Hudson Acquisition I (HUDA) 10-Q14 Nov 242024 Q3 Quarterly reportFinancial data

Company Profile

Cover

Cover - shares	9 Months Ended
Cover - shares	Sep. 30, 2024	Nov. 12, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Information [Line Items]
Entity Registrant Name	HUDSON ACQUISITION I CORP.
Entity Central Index Key	0001853047
Entity File Number	001-41532
Entity Tax Identification Number	86-2712843
Entity Incorporation, State or Country Code	DE
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Shell Company	true
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	19 West 44th Street,
Entity Address, Address Line Two	Suite 1001
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10036
Entity Phone Fax Numbers [Line Items]
City Area Code	(347)
Local Phone Number	410-4710
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		2,181,088
Common Stock
Entity Listings [Line Items]
Title of 12(b) Security	Common Stock
Trading Symbol	HUDA
Security Exchange Name	NASDAQ
Rights
Entity Listings [Line Items]
Title of 12(b) Security	Rights
Trading Symbol	HUDAR
Security Exchange Name	NASDAQ
Units
Entity Listings [Line Items]
Title of 12(b) Security	Units
Trading Symbol	HUDAU
Security Exchange Name	NASDAQ

Condensed Balance Sheets (Unaud

Condensed Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Current assets:
Cash	$ 378,755	$ 11,700
Prepaid expenses and other current assets	55,000	11,748
Total current assets	433,755	23,448
Marketable securities held in Trust Account	1,109,108	26,036,953
Interest receivable on cash and marketable securities held in the Trust Account	4,586
Total assets	1,547,449	26,060,401
Current liabilities:
Accounts payable and accrued liabilities	455,944	601,469
Advance from target company for de-SPAC transaction	1,477,765
Franchise tax payable	283,074	68,308
Income tax payable	941,000	764,000
Excise tax payable	719,176	461,700
Total current liabilities	4,627,770	2,539,185
Deferred underwriting commissions	2,723,060	2,723,060
Total liabilities	7,350,830	5,262,245
Commitments and Contingencies (Note 5)
Common stock subject to possible redemption, 98,263 and 2,417,331 shares at redemption value of $9.10 and $10.56 per share as of September 30, 2024 and December 31, 2023, respectively	893,766	25,526,944
Stockholders’ deficit:
Common stock, par value $0.0001, 200,000,000 shares authorized; 2,082,825 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively	209	209
Additional paid-in capital
Accumulated deficit	(6,697,356)	(4,728,997)
Total stockholders’ deficit	(6,697,147)	(4,728,788)
Total liabilities, redeemable common stock and stockholders’ deficit	1,547,449	26,060,401
Related Party
Current liabilities:
Notes payable - related party	$ 750,811	$ 643,708

Condensed Balance Sheets (Una_2

Condensed Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Sep. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Common stock subject to possible redemption, shares	98,263	2,417,331
Common stock subject to possible redemption, redemption value per share (in Dollars per share)	$ 9.1	$ 10.56
Common stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	2,082,825	2,082,825
Common stock, shares outstanding	2,082,825	2,082,825

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
Statements of Operations (Unaudited) - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Operating expenses:
General and administrative expenses	$ 306,524	$ 678,504	$ 776,033	$ 1,237,240
Franchise tax expense	18,600	50,000	42,600	150,000
Loss from operations	(325,124)	(728,504)	(818,633)	(1,387,240)
Other income (expense):
Interest earned on marketable securities held in Trust Account	19,751	393,358	569,338	1,940,473
Interest earned on cash account	699		1,990
Loss on overpayment of franchise tax	(172,166)		(172,166)
Other income (expense), net	(151,716)	393,358	399,162	1,940,473
Income (loss) before income taxes	(476,840)	(335,146)	(419,471)	553,233
Provision for income taxes	(11,355)	(108,000)	(434,476)	(563,000)
Net loss	(488,195)	(443,146)	(853,947)	(9,767)
Common Stock Subject to Possible Redemption
Other income (expense):
Net income attributable to common stock subject to possible redemption	$ 8,396	$ 285,358	$ 134,862	$ 1,377,473
Weighted-average common shares outstanding, Basic (in Shares)	99,098	3,204,525	1,005,041	5,631,708
Weighted-average common shares outstanding, Diluted (in Shares)	99,098	3,204,525	1,005,041	5,631,708
Basic net income per share (in Dollars per share)	$ 0.08	$ 0.09	$ 0.13	$ 0.24
Diluted net income per share (in Dollars per share)	$ 0.08	$ 0.09	$ 0.13	$ 0.24
Non-Redeemable Common Stock
Other income (expense):
Net income attributable to common stock subject to possible redemption	$ (496,591)	$ (728,504)	$ (988,809)	$ (1,387,240)
Weighted-average common shares outstanding, Basic (in Shares)	2,082,825	2,082,825	2,082,825	2,082,825
Weighted-average common shares outstanding, Diluted (in Shares)	2,082,825	2,082,825	2,082,825	2,082,825
Basic net income per share (in Dollars per share)	$ (0.24)	$ (0.35)	$ (0.47)	$ (0.67)
Diluted net income per share (in Dollars per share)	$ (0.24)	$ (0.35)	$ (0.47)	$ (0.67)

Statements of Stockholders_ Def

Statements of Stockholders’ Deficit (Unaudited) - USD ($)	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2022	$ 209		$ (2,477,925)	$ (2,477,716)
Balance (in Shares) at Dec. 31, 2022	2,082,825
Accretion of carrying value to redemption value			(1,467,472)	(1,467,472)
Excise tax payable attributable to redemption of common stock			(461,700)	(461,700)
Net loss			(9,767)	(9,767)
Balance at Sep. 30, 2023	$ 209		(4,416,864)	(4,416,655)
Balance (in Shares) at Sep. 30, 2023	2,082,825
Balance at Jun. 30, 2023	$ 209		(3,036,661)	(3,036,452)
Balance (in Shares) at Jun. 30, 2023	2,082,825
Accretion of carrying value to redemption value			(475,357)	(475,357)
Excise tax payable attributable to redemption of common stock			(461,700)	(461,700)
Net loss			(443,146)	(443,146)
Balance at Sep. 30, 2023	$ 209		(4,416,864)	(4,416,655)
Balance (in Shares) at Sep. 30, 2023	2,082,825
Balance at Dec. 31, 2023	$ 209		(4,728,997)	$ (4,728,788)
Balance (in Shares) at Dec. 31, 2023	2,082,825			2,082,825
Accretion of carrying value to redemption value			(856,936)	$ (856,936)
Excise tax payable attributable to redemption of common stock			(257,476)	(257,476)
Net loss			(853,947)	(853,947)
Balance at Sep. 30, 2024	$ 209		(6,697,356)	$ (6,697,147)
Balance (in Shares) at Sep. 30, 2024	2,082,825			2,082,825
Balance at Jun. 30, 2024	$ 209		(6,261,751)	$ (6,261,542)
Balance (in Shares) at Jun. 30, 2024	2,082,825
Accretion of carrying value to redemption value			52,944	52,944
Excise tax payable attributable to redemption of common stock			(355)	(355)
Net loss			(488,195)	(488,195)
Balance at Sep. 30, 2024	$ 209		$ (6,697,356)	$ (6,697,147)
Balance (in Shares) at Sep. 30, 2024	2,082,825			2,082,825

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
Statements of Cash Flows (Unaudited) - USD ($)	Sep. 30, 2024	Sep. 30, 2023
OPERATING ACTIVITIES
Net loss	$ (853,947)	$ (9,767)
Adjustments to reconcile net loss to net cash used in operating activities:
Interest earned on cash and marketable securities held in Trust Account	(569,338)	(1,940,473)
Amortization on debt discount on note payable to target company	883
Change in operating assets and liabilities:
Prepaid expenses and other current assets	(43,252)	94,353
Accounts payable and accrued expenses	(145,526)	673,939
Franchise tax payable	214,766	(65,315)
Income tax payable	177,000	563,000
Excise tax payable	257,476
Related party payables		74,063
Net cash used in operating activities	(961,938)	(610,200)
INVESTING ACTIVITIES
Investment of cash in Trust Account	(552,954)	(80,000)
Cash withdrawn from Trust Account	26,045,551	46,467,597
Net cash provided by investing activities	25,492,597	46,387,597
FINANCING ACTIVITIES
Redemption of common stock	(25,747,589)	(46,169,982)
Proceeds from advances from target company	1,476,882
Proceeds of notes payable - related party	187,103	282,000
Repayment of borrowing from related parties	(80,000)
Net cash used in financing activities	(24,163,604)	(45,887,982)
Net increase in cash during period	367,055	(110,585)
Cash, beginning of period	11,700	138,917
Cash, end of period	378,755	28,332
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES
Change in value of common stock subject to possible redemption	24,633,178	44,702,509
Debt discount on note payable to related party	$ 23,118

