Mercato Partners Acquisition 10-Q28 Aug 232023 Q2 Quarterly reportFinancial data

Company Profile

Cover Page

Cover Page - shares	6 Months Ended
Cover Page - shares	Jun. 30, 2023	Aug. 28, 2023
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q2
Current Fiscal Year End Date	--12-31
Entity File Number	001-41017
Entity Registrant Name	Mercato Partners Acquisition Corporation
Entity Central Index Key	0001853436
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	86-2230021
Entity Address, Address Line One	2750 E. Cottonwood Parkway Suite #500
Entity Address, City or Town	Cottonwood Heights
Entity Address, State or Province	UT
Entity Address, Postal Zip Code	84121
City Area Code	801
Local Phone Number	220-0055
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	true
Common Class A [Member]
Document Information [Line Items]
Title of 12(b) Security	Class A Common Stock, par value $0.0001 per share
Trading Symbol	MPRA
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		4,300,363
Common Class B [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		5,750,000
Capital Units [Member]
Document Information [Line Items]
Title of 12(b) Security	Units, each consisting of one share of Class A Common Stock and one-half of one Warrant
Trading Symbol	MPRAU
Security Exchange Name	NASDAQ
Warrant [Member]
Document Information [Line Items]
Title of 12(b) Security	Warrants, each whole Warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share
Trading Symbol	MPRAW
Security Exchange Name	NASDAQ

Condensed Balance Sheets

Condensed Balance Sheets - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Current assets:
Cash	$ 13,230	$ 52,955
Prepaid expenses—current	132,576	103,491
Total current assets	145,806	156,446
Investments held in Trust Account	45,408,122	236,940,614
Total Assets	45,553,928	237,097,060
Current liabilities:
Accounts payable	452,233	248,571
Accrued expenses	3,469,321	272,711
Due to related party	$ 0	$ 3,275
Other Liability, Current, Related Party, Type [Extensible Enumeration]	Related Party [Member]	Related Party [Member]
Excise tax payable	$ 1,931,649	$ 0
Income tax payable	309,155	524,799
Franchise tax payable	20,000	167,523
Deferred tax liabilities	36,300	158,801
Convertible working capital loan—related party	2,013,677	740,000
Total current liabilities	8,232,335	2,115,680
Derivative liabilities	1,293,000	323,250
Total Liabilities	9,525,335	2,438,930
Commitments and Contingencies
Class A common stock subject to possible redemption; 4,300,363 and 23,000,000 shares at redemption value of approximately $10.42 and $10.26 per share as of June 30, 2023 and December 31, 2022, respectively	44,999,286	235,921,638
Stockholders' Deficit:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued and outstanding	0	0
Additional paid-in capital	0	0
Accumulated deficit	(8,971,268)	(1,264,083)
Total Stockholders' deficit	(8,970,693)	(1,263,508)
Total Liabilities, Class A Common Stock Subject to Possible Redemption and Stockholders' Deficit	45,553,928	237,097,060
Class A Common Stock [Member]
Stockholders' Deficit:
Common stock value	0	0
Class B Common Stock [Member]
Stockholders' Deficit:
Common stock value	$ 575	$ 575

Condensed Balance Sheets (Paren

Condensed Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Temporary equity, Redemption price per share	$ 10.15
Preferred stock, Par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock, Shares authorized	1,000,000	1,000,000
Preferred stock, Shares issued	0	0
Preferred stock, Shares outstanding	0	0
Class A Common Stock [Member]
Temporary equity, Shares outstanding	4,300,363	23,000,000
Temporary equity, Redemption price per share	$ 10.46	$ 10.26
Common stock, Par or stated value per share	$ 0.0001	$ 0.0001
Common stock, Shares authorized	100,000,000	100,000,000
Common stock, Shares issued	0	0
Common stock, Shares outstanding	0	0
Class B Common Stock [Member]
Common stock, Par or stated value per share	$ 0.0001	$ 0.0001
Common stock, Shares authorized	10,000,000	10,000,000
Common stock, Shares issued	5,750,000	5,750,000
Common stock, Shares outstanding	5,750,000	5,750,000

Unaudited Condensed Statements

Unaudited Condensed Statements Of Operations - USD ($)	3 Months Ended		6 Months Ended
Unaudited Condensed Statements Of Operations - USD ($)	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022
General and administrative expenses	$ 596,227	$ 249,552	$ 3,872,785	$ 510,488
General and administrative expenses—related party	45,000	119,000	90,000	119,000
Franchise tax expenses	50,000	49,861	106,314	98,628
Loss from operations	(691,227)	(418,413)	(4,069,099)	(728,116)
Other income (expense):
Change in fair value of derivative liabilities	862,000	3,663,500	(969,750)	9,697,500
Income from investments held in Trust Account	535,288	283,982	1,831,997	305,262
Total other income (expense)	1,397,288	3,947,482	862,247	10,002,762
Income (loss) before provision for income taxes	706,061	3,529,069	(3,206,852)	9,274,646
Provision for income taxes	(101,911)	(35,618)	(326,093)	(35,618)
Net income (loss)	604,150	3,493,451	(3,532,945)	9,239,028
Common Class A [Member]
Other income (expense):
Net income (loss)	$ 346,056	$ 2,794,761	$ (2,023,665)	$ 7,391,222
Weighted Average Number of Shares Outstanding, Basic	7,709,689	23,000,000	7,709,689	23,000,000
Weighted Average Number of Shares Outstanding, Diluted	7,709,689	23,000,000	7,709,689	23,000,000
Basic net income (loss) per share	$ 0.04	$ 0.12	$ (0.26)	$ 0.32
Diluted net income (loss) per share	$ 0.04	$ 0.12	$ (0.26)	$ 0.32
Common Class B [Member]
Other income (expense):
Net income (loss)	$ 258,094	$ 698,690	$ (1,509,280)	$ 1,847,806
Weighted Average Number of Shares Outstanding, Basic	5,750,000	5,750,000	5,750,000	5,750,000
Weighted Average Number of Shares Outstanding, Diluted	5,750,000	5,750,000	5,750,000	5,750,000
Basic net income (loss) per share	$ 0.04	$ 0.12	$ (0.26)	$ 0.32
Diluted net income (loss) per share	$ 0.04	$ 0.12	$ (0.26)	$ 0.32

Unaudited Condensed Statement_2

Unaudited Condensed Statements of Changes in Stockholders' Deficit - USD ($)	Total	Class A Common Stock [Member]	Class B Common Stock [Member]	Common Stock [Member] Class A Common Stock [Member]	Common Stock [Member] Class B Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]
Beginning balance, Shares at Dec. 31, 2021				0	5,750,000
Beginning balance at Dec. 31, 2021	$ (20,328,108)			$ 0	$ 575	$ 0	$ (20,328,683)
Net income (loss)	5,745,577						5,745,577
Ending balance, Shares at Mar. 31, 2022				0	5,750,000
Ending balance at Mar. 31, 2022	(14,582,531)			$ 0	$ 575	0	(14,583,106)
Beginning balance, Shares at Dec. 31, 2021				0	5,750,000
Beginning balance at Dec. 31, 2021	(20,328,108)			$ 0	$ 575	0	(20,328,683)
Net income (loss)	9,239,028	$ 7,391,222	$ 1,847,806
Ending balance, Shares at Jun. 30, 2022				0	5,750,000
Ending balance at Jun. 30, 2022	(11,160,642)			$ 0	$ 575	0	(11,161,217)
Beginning balance, Shares at Dec. 31, 2021				0	5,750,000
Beginning balance at Dec. 31, 2021	(20,328,108)			$ 0	$ 575	0	(20,328,683)
Remeasurement on Class A common stock subject to possible redemption	(2,471,638)
Ending balance, Shares at Dec. 31, 2022				0	5,750,000
Ending balance at Dec. 31, 2022	(1,263,508)			$ 0	$ 575	0	(1,264,083)
Beginning balance, Shares at Mar. 31, 2022				0	5,750,000
Beginning balance at Mar. 31, 2022	(14,582,531)			$ 0	$ 575	0	(14,583,106)
Remeasurement on Class A common stock subject to possible redemption	(71,562)						(71,562)
Net income (loss)	3,493,451	2,794,761	698,690				3,493,451
Ending balance, Shares at Jun. 30, 2022				0	5,750,000
Ending balance at Jun. 30, 2022	(11,160,642)			$ 0	$ 575	0	(11,161,217)
Beginning balance, Shares at Dec. 31, 2022				0	5,750,000
Beginning balance at Dec. 31, 2022	(1,263,508)			$ 0	$ 575	0	(1,264,083)
Remeasurement on Class A common stock subject to possible redemption	(1,798,134)						(1,798,134)
Excise Tax Payable	(1,931,649)						(1,931,649)
Net income (loss)	(4,137,096)						(4,137,096)
Ending balance, Shares at Mar. 31, 2023				0	5,750,000
Ending balance at Mar. 31, 2023	(9,130,387)			$ 0	$ 575	0	(9,130,962)
Beginning balance, Shares at Dec. 31, 2022				0	5,750,000
Beginning balance at Dec. 31, 2022	(1,263,508)			$ 0	$ 575	0	(1,264,083)
Net income (loss)	(3,532,945)	(2,023,665)	(1,509,280)
Ending balance, Shares at Jun. 30, 2023				0	5,750,000
Ending balance at Jun. 30, 2023	(8,970,693)			$ 0	$ 575	0	(8,971,268)
Beginning balance, Shares at Mar. 31, 2023				0	5,750,000
Beginning balance at Mar. 31, 2023	(9,130,387)			$ 0	$ 575	0	(9,130,962)
Remeasurement on Class A common stock subject to possible redemption	(444,456)						(444,456)
Net income (loss)	604,150	$ 346,056	$ 258,094				604,150
Ending balance, Shares at Jun. 30, 2023				0	5,750,000
Ending balance at Jun. 30, 2023	$ (8,970,693)			$ 0	$ 575	$ 0	$ (8,971,268)

