price \| shares	539,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)			1 Months Ended				6 Months Ended	12 Months Ended
Related Party Transactions (Details) - USD ($)	Dec. 23, 2021	Sep. 11, 2018	Jun. 22, 2022	Jun. 21, 2022	Dec. 21, 2020	Nov. 25, 2020	Jun. 30, 2022	Dec. 31, 2021
Related Party Transactions (Details) [Line Items]
Common stock shares issued (in Shares)				8,645,776
Issued price per share (in Dollars per share)							$ 10
Principal amount	$ 1,380,000		$ 400,000
Promissory notes payable			$ 200,000				$ 200,000	$ 1,380,000
Aggregate fee							10,000
Administrative fees							183,548	$ 123,548
Working capital loans							$ 1,500,000
Business Combination [Member]
Related Party Transactions (Details) [Line Items]
Business combination price, per unit (in Dollars per share)							$ 10
Founder Shares [Member]
Related Party Transactions (Details) [Line Items]
Common stock shares issued (in Shares)		3,737,500
Cash		$ 5,000
Issued price per share (in Dollars per share)		$ 0.0013
Cancellation of shares (in Shares)						862,500
Aggregate of shares outstanding (in Shares)						2,875,000
Founder Shares [Member] \| Business Combination [Member]
Related Party Transactions (Details) [Line Items]
Common stock. description					On December 21, 2020, the Company effected a stock dividend of 0.2 shares of common stock for every share of common stock outstanding, resulting in an aggregate of 3,450,000 Founder Shares outstanding.

Cash and Securities Held in T_2

Cash and Securities Held in Trust Account (Details) - USD ($)	Jun. 30, 2022	Jun. 22, 2022	Dec. 31, 2021
Cash and Securities Held in Trust Account [Abstract]
Cash and securities held in trust account	$ 53,345,080	$ 89,068,505	$ 140,822,578

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($)	1 Months Ended		6 Months Ended
Stockholders' Equity (Details) - USD ($)	Jun. 22, 2022	Dec. 23, 2020	Jun. 30, 2022	Dec. 31, 2021
Stockholders' Equity (Details) [Line Items]
Preferred stock, shares authorized			1,000,000	1,000,000
Preferred stock par value (in Dollars per share)			$ 0.0001	$ 0.0001
Preferred stock, shares issued (in Dollars)
Preferred stock, shares outstanding
Common stock, shares authorized			100,000,000	100,000,000
Common stock par value (in Dollars per share)			$ 0.0001	$ 0.0001
Common stock shares			4,369,000	4,369,000
Cash held in Trust Account (in Dollars)	$ 89,068,505		$ 53,345,080	$ 140,822,578
Redeemable public subunits	8,645,776
Common stock subject to possible redemption			5,154,224	13,800,000
Common stock, shares outstanding			4,369,000	4,369,000
Purchase share			1
Price per share (in Dollars per share)			$ 11.5
IPO [Member] \| Common Stock [Member]
Stockholders' Equity (Details) [Line Items]
Common stock shares		13,800,000
Aggregate common stock		539,000