Nature of the Organization and

Nature of the Organization and Business	9 Months Ended
Nature of the Organization and Business	Sep. 30, 2024
Nature of the Organization and Business [Abstract]
NATURE OF THE ORGANIZATION AND BUSINESS	NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS Hudson Acquisition I Corp. (“Hudson” or the “Company”) was incorporated in the State of Delaware on January 13, 2021. The Company’s business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (our “Initial Business Combination”). The Company has selected December 31 as its fiscal year end. Throughout this report, the terms “our,” “we,” “us,” and the “Company” refer to Hudson Acquisition I Corp. As of September 30, 2024, the Company had not commenced core operations. All activity for the period from January 13, 2021 (inception) through September 30, 2024 relates to the Company’s formation and raising funds through the initial public offering (“Initial Public Offering”), which is described below, and efforts in identifying a target to consummate an Initial Business Combination. The Company will not generate any operating revenues until after the completion of an Initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statement pursuant to which the Company registered its securities offered in the Initial Public Offering was declared effective on October 14, 2022. On October 18, 2022, the Company consummated its Initial Public Offering and sold 6,000,000 units (the “Units”) at a price to the public of $10.00 per Unit, resulting in total gross proceeds of $60,000,000 (before underwriting discounts and commissions and offering expenses). Each Unit consists of one share of common stock of the Company, par value $0.0001 per share (“Common Stock”) and one right to receive one-fifth (1/5) of a share of the Common Stock upon the consummation of an Initial Business Combination (“Right”). Simultaneously with the closing of the Initial Public Offering, the Company’s sponsor, Hudson SPAC Holding LLC (the “Sponsor”) should have purchased a total of 340,000 units (the “Initial Private Placement Units”) at a price of $10.00 per the Initial Private Placement Unit (the “Private Placement”) (see Note 3). On October 21, 2022, the Company closed the sale of 845,300 units (the “OA Units”) at $10.00 per unit as a result of the underwriters’ partial exercise of their over-allotment option (the “Overallotment Offering”) in connection with the previously announced Initial Public Offering pursuant to the underwriting agreement by and between the Company and Chardan Capital Markets, LLC dated October 14, 2022. Each OA Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one right to receive one-fifth (1/5) of one share of the Common Stock upon the consummation of an Initial Business Combination (the “Right”). Such OA Units were registered pursuant to the Company’s registration statement. As a result of the Overallotment Offering, the Company received gross proceeds of $8,453,000 (before deducting certain underwriting discount and fees), part of which was placed in the Trust Account. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 units (the “Overallotment Private Placement Units”) pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Following the closing of the Initial Public Offering and Overallotment, an amount of $69,479,795 was placed in a Trust Account in the United States maintained by Continental Stock Transfer& Trust Company, as trustee. The funds held in the Trust Account were invested only in United States government Treasury bills, bonds or notes having a maturity of 185 days or less, or in money market funds meeting the applicable conditions under Rule 2a-7 promulgated under the Investment Company Act and that invest solely in U.S. treasuries, so that the Company is not deemed to be an investment company under the Investment Company Act. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay for income or other tax obligations, the remaining proceeds will not be released from the Trust Account until the earlier of the completion of an Initial Business Combination or the Company’s liquidation. The proceeds held in the Trust Account may be used as consideration to pay the sellers of a target business with which the Company will complete the Initial Business Combination to the extent not used to pay redeeming stockholders. Any amounts not paid as consideration to the sellers of the target business may be used to finance operations of the target business. No compensation of any kind (including finder’s, consulting or other similar fees) will be paid to any of the Company’s existing officers, directors, stockholders, or any of their affiliates, prior to, or for any services they render in order to effectuate, the consummation of the Initial Business Combination (regardless of the type of transaction that it is). However, such individuals will receive reimbursement for any out-of-pocket expenses incurred by them in connection with activities on the Company’s behalf, such as identifying potential target businesses, performing business due diligence on suitable target businesses and business combinations as well as traveling to and from the offices, plants or similar locations of prospective target businesses to examine their operations. Since the role of present management after our Initial Business Combination is uncertain, the Company has no ability to determine what remuneration, if any, will be paid to those persons after the Initial Business Combination. The Company intends to use the excess working capital available for miscellaneous expenses such as paying fees to consultants to assist with the search for a target business and for director and officer liability insurance premiums, with the balance being held in reserve in the event due diligence, legal, accounting and other expenses of structuring and negotiating business combinations exceed estimates, as well as for reimbursement of any out-of-pocket expenses incurred by insiders, officers and directors in connection with activities on the Company’s behalf as described below. The allocation of the net proceeds available to the Company outside of the Trust Account, along with the interest earned on the funds held in the Trust Account available to pay for income and other tax liabilities, represents the best estimate of the intended uses of these funds. In the event that the assumptions prove to be inaccurate, the Company may reallocate some of such proceeds within the above-described categories. If the estimate of the costs of undertaking due diligence and negotiating the Initial Business Combination is less than the actual amount necessary to do so, or the amount of interest available to the Company from the Trust Account is insufficient as a result of the volatile interest rate environment, the Company may be required to raise additional capital, the amount, availability and cost of which is currently unascertainable. In this event, the Company could seek such additional capital through loans or additional investments from the Sponsor or third parties. The Sponsor has agreed to loan the Company up to an aggregate of $1,000,000 to be used for working capital purposes pursuant to a Promissory Note. As of September 30, 2024, the Company had $750,811 in borrowings under the Promissory Note (see Note 4). If the Company is unable to obtain the necessary funds, the Company may be forced to cease searching for a target business and liquidate without completing the Initial Business Combination. The Company will likely use substantially all of the net proceeds of the Initial Public Offering, including the funds held in the Trust Account, in connection with the Initial Business Combination and to pay expenses relating thereto, including the deferred underwriting discounts payable to the underwriters. To the extent that the Company’s capital stock is used in whole or in part as consideration to effect the Initial Business Combination, the proceeds held in the Trust Account which are not used to consummate an Initial Business Combination will be disbursed to the combined company and will, along with any other net proceeds not expended, be used as working capital to finance the operations of the target business. Such working capital funds could be used in a variety of ways including continuing or expanding the target business’ operations, for strategic acquisitions. To the extent that the Company is unable to consummate an Initial Business Combination, the Company will pay the costs of liquidation from the remaining assets outside of the Trust Account. If such funds are insufficient, the Sponsor has agreed to pay the funds necessary to complete such liquidation and has agreed not to seek repayment of such expenses. If no business combination is completed prior to the mandatory liquidation date, the proceeds then on deposit in the Trust Account including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes (less $100,000 of interest to pay dissolution expenses), will be used to fund the redemption of the public shares. The Sponsor, directors, director nominees and officers will enter into a letter agreement with the Company, pursuant to which they have agreed to waive their rights to liquidating distributions from the Trust Account with respect to any Founder Shares held by them if the Company fails to complete the Initial Business Combination within such time period. In connection with the shares purchased by the founders, the founders waive any and all right, title, interest or claim of any kind in or to any distributions by the Company from the Trust Account which will be established for the benefit of the Company’s public stockholders and into which substantially all of the proceeds of the Initial Public Offering will be deposited (the “Trust Account”), in the event of a liquidation of the Company upon the Company’s failure to timely complete an Initial Business Combination. Extension Amendment On July 17, 2023, the Company held the Special Meeting. On June 28, 2023, the record date for the Special Meeting, there were 8,928,125 shares of common stock outstanding, in which 8,556,625 were entitled to vote at the Special Meeting, approximately 84% of which were represented in person or by proxy at the Special Meeting. The stockholders approved the proposal to amend the Company’s Certificate of Incorporation to give the Company the option to extend the date by which the Company must effect a Business Combination beyond July 18, 2023 up to nine (9) times for an additional (1) month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 for each calendar month. This amendment increased the time the Company has to consummate an Initial Business Combination from the original maximum amount of 15 months to 18 months from the Initial Public Offering date. In connection with the votes to approve the proposals above, the holders of 4,427,969 shares of common stock of the Company properly exercised their right to redeem their shares for approximately $10.43 per share. Following such redemptions, $46,169,982 was withdrawn from the trust account on July 25, 2023 and 2,417,331 Public Shares remained outstanding. On July 17, 2023, the Company filed a certificate of amendment (the “Certificate of Amendment”) to the Company’s Second Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond July 18, 2023 up to nine (9) times for an additional (1) month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 for each calendar month and (ii) eliminate the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934 of less than $5,000,001. On April 17, 2024, the Company filed a Certificate of Amendment to the Company’s Certificate of Incorporation with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond April 18, 2024, up to nine (9) times for an additional (1) month each time to January 18, 2025, upon the deposit into the Trust Account of $25,000 for each calendar month and (ii) to remove the geographic limitations for a Business Combination., which requires the deletion of Section J of the Sixth Article in the Charter: “J. At no time, the Corporation shall undertake a Business Combination with any entity being based in or having the majority of its operations in China (including Hong Kong and Macau).” On July 5, 2024, the Company held the Special Meeting. On June 4, 2024, the record date for the Special Meeting, there were 1,816,463 shares of common stock outstanding, and 2,184,288 shares of common stock and units entitled to be voted at the Special Meeting, approximately 98% of which were represented in person or by proxy at the Special Meeting. The stockholders approved the proposal to amend the Company’s Second Amended and Restated Certificate of Incorporation pursuant to an amendment to the Charter in the form set forth in Annex A to the Proxy Statement to extend the date by which the Company must effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses from January 18, 2025, up to nine (9) times for an additional one (1) month each time to October 18, 2025, and will no longer require monthly deposits into the Trust Account as of July 5, 2024. The stockholders also approved an amendment to the Charter to amend the Company’s Second Amended and Restated Certificate of Incorporation pursuant to the Charter in the form set forth in forth in Annex B to the Proxy Statement to amend Article Sixth of the Charter by adding a definition of IPO Rights, and Sixth (A)(ii) by adding “and IPO Rights” and (“and rights”) to read: “or (ii) provide its holders of IPO Shares and IPO Rights with the opportunity to sell their shares and rights to the Corporation by means of a tender offer (“Tender Offer”)”. On July 10, 2024, the Company filed a Certificate of Amendment to the Company’s Second Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond January 18, 2025, up to nine (9) times for an additional (1) month each time to October 18, 2025, and will no longer require monthly deposits into the Trust Account as of July 5, 2024. In connection with the vote to approve the Extension Amendment, the holders of 3,200 shares of Public Shares properly exercised their right to redeem their shares for cash at a redemption price of approximately $11.08 per share, for an aggregate redemption amount of $35,457. Following such redemptions, 98,263 Public Shares remained outstanding. Liquidity and Capital Resources As of September 30, 2024, the Company had $378,755 in its operating bank account and a working capital deficit of $2,250,765, which excludes franchise tax payable, income tax payable, and excise tax payable. The Company may raise additional capital through loans or additional investments from the Sponsor or its stockholders, officers, directors, or third parties. The Company’s officers and directors and the Sponsor may but are not obligated to (except as described above), loan the Company funds, from time to time, in whatever amount they deem reasonable in their sole discretion, to meet the Company’s working capital needs. Based on the foregoing, the Company believes it will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors to meet its needs through the earlier of the consummation of a Business Combination or at least one year from the date that the financial statements were issued. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has until October 18, 2025, assuming the monthly extension requirements are satisfied, to consummate a Business Combination (the “Combination Period”). Following the first extension, the Company was able to extend the date by which an Initial Business Combination must be consummated beyond July 18, 2023 up to nine times for an additional one month each time to April 18, 2024 upon the deposit into the Trust Account of $80,000 in each calendar month. Following the second extension, the Company was able to extend the date by which an Initial Business Combination must be consummated beyond April 18, 2024 up to an additional nine times for an additional one month each time to January 18, 2025 upon the deposit into the Trust Account of $25,000 each calendar month. Following the third extension, the Company is able to extend the date by which an Initial Business Combination must be consummated beyond January 18, 2025, up to an additional nine times for an additional one month each time to October 18, 2025, with extension payments in connection with the first and second extension ending on July 5, 2024. It is uncertain that the Company will be able to consummate a Business Combination by this time. If a Business Combination is not consummated by October 18, 2025, there will be a mandatory liquidation and subsequent dissolution of the Company. Management has determined that the liquidity condition and mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution raises substantial doubt about the Company’s ability to continue as a going concern. Management intends to complete a Business Combination prior to the end of the Combination Period. No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after the end of the Combination Period. Nasdaq Compliance On July 23, 2024, the Company received a notice from The NASDAQ Stock Market (“Nasdaq”) that its securities will be delisted from The Nasdaq Global Market. On December 15, 2023, the staff of Nasdaq (the “Staff”) notified the Company that the market value of its listed securities had been below the minimum $50,000,000 required for continued listing as set forth in Listing Rule 5450(b)(2)(A) (the “Rule”) for the previous 30 consecutive trading days. Therefore, in accordance with Listing Rule 5810(c)(3)(C), the Company was provided 180 calendar days, or until June 12, 2024, to regain compliance with the Rule. However, the Company did not regain compliance with the Rule. In addition, based on the Staff’s review of the Company’s Definitive Proxy Statement filed June 24, 2024, the Staff determined that the Company does not comply Listing Rule 5450(b)(2)(A), requiring a minimum 1,100,000 Publicly Held Shares, and Listing Rule 5450(b)(2)(C), requiring a minimum of $15 million Market Value of Publicly Held Shares requirement. Based on the Company’s equity information as of July 22, 2024, the Company does not comply with the requirement for continued listing on the Nasdaq Capital Market under Listing Rule 5550. Additionally, the Staff has concerns that the Company may also no longer comply with the minimum 400 Total Holders requirement of Listing Rule 5450(a)(2) due to the substantial number of shareholder redemptions and low number of shares remaining outstanding. Finally, the Company failed to timely file its Form 10-K for the year ended December 31, 2023, and its Form 10-Q for the period ended March 31, 2024, as required by Listing Rule 5250(c)(1). Accordingly, these matters each serve as additional and separate basis for delisting. Under Listing Rule 5810, a company that fails to comply with the continued listing requirements is normally afforded a compliance period or the ability to submit a plan of compliance in order to be granted time to regain compliance. However, given that the Company fails to comply with multiple continued listing requirements by such significant margins, and that each of these requirements is related to the security’s liquidity necessary to maintain a fair and orderly market, the Staff has determined to apply more stringent criteria pursuant to its discretionary authority set forth in Listing Rule 5101. Accordingly, the Staff has concluded that continued listing is inappropriate and to delist the Company’s securities in order to maintain the quality of and public confidence in the Nasdaq market, to prevent fraudulent and manipulative acts and practices, to promote just and equitable principles of trade, and to protect investors and the public interest. Accordingly, the Staff has determined that the Company’s securities will be delisted from The Nasdaq Global Market. In that regard, unless the Company requests an appeal of this determination by July 30, 2024, trading of the Company’s ordinary shares, warrants, and units will be suspended at the opening of business on August 1, 2024, and a Form 25-NSE will be filed with the Securities and Exchange Commission (the “SEC”), which will remove the Company’s securities from listing and registration on The Nasdaq Stock Market. The Company may appeal the Staff’s determination to a Hearings Panel, pursuant to the procedures set forth in the Nasdaq Listing Rule 5800 Series. In response to the Nasdaq delisting notice, the Company has taken the following actions: ● On July 23, 2024, the Company applied to transfer from Nasdaq Global Market to Nasdaq Capital Market. ● On July 24, 2024, the Company requested a hearing and paid the $20,000 fee for the hearing. ● On July 24, 2024, the Company received hearing instructions from Nasdaq, and has secured the hearing date for August 22, 2024. The Company submitted its written submission to Nasdaq on August 2, 2024. The Company has also confirmed with Nasdaq that, in the event that the Company is delisted, the delisting will not preclude the combined entity (the de-SPAC entity) from receiving initial listing approval for listing on the Nasdaq Stock Market. In fact, the combined entity will be held to the same quantitative initial listing standards irrespective of the listing status of the SPAC as a business combination resulting in a change of control and/or a de-SPAC business combination necessitates initial listing approval. The Company filed its Form 10-K for the year ended December 31, 2023 on July 23, 2024. The Company filed its Form 10-Q for the three months ended March 31, 2024 on August 2, 2024. On August 12, 2024, the Company received a notification from Nasdaq that it has cured its filing discrepancies under Listing Rule 5250(c)(1). The Company has come up with a series of action plans to regain compliance, and presented its case to Nasdaq Panel on its hearing on August 22, 2024. In connection with the foregoing, and the information presented to the Nasdaq Panel, Nasdaq issued a letter to the Company on September 27, 2024, which stated, in pertinent part, that based on the information presented to the panel, the Company’s request for an exception to complete its plan of compliance has been granted. Thus, the Panel has granted the Company’s request for continued listing on the Exchange, subject to the following: 1. On or before October 4, 2024, the Company shall provide a detailed update to the Panel on the status of its merger with Aiways and the status of all completed transfers of Founder Shares and Private Placement Shares. Additionally, the Company shall provide the Panel and Nasdaq Listing Qualifications Staff with copies of all agreements related to the share transfers. The Panel requests Nasdaq Staff to review the agreements related to the shares transfer and to indicate to the Panel whether any additional deficiencies arise from the transactions. The Company must promptly respond to any requests from Nasdaq Staff for additional information. To date, the Company has completed this first request from Nasdaq. 2. On or before November 22, 2024, the Company must complete the transfer of the remainder of the Founder Shares and Private Placement Shares and shall provide the Panel with a list of all transferees, a description of how the Company identified the transferee, and a detailed description of any differences in the agreements between each of these transfers and with the agreements for the initial transfers. The Company is in the process of completing this request, and expects to complete this request on or before November 22, 2024. 3. On or before January 20, 2025, the Company must complete the proposed Business Combination and demonstrate, by means of a listing approval from Nasdaq Staff, compliance with IM-5101-2 and all applicable initial listing requirements for listing the combined company on the Capital Market. The Company expects to complete the proposed Business Combination on or before January 20, 2025. The Company is advised that January 20, 2025, represents the full extent of the Panel’s discretion to grant continued listing while the Company is non-compliant with Listing Rule IM-5101-2.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2024
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 — BASIS OF PRESENTATION AND SUMMARY OF 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 Article 8 of Regulation S-X of the Securities and Exchange Commission (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 period ended December 31, 2023, as filed with the SEC on July 23, 2024. The interim results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024, or for any future periods. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of 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 of 2002, 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 shareholder 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 unaudited condensed 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 the financial statements in conformity with U.S. GAAP requires the Company’s 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 financial statement and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly 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 did not have any cash equivalents as of September 30, 2024 and December 31, 2023. Marketable Securities Held in Trust Account The Company classifies its Marketable Securities as held-to-maturity in accordance with 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 on the accompanying condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts. When the Company’s investments held in the Trust Account are comprised of money market securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in interest earned on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Offering Costs Offering costs consist of professional fees, filing, regulatory and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. As of September 30, 2024 and December 31, 2023, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Less: Redemption of common stock in connection with Trust Extension (46,169,982 ) Add: Accretion of carrying value to redemption value 1,910,592 Common stock subject to possible redemption, December 31, 2023 $ 25,526,944 Less: Redemption of common stock (25,747,589 ) Add: Accretion of carrying value to redemption value 1,114,411 Common stock subject to possible redemption, September 30, 2024 893,766 Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions 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. 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 September 30, 2024 and December 31, 2023. 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 is subject to income tax examinations by major taxing authorities since inception. Net (Loss) Income per Share of Common Stock The Company has two outstanding classes of shares, which are referred to as redeemable common stock and non-redeemable common stock. Earnings and losses are shared pro rata between the two classes of stock. The 98,263 redeemable shares of common stock for which the outstanding Public Rights are exercisable were excluded from diluted earnings and losses per share for the three and nine months ended September 30, 2024 and 2023, respectively because they are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net (loss) income per share of common stock is the same as basic net (loss) income per share of common stock for the period. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of shares. Three Months Ended Nine Months Ended 2024 2023 2024 2023 Common stock subject to possible redemption Numerator: Earnings allocable to common stock subject to redemption Interest earned on marketable securities held in Trust Account, net of taxes $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Net income attributable to common stock subject to possible redemption $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Denominator: Weighted average common shares subject to redemption Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 99,098 3,204,525 1,005,041 5,631,708 Basic and diluted net income per share, common stock subject to possible redemption $ 0.08 $ 0.09 $ 0.13 $ 0.24 Non-Redeemable common stock Numerator: Net loss minus net earnings - Basic and diluted Net loss $ (488,195 ) $ (443,146 ) $ (853,947 ) $ (9,767 ) Less: net income attributable to common stock subject to redemption (8,396 ) (285,358 ) (134,862 ) (1,377,473 ) Net loss attributable to non-redeemable common stock $ (496,591 ) $ (728,504 ) $ (988,809 ) $ (1,387,240 ) Denominator: Weighted average non-redeemable common shares Weighted-average non-redeemable common shares outstanding, basic and diluted 2,082,825 2,082,825 2,082,825 2,082,825 Basic and diluted net loss per share, non-redeemable common stock $ (0.24 ) $ (0.35 ) $ (0.47 ) $ (0.67 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of September 30, 2024, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. 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. U.S. 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. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Unit Purchase Option At the closing of the Initial Public Offering, the Company sold to the underwriter, for an aggregate of $100, an option (the “UPO”) to purchase 57,500 Units, including over-allotment. The over-allotment option was not exercised in full on October 21, 2022, therefore, the UPO was reduced pro-rata to 57,044 Units, and had a fair value of $25,099. The UPO will be exercisable at any time, in whole or in part, between the close of the business combination and fifth anniversary of the date of the Initial Public Offering at a price per Unit equal to $11.50 (or 115% of the public unit offering price). The Company accounts for the Unit Purchase Option, inclusive of the receipt of $100 cash payment, as an offering cost of the Initial Public Offering resulting in a charge directly to stockholders’ deficit. The Unit Purchase Option and such units purchased pursuant to the Unit Purchase Option, as well as the common stock underlying such units, the rights included in such units, the shares of common stock that are issuable for the rights included in such units, have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to FINRA Rule 5110(e)(1). The Unit Purchase Option grants to holders demand and “piggy back” rights for periods of five seven Representative Shares The Company agreed to issue to the underwriter at the closing of the Initial Public Offering up to 136,906 representative shares (“Representative Shares”), due to the partial exercise of the over-allotment, which will be issued upon the completion of the Initial Business Combination. The representative shares had an initial fair value of $327,205 and is included as deferred underwriting commissions in the accompanying balance sheets. Recent Accounting Pronouncements In August 2020, FASB issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 and should be applied on a full or modified retrospective basis, with early adoption permitted for fiscal years beginning after December 15, 2020. The Company does not expect the adoption of this ASU would have a material effect on the Company’s financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions. ASU 2023-09 will become effective for annual periods beginning after December 15, 2024. The Company does not expect the adoption of this ASU would have a material effect on the Company’s financial statements. Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statement. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic, Russia-Ukraine war, and the Middle East geopolitical tension on the economy and the capital markets and has concluded that, while it is reasonably possible that such events could have negative effects on the Company’s financial position and outlook for an Initial Business Combination, the specific impacts are not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. The current challenging economic climate may lead to adverse changes in cash flows, working capital levels and/or debt balances, which may also have a direct impact on the Company’s future operating results and financial position after any such Initial Business Combination in the future. The ultimate duration and magnitude of the impact and the efficacy of government interventions on the economy and the financial effect on the Company is not known at this time. The extent of such impact will depend on future developments, which are highly uncertain and not in the Company’s control.