Unaudited Condensed Statement_3

Unaudited Condensed Statements Of Cash Flows - USD ($)	6 Months Ended
Unaudited Condensed Statements Of Cash Flows - USD ($)	Jun. 30, 2023	Jun. 30, 2022
Cash Flows from Operating Activities:
Net (loss) income	$ (3,532,945)	$ 9,239,028
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Change in fair value of derivative liabilities	969,750	(9,697,500)
Income from investments held in Trust Account	(1,831,997)	(305,262)
Changes in operating assets and liabilities:
Prepaid expenses	(29,085)	191,332
Accounts payable	203,662	146,272
Accrued expenses	3,196,610	12,824
Due to related party	(3,275)	0
Income tax payable	(215,644)	35,618
Franchise tax payable	(147,523)	61,060
Deferred tax payable	(122,501)	0
Net cash used in operating activities	(1,512,948)	(316,628)
Cash Flows from Investing Activities:
Cash deposited in Trust Account	(845,000)	0
Cash withdrawn from Trust Account for tax purposes	1,044,546	0
Cash withdrawn from Trust Account in connection with redemption	193,164,942	0
Net cash provided by investing activities	193,364,488	0
Cash Flows from Financing Activities:
Proceeds from working capital loan	428,677	0
Proceeds from extension note	845,000	0
Redemption of Class A common stock	(193,164,942)	0
Net cash used in financing activities	(191,891,265)	0
Net change in cash	(39,725)	(316,628)
Cash—beginning of the period	52,955	387,206
Cash—end of the period	13,230	70,578
Supplemental disclosure of noncash financing activities:
Excise tax payable	1,931,649	0
Remeasurement on Class A common stock subject to possible redemption	$ 2,242,590	$ 0