Commitments & Contingencies (De

Commitments & Contingencies (Details) - USD ($)				1 Months Ended					6 Months Ended
Commitments & Contingencies (Details) - USD ($)	Apr. 06, 2022	Dec. 23, 2021	Dec. 13, 2021	Jun. 22, 2022	Jun. 21, 2022	Apr. 27, 2022	Mar. 16, 2022	Dec. 23, 2020	Jun. 30, 2022	Dec. 31, 2021
Commitments & Contingencies (Details) [Line Items]
Underwriters agreement, description									The Company granted the underwriters a 45-day option to purchase up to 1,800,000 additional Public Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions.
Underwriting fee percentage								2%
Percentage of fee									30%
Variable fee									$ 10,000,000
Costs to obtain fairness									$ 750,000
Sale of securitie percentage									5%
Flat fee amount			$ 1,750,000						$ 240,000
Purchase of convertible notes			$ 50,000,000
Principal amount		$ 1,380,000		$ 400,000
Promissory notes payable				$ 200,000					200,000	$ 1,380,000
Minimum [Member]
Commitments & Contingencies (Details) [Line Items]
Variable fee									$ 5,000,000
Over-Allotment Option [Member]
Commitments & Contingencies (Details) [Line Items]
Number of units issued in transaction (in Shares)								1,800,000
Initial Public Offering [Member]
Commitments & Contingencies (Details) [Line Items]
Proceeds from Issuance or Sale of Equity								$ 2,760,000
Business Combination [Member]
Commitments & Contingencies (Details) [Line Items]
Percentage of gross proceeds									3.50%
Business Combination with Blackstone [Member]
Commitments & Contingencies (Details) [Line Items]
Variable fee									$ 250,000
Fixed fee									650,000
Acquired payable									600,000
Principal amount	$ 115,000				$ 600,000	$ 385,000	$ 1,380,000
Promissory notes payable									1,380,000
Early Bird Capital Inc [Member]
Commitments & Contingencies (Details) [Line Items]
Aggregate shares issued (in Shares)								380,000
Share price per share (in Dollars per share)								$ 0.0001
Telsey Advisory Group [Member]
Commitments & Contingencies (Details) [Line Items]
Acquired payable									$ 50,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Fair Value Disclosures [Abstract]
Cash held in Trust Account	$ 61,420	$ 1,895
Money market instruments	$ 53,283,660	$ 140,820,683

Fair Value Measurements (Deta_2

Fair Value Measurements (Details) - Schedule of assets and liabilities that are measured at fair value on a recurring basis - USD ($)	Jun. 30, 2022	Dec. 31, 2021
Assets:
Cash held in Trust Account	$ 61,420	$ 1,895
Money market instruments	53,283,660	140,820,683
Fair value of assets	53,345,080	140,822,578
Liabilities:
Warrant Liability – Private Warrants	56,359	284,770
Quoted Prices In Active Markets (Level 1)
Assets:
Cash held in Trust Account	61,420	1,895
Money market instruments	53,283,660
Fair value of assets	53,345,080	1,895
Liabilities:
Warrant Liability – Private Warrants
Significant Other Observable Inputs (Level 2)
Assets:
Cash held in Trust Account
Money market instruments		140,820,683
Fair value of assets		140,820,683
Liabilities:
Warrant Liability – Private Warrants
Significant Other Unobservable Inputs (Level 3)
Assets:
Cash held in Trust Account
Money market instruments
Fair value of assets
Liabilities:
Warrant Liability – Private Warrants	$ 56,359	$ 284,770

Warrant Liabilities (Details)

Warrant Liabilities (Details) - $ / shares	6 Months Ended
Warrant Liabilities (Details) - $ / shares	Jun. 30, 2022	Dec. 31, 2021
Warrant Liabilities [Abstract]
Private warrant outstanding	539,000	539,000
Warrants price per share (in Dollars per share)	$ 18

Warrant Liabilities (Details) -

Warrant Liabilities (Details) - Schedule of fair value measurements of the Private Warrants	6 Months Ended	12 Months Ended
	Jun. 30, 2022 $ / shares $ / item	Dec. 31, 2021 $ / shares $ / item
Schedule of fair value measurements of the Private Warrants [Abstract]
Stock price (in Dollars per share) \| $ / shares	$ 10.24	$ 9.86
Strike price (in Dollars per Item) \| $ / item	11.5	11.5
Term (in years)	5 years 2 months 19 days	5 years 5 months 4 days
Volatility	8.80%	9.20%
Risk-free rate	3.01%	1.30%
Dividend yield	0%	0%

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)			1 Months Ended
Subsequent Events (Details) - USD ($)	Aug. 04, 2022	Jul. 15, 2022	Jul. 22, 2022
Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Marketing and consulting services		$ 240,000
Forecast [Member]
Subsequent Events (Details) [Line Items]
Interest income from trust account	$ 90,380
Business Combination with Blackstone [Member] \| Subsequent Event [Member]
Subsequent Events (Details) [Line Items]
Additional loan			$ 200,000