Initial Public Offering

Initial Public Offering	9 Months Ended
Initial Public Offering	Sep. 30, 2024
Initial Public Offering [Abstract]
INITIAL PUBLIC OFFERING	NOTE 3 — INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, on October 18, 2022, the Company sold 6,000,000 Units at a price to the public of $10.00 per Unit, resulting in total gross proceeds of $60,000,000 (before underwriting discounts and commissions and offering expenses). Each Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one Right to receive one-fifth (1/5) of a share of the Common Stock upon the consummation of an Initial Business Combination. Simultaneously with the closing of the Initial Public Offering, the Sponsor should have purchased a total of 340,000 Initial Private Placement Units at a price of $10.00 per the Private Placement. However, on October 18, 2022, simultaneously with the consummation of the Initial Public Offering, the Sponsor partially consummated the Private Placement by subscribing to 238,500 Private Placement Units instead of the full Initial Private Placement Units, generating gross proceeds of approximately $2,385,000 instead of the full $3,400,000, part of the proceeds of which were placed in the Trust Account. The Trust Account was nonetheless fully-funded. On November 30, 2022, the Company received an additional remittance of $515,000 underlying the Sponsor’s purchase of the Private Placement Units, reducing the balance to $500,000. Additionally, on December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the remaining stock subscription balance, which fully funded the Sponsor’s purchase of the Private Placement Units. No underwriting discounts or commissions were paid with respect to the Private Placement. The Purchased Private Placement Units are identical to the Units, except that (a) the Purchased Private Placement Units and their component securities will not be transferable, assignable or saleable until 30 days after the consummation of the Company’s Initial Business Combination except to permitted transferees and (b) the shares and rights included as a component of the Purchased Private Placement Units, so long as they are held by the Sponsor or its permitted transferees, will be entitled to registration rights, respectively. If the Company does not complete the Initial Business Combination before the mandatory liquidation date, the proceeds from the sale of the Private Placement Units held in the Trust Account will be used to fund the redemption of the public shares (subject to the requirements of applicable law) and the rights included as part of the Private Placement Units will expire worthless. On October 21, 2022, the Company closed the sale of 845,300 OA Units at $10.00 per unit as a result of the underwriters’ partial exercise of their over-allotment option in connection with the previously announced Initial Public Offering pursuant to the underwriting agreement by and between the Company and Chardan Capital Markets, LLC dated October 14, 2022. Each OA Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one right to receive one-fifth (1/5) of one share of the Common Stock upon the consummation of an Initial Business Combination. Such OA Units were registered pursuant to the Company’s registration statement. As a result of the Overallotment Offering, the Company received gross proceeds of $8,453,000 (before deducting certain underwriting discount and fees), part of which was placed in the Trust Account. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 Private Placement Units pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Following the closing of the Initial Public Offering and Overallotment, an amount of $69,479,795 was placed in a Trust Account in the United States maintained by Continental Stock Transfer & Trust Company, as trustee.