Description of Organization, Bu

Description of Organization, Business Operations and Going Concern	6 Months Ended
	Jun. 30, 2023
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Organization, Business Operations and Going Concern	Note 1—Description of Organization, Business Operations and Going Concern Mercato Partners Acquisition Corporation (the “Company”) is a blank check company incorporated in Delaware on February 22, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is an emerging growth company and, as such, the Company is subject to all of the risks associated with emerging growth companies. As of June 30, 2023, the Company had not commenced any operations. All activity for the period from February 22, 2021 (inception) through June 30, 2023 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), described below, and since the Initial Public Offering, its search for a Business Combination. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating non-cash The Company’s sponsor is Mercato Partners Acquisition Group, LLC, a Delaware limited liability company (the “Sponsor”). The registration statement for the Company’s Initial Public Offering was declared effective on November 3, 2021. On November 8, 2021, the Company consummated its Initial Public Offering of 20,000,000 units (the “Units” and, with respect to the Class A common stock included in the Units being offered, the “Public Shares”), at $10.00 per Unit, generating gross proceeds of $200.0 million, and incurring offering costs of approximately $12.1 million, of which $4.0 million was for underwriting commissions (see Note 5), $7.0 million was for deferred underwriting commissions (see Note 5) and approximately $1.1 million was for offering costs, of which approximately $343,000 was allocated to derivative warrant liabilities. The Company granted the underwriter a 45-day Simultaneously with the closing of the Initial Public Offering, the Company consummated the private placement (“Private Placement”) of 9,000,000 warrants (each, a “Private Placement Warrant” and collectively, the “Private Placement Warrants”), at a price of $1.00 per Private Placement Warrant to the Sponsor, generating proceeds of $9.0 million (Note 4). Simultaneously with the sale of the Over-allotment Units, on November 23, 2021, the Company consummated a second closing of the Private Placement of an aggregate of 1,050,000 additional Private Placement Warrants, at a price of $1.00 per Private Placement Warrant, with Sponsor pursuant to a Private Placement Warrants Purchase Agreement dated as of November 3, 2021. The second closing of the Private Placement generated additional aggregate gross proceeds of approximately $1.1 million. Upon the closing of the Initial Public Offering, over-allotment and the Private Placement, $233.45 million ($10.15 per Unit) of net proceeds, including the net proceeds of the Initial Public Offering and certain of the proceeds of the Private Placement, was placed in a trust account (“Trust Account”) with Continental Stock Transfer & Trust Company acting as trustee and invested in United States “government securities” within the meaning of Section 2(a)(16) of the Investment Company Act having a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of its Initial Public Offering, over-allotment and the sale of Private Placement Warrants, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. The Company’s Business Combination must be with one or more operating businesses or assets with a fair market value equal to at least 80% of the net assets held in the Trust Account (excluding the deferred underwriting commissions, which the underwriter irrevocably waived on August 1, 2022, and taxes payable on the interest earned on the Trust Account) at the time the Company signs a definitive agreement in connection with the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its holders of the Public Shares (the “Public Stockholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholders’ meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially at $10.15 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share 480-10-S99, 470-20. 480-10-S99. one-time paid-in If the Company seeks stockholder approval in connection with a Business Combination, the holders of the Founder Shares (as defined in Note 4) prior to this Initial Public Offering (the “Initial Stockholders”) agreed to vote their Founder Shares and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination. In addition, the Initial Stockholders agreed to waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of a Business Combination. In addition, the Company agreed not to enter into a definitive agreement regarding an initial Business Combination without the prior consent of the Sponsor. Notwithstanding the foregoing, the Company’s Amended and Restated Certificate of Incorporation will provide that a Public Stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Class A common stock sold in the Initial Public Offering, without the prior consent of the Company. The Sponsor, executive officers, directors and director nominees have agreed not to propose an amendment to the Company’s Amended and Restated Certificate of Incorporation that would affect the substance or timing of the Company’s obligation to provide for the redemption of its Public Shares in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Stockholders with the opportunity to redeem their Class A common stock in conjunction with any such amendment. Any such payments would be made in the form of a loan. On February 3, 2023, in connection with the extension of the Company’s time to consummate a business combination from February 8, 2023 to July 8, 2023 (or to December 8, 2023, if the Sponsor deposits the requisite funds into the Trust Account to extend each month for a total of up to five additional months), (i) stockholders holding 18,699,637 shares of Class A common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account and (ii) the Company issued a promissory instrument (“Extension Note”) in the principal amount of up to $1,350,000 to the Sponsor, pursuant to which the Sponsor agreed to loan the Company up to $1,350,000. On February 26, 2023, the Company, Nuvini Holdings Limited, an exempted company incorporated with limited liability in the Cayman Islands (“Nuvini,” and together with its subsidiaries, the “Nuvini Group”), Nvni Group Limited, an exempted company incorporated with limited liability in the Cayman Islands (“New PubCo”) and Nuvini Merger Sub, Inc., a Delaware corporation and direct, wholly-owned subsidiary of New PubCo (“Merger Sub”) entered into a business combination agreement (as it may be amended, supplemented or otherwise modified from time to time in accordance with its terms), pursuant to which, among other things, holders of Nuvini’s ordinary shares, par value $0.00001 per share, of Nuvini ( “Nuvini Ordinary Shares”), prior to the closing will contribute to New PubCo all of the issued and outstanding Nuvini Ordinary Shares in exchange for newly issued ordinary shares, par value $0.00001 per share, of New PubCo and (ii) Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned, direct subsidiary of an indirect wholly owned subsidiary of New PubCo. The Company had months (including five months extension) from the closing of the Initial Public Offering to consummate an initial Business Combination. In connection with the extension, Public Stockholders were provided the opportunity to vote on and redeem their shares. In order to extend the time available for the Company to consummate the initial Business Combination for an additional to December 8, 2023 , the Sponsor or its affiliates or designees deposited into the Trust Account $ per Public Share, or $ in the aggregate, which was drawn under the Extension Note months, the Company may, by resolution of its board if requested by the Sponsor, extend the period of time to consummate a Business Combination up to five times, each by one additional month (for a total of up to five additional months), by depositing into the Trust Account, for each such monthly extension, an amount equal to the lesser of (x) $ and (y) $ for each public share that is not redeemed in connection with the special meeting. If the Company is unable to complete a Business Combination within 20 months from the closing of the Initial Public Offering or a potential five-month extension period (the “Combination Period”), the Company will (i) cease all operations except for the purpose of winding up; (ii) as promptly as reasonably possible but not more than ten per-share On April 5, 2023, the Company received a letter (the “Letter”) from the staff at The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the 30 consecutive trading days prior to the date of the Letter, the Company’s common stock had traded at a value below the minimum $50,000,000 “Market Value of Listed Securities” (“MVLS”) requirement set forth in Nasdaq Listing Rule 5450(b)(2)(A), which is required for continued listing of the Company’s common stock on The Nasdaq Global Market. The Letter is only a notification of deficiency, not of imminent delisting, and has no current effect on the listing or trading of the Company’s securities on Nasdaq. In accordance with Nasdaq listing rule 5810(c)(3)(C), the Company has 180 calendar days, or until October 2, 2023, to regain compliance. The Letter notes that to regain compliance, the Company’s common stock must trade at or above a level such that the Company’s MVLS closes at or above $50,000,000 for a minimum of ten If the Company does not regain compliance by October 2, 2023, Nasdaq staff will provide written notice to the Company that its securities are subject to delisting. At that time, the Company may appeal any such delisting determination to a hearings panel. The Company intends to actively monitor the Company’s MVLS between now and October 2, 2023, and may, if appropriate, evaluate available options to resolve the deficiency and regain compliance with the MVLS requirement. While the Company is exercising diligent efforts to maintain the listing of its securities on Nasdaq, there can be no assurance that the Company will be able to regain or maintain compliance with Nasdaq listing standards. On June 30, 2023, the Company received notice from the Sponsor that it was extending the period available to consummate an initial business combination from July 8, 2023 to August 8, 2023 (the “July 2023 Extension”). In connection with the July 2023 Extension, on June 30, 2023 the Sponsor deposited $170,000 into the Trust Account, on behalf of the Company, thereby effectively further extending the period for the Company to consummate an initial business combination up to August 8, 2023. On August 4, 2023, the Company received notice from the Sponsor that it was again extending the period available to consummate an initial business combination from August 8, 2023 to September 8, 2023 (the “August 2023 Extension”). In connection with the August 2023 Extension, on August 4, 2023, the Sponsor deposited $135,000 into the Trust Account, on behalf of the Company, thereby effectively further extending the period to consummate an initial business combination up to September 8, 2023. In connection with the redemption of 100% of the Company’s outstanding Public Shares for a portion of the funds held in the Trust Account, each holder will receive a full pro rata portion of the amount then in the Trust Account, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay the Company’s taxes payable (less up to $100,000 of interest to pay dissolution expenses). The Initial Stockholders agreed to waive their liquidation rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Initial Stockholders should acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete a Business Combination within the Combination Period. The underwriter irrevocably waived its rights to the deferred underwriting commissions on August 1, 2022 (see Note 5) held in the Trust and such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Company’s Public Shares. In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be only $10.15 per share initially held in the Trust Account. In order to protect the amounts held in the Trust Account, the Sponsor agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or business combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.15 per Public Share and (ii) the actual amount per Public Share held in the trust account as of the date of the liquidation of the Trust Account, if less than $10.15 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriter of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). In the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have vendors, service providers (except the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Going Concern Consideration As of June 30, 2023, the Company had $13,230 On July 26, 2022, the Company entered into a convertible promissory instrument with the Sponsor (the “ Working Capital Note Working Capital Note Working Capital Note th T A In connection with the approval of the extension, the Company issued an Extension Note in the principal amount of up to $1,350,000 to our Sponsor, pursuant to which the Sponsor agreed to loan the Company up to $1,350,000. In connection with management’s assessment of going concern considerations in accordance with FASB ASC Topic 205-40 Risks and Uncertainties Management is continuing to evaluate the impact of the COVID-19 On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a new U.S. federal 1% excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury Department”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. Any share redemption or other share repurchase that occurs after December 31, 2022, in connection with a Business Combination, extension vote or otherwise, may be subject to the excise tax. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination, extension vote or otherwise will depend on a number of factors, including (i) the fair market value of the redemptions and repurchases in connection with the Business Combination, extension or otherwise, (ii) the structure of a Business Combination, (iii) the nature and amount of any “PIPE” (Private Investment in Public Entity) or other equity issuances in connection with a Business Combination (or otherwise issued not in connection with a Business Combination but issued within the same taxable year of a Business Combination) and (iv) the content of regulations and other guidance from the Treasury Department. In addition, because the excise tax would be payable by the Company and not by the redeeming holder, the mechanics of any required payment of the excise tax have not been determined. The foregoing could cause a reduction in the cash available on hand to complete a Business Combination and in the Company’s ability to complete a Business Combination. On February 3, 2023, the Company’s stockholders redeemed Class A common stock for a total of $193,164,942. The Company evaluated the classification and accounting of the stock redemption under ASC 450, “Contingencies”. ASC 450 states that when a loss contingency exists the likelihood that the future event will confirm the loss or impairment of an asset or the incurrence of a liability can range from probable to remote. A contingent liability must be reviewed at each reporting period to determine appropriate treatment. The Company evaluated the current status and probability of completing a Business Combination as of June 30, 2023 and determined that a contingent liability should be calculated and recorded. As of June 30, 2023, the Company recorded $1,931,649 of excise tax liability calculated as 1% of shares redeemed.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2023
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 condensed financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and Article 8 of Regulation S-X. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K 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 independent registered public accounting firm 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 stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Cash and Cash Equivalents The Company considers all highly liquid 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 June 30, 2023 and December 31, 2022. Cash Held in Trust Account As of June 30, 2023 and December 31, 2022, the Company had approximately $45.4 million and $236.9 million, respectively in cash held in the Trust Account. Investments Held in Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities are included in income on investments held in the Trust Account in the accompanying statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information. Use of Estimates The preparation of unaudited condensed financial statements in conformity with 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 during the reporting period. Actual results could differ from those estimates. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liabilities. Accordingly, the actual results could differ significantly from those estimates. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation (FDIC) coverage limit of $250,000. As of June 30, 2023 and December 31, 2022, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC Topic 820, “Fair Value Measurements,” approximates the carrying amounts represented in the balance sheets, 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. 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 consist of: • 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. Working Capital Note and Extension The Company accounted for the Working Capital Note and Extension Note, as described in Note 5, analyzing the conversion options embedded in convertible notes in accordance with ASC 815. ASC 815 generally requires companies to bifurcate conversion options embedded in convertible notes from their host instruments and to account for them as freestanding derivative financial instruments. The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. re-assessed 825-10 The 21,550,000 warrants issued in connection with the Initial Public Offering and the Private Placement (including the 11,500,000 Public Warrants, as defined in Note 4, included in the Units and the 10,050,000 Private Placement Warrants) were recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement non-current Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering and over-allotment that were directly related to the Initial Public Offering and over-allotment. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering and over-allotment based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating Class A Common Stock Subject to Possible Redemption As discussed in Note 1, all of the 23,000,000 shares of Class A common stock sold as part of the Units in the Initial Public Offering contain a redemption feature. In accordance with the Accounting Standards Codification 480-10-S99-3A, one-time paid-in The Class A common subject to possible redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from Initial Public Offering $ 230,000,000 Less: Fair value of Public Warrants at issuance (6,966,700 ) Offering costs allocated to Class A common stock subject to possible redemption (13,306,294 ) Plus: Remeasurement on Class A common stock subject to possible redemption 23,722,994 Class A common stock subject to possible redemption, December 31, 2021 233,450,000 Remeasurement on Class A common stock subject to possible redemption 2,471,638 Class A common stock subject to possible redemption, December 31, 2022 $ 235,921,638 Redemption of Class A common stock (193,164,942 ) Remeasurement on Class A common stock subject to possible redemption 1,798,134 Class A common stock subject to possible redemption, March 31, 2023 $ 44,554,830 Remeasurement on Class A common stock subject to possible redemption 444,456 Class A common stock subject to possible redemption, June 30, 2023 $ 44,999,286 Net Income (Loss) Per Share of Common Stock The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Income and losses are shared pro rata between the two classes of shares. Net loss per share of common stock is calculated by dividing the net income by the weighted average shares of common stock outstanding for the respective period. The calculation of diluted net income (loss) does not consider the effect of the warrants underlying the Units sold in the Initial Public Offering (including the consummation of the over-allotment) and the Private Placement Warrants to purchase an aggregate of 21,550,000 shares of Class A common stock in the calculation of diluted income (loss) per share, because their exercise is contingent upon future events and their inclusion would be anti-dilutive under the treasury stock method. Accretion associated with the redeemable Class A common stock is excluded from earnings per share as the redemption value approximates fair value. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of common stock: For the Three Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net income per common stock: Numerator: Allocation of net income $ 346,056 $ 258,094 $ 2,794,761 $ 698,690 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net income per common stock $ 0.04 $ 0.04 $ 0.12 $ 0.12 For the Six Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net (loss) income per common stock: Numerator: Allocation of net (loss) income $ (2,023,665 ) $ (1,509,280) $ 7,391,222 $ 1,847,806 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net (loss) income per common stock $ (0.26) $ (0.26) $ 0.32 $ 0.32 Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements 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. Our effective tax rate was 14.43 % a d (10.17%) a nd 0.38% for the six and $129,000 of prepaid income tax, recorded within prepaid expenses . FASB ASC Topic 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. There were no unrecognized tax benefits as of June 30, 2023 or 2022. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2023 and December 31, 2022. 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. Recent Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, The Company’s management does not believe that any other recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Initial Public Offering