Related Party Transactions

Related Party Transactions	9 Months Ended
Related Party Transactions	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 4 — RELATED PARTY TRANSACTIONS Private Placement Units Simultaneously with the closing of the Initial Public Offering, the Sponsor should have purchased a total of 340,000 units (the “Initial Private Placement Units”) at a price of $10.00 per the Initial Private Placement Unit (the “Private Placement”) (see Note 3). On October 21, 2022, the Company closed the sale of 845,300 units (the “OA Units”) at $10.00 per unit as a result of the underwriters’ partial exercise of their over-allotment option (the “Overallotment Offering”) in connection with the previously announced Initial Public Offering pursuant to the underwriting agreement by and between the Company and Chardan Capital Markets, LLC dated October 14, 2022. Each OA Unit consists of one share of Common Stock of the Company, par value $0.0001 per share and one right to receive one-fifth (1/5) of one share of the Common Stock upon the consummation of an Initial Business Combination (the “Right”). Such OA Units were registered pursuant to the Company’s registration statement. As a result of the Overallotment Offering, the Company received gross proceeds of $8,453,000 (before deducting certain underwriting discount and fees), part of which was placed in the Trust Account. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 units (the “Overallotment Private Placement Units”) pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Promissory Note — Related Party On April 5, 2021, as further amended on April 28, 2021 and September 8, 2022, the Company entered into a promissory note with the Sponsor for principal amount up to $1,000,000. The promissory note is non-interest bearing and matures on the earlier of: (i) the date of the consummation of the Company’s Initial Business Combination or (ii) the date of the liquidation of the Company. The principal balance may be prepaid at any time. A maximum of $1,000,000 of such loans may be converted into Units, at the price of $10.00 per Unit at the option of the Sponsor. On May 6, 2021, the Company made a drawdown of $300,000 on the promissory note. On April 15 and August 19, 2022, the Company made additional drawdowns of $100,000 and $100,000 on the promissory note, respectively. On December 1, 2022, the Sponsor applied the outstanding balance on the Promissory Note of $500,000 towards the payments for Private Placement Units. On July 20, 2023, the Company and the Sponsor amended and restated the promissory note, dated as of April 5, 2021, providing for loans up to $1,000,000 in the aggregate. The promissory note bears no interest and all unpaid principal under the promissory note will be due and payable in full upon the earlier of (i) the date of the consummation of the Company’s Initial Business Combination or (ii) the date of the liquidation of the Company. At the election of the Sponsor, up to $1.0 million of the loans under the promissory note may be settled in Units at a conversion rate of $10.00 per Unit, with each private unit comprised of one share of common stock of the Company and one right to one-fifth of a share of the Company’s common stock. As of September 30, 2024 and December 31, 2023, $750,811 and $643,708, respectively, was outstanding under the promissory note. In connection with the approval of the extension amendment proposal, on July 18, 2023, the Sponsor entered into a non-interest bearing, unsecured promissory note issued by the Company in favor of the Sponsor (the “Extension Note”), providing for loans up to the aggregate principal amount of $720,000. On July 24, 2023, pursuant to the Second Amended and Restated Certificate of Incorporation, as amended by the Certificate of Amendment, $80,000 was deposited into the Trust Account for a one-month extension. $80,000 will be deposited into the Trust Account each month the Company determines to extend the date by which it must consummate an Initial Business Combination. The Company elected to extend such date until April 18, 2024, therefore, an aggregate deposit of $720,000 of the proceeds of the Extension Note will be made into the Trust Account. The Extension Note bears no interest and all unpaid principal under the Extension Note will be due and payable in full upon the earlier of (i) the date of the consummation of the Company’s Initial Business Combination or (ii) the date of the liquidation of the Company. The Extension Note balance was $240,000 as of September 30, 2024 and December 31, 2023, respectively. Administrative Support Agreement Commencing on October 14, 2022, the Company has agreed to pay the Sponsor or its affiliate a total of $20,000 per month for office space, utilities, and secretarial and administrative support. Upon completion of our Initial Business Combination or our liquidation, we will cease paying these monthly fees. For the three months ended September 30, 2024 and 2023, the Company incurred $60,000 and $60,000, respectively, on administrative support fees. For the nine months ended September 30, 2024 and 2023, the Company incurred $180,000 and $180,000, respectively, on administrative support fees.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2024
Commitments and Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 5 — COMMITMENTS AND CONTINGENCIES Registration Rights The holders of the (i) the Founder Shares, which were issued in a private placement prior to the closing of the Initial Public Offering, and (ii) Private Placement Units, which were sold simultaneously with the closing of the Initial Public Offering, are entitled to registration rights pursuant to a registration rights agreement signed prior to or on the effective date of the Initial Public Offering. The holders of the majority of these securities are entitled to make up to three 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 the Founder Shares are to be released from escrow. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our consummation of our Initial Business Combination. Underwriting Agreement The underwriters received a cash underwriting discount of $0.20 per Unit, or $1,369,060 and were paid offering expenses of $100,000 upon closing of the Initial Public Offering including the overallotment. As of March 31, 2024 and December 31, 2023, the Company had recorded deferred underwriting commissions of $2,723,060 payable only upon completion of the Initial Business Combination, which consisted of commissions and representative shares issuable in connection with the Initial Public Offering. The Company agreed to issue to the underwriter at the closing of the Initial Public Offering up to 136,906 representative shares, due to the partial exercise of the over-allotment, which will be issued upon the completion of the Initial Business Combination. The representative shares had an initial fair value of $327,205. Excise Tax The Inflation Reduction Act of 2022 imposes a 1% Excise Tax on the repurchase of corporate stock by a publicly traded U.S. corporation following December 31, 2022. For purposes of the Excise Tax, a repurchase will generally include redemptions, corporate buybacks and other transactions in which the corporation acquires its stock from a shareholder in exchange for cash or property, subject to exceptions for de minimis transactions and certain reorganizations. As a result, subject to certain rules, the Excise Tax will apply to any redemption by a U.S.-domiciled SPAC taking place after December 31, 2022, including redemptions (i) by shareholders in connection with the SPAC’s Initial Business Combination or a proxy vote to extend the lifespan of the SPAC, (ii) by SPACs if the SPAC does not complete a de-SPAC transaction within the required time set forth in its constituent documents, or (iii) in connection with the wind-up and liquidation of the SPAC. The financial responsibility for such Excise Tax resides with the Company and the Sponsor. This amount of 1% has been included in the accompanying financial statements. At this time, it has been determined that the IR Act tax provisions have an impact to the Company’s accompanying financial statements as there were redemptions by the public stockholders in 2023 and 2024; as a result, the Company recorded $719,176 and $461,700 excise tax liability as of September 30, 2024 and December 31, 2023, respectively. The Company will continue to monitor for updates to the Company’s business along with guidance issued with respect to the IR Act to determine whether any adjustments are needed to the Company’s tax provision in future periods. During the second quarter of 2024, the IRS issued final regulations with respect to the timing and payment of the excise tax. Pursuant to those regulations, the Company would need to file a return and remit payment for any liability incurred during the period from January 1, 2023 to December 31, 2023 on or before October 31, 2024. The Company is currently evaluating its options with respect to payment of this obligation. If the Company is unable to pay its obligation in full, it will be subject to additional interest and penalties which are currently estimated at 10% interest per annum and a 5% underpayment penalty per month or portion of a month up to 25% of the total liability for any amount that is unpaid from November 1, 2024 until paid in full. Unit Purchase Option At the closing of the Initial Public Offering, the Company sold to the underwriter, for an aggregate of $100, an option (the “UPO”) to purchase 57,500 Units, including over-allotment. The over-allotment option was not exercised in full on October 21, 2022, therefore, the UPO was reduced pro-rata to 57,044 Units, and had a fair value of $25,099. The UPO will be exercisable at any time, in whole or in part, between the close of the business combination and fifth anniversary of the date of the Initial Public Offering at a price per Unit equal to $11.50 (or 115% of the public unit offering price). The Company accounts for the Unit Purchase Option, inclusive of the receipt of $100 cash payment, as an offering cost of the Initial Public Offering resulting in a charge directly to stockholders’ deficit. The Unit Purchase Option and such units purchased pursuant to the Unit Purchase Option, as well as the common stock underlying such units, the rights included in such units, the shares of common stock that are issuable for the rights included in such units, have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to FINRA Rule 5110(e)(1). The Unit Purchase Option grants to holders demand and “piggy back” rights for periods of five and seven years, respectively, from the effective date of the registration statement with respect to the registration under the Securities Act of the securities directly and indirectly issuable upon exercise of the Unit Purchase Option. The Company will bear all fees and expenses attendant to registering the securities, other than underwriting commissions which will be paid for by the holders themselves. The exercise price and number of units issuable upon exercise of the Unit Purchase Option may be adjusted in certain circumstances including in the event of a stock dividend, or the Company’s recapitalization, reorganization, merger or consolidation. However, the option will not be adjusted for issuances of common stock at a price below its exercise price. Agreement with Aiways Automobile Europe GmbH On May 14, 2024, the Company set forth the terms of a proposed business combination transaction, between HUDA and Aiways Automobile Europe GmbH (“Aiways”) via a Letter Agreement. In connection with the proposed transaction, on May 18, 2024, the Company executed a non-interest bearing promissory note agreement with Aiways. In the agreement, Aiways agreed to issue a promissory note in the amount of $1,000,000 to the Company. The note should be repaid by the Company on or before the date on which the Company consummates an initial business combination at its election and without penalty. The Company shall repay Aiways either: (i) in cash payment that equals to the paid principal outstanding, or (ii) the Company’s common stock shares, at a fixed conversion price of $10 per share, at Aiways’ choice. Shares issuable shall be identical to the Company’s existing common stock shares. Aiways made a payment of $1,000,000 to the Company on June 30, 2024. The Company recorded the receipt of the payment as a note payable to target company for de-SPAC transaction in the accompanying balance sheets. On August 31, 2024, the Company executed a non-interest bearing promissory note agreement with Aiways. Pursuance to the agreement, Aiways agreed to issue a promissory note in the amount of $500,000 to the Company. The note should be repaid by the Company on or before the date on which the Company consummates an initial business combination at its election and without penalty. The Company shall repay Aiways either: (i) in cash payment that equals to the paid principal outstanding, or (ii) the Company’s common stock shares, at a fixed conversion price of $10 per share, at Aiways’ choice. Shares issuable shall be identical to the Company’s existing common stock shares. On September 25, 2024, the Company received the cash proceeds from Aiways in the amount of $476,882 which represented a principal of $500,000 and an original issuing discount of $23,118. The original issuing discount is recorded in balance sheet in a contra liability account net against the advance from target company for de-SPAC transaction. The original issuing discount will be amortized over the term of the loan. An amortization expense of $883 was recorded for the three and nine months ended September 30, 2024. The principal of $500,000 was recorded in the balance sheet in the advance from target company for de-SPAC transaction account. As of September 30, 2024, the balance in the advance from target company for de-SPAC transaction account was $1,477,765.

Common Stock Subject to Possibl

Common Stock Subject to Possible Redemption	9 Months Ended
Common Stock Subject to Possible Redemption	Sep. 30, 2024
Common Stock Subject to Possible Redemption [Abstract]
COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION	NOTE 6 — COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheets in accordance with ASC 480, “Distinguishing Liabilities from Equity”.

Stockholders_ Deficit

Stockholders’ Deficit	9 Months Ended
Stockholders’ Deficit	Sep. 30, 2024
Stockholders’ Deficit [Abstract]
STOCKHOLDERS’ DEFICIT	NOTE 7 — STOCKHOLDERS’ DEFICIT Authorized Shares The total number of shares of capital stock, par value of $0.0001 per share, which the Company is authorized to issue is 200,000,000 shares of common stock. Except as otherwise required by law, the holders of the Common Stock shall exclusively possess all voting power with respect to the Company. Founder’s Shares At inception, January 13, 2021, the Company issued 2,875,000 Founder Shares of common stock for total receivable of approximately of $25,000 received on May 11, 2021. These Founder Shares included up to 375,000 shares of which were subject to forfeiture by the stockholder if the underwriters did not fully exercise their over-allotment option. On December 10, 2021, pursuant to the Underwriter Addendum, the aggregate number of Founder Shares were reduced to 1,725,000. All share and per-share amounts have been retroactively restated to reflect the share surrender. In connection with the partial exercise of the over-allotment option on October 21, 2022, 13,675 Founder Shares were forfeited. The remaining Founder Shares represent 20% of the outstanding shares after the Initial Public Offering. As of September 30, 2024 and December 31, 2023, there were 2,082,825 shares outstanding. Initial Public Offering Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased a total of 340,000 Initial Private Placement Units at a price of $10.00 per Unit. On October 21, 2022, simultaneously with the consummation of the Overallotment Offering, the Company completed the private placement of additional 31,500 units (the “Overallotment Private Placement Units”) pursuant to the Unit Private Placement Agreement dated October 14, 2022 by and between the Company and the Sponsor, in connection with the underwriters’ partial exercise of the over-allotment option, at a purchase price of $10.00 per Overallotment Private Placement Unit, generating gross proceeds of $315,000, a portion of which was placed in the Trust Account. Rights Except in cases where the Company is not the surviving company in the Initial Business Combination, each holder of a public right will automatically receive one-fifth (1/5) of a share of common stock upon consummation of the Initial Business Combination. In the event the Company is not be the surviving company upon completion of the Initial Business Combination, each holder of a right will be required to affirmatively convert his, her or its rights in order to receive the one-fifth (1/5) of a share underlying each right upon consummation of the Initial Business Combination. The Company will not issue fractional shares in connection with an exchange of rights. Fractional shares will either be rounded down to the nearest whole share or otherwise addressed in accordance with the applicable provisions of the Delaware General Corporation Law. As a result, holders of Rights must hold such Rights in multiples of 5 in order to receive shares for all of the holder’s rights upon closing of an Initial Business Combination. If the Company is unable to complete an Initial Business Combination within the required time period and the public shares are redeemed for the funds held in the Trust Account, holders of rights will not receive any of such funds for their rights and the rights will expire worthless.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
Fair Value Measurements	Sep. 30, 2024
Fair Value Measurements [Abstract]
FAIR VALUE MEASUREMENTS	NOTE 8 — FAIR VALUE MEASUREMENTS The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of September 30, 2024 and December 31, 2023 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description: Level September 30, December 31, Assets: Cash and marketable securities held in Trust Account 1 $ 1,109,108 $ 26,036,953 Transfers to/from Levels 1, 2 and 3 are recognized at the end of the reporting period in which a change in valuation technique or methodology occurs. There were no transfers to or from Level 3 assets or liabilities during the three and nine months ended September 30, 2024 and 2023.

Subsequent Events

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 — SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the financial statements are available to be issued. Other than below, there are no subsequent events identified that would require disclosure in the financial statements. On October 3, 2024, the Company paid down the promissory notes to its Sponsor in the amount of $80,000. The balance of notes payable to related party was reduced to $670,811 subsequently. On October 29, 2024, the Company entered into a thirty-six-month operating motor vehicle lease agreement with Manhattan Luxury Automobiles Inc. for a 2024 Lexus GX 550 vehicle. The lease commenced on October 29, 2024 with a monthly lease payment of $1,200. The Company intends to return the leased vehicle to the lessor upon the completion of business combination.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended		9 Months Ended
Pay vs Performance Disclosure - USD ($)	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ (488,195)	$ (443,146)	$ (853,947)	$ (9,767)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
Insider Trading Arrangements	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	9 Months Ended
Accounting Policies, by Policy (Policies)	Sep. 30, 2024
Basis of Presentation and Summary of Significant 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 Article 8 of Regulation S-X of the Securities and Exchange Commission (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 period ended December 31, 2023, as filed with the SEC on July 23, 2024. The interim results for the three and nine months ended September 30, 2024 are not necessarily indicative of the results to be expected for the year ending December 31, 2024, or for any future periods.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of 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 of 2002, 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 shareholder 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 unaudited condensed 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 the financial statements in conformity with U.S. GAAP requires the Company’s 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 financial statement and the reported amounts of revenues and expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statement, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly 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 did not have any cash equivalents as of September 30, 2024 and December 31, 2023.
Marketable Securities Held in Trust Account	Marketable Securities Held in Trust Account The Company classifies its Marketable Securities as held-to-maturity in accordance with 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 on the accompanying condensed balance sheet and adjusted for the amortization or accretion of premiums or discounts. When the Company’s investments held in the Trust Account are comprised of money market securities, the investments are classified as trading securities. Gains and losses resulting from the change in fair value of these securities is included in interest earned on investments held in the Trust Account in the accompanying unaudited condensed statement of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Offering Costs	Offering Costs Offering costs consist of professional fees, filing, regulatory and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering.
Common Stock Subject to Possible Redemption	Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, common stock subject to possible redemption is presented at redemption value as temporary equity, outside of the stockholders’ deficit section of the Company’s balance sheets. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid-in capital and accumulated deficit. As of September 30, 2024 and December 31, 2023, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Less: Redemption of common stock in connection with Trust Extension (46,169,982 ) Add: Accretion of carrying value to redemption value 1,910,592 Common stock subject to possible redemption, December 31, 2023 $ 25,526,944 Less: Redemption of common stock (25,747,589 ) Add: Accretion of carrying value to redemption value 1,114,411 Common stock subject to possible redemption, September 30, 2024 893,766
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions 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. 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 September 30, 2024 and December 31, 2023. 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 is subject to income tax examinations by major taxing authorities since inception.
Net (Loss) Income per Share of Common Stock	Net (Loss) Income per Share of Common Stock The Company has two outstanding classes of shares, which are referred to as redeemable common stock and non-redeemable common stock. Earnings and losses are shared pro rata between the two classes of stock. The 98,263 redeemable shares of common stock for which the outstanding Public Rights are exercisable were excluded from diluted earnings and losses per share for the three and nine months ended September 30, 2024 and 2023, respectively because they are contingently exercisable, and the contingencies have not yet been met. As a result, diluted net (loss) income per share of common stock is the same as basic net (loss) income per share of common stock for the period. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of shares. Three Months Ended Nine Months Ended 2024 2023 2024 2023 Common stock subject to possible redemption Numerator: Earnings allocable to common stock subject to redemption Interest earned on marketable securities held in Trust Account, net of taxes $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Net income attributable to common stock subject to possible redemption $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Denominator: Weighted average common shares subject to redemption Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 99,098 3,204,525 1,005,041 5,631,708 Basic and diluted net income per share, common stock subject to possible redemption $ 0.08 $ 0.09 $ 0.13 $ 0.24 Non-Redeemable common stock Numerator: Net loss minus net earnings - Basic and diluted Net loss $ (488,195 ) $ (443,146 ) $ (853,947 ) $ (9,767 ) Less: net income attributable to common stock subject to redemption (8,396 ) (285,358 ) (134,862 ) (1,377,473 ) Net loss attributable to non-redeemable common stock $ (496,591 ) $ (728,504 ) $ (988,809 ) $ (1,387,240 ) Denominator: Weighted average non-redeemable common shares Weighted-average non-redeemable common shares outstanding, basic and diluted 2,082,825 2,082,825 2,082,825 2,082,825 Basic and diluted net loss per share, non-redeemable common stock $ (0.24 ) $ (0.35 ) $ (0.47 ) $ (0.67 )
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $250,000. As of September 30, 2024, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.
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 ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Fair Value Measurements	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. U.S. 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. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.
Unit Purchase Option	Unit Purchase Option At the closing of the Initial Public Offering, the Company sold to the underwriter, for an aggregate of $100, an option (the “UPO”) to purchase 57,500 Units, including over-allotment. The over-allotment option was not exercised in full on October 21, 2022, therefore, the UPO was reduced pro-rata to 57,044 Units, and had a fair value of $25,099. The UPO will be exercisable at any time, in whole or in part, between the close of the business combination and fifth anniversary of the date of the Initial Public Offering at a price per Unit equal to $11.50 (or 115% of the public unit offering price). The Company accounts for the Unit Purchase Option, inclusive of the receipt of $100 cash payment, as an offering cost of the Initial Public Offering resulting in a charge directly to stockholders’ deficit. The Unit Purchase Option and such units purchased pursuant to the Unit Purchase Option, as well as the common stock underlying such units, the rights included in such units, the shares of common stock that are issuable for the rights included in such units, have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to FINRA Rule 5110(e)(1). The Unit Purchase Option grants to holders demand and “piggy back” rights for periods of five seven
Representative shares	Representative Shares The Company agreed to issue to the underwriter at the closing of the Initial Public Offering up to 136,906 representative shares (“Representative Shares”), due to the partial exercise of the over-allotment, which will be issued upon the completion of the Initial Business Combination. The representative shares had an initial fair value of $327,205 and is included as deferred underwriting commissions in the accompanying balance sheets.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2020, FASB issued Accounting Standards Update (“ASU”) 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40) (“ASU 2020-06”) to simplify accounting for certain financial instruments. ASU 2020-06 eliminates the current models that require separation of beneficial conversion and cash conversion features from convertible instruments and simplifies the derivative scope exception guidance pertaining to equity classification of contracts in an entity’s own equity. The new standard also introduces additional disclosures for convertible debt and freestanding instruments that are indexed to and settled in an entity’s own equity. ASU 2020-06 amends the diluted earnings per share guidance, including the requirement to use the if-converted method for all convertible instruments. ASU 2020-06 is effective for fiscal years beginning after December 15, 2023 and should be applied on a full or modified retrospective basis, with early adoption permitted for fiscal years beginning after December 15, 2020. The Company does not expect the adoption of this ASU would have a material effect on the Company’s financial statements. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”), which will require the Company to disclose specified additional information in its income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. ASU 2023-09 will also require the Company to disaggregate its income taxes paid disclosure by federal, state and foreign taxes, with further disaggregation required for significant individual jurisdictions. ASU 2023-09 will become effective for annual periods beginning after December 15, 2024. The Company does not expect the adoption of this ASU would have a material effect on the Company’s financial statements. Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statement.
Risks and Uncertainties	Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic, Russia-Ukraine war, and the Middle East geopolitical tension on the economy and the capital markets and has concluded that, while it is reasonably possible that such events could have negative effects on the Company’s financial position and outlook for an Initial Business Combination, the specific impacts are not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of these uncertainties. The current challenging economic climate may lead to adverse changes in cash flows, working capital levels and/or debt balances, which may also have a direct impact on the Company’s future operating results and financial position after any such Initial Business Combination in the future. The ultimate duration and magnitude of the impact and the efficacy of government interventions on the economy and the financial effect on the Company is not known at this time. The extent of such impact will depend on future developments, which are highly uncertain and not in the Company’s control.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Sep. 30, 2024
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Schedule of Common Stock Subject to Possible Redemption	As of September 30, 2024 and December 31, 2023, the common stock subject to possible redemption reflected on the condensed balance sheet is reflected in the following table: Common stock subject to possible redemption, December 31, 2022 $ 69,786,334 Less: Redemption of common stock in connection with Trust Extension (46,169,982 ) Add: Accretion of carrying value to redemption value 1,910,592 Common stock subject to possible redemption, December 31, 2023 $ 25,526,944 Less: Redemption of common stock (25,747,589 ) Add: Accretion of carrying value to redemption value 1,114,411 Common stock subject to possible redemption, September 30, 2024 893,766
Schedule of Basic and Diluted Net Loss Per Share	The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net (loss) income per share for each class of shares. Three Months Ended Nine Months Ended 2024 2023 2024 2023 Common stock subject to possible redemption Numerator: Earnings allocable to common stock subject to redemption Interest earned on marketable securities held in Trust Account, net of taxes $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Net income attributable to common stock subject to possible redemption $ 8,396 $ 285,358 $ 134,862 $ 1,377,473 Denominator: Weighted average common shares subject to redemption Basic and diluted weighted average shares outstanding, common stock subject to possible redemption 99,098 3,204,525 1,005,041 5,631,708 Basic and diluted net income per share, common stock subject to possible redemption $ 0.08 $ 0.09 $ 0.13 $ 0.24 Non-Redeemable common stock Numerator: Net loss minus net earnings - Basic and diluted Net loss $ (488,195 ) $ (443,146 ) $ (853,947 ) $ (9,767 ) Less: net income attributable to common stock subject to redemption (8,396 ) (285,358 ) (134,862 ) (1,377,473 ) Net loss attributable to non-redeemable common stock $ (496,591 ) $ (728,504 ) $ (988,809 ) $ (1,387,240 ) Denominator: Weighted average non-redeemable common shares Weighted-average non-redeemable common shares outstanding, basic and diluted 2,082,825 2,082,825 2,082,825 2,082,825 Basic and diluted net loss per share, non-redeemable common stock $ (0.24 ) $ (0.35 ) $ (0.47 ) $ (0.67 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
Fair Value Measurements (Tables)	Sep. 30, 2024
Fair Value Measurements [Abstract]
Schedule of Assets that are Measured at Fair Value on a Recurring Basis	The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of September 30, 2024 and December 31, 2023 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description: Level September 30, December 31, Assets: Cash and marketable securities held in Trust Account 1 $ 1,109,108 $ 26,036,953