Initial Public Offering	6 Months Ended
Initial Public Offering	Jun. 30, 2023
Initial Public Offering [Abstract]
Initial Public Offering	Note 3 — Initial Public Offering On November 8, 2021, the Company consummated its Initial Public Offering of 20,000,000 Units, at $10.00 per Unit, generating gross proceeds of $200.0 million, and incurring offering costs of approximately $12.1 million, of which $4.0 million was for underwriting commissions (see Note 5), $7.0 million was for deferred underwriting commissions and approximately $1.1 million was for offering costs, of which approximately $343,000 was allocated to derivative warrant liabilities. On November 19, 2021, the underwriter exercised the Over-allotment Option in full and, on November 23, 2021 purchased 3,000,000 Over-allotment Units, generating additional gross proceeds to the Company of $30.0 million. The Company incurred additional offering costs of approximately $1.7 million in connection with the over-allotment, of which $600,000 was paid for underwriting commissions, and approximately $1.1 million was for deferred underwriting commissions. On August 1, 2022, the underwriter irrevocably waived its rights to the deferred underwriting commissions due under the underwriting agreement consummated in connection with the Initial Public Offering. Each Unit consists of one share of Class A common stock, and one-half one

Related Party Transactions

Related Party Transactions	6 Months Ended
Related Party Transactions	Jun. 30, 2023
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 — Related Party Transactions Founder Shares On March 4, 2021, the Sponsor purchased an aggregate of 5,750,000 Founder Shares for an aggregate purchase price of $25,000, or approximately $0.004 per share (the “Founder Shares”). Of the 5,750,000 Founder Shares outstanding, up to an aggregate of 750,000 Founder Shares were subject to forfeiture by the Sponsor depending on the extent to which the underwriter’s over-allotment option was not exercised so that the Initial Stockholders will maintain ownership of 20% of the issued and outstanding shares of common stock upon the completion of the Initial Public Offering. On November 19, 2021, the underwriter exercised the Over-allotment Option in full and, on November 23, 2021 purchased 3,000,000 Over-allotment Units. As such, 750,000 Class B common stock were no longer subject to forfeiture. In March 2021, each of the independent director nominees were transferred 40,000 Founder Shares (including the deemed beneficial ownership of 40,000 Founder Shares held by Context Partners Master Fund, L.P., an affiliated entity of one of the Company’s independent directors, Michael Rosen) and the Company’s Chief Financial Officer was transferred 35,000 Founder Shares by the Sponsor. On July 19, 2022, one of the independent director resigned as a member of the board of directors of the Company (the “Board”) and as a result 40,000 Founder Shares were transferred back to the Sponsor. The transfer of the Founder Shares is in the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified awards is measured at fair value upon the grant date. The Founders Shares were granted subject to a performance condition (i.e., the occurrence of a Business Combination). Compensation expense related to the Founders Shares is recognized only when the performance condition is probable of occurrence under the applicable accounting literature in this circumstance. As of December 31, 2022, the Company determined that a Business Combination is not considered probable, and, therefore, no stock-based compensation expense has been recognized. Stock-based compensation would be recognized at the date a Business Combination is considered probable (i.e., upon consummation of a Business Combination) in an amount equal to the number of Founders Shares that ultimately vest multiplied times the grant date fair value per share (unless subsequently modified) less the amount initially received for the purchase of the Founders Shares. The Initial Stockholders agreed not to transfer, assign or sell any of their Founder Shares until the earlier to occur of (A) one year after the completion of the initial Business Combination and (B) subsequent to the initial Business Combination, (x) if the closing price of Class A common stock equals or exceeds $12.00 per share (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 9,000,000 Private Placement Warrants, at a price of $1.00 per Private Placement Warrant to the Sponsor, generating proceeds of $9.0 million. Simultaneously with the sale of the Over-allotment Units, on November 23, 2021, the Company consummated a second closing of the Private Placement of an aggregate of 1,050,000 additional Private Placement Warrants, at a price of $1.00 per Private Placement Warrant, with Sponsor pursuant to a Private Placement Warrants Purchase Agreement dated as of November 3, 2021. The second closing of the Private Placement generated additional aggregate gross proceeds of approximately $1.1 million. Each Private Placement Warrant is exercisable for one whole share of Class A common stock at a price of $11.50 per share. A portion of the proceeds from the sale of the Private Placement Warrants to the Sponsor was added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the Private Placement Warrants will expire worthless. The Private Placement Warrants will be non-redeemable The purchasers of the Private Placement Warrants agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Warrants (except to permitted transferees) until 30 days after the completion of the initial Business Combination. Related Party Loans Working Capital Loans In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company will repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. On July 26, 2022, the Company issued a convertible promissory note, Working Capital Note, in the principal amount of up to $ million to the Sponsor to fund the Company’s ongoing expense s million of such Working Capital Loans may be convertible into warrants of the post Business Combination entity at a price of $ per warrant. The warrants would be identical to the Private Placement Warrants. The Company does not expect to seek loans from parties other than the Sponsor or an affiliate of the Sponsor, as the Company does not believe third parties will be willing to loan such funds, and provide a waiver against any and all rights to seek access to funds in the T A Extension Note If the Company anticipates that it may not be able to consummate the initial Business Combination within 20 months from the closing of the Initial Public Offering, the Company may, but is not obligated to, extend the period of time to consummate a Business Combination by an additional five months (for a total of 25 months to complete an initial Business Combination), as described in Note 1. In connection with the approval of the extension, the Company issued an Note the the On June 30, 2023, the Sponsor deposited $135,000 into the Trust Account to extend the period available for the Company to consummate the Business Combination from July 8, 2023 to August 8, 2023. Further, on August 4, 2023, the Sponsor deposited an additional $135,000 into the Trust Account to extend the period for the Company to consummate the Business Combination from August 8, 2023 to September 8, 2023 (see Note 9). Advances from Related Parties On April 11, 2022, the Company entered into an agreement that provided that, commencing on the date of the agreement through the earlier of consummation of the initial Business Combination or the liquidation, the Company agreed to pay the Sponsor up to $15,000 per month for office space, administrative support and other services provided to members of the Company’s management team. For the three and six months ended June 30, 2023, the Company incurred $45,000 and $90,000 of expenses under this agreement, respectively. For the three and six months ended June 30, 2022, the Company incurred $119,000 of expenses under this agreement. As of June 30, 2023 and December 31, 2022, there was $45,000 and $0 outstanding under this agreement, respectively, recorded in accounts payable .

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
Commitments and Contingencies	Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 5 — Commitments and Contingencies Registration Rights The holders of Founder Shares, Private Placement Warrants and warrants that may be issued upon conversion of Working Capital Loans or Extension Loans, if any (and any shares of common stock issuable upon the exercise of the Private Placement Warrants or warrants issued upon conversion of the Working Capital Loans and upon conversion of the Founder Shares), are entitled to registration rights pursuant to a registration rights agreement signed upon the consummation of the Initial Public Offering. These holders are entitled to certain demand and “piggyback” registration rights. However, the registration rights agreement provides that the Company will not be required to effect or permit any registration or cause any registration statement to become effective until termination of the applicable lock-up Underwriting Agreement The underwriter received an underwriting discount of $0.20 per Unit, or $4.6 million in the aggregate was paid upon the closing of the Initial Public Offering and over-allotment. An additional fee of $0.35 per Unit, or $8.05 million in the aggregate will be payable to the underwriter for deferred underwriting commissions. On August 1, 2022, the underwriter irrevocably waived its right to the deferred underwriting commissions due under the underwriting agreement. The Company recognized approximately $7.8 million of the commissions waiver as a reduction to additional paid-in Advisory Agreement On October 11, 2022, the Company entered into a letter agreement with Maxim Group LLC (“Maxim”) in which the company retains Maxim to provide strategic and capital markets advisory services. As compensation for such services, the Company is to pay Maxim advisory fees as defined in the agreement which become payable upon the consummation of the Business Combination.

Stockholders' Deficit

Stockholders' Deficit	6 Months Ended
Stockholders' Deficit	Jun. 30, 2023
Stockholders' Equity Note [Abstract]
Stockholders' Deficit	Note 6 — Stockholders’ Deficit Preferred Stock Class A Common Stock Class B Common Stock The shares of Class B common stock will automatically convert into shares of Class A common stock at any time and from time to time at the option of the holder thereof and automatically at one-for-one as-converted Holders of the Class A common stock and holders of the Class B common stock will vote together as a single class on all matters submitted to a vote of the Company’s stockholders, except as required by law. Each share of common stock will have one vote, subject to adjustment in the event the size of the Initial Public Offering increases or decreases on all such matters. However, only the holders of the Founder Shares will have the right to elect all of the Company’s directors prior to an initial Business Combination. In addition, prior to the completion of an initial Business Combination, holders of a majority of Founder Shares may remove a member of the board of directors for any reason