Nature of the Organization an_2

Nature of the Organization and Business (Details) - USD ($)								9 Months Ended
Nature of the Organization and Business (Details) - USD ($)	Jul. 24, 2024	Jun. 04, 2024	Apr. 17, 2024	Jun. 28, 2023	Oct. 21, 2022	Oct. 18, 2022	Oct. 14, 2022	Sep. 30, 2024	Jun. 30, 2024	Apr. 18, 2024	Dec. 31, 2023	Sep. 30, 2023	Jul. 25, 2023	Jul. 24, 2023	Jun. 30, 2023	Dec. 31, 2022
Nature of the Organization and Business [Line Items]
Sale of units (in Shares)					845,300
Sale price (in Dollars per share)					$ 10
Common stock shares (in Shares)								1
Common stock par value (in Dollars per share)								$ 0.0001			$ 0.0001
Price per share (in Dollars per share)					$ 10		$ 10
Borrowings under promissory note								$ 750,811
Interest to pay distribution expenses								$ 100,000
Common stock, outstanding (in Shares)								2,082,825			2,082,825
Percentage of voting rights				84%
Deposits into account								$ 80,000		$ 80,000				$ 80,000
Redemption price (in Dollars per share)								$ 9.1			$ 10.56
Amount withdraw from trust account													$ 46,169,982
Public shares outstanding (in Shares)													2,417,331
Net tangible assets								$ 5,000,001
Aggregate redemption amount								$ 35,457
Common stock outstanding (in Shares)		1,816,463
Shares of common stock (in Shares)		2,184,288
Percentage of shares held by proxy		98%
Public shares (in Shares)								3,200
Public shares outstanding (in Shares)								98,263
Operating bank account								$ 378,755			$ 11,700
Working capital								2,250,765
Market value of shares								$ 50,000,000
Publicly held shares (in Shares)								1,100,000
Market value of publicly held shares								$ 15,000,000
Paid fee	$ 20,000
Common Stock [Member]
Nature of the Organization and Business [Line Items]
Common stock par value (in Dollars per share)								$ 0.0001
Common stock, outstanding (in Shares)								2,082,825	2,082,825		2,082,825	2,082,825			2,082,825	2,082,825
Common stock shares (in Shares)								4,427,969
Redemption price (in Dollars per share)								$ 10.43
Extension Amendment [Member]
Nature of the Organization and Business [Line Items]
Redemption price (in Dollars per share)								$ 11.08
Business Combination [Member]
Nature of the Organization and Business [Line Items]
Deposits into account								$ 80,000
Hudson Acquisition I Corp [Member]
Nature of the Organization and Business [Line Items]
Entity incorporation, date of incorporation								Jan. 13, 2021
Deposits into account			$ 25,000					$ 25,000
Common stock shares (in Shares)			2,315,868
Redemption price (in Dollars per share)			$ 11.1
Public shares outstanding (in Shares)			101,463
Common Stock [Member] \| Special Meeting [Member]
Nature of the Organization and Business [Line Items]
Common stock, outstanding (in Shares)				8,928,125
Common Stock [Member] \| Voting Shares [Member]
Nature of the Organization and Business [Line Items]
Common stock, outstanding (in Shares)				8,556,625
IPO [Member]
Nature of the Organization and Business [Line Items]
Sale of units (in Shares)						6,000,000
Sale price (in Dollars per share)						$ 10
Gross proceeds						$ 60,000,000		$ 69,479,795
Number of units issued (in Shares)								340,000
Shares of common stock (in Shares)								136,906
IPO [Member] \| Common Stock [Member]
Nature of the Organization and Business [Line Items]
Sale of units (in Shares)						6,000,000
Initial Private Placement [Member]
Nature of the Organization and Business [Line Items]
Number of units issued (in Shares)					31,500	238,500		340,000
Price per share (in Dollars per share)								$ 10
Gross proceeds						$ 2,385,000
Shares of common stock (in Shares)								340,000
Overallotment Private Placement Units [Member]
Nature of the Organization and Business [Line Items]
Sale of units (in Shares)					845,300
Sale price (in Dollars per share)					$ 10
Gross proceeds								$ 8,453,000
Number of units issued (in Shares)					31,500
Price per share (in Dollars per share)					$ 10		$ 10
Gross proceeds					$ 315,000		$ 315,000
Sponsor [Member]
Nature of the Organization and Business [Line Items]
Aggregate amount								$ 1,000,000
Extension Amendment [Member] \| Hudson Acquisition I Corp [Member]
Nature of the Organization and Business [Line Items]
Aggregate redemption amount			$ 25,712,132

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($)			9 Months Ended
	Jun. 04, 2024	Oct. 21, 2022	Sep. 30, 2024
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Redeemable shares of common stock outstanding (in Shares)			98,263
Federal depository insurance coverage			$ 250,000
Representative shares initial fair value			$ 327,205
Percentage of public offering			115%
Representative shares (in Shares)	2,184,288
Unit Purchase Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Percentage of public offering			115%
Minimum [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Option grants rights period			5 years
Maximum [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Option grants rights period			7 years
Underwriter [Member] \| Unit Purchase Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Price per share (in Dollars per share)			$ 11.5
Underwriter [Member] \| Unit Purchase Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Sold to underwriter			$ 100
Over-Allotment Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Purchase units (in Shares)		31,500
Over-Allotment Option [Member] \| Unit Purchase Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Purchase units (in Shares)		57,044	57,500
Representative shares initial fair value		$ 25,099
Initial Public Offering [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Purchase units (in Shares)			340,000
Representative shares initial fair value			$ 327,205
Price per share (in Dollars per share)			$ 11.5
Representative shares (in Shares)			136,906
Initial Public Offering [Member] \| Unit Purchase Option [Member]
Basis of Presentation and Summary of Significant Accounting Policies [Line Items]
Cash			$ 100

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Common Stock Subject to Possible Redemption - Common Stock [Member] - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Schedule of Common Stock Subject to Possible Redemption [Line Items]
Common stock subject to possible redemption at beginning	$ 25,526,944	$ 69,786,334
Less:
Redemption of common stock in connection with Trust Extension		(46,169,982)
Add:
Accretion of carrying value to redemption value	1,114,411	1,910,592
Common stock subject to possible redemption at ending	893,766	$ 25,526,944
Less:
Redemption of common stock	$ (25,747,589)

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of Basic and Diluted Net Loss Per Share - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Common Stock Subject to Possible Redemption [Member]
Numerator: Earnings allocable to common stock subject to redemption
Interest earned on marketable securities held in Trust Account, net of taxes	$ 8,396	$ 285,358	$ 134,862	$ 1,377,473
Net income attributable to common stock subject to possible redemption	$ 8,396	$ 285,358	$ 134,862	$ 1,377,473
Denominator: Weighted average common shares subject to redemption
Basic weighted average shares outstanding, common stock subject to possible redemption (in Shares)	99,098	3,204,525	1,005,041	5,631,708
Diluted weighted average shares outstanding, common stock subject to possible redemption (in Shares)	99,098	3,204,525	1,005,041	5,631,708
Basic net income per share, common stock subject to possible redemption (in Dollars per share)	$ 0.08	$ 0.09	$ 0.13	$ 0.24
Diluted net income per share, common stock subject to possible redemption (in Dollars per share)	$ 0.08	$ 0.09	$ 0.13	$ 0.24
Numerator: Net loss minus net earnings - Basic and diluted
Net loss attributable to non-redeemable common stock	$ 8,396	$ 285,358	$ 134,862	$ 1,377,473
Non-Redeemable Common Stock [Member]
Denominator: Weighted average common shares subject to redemption
Basic weighted average shares outstanding, common stock subject to possible redemption (in Shares)	2,082,825	2,082,825	2,082,825	2,082,825
Diluted weighted average shares outstanding, common stock subject to possible redemption (in Shares)	2,082,825	2,082,825	2,082,825	2,082,825
Basic net income per share, common stock subject to possible redemption (in Dollars per share)	$ (0.24)	$ (0.35)	$ (0.47)	$ (0.67)
Diluted net income per share, common stock subject to possible redemption (in Dollars per share)	$ (0.24)	$ (0.35)	$ (0.47)	$ (0.67)
Numerator: Net loss minus net earnings - Basic and diluted
Net loss	$ (488,195)	$ (443,146)	$ (853,947)	$ (9,767)
Less: net income attributable to common stock subject to redemption	(8,396)	(285,358)	(134,862)	(1,377,473)
Net loss attributable to non-redeemable common stock	$ (496,591)	$ (728,504)	$ (988,809)	$ (1,387,240)