Derivative Warrant Liabilities

Derivative Warrant Liabilities	6 Months Ended
Derivative Warrant Liabilities	Jun. 30, 2023
Derivative Warrant Liabilities [Abstract]
Derivative Warrant Liabilities	Note 7 — Derivative Warrant Liabilities As of June 30, 2023 and December 31, 2022, the Company had 11,500,000 Public Warrants and 10,050,000 Private Placement Warrants outstanding. Public Warrants may only be exercised for a whole number of shares. No fractional Public Warrants will be issued upon separation of the Units and only whole Public Warrants will trade. The Public Warrants will become exercisable 30 days after the completion of a Business Combination; provided in each case that the Company has an effective registration statement under the Securities Act covering the Class A common stock issuable upon exercise of the Public Warrants and a current prospectus relating to them is available and such shares are registered, qualified or exempt from registration under the securities, or blue sky, laws of the state of residence of the holder (or the Company permit holders to exercise their warrants on a cashless basis under certain circumstances). The Company agreed that as soon as practicable, but in no event later than 20 business days after the closing of the initial Business Combination, the Company will use commercially reasonable efforts to file with the SEC and have an effective registration statement covering the Class A common stock issuable upon exercise of the warrants and to maintain a current prospectus relating to those Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective by the 60th day after the closing of the initial Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the above, if the Class A common stock are at the time of any exercise of a warrant not listed on a national securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless basis” and, in the event the Company so elects, the Company will not be required to file or maintain in effect a registration statement, and in the event the Company does not so elect, it will use commercially reasonable efforts to register or qualify the shares under applicable blue sky laws to the extent an exemption is not available. If a registration statement covering the shares of our Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of the initial business combination, holders of warrants will have the right, until such time as there is an effective registration statement covering the issuance of the shares of Class A common stock issuable upon exercise of the warrants, and during any period when we will have failed to maintain an effective registration statement, to exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. The warrants have an exercise price of $11.50 per share, subject to adjustments, and will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. In addition, if (x) the Company issues additional Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of the initial Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of the initial Business Combination on the date of the consummation of the initial Business Combination (net of redemptions), and (z) the volume weighted average trading price of the Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates its initial Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price described under “Redemption of warrants when the price per Class A common stock equals or exceeds $18.00” and “Redemption of warrants when the price per share of Class A common stock equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price, and the $10.00 per share redemption trigger price described under the caption “Redemption of warrants when the price per Class A common stock equals or exceeds $10.00” will be adjusted (to the nearest cent) to be equal to the higher of the Market Value and the Newly Issued Price. The Private Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Private Placement Warrants and the Class A common stock issuable upon exercise of the Private Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Private Placement Warrants will be non-redeemable Redemption of warrants when the price per Class A common stock equals or exceeds $18.00 • in whole and not in part; • at a price of $0.01 per warrant; • upon a minimum of 30 days’ prior written notice of redemption which we refer to as the “30-day • if, and only if, the last reported sale price (the “closing price”) of Class A common stock equals or exceeds $18.00 per share (as adjusted for adjustments to the number of shares issuable upon exercise or the exercise price of a warrant as described under the heading “Description of Securities-Warrants-Public Stockholders’ Warrants—Anti-Dilution Adjustments”) for any 20 trading days within a 30-trading The Company will not redeem the warrants as described above unless a registration statement under the Securities Act covering the Class A common stock issuable upon exercise of the warrants is then effective and a current prospectus relating to those Class A common stock is available throughout the 30-day Redemption of warrants when the price per Class A common stock equals or exceeds $10.00 • in whole and not in part; • at $0.10 per warrant upon a minimum of 30 days’ prior written notice of redemption provided that holders will be able to exercise their warrants on a cashless basis prior to redemption and receive that number of Class A common shares to be determined by reference to an agreed table based on the redemption date and the “fair market value” of Class A common stock; and • if, and only if, the closing price of our Class A common stock equals or exceeds $10.00 per Public Share (as adjusted) on the trading day prior to the date on which we send the notice of redemption to the warrant holders. The “fair market value” of Class A common stock for the above purpose shall mean the volume weighted average price of our Class A common stock during the 10 trading days immediately following the date on which the notice of redemption is sent to the holders of warrants. In no event will the warrants be exercisable in connection with this redemption feature for more than 0.361 Class A common stock per warrant (subject to adjustment). If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
Fair Value Measurements	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 8 — Fair Value Measurements The following table presents information about the Company’s financial liabilities that are measured at fair value on a recurring basis as of the initial issuance date, June 30, 2023 and December 31, 2022, by level within the fair value hierarchy: June 30, 2023 Description Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Assets: Investments held in Trust Account—Money Market Fund $ 45,408,122 $ — $ — Liabilities: Derivative liabilities-Public Warrants $ 690,000 $ — $ — Derivative warrant liabilities-Private Placement Warrants $ — $ 603,000 $ — December 31, 2022 Description Quoted Prices in Significant Other Significant Other Assets: Investments held in Trust Account—Money Market Fund $ 236,940,614 $ — $ — Liabilities: Derivative liabilities-Public Warrants $ 172,500 $ — $ — Derivative warrant liabilities-Private Placement Warrants $ — $ 150,750 $ — Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period. The estimated fair value of Public Warrants was transferred from a Level 3 measurement to a Level 1 measurement when the Public Warrants were separately listed and traded in an active market in December 2021. The estimated fair value of the Private Warrants was transferred from a Level 3 measurement to a Level 2 fair value measurement in December 2021, as the transfer of Private Placement Warrants to anyone who is not a permitted transferee would result in the Private Placement Warrants having substantially the same terms as the Public Warrants, the Company determined that the fair value of each Private Placement Warrant is equivalent to that of each Public Warrant. There were no other transfers to/from Levels 1, 2, and 3 during the period from February 22, 2021 (inception) through December 31, 2022.

Subsequent Events

Subsequent Events	6 Months Ended
Subsequent Events	Jun. 30, 2023
Subsequent Events [Abstract]
Subsequent Events	Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred up to the date unaudited condensed financial statements were available to be issued. Based upon this review, except as noted below, the Company determined that there have been no events that have occurred that would require adjustments to the disclosures in the unaudited condensed financial statements. On July 3, 2023, $170,000 extension payment was received in connection to the June 30th Sponsor notice, to extend the period available to consummate an initial business combination from July 8, 2023 to August 8, 2023. Subsequently, the erroneous excess funding of $35,000 into the Trust Account was identified and returned to the Sponsor. On July 18 , On August 4, 2023, the Company received notice from the Sponsor that it was again extending the period available to consummate an initial business combination from August 8, 2023 to September 8, 2023 (the “August 2023 Extension”). In connection with the August 2023 Extension, on August 4, 2023, the Sponsor deposited $135,000 into the Trust Account, on behalf of the Company, thereby effectively further extending the period to consummate an initial business combination up to September 8, 2023. The deposit increased the amount outstanding under the Extension Note to $945,000.

Basis of Presentation and Sum_2

Basis of Presentation and Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying condensed financial statements of the Company have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and Article 8 of Regulation S-X. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K 10-K
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 independent registered public accounting firm 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 stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that an emerging growth company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid 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 June 30, 2023 and December 31, 2022.
Cash Held in Trust Account	Cash Held in Trust Account As of June 30, 2023 and December 31, 2022, the Company had approximately $45.4 million and $236.9 million, respectively in cash held in the Trust Account.
Investments Held in Trust Account	Investments Held in Trust Account The Company’s portfolio of investments is comprised of U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or investments in money market funds that invest in U.S. government securities and generally have a readily determinable fair value, or a combination thereof. When the Company’s investments held in the Trust Account are comprised of U.S. government securities, the investments are classified as trading securities. When the Company’s investments held in the Trust Account are comprised of money market funds, the investments are recognized at fair value. Trading securities and investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Gains and losses resulting from the change in fair value of these securities are included in income on investments held in the Trust Account in the accompanying statements of operations. The estimated fair values of investments held in the Trust Account are determined using available market information.
Use of Estimates	Use of Estimates The preparation of unaudited condensed financial statements in conformity with 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 during the reporting period. Actual results could differ from those estimates. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. One of the more significant accounting estimates included in these unaudited condensed financial statements is the determination of the fair value of the warrant liabilities. Accordingly, the actual results could differ significantly from those estimates.
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Deposit Insurance Corporation (FDIC) coverage limit of $250,000. As of June 30, 2023 and December 31, 2022, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.
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 FASB ASC Topic 820, “Fair Value Measurements,” approximates the carrying amounts represented in the balance sheets, 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. 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 consist of: • 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.
Working Capital Notes	Working Capital Note and Extension The Company accounted for the Working Capital Note and Extension Note, as described in Note 5, analyzing the conversion options embedded in convertible notes in accordance with ASC 815. ASC 815 generally requires companies to bifurcate conversion options embedded in convertible notes from their host instruments and to account for them as freestanding derivative financial instruments. The Company reviews the terms of convertible debt issued to determine whether there are embedded derivative instruments, including embedded conversion options, which are required to be bifurcated and accounted for separately as derivative financial instruments. In circumstances where the host instrument contains more than one embedded derivative instrument, including the conversion option, that is required to be bifurcated, the bifurcated derivative instruments are accounted for as a single, compound derivative instrument. Bifurcated embedded derivatives are initially recorded at fair value and
Derivative Financial Instruments	Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including issued stock purchase warrants, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives, pursuant to ASC 480 and ASC 815-15. re-assessed 825-10 The 21,550,000 warrants issued in connection with the Initial Public Offering and the Private Placement (including the 11,500,000 Public Warrants, as defined in Note 4, included in the Units and the 10,050,000 Private Placement Warrants) were recognized as derivative liabilities in accordance with ASC 815. Accordingly, the Company recognizes the warrant instruments as liabilities at fair value and adjust the instruments to fair value at each reporting period. The liabilities are subject to re-measurement non-current
Offering Costs Associated with the Initial Public Offering	Offering Costs Associated with the Initial Public Offering Offering costs consisted of legal, accounting, underwriting fees and other costs incurred through the Initial Public Offering and over-allotment that were directly related to the Initial Public Offering and over-allotment. Offering costs were allocated to the separable financial instruments issued in the Initial Public Offering and over-allotment based on a relative fair value basis, compared to total proceeds received. Offering costs associated with derivative warrant liabilities were expensed as incurred and presented as non-operating
Class A Common Stock Subject to Possible Redemption	Class A Common Stock Subject to Possible Redemption As discussed in Note 1, all of the 23,000,000 shares of Class A common stock sold as part of the Units in the Initial Public Offering contain a redemption feature. In accordance with the Accounting Standards Codification 480-10-S99-3A, one-time paid-in The Class A common subject to possible redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from Initial Public Offering $ 230,000,000 Less: Fair value of Public Warrants at issuance (6,966,700 ) Offering costs allocated to Class A common stock subject to possible redemption (13,306,294 ) Plus: Remeasurement on Class A common stock subject to possible redemption 23,722,994 Class A common stock subject to possible redemption, December 31, 2021 233,450,000 Remeasurement on Class A common stock subject to possible redemption 2,471,638 Class A common stock subject to possible redemption, December 31, 2022 $ 235,921,638 Redemption of Class A common stock (193,164,942 ) Remeasurement on Class A common stock subject to possible redemption 1,798,134 Class A common stock subject to possible redemption, March 31, 2023 $ 44,554,830 Remeasurement on Class A common stock subject to possible redemption 444,456 Class A common stock subject to possible redemption, June 30, 2023 $ 44,999,286
Net Income (Loss) Per Share of Common Stock	Net Income (Loss) Per Share of Common Stock The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” The Company has two classes of shares, which are referred to as Class A common stock and Class B common stock. Income and losses are shared pro rata between the two classes of shares. Net loss per share of common stock is calculated by dividing the net income by the weighted average shares of common stock outstanding for the respective period. The calculation of diluted net income (loss) does not consider the effect of the warrants underlying the Units sold in the Initial Public Offering (including the consummation of the over-allotment) and the Private Placement Warrants to purchase an aggregate of 21,550,000 shares of Class A common stock in the calculation of diluted income (loss) per share, because their exercise is contingent upon future events and their inclusion would be anti-dilutive under the treasury stock method. Accretion associated with the redeemable Class A common stock is excluded from earnings per share as the redemption value approximates fair value. The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of common stock: For the Three Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net income per common stock: Numerator: Allocation of net income $ 346,056 $ 258,094 $ 2,794,761 $ 698,690 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net income per common stock $ 0.04 $ 0.04 $ 0.12 $ 0.12 For the Six Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net (loss) income per common stock: Numerator: Allocation of net (loss) income $ (2,023,665 ) $ (1,509,280) $ 7,391,222 $ 1,847,806 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net (loss) income per common stock $ (0.26) $ (0.26) $ 0.32 $ 0.32
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under FASB ASC Topic 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements 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. Our effective tax rate was 14.43 % a d (10.17%) a nd 0.38% for the six and $129,000 of prepaid income tax, recorded within prepaid expenses . FASB ASC Topic 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. There were no unrecognized tax benefits as of June 30, 2023 or 2022. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. No amounts were accrued for the payment of interest and penalties as of June 30, 2023 and December 31, 2022. 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.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, The Company’s management does not believe that any other recently issued, but not yet effective, accounting standards updates, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

Basis of Presentation and Summ

Basis of Presentation and Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2023
Accounting Policies [Abstract]
Summary of Class A Common Stock Subject to Possible Redemption	The Class A common subject to possible redemption reflected on the balance sheets are reconciled in the following table: Gross proceeds from Initial Public Offering $ 230,000,000 Less: Fair value of Public Warrants at issuance (6,966,700 ) Offering costs allocated to Class A common stock subject to possible redemption (13,306,294 ) Plus: Remeasurement on Class A common stock subject to possible redemption 23,722,994 Class A common stock subject to possible redemption, December 31, 2021 233,450,000 Remeasurement on Class A common stock subject to possible redemption 2,471,638 Class A common stock subject to possible redemption, December 31, 2022 $ 235,921,638 Redemption of Class A common stock (193,164,942 ) Remeasurement on Class A common stock subject to possible redemption 1,798,134 Class A common stock subject to possible redemption, March 31, 2023 $ 44,554,830 Remeasurement on Class A common stock subject to possible redemption 444,456 Class A common stock subject to possible redemption, June 30, 2023 $ 44,999,286
Summary of Reconciliation of Basic and Diluted Net Income (loss) Per Share	The table below presents a reconciliation of the numerator and denominator used to compute basic and diluted net income (loss) per share for each class of common stock: For the Three Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net income per common stock: Numerator: Allocation of net income $ 346,056 $ 258,094 $ 2,794,761 $ 698,690 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net income per common stock $ 0.04 $ 0.04 $ 0.12 $ 0.12 For the Six Months Ended June 30, 2023 2022 Class A Class B Class A Class B Basic and diluted net (loss) income per common stock: Numerator: Allocation of net (loss) income $ (2,023,665 ) $ (1,509,280) $ 7,391,222 $ 1,847,806 Denominator: Basic and diluted weighted average common stock outstanding 7,709,689 5,750,000 23,000,000 5,750,000 Basic and diluted net (loss) income per common stock $ (0.26) $ (0.26) $ 0.32 $ 0.32

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
Fair Value Measurements (Tables)	Jun. 30, 2023
Fair Value Disclosures [Abstract]
Summary of Financial Liabilities Measured at Fair Value on a Recurring Basis	June 30, 2023 Description Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Assets: Investments held in Trust Account—Money Market Fund $ 45,408,122 $ — $ — Liabilities: Derivative liabilities-Public Warrants $ 690,000 $ — $ — Derivative warrant liabilities-Private Placement Warrants $ — $ 603,000 $ — December 31, 2022 Description Quoted Prices in Significant Other Significant Other Assets: Investments held in Trust Account—Money Market Fund $ 236,940,614 $ — $ — Liabilities: Derivative liabilities-Public Warrants $ 172,500 $ — $ — Derivative warrant liabilities-Private Placement Warrants $ — $ 150,750 $ —

Description of Organization, _2

Description of Organization, Business Operations and Going Concern - Additional Information (Detail) - USD ($)										5 Months Ended	6 Months Ended		12 Months Ended
	Oct. 02, 2023	Aug. 04, 2023	Jul. 08, 2023	Jun. 30, 2023	Apr. 05, 2023	Feb. 03, 2023	Aug. 16, 2022	Nov. 23, 2021	Nov. 08, 2021	Jul. 08, 2023	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2021	Jul. 03, 2023	Feb. 26, 2023	Feb. 07, 2023	Dec. 31, 2022	Jul. 29, 2022	Jul. 26, 2022
Entity incorporation, Date of incorporation											Feb. 22, 2021
Proceeds from issuance initial public offering													$ 230,000,000
Class of warrant or right, Warrants issued during period											21,550,000
Payments to acquire restricted investments											$ 845,000	$ 0
Per share value of restricted assets				$ 10.15							$ 10.15
Term of restricted investments											185 days
Temporary equity, Redemption price per share				$ 10.15							$ 10.15
Minimum net worth required for compliance				$ 5,000,001							$ 5,000,001
Percentage of public shares that can be transferred without any restriction				15%							15%
Percentage of public shares to be redeemed in case business combination is not consummated				100%							100%
Period within which business combination shall be consummated from the consummation of initial public offer											20 months
Number of months used as an extension											5 months
Number of days within which the public shares shall be redeemed											10 days
Liquidation basis of accounting, Accrued costs to dispose of assets and liabilities				$ 100,000							$ 100,000
Percentage of redemption				100%							100%
Net asset value per share				$ 10.15							$ 10.15
Share price				$ 10.15							$ 10.15
Cash				$ 13,230							$ 13,230						$ 52,955
Working capital				$ 5,800,000							$ 5,800,000
Debt Instrument, Face Amount																		$ 1,500,000
Price Per Share To Be Deposited into the Trust Account				$ 0.157							$ 0.157
Amount To Be Deposited into the Trust Account											$ 675,000
Additional Price Per Share To Be Deposited into the Trust Account				$ 0.045							$ 0.045
Additional Amount To Be Deposited into the Trust Account			$ 135,000								$ 135,000
Stock Redeemed or Called During Period, Shares						18,699,637
Sales and excise tax payable, Current				$ 1,931,649							$ 1,931,649						0
Percentage of excise tax payable of shares redeemed				1%							1%
Number Of Consecutive Trading Days Traded Below The Minimum Limit Of Market Value Of Listed Securities					30 days
Minimum Market Value Of Listed Securities					$ 50,000,000
Asset held in trust				$ 45,400,000							$ 45,400,000						236,900,000
Government Securities [Member]
Payments to acquire restricted investments											$ 233,450,000
Subsequent Event [Member]
Minimum Market Value Of Listed Securities	$ 50,000,000
Number Of Consecutive Trading Days Required To Trade At Or Above The Minimum Limit Of Market Value Of Listed Securities	10 days
Inflation Reduction Act Of 2022 [Member]
Percentage of excise tax on certain repurchase of stock							1%
Excise tax amount percentage of the fair market value of the shares repurchased at the time of the repurchase							1%
Share Price less than Ten Point Fifteen USD [Member]
Share price				$ 10.15							$ 10.15
Minimum [Member]
Prospective assets of Acquiree as a percentage of fair value of assets in the trust account				80%							80%
Minimum [Member] \| Post Transaction Target Company [Member]
Equity method investment, Ownership percentage				50%							50%
IPO [Member]
Stock issued during period, Shares									20,000,000
Shares issued, Price per share									$ 10
Total offering cost								$ 12,100,000
Deferred underwriting commissions									$ 4,000,000
Payments of stock issuance costs									1,100,000
Offering cost allocated to derivative warrant liabilities									$ 343,000
Over-Allotment Option [Member]
Stock issued during period, Shares								3,000,000
Total offering cost								$ 1,700,000
Payments for underwriting expense								600,000
Deferred underwriting commissions								$ 1,100,000
Sponsor [Member]
Bank Overdrafts				$ 1,168,677							$ 1,168,677						$ 740,000
Sponsor [Member] \| Promissory Note [Member]
Proceeds from related party debt										$ 1,350,000
Debt Instrument, Face Amount						$ 1,350,000
Sponsor [Member] \| Subsequent Event [Member]
Asset held in trust														$ 35,000
Sponsor [Member] \| Sponsor Convertible Promissory Instrument [Member]
Debt Instrument, Face Amount																			$ 1,500,000
Sponsor [Member] \| Extension Loan Sponsor [Member]
Payments to acquire restricted investments				135,000							170,000
Proceeds from related party debt				135,000							170,000
Debt Instrument, Face Amount				$ 1,350,000		1,350,000					1,350,000					$ 675,000
Debt Instrument Convertible value											$ 760,000
Debt Instrument, Convertible, Conversion Price				$ 1							$ 1
Business combination extension date one				Aug. 08, 2023
Sponsor [Member] \| Extension Loan Sponsor [Member] \| Subsequent Event [Member]
Proceeds from related party debt		$ 135,000
Business combination extension date two		Sep. 08, 2023
Sponsor [Member] \| Private Placement Warrants [Member] \| Private Placement [Member]
Class of warrant or right, Warrants issued during period								1,050,000	9,000,000
Class of warrant or right, Warrants issued during period, Price per warrant								$ 1	$ 1
Proceeds from issuance of warrants								$ 1,100,000	$ 9,000,000
Common Class A [Member]
Temporary equity, Redemption price per share				$ 10.46							10.46						$ 10.26
Share price				11.5							11.5
Common stock, Par or stated value per share				$ 0.0001							$ 0.0001						$ 0.0001
Stock redeemed or called during period, Value						$ 193,164,942
Common Class A [Member] \| IPO [Member]
Stock issued during period, Shares									20,000,000
Shares issued, Price per share									$ 10
Proceeds from issuance initial public offering									$ 200,000,000
Common Class A [Member] \| Over-Allotment Option [Member]
Stock issued during period, Shares								3,000,000
Option vesting period									45 days
Stock issued during period, Value								$ 30,000,000
Common stock, Shares subscribed but unissued									3,000,000
Nuvini Ordinary Shares [Member]
Common stock, Par or stated value per share															$ 0.00001
New Nuvini Ordinary Shares [Member]
Common stock, Par or stated value per share															$ 0.00001