Initial Public Offering (Detail

Initial Public Offering (Details) - USD ($)				9 Months Ended
Initial Public Offering (Details) - USD ($)	Oct. 21, 2022	Oct. 18, 2022	Oct. 14, 2022	Sep. 30, 2024	Dec. 31, 2023	Dec. 01, 2022	Nov. 30, 2022
Initial Public Offering [Line Items]
Sale of stock units (in Shares)	845,300
Price per share (in Dollars per share)	$ 10
Number of shares in a unit (in Shares)				1
Common stock, par value (in Dollars per share)				$ 0.0001	$ 0.0001
Price per share (in Dollars per share)	$ 10		$ 10
Common Stock [Member]
Initial Public Offering [Line Items]
Common stock, par value (in Dollars per share)				$ 0.0001
IPO [Member]
Initial Public Offering [Line Items]
Sale of stock units (in Shares)		6,000,000
Price per share (in Dollars per share)		$ 10
Gross proceeds		$ 60,000,000		$ 69,479,795
Number of units issued (in Shares)				340,000
IPO [Member] \| Sponsor [Member]
Initial Public Offering [Line Items]
Price per share (in Dollars per share)				$ 10
IPO [Member] \| Common Stock [Member]
Initial Public Offering [Line Items]
Sale of stock units (in Shares)		6,000,000
Private Placement [Member]
Initial Public Offering [Line Items]
Number of units issued (in Shares)	31,500	238,500		340,000
Price per share (in Dollars per share)				$ 10
Gross proceeds		$ 2,385,000
Trust account		$ 3,400,000
Additional received amount							$ 515,000
Reducing the balance amount							$ 500,000
Outstanding balance						$ 500,000
Private Placement [Member] \| Sponsor [Member]
Initial Public Offering [Line Items]
Price per share (in Dollars per share)				$ 10
Over-Allotment Option [Member]
Initial Public Offering [Line Items]
Sale of stock units (in Shares)	845,300
Price per share (in Dollars per share)	$ 10
Gross proceeds				$ 8,453,000
Number of units issued (in Shares)	31,500
Price per share (in Dollars per share)	$ 10		$ 10
Gross proceeds	$ 315,000		$ 315,000
Over-Allotment Option [Member] \| Underwriting Agreement [Member]
Initial Public Offering [Line Items]
Sale of stock units (in Shares)	845,300

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)					3 Months Ended		9 Months Ended		12 Months Ended
Related Party Transactions (Details) - USD ($)	Jun. 04, 2024	Oct. 21, 2022	Oct. 18, 2022	Oct. 14, 2022	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Apr. 18, 2024	Jul. 24, 2023	Jul. 20, 2023	Jul. 18, 2023	Dec. 01, 2022	Sep. 08, 2022	Aug. 19, 2022	Apr. 15, 2022	May 06, 2021	Apr. 28, 2021
Related Party Transactions [Line Items]
Sale of stock (in Shares)	2,184,288
Price per share (in Dollars per share)		$ 10		$ 10
Public offering sale of units (in Shares)		845,300
Share price (in Dollars per share)		$ 10
Common stock par value (in Dollars per share)					$ 0.0001		$ 0.0001		$ 0.0001
Promissory note drawdown amount																$ 100,000	$ 100,000	$ 300,000
Aggregate deposit amount					$ 80,000		$ 80,000			$ 80,000	$ 80,000
Investment of cash in trust account							552,954	$ 80,000
Promissory Note [Member]
Related Party Transactions [Line Items]
Principal amount												$ 1,000,000			$ 1,000,000				$ 1,000,000
Outstanding promissory note							750,811		$ 643,708
Investment of cash in trust account							80,000
Unsecured Promissory Note [Member]
Related Party Transactions [Line Items]
Principal amount													$ 720,000
Outstanding promissory note							$ 240,000		$ 240,000
Common Stock [Member]
Related Party Transactions [Line Items]
Common stock par value (in Dollars per share)					$ 0.0001		$ 0.0001
Sponsor [Member]
Related Party Transactions [Line Items]
Outstanding amount														$ 500,000
Aggregate deposit amount										$ 720,000
Sponsor [Member] \| Maximum [Member]
Related Party Transactions [Line Items]
Convertible debt					$ 1,000,000		$ 1,000,000
Administrative Support Agreement [Member]
Related Party Transactions [Line Items]
Administrative fees expense				$ 20,000	$ 60,000	$ 60,000	$ 180,000	$ 180,000
Private Placement [Member]
Related Party Transactions [Line Items]
Sale of stock (in Shares)							340,000
Price per share (in Dollars per share)					$ 10		$ 10
Number of units issued (in Shares)		31,500	238,500				340,000
Private placement			$ 2,385,000
Outstanding amount														$ 500,000
Private Placement [Member] \| Promissory Note [Member]
Related Party Transactions [Line Items]
Principal amount												$ 1,000,000
Conversion price per unit (in Dollars per share)												$ 10
Private Placement [Member] \| Sponsor [Member]
Related Party Transactions [Line Items]
Price per share (in Dollars per share)					10		$ 10
Over-Allotment Option [Member]
Related Party Transactions [Line Items]
Price per share (in Dollars per share)		$ 10		$ 10
Public offering sale of units (in Shares)		845,300
Share price (in Dollars per share)		$ 10
Gross proceeds							$ 8,453,000
Number of units issued (in Shares)		31,500
Private placement		$ 315,000		$ 315,000
Sponsor [Member] \| Promissory Note [Member]
Related Party Transactions [Line Items]
Conversion price per unit (in Dollars per share)					$ 10		$ 10

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($)							3 Months Ended	9 Months Ended
Commitments and Contingencies (Details) - USD ($)	Nov. 01, 2024	Sep. 25, 2024	Aug. 31, 2024	Jun. 04, 2024	May 14, 2024	Oct. 21, 2022	Sep. 30, 2024	Sep. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Commitments and Contingencies [Line Items]
Underwriting discount per unit (in Dollars per share)								$ 0.2
Cash underwriting discount								$ 1,369,060
Offering expenses								100,000
Deferred underwriting commissions							$ 2,723,060	2,723,060	$ 2,723,060	$ 2,723,060
Representative shares (in Shares)				2,184,288
Representative shares initial fair value								$ 327,205
Percentage of exercise tax							1%	1%			1%
Excise tax liability							$ 719,176	$ 719,176		$ 461,700
Additional interest percentage	10%
Underpayment penalty percentage	5%
Unpaid liability percentage	25%
Sale of underwriter amount								$ 50,000,000
Percentage of public unit offering price								115%
Payment for cash								$ 100
Promissory note issued amount			$ 500,000		$ 1,000,000
Payment made to company					$ 1,000,000
Cash proceeds		$ 476,882
Principal amount							500,000	500,000
Amortization expense							$ 883	883
Advance amount								$ 1,477,765
Unit Purchase Option [Member]
Commitments and Contingencies [Line Items]
Percentage of public unit offering price								115%
Unit Purchase Option [Member] \| Underwriter [Member]
Commitments and Contingencies [Line Items]
Representative shares initial fair value						$ 25,099
Sale of underwriter amount								$ 100
Aiways Automobile Europe GmbH [Member]
Commitments and Contingencies [Line Items]
Fixed conversion price (in Dollars per share)			$ 10		$ 10
Promissory Note [Member]
Commitments and Contingencies [Line Items]
Principal amount		500,000
Original issuing discount		$ 23,118
IPO [Member]
Commitments and Contingencies [Line Items]
Representative shares (in Shares)								136,906
Representative shares initial fair value								$ 327,205
Number of units issued (in Shares)								340,000
Share price (in Dollars per share)							$ 11.5	$ 11.5
Over-Allotment Option [Member]
Commitments and Contingencies [Line Items]
Number of units issued (in Shares)						31,500
Over-Allotment Option [Member] \| Unit Purchase Option [Member]
Commitments and Contingencies [Line Items]
Representative shares initial fair value						$ 25,099
Number of units issued (in Shares)						57,044		57,500
Over-Allotment Option [Member] \| Unit Purchase Option [Member] \| Underwriter [Member]
Commitments and Contingencies [Line Items]
Number of units issued (in Shares)						57,044		57,500

Stockholders_ Deficit (Details)

Stockholders’ Deficit (Details) - USD ($)								9 Months Ended
Stockholders’ Deficit (Details) - USD ($)	Jun. 04, 2024	Oct. 21, 2022	Oct. 18, 2022	Oct. 14, 2022	Dec. 10, 2021	May 11, 2021	Jan. 13, 2021	Sep. 30, 2024	Dec. 31, 2023
Stockholders’ Deficit [Line Items]
Common stock, par value (in Dollars per share)								$ 0.0001	$ 0.0001
Common stock, authorized								200,000,000	200,000,000
Issuance of founder shares	2,184,288
Common stock shares outstanding								2,082,825	2,082,825
Share issued price per shares (in Dollars per share)		$ 10		$ 10
Founder Shares [Member]
Stockholders’ Deficit [Line Items]
Issuance of founder shares					1,725,000		2,875,000
Received common stock (in Dollars)						$ 25,000
Founder shares forfeited								375,000
Initial Public Offering [Member]
Stockholders’ Deficit [Line Items]
Issuance of founder shares								136,906
Founder shares forfeited		13,675
Founder shares outstanding percentage								20%
Number of units issued								340,000
Private Placement [Member]
Stockholders’ Deficit [Line Items]
Issuance of founder shares								340,000
Number of units issued		31,500	238,500					340,000
Share issued price per shares (in Dollars per share)								$ 10
Gross proceeds (in Dollars)			$ 2,385,000
Over-Allotment Option [Member]
Stockholders’ Deficit [Line Items]
Number of units issued		31,500
Share issued price per shares (in Dollars per share)		$ 10		$ 10
Gross proceeds (in Dollars)		$ 315,000		$ 315,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Schedule of Assets that are Measured at Fair Value on a Recurring Basis - USD ($)	Sep. 30, 2024	Dec. 31, 2023
Fair Value, Recurring [Member] \| Level 1 [Member]
Schedule of Assets that are Measured at Fair Value on a Recurring Basis [Line Items]
Cash and marketable securities held in Trust Account	$ 1,109,108	$ 26,036,953

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)	Oct. 29, 2024	Oct. 03, 2024
Subsequent Events [Line Items]
Notes payable to related party		$ 670,811
Monthly lease payment	$ 1,200
Promissory Note [Member]
Subsequent Events [Line Items]
Payment to promissory notes		$ 80,000