Basis of Presentation and Sum_3

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Class A Common Stock Subject to Possible Redemption (Detail) - USD ($)	3 Months Ended			6 Months Ended		12 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022	Dec. 31, 2021
Gross proceeds from Initial Public Offering							$ 230,000,000
Fair value of Public Warrants at issuance							(6,966,700)
Offering costs allocated to Class A common stock subject to possible redemption							(13,306,294)
Remeasurement on Class A common stock subject to possible redemption	$ 444,456	$ 1,798,134					23,722,994
Remeasurement on Class A common stock subject to possible redemption	444,456	1,798,134	$ 71,562			$ 2,471,638
Class A common stock subject to possible redemption	$ 44,999,286	44,554,830		$ 44,999,286		$ 235,921,638	$ 233,450,000
Redemption of Class A common stock				$ 193,164,942	$ 0
Common Class A [Member]
Redemption of Class A common stock		$ (193,164,942)

Basis of Presentation and Sum_4

Basis of Presentation and Summary of Significant Accounting Policies - Summary of Reconciliation of Basic and Dilutes Net Income (loss) Per Share (Detail) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2022	Mar. 31, 2022	Jun. 30, 2023	Jun. 30, 2022
Numerator:
Allocation of net (loss) income	$ 604,150	$ (4,137,096)	$ 3,493,451	$ 5,745,577	$ (3,532,945)	$ 9,239,028
Common Class A [Member]
Numerator:
Allocation of net (loss) income	$ 346,056		$ 2,794,761		$ (2,023,665)	$ 7,391,222
Denominator:
Weighted average common stock outstanding, Basic	7,709,689		23,000,000		7,709,689	23,000,000
Weighted average common stock outstanding, Diluted	7,709,689		23,000,000		7,709,689	23,000,000
Basic net (loss) income per share	$ 0.04		$ 0.12		$ (0.26)	$ 0.32
Diluted net (loss) income per share	$ 0.04		$ 0.12		$ (0.26)	$ 0.32
Common Class B [Member]
Numerator:
Allocation of net (loss) income	$ 258,094		$ 698,690		$ (1,509,280)	$ 1,847,806
Denominator:
Weighted average common stock outstanding, Basic	5,750,000		5,750,000		5,750,000	5,750,000
Weighted average common stock outstanding, Diluted	5,750,000		5,750,000		5,750,000	5,750,000
Basic net (loss) income per share	$ 0.04		$ 0.12		$ (0.26)	$ 0.32
Diluted net (loss) income per share	$ 0.04		$ 0.12		$ (0.26)	$ 0.32

Basis of Presentation and Sum_5

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Dec. 31, 2022
Cash equivalents	$ 0		$ 0		$ 0
Term of Restricted Investments			185 days
Cash, FDIC Insured amount	250,000		$ 250,000
Class of Warrant or Right Warrants Issued During Period			21,550,000
Unrecognized tax benefits	0	$ 0	$ 0	$ 0
Unrecognized tax benefits, Income tax penalties and interest accrued	$ 0		$ 0		0
Effective income tax rate reconciliation, percent	14.43%	1.01%	(10.17%)	0.38%
Effective income tax rate reconciliation, at federal statutory income tax rate, percent	21%	21%	21%	21%
Cash held in the trust account	$ 45,400,000		$ 45,400,000		$ 236,900,000
Taxes Payable	309,000		309,000
Prepaid income taxes	$ 129,000		$ 129,000
Common Class A [Member]
Temporary equity, Shares outstanding	4,300,363		4,300,363		23,000,000
Class of warrant or right, Number of securities called by warrants or rights	21,550,000		21,550,000
Private Placement Warrants [Member]
Class of warrants or rights outstanding	10,050,000		10,050,000		10,050,000
Public Warrants [Member]
Class of warrants or rights outstanding	11,500,000		11,500,000

Initial Public Offering - Addit

Initial Public Offering - Additional Information (Detail) - USD ($)	Nov. 23, 2021	Nov. 08, 2021	Jun. 30, 2023
Initial Public Offering [Line Items]
Gross proceeds from initial public offering		$ 200,000,000
Number of warrants included in unit		0.50
Common Class A [Member]
Initial Public Offering [Line Items]
Number of shares included in unit		1
Public Warrants [Member] \| Common Class A [Member]
Initial Public Offering [Line Items]
Class of warrants or rights exercise price per share		$ 11.5	$ 11.5
Class of warrants or rights number of shares called by each warrant or right		1
IPO [Member]
Initial Public Offering [Line Items]
Stock issued during period, Shares		20,000,000
Shares issued, Price per share		$ 10
Payment of offering costs		$ 12,100,000
Payment of underwriting commission		4,000,000
Deferred underwriting commissions		7,000,000
Payment of other offering costs		$ 1,100,000
IPO [Member] \| Common Class A [Member]
Initial Public Offering [Line Items]
Stock issued during period, Shares		20,000,000
Shares issued, Price per share		$ 10
IPO [Member] \| Allocated To Derivative Warrant Liabilities [Member]
Initial Public Offering [Line Items]
Payment of other offering costs		$ 343,000
Over-allotment option [Member]
Initial Public Offering [Line Items]
Stock issued during period, Shares	3,000,000
Payment of offering costs		1,700,000
Payment of underwriting commission		600,000
Deferred underwriting commissions		1,100,000
Gross proceeds additional on issue of shares		$ 30,000,000
Over-allotment option [Member] \| Common Class A [Member]
Initial Public Offering [Line Items]
Stock issued during period, Shares	3,000,000

Related Party Transactions - Ad

Related Party Transactions - Additional Information (Detail) - USD ($)											3 Months Ended		6 Months Ended
	Aug. 04, 2023	Jul. 18, 2023	Jul. 08, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2022	Jul. 19, 2022	Nov. 23, 2021	Nov. 08, 2021	Mar. 04, 2021	Jun. 30, 2023	Jun. 30, 2022	Jun. 30, 2023	Jun. 30, 2022	Feb. 07, 2023	Feb. 03, 2023	Jul. 29, 2022	Apr. 11, 2022	Nov. 03, 2021
Related Party Transaction [Line Items]
Share price				$ 10.15							$ 10.15		$ 10.15
Debt instrument face value																	$ 1,500,000
Due to related parties current				$ 0		$ 3,275					$ 0		$ 0
Related party transaction expenses incurred											45,000	$ 119,000	90,000	$ 119,000
Additional Amount To Be Deposited into the Trust Account			$ 135,000										135,000
Payments to acquire restricted investments													845,000	0
Office Space Administrative Support and Other services [Member]
Related Party Transaction [Line Items]
Outstanding Balance included in due to related party				45,000		0					45,000		45,000
Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants or rights exercise price per share								$ 1
Redemption trigger price								$ 10
Private Placement Warrants [Member] \| Private Placement Warrant Purchase Agreement [Member]
Related Party Transaction [Line Items]
Class of warrants or rights issued during the period units								1,050,000	9,000,000
Gross proceeds from private placement								$ 1,100,000	$ 9,000,000
Founder [Member]
Related Party Transaction [Line Items]
Stock issued during the period for services value										$ 25,000
Over-Allotment Option [Member]
Related Party Transaction [Line Items]
Stock issued during the period shares new issues								3,000,000
Sponsor [Member]
Related Party Transaction [Line Items]
Bank Overdrafts				1,168,677		740,000					1,168,677		1,168,677
Sponsor [Member] \| Independent Directors [Member] \| Founder Shares [Member]
Related Party Transaction [Line Items]
Stock issued during the period for services value							$ 40,000
Sponsor [Member] \| Sponsor Working Capital Loan [Member]
Related Party Transaction [Line Items]
Debt instrument convertible into equity related warrants				$ 1,500,000							$ 1,500,000		$ 1,500,000
Debt instrument conversion price per share				$ 1							$ 1		$ 1
Bank Overdrafts				$ 1,168,677		740,000					$ 1,168,677		$ 1,168,677
Sponsor [Member] \| Extension Loan Sponsor [Member]
Related Party Transaction [Line Items]
Debt instrument face value				1,350,000							1,350,000		1,350,000		$ 675,000	$ 1,350,000
Due to related parties current				$ 845,000		$ 0					$ 845,000		$ 845,000
Debt instrument conversion price per share				$ 1							$ 1		$ 1
Threshold period for consummation of business combination one					20 months
Threshold Period For Consummation Of Business Combination Two					25 months
Debt instrument face value per share															$ 0.157
Proceeds from related party debt				$ 135,000									$ 170,000
Debt Instrument Convertible value													760,000
Business combination extension date one				Aug. 08, 2023
Payments to acquire restricted investments				$ 135,000									170,000
Sponsor [Member] \| Extension Loan Sponsor [Member] \| Subsequent event [member]
Related Party Transaction [Line Items]
Proceeds from related party debt	$ 135,000
Business combination extension date two	Sep. 08, 2023
Sponsor [Member] \| Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction expenses payable per month rent of office space and administrative support																		$ 15,000
Sponsor [Member] \| Private Placement Warrants [Member]
Related Party Transaction [Line Items]
Class of warrants or rights exercise price per share																			$ 1
Related Party [Member] \| Administrative Support Agreement [Member]
Related Party Transaction [Line Items]
Related party transaction expenses incurred											$ 45,000	$ 119,000	$ 90,000	$ 119,000
Common Class B [Member]
Related Party Transaction [Line Items]
Stock issued during the period for services shares										5,750,000
Common stock shares outstanding				5,750,000		5,750,000					5,750,000		5,750,000
Common Class B [Member] \| Subsequent event [member]
Related Party Transaction [Line Items]
Stock issued during the period for services shares		2,000
Common stock shares outstanding		5,575,000
Common Class B [Member] \| Founder [Member]
Related Party Transaction [Line Items]
Interse transfer of shares										40,000
Lock in period													1 year
Share price				$ 12							$ 12		$ 12
Number of trading days for determining the share price for removing the restriction on share transfer						20 days
Number of consecutive trading days for determining the share price for removing the restriction on share transfer						30 days
Lock in period two						150 days
Common Class B [Member] \| Founder [Member] \| Context Partners Master Fund LP [Member]
Related Party Transaction [Line Items]
Interse transfer of shares										40,000
Common Class B [Member] \| Founder [Member] \| Chief Financial Officer [Member]
Related Party Transaction [Line Items]
Interse transfer of shares										35,000
Class A Common Stock [Member]
Related Party Transaction [Line Items]
Common stock shares outstanding				0		0					0		0
Share price				$ 11.5							$ 11.5		$ 11.5

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2023	Dec. 31, 2022
Loss Contingencies [Line Items]
Underwriting discount amount paid per share	$ 0.2
Payment of underwriting discount	$ 4,600
Deferred underwriting commission value per share	$ 0.35
Deferred underwriting commission non current	$ 8,050
Adjustment to additional paid in capital extinguishment of deferred underwriting commission on shares		$ 7,800
Gain on settlement of deferred underwriting commission on public warrants		$ 246

Stockholders' Deficit - Additio

Stockholders' Deficit - Additional Information (Detail) - $ / shares	Jun. 30, 2023	Dec. 31, 2022
Common stock shares outstanding after being converted from previous class to the current class as a percentage of total
Preferred stock, Shares authorized	1,000,000	1,000,000
Preferred stock, Par or stated value per share	$ 0.0001	$ 0.0001
Preferred stock, Shares issued	0	0
Preferred stock, Shares outstanding	0	0
Common stock shares outstanding after being converted from previous class to the current class as a percentage of total	20%	20%
Common Class A [Member]
Common stock shares outstanding after being converted from previous class to the current class as a percentage of total
Common stock, Shares authorized	100,000,000	100,000,000
Common stock, Par or stated value per share	$ 0.0001	$ 0.0001
Common stock, Shares issued	0	0
Common stock, Shares outstanding	0	0
Temporary equity, Shares outstanding	4,300,363	23,000,000
Common Class B [Member]
Common stock shares outstanding after being converted from previous class to the current class as a percentage of total
Common stock, Shares authorized	10,000,000	10,000,000
Common stock, Par or stated value per share	$ 0.0001	$ 0.0001
Common stock, Shares issued	5,750,000	5,750,000
Common stock, Shares outstanding	5,750,000	5,750,000

Derivative Warrant Liabilities

Derivative Warrant Liabilities - Additional Information (Detail) - $ / shares		6 Months Ended
	Jun. 30, 2023	Jun. 30, 2023	Dec. 31, 2022	Nov. 23, 2021	Nov. 08, 2021
Derivative Warrant Liabilities [Line Items]
Share price	$ 10.15	$ 10.15
Class A Common Stock [Member]
Derivative Warrant Liabilities [Line Items]
Share price	$ 11.5	$ 11.5
Public Warrants [Member]
Derivative Warrant Liabilities [Line Items]
Class of warrants or rights outstanding	11,500,000	11,500,000
Public Warrants [Member] \| Class A Common Stock [Member]
Derivative Warrant Liabilities [Line Items]
Number of days after the business combination when the warrants are eligible to be exercised	30 days
Number of days after the business combination within which the securities shall be registered	20 days
Number of days after the business combination within which the registration of securities shall be made effective	60 days
Class of warrants or rights exercise price per share	$ 11.5	$ 11.5			$ 11.5
Class of warrants or rights term	5 years	5 years
Number of trading days for determining the fair market value of common stock	10 days
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption or Exercise Price of Warrants [Member]
Derivative Warrant Liabilities [Line Items]
Shares issued price per share	$ 9.2	$ 9.2
Proceeds from equity and other related securities to be used for the consummation of business combination as a percentage of total	60%
Number of trading days for determining the volume weighted average price per shares	20 days
Volume weighted average price of shares	$ 9.2
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption or Exercise Price of Warrants [Member] \| Warrant Trigger Price One [Member]
Derivative Warrant Liabilities [Line Items]
Redemption trigger price	$ 18	$ 18
Exercise price of warrants as a percentage of newly issued price	115%	115%
Share price	$ 18	$ 18
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption or Exercise Price of Warrants [Member] \| Warrant Trigger Price Two [Member]
Derivative Warrant Liabilities [Line Items]
Redemption trigger price	10	10
Share price	$ 10	$ 10
Warrant redemption price as a percentage of market value	180%	180%
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption of Warrants [Member]
Derivative Warrant Liabilities [Line Items]
Share price	$ 18	$ 18
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption of Warrants [Member] \| Warrant Redemption Trigger Price One [Member]
Derivative Warrant Liabilities [Line Items]
Class of warrant or rights redemption price per units	$ 0.01	$ 0.01
Minimum notice period to be given to warrant holders prior to redemption	30 days
Number of trading days for determining the share price		20 days
Number of consecutive trading days for determining the share price	30 days
Period during the registration statement shall remain effective as a condition to redeem warrants		30 days
Public Warrants [Member] \| Class A Common Stock [Member] \| Prospective Event Triggering the Redemption of Warrants [Member] \| Warrant Redemption Trigger Price Two [Member]
Derivative Warrant Liabilities [Line Items]
Share price	$ 10	$ 10
Class of warrant or rights redemption price per units	$ 0.1	$ 0.1
Minimum notice period to be given to warrant holders prior to redemption	30 days
Private Placement Warrants [Member]
Derivative Warrant Liabilities [Line Items]
Class of warrants or rights outstanding	10,050,000	10,050,000	10,050,000
Redemption trigger price				$ 10
Private Placement Warrants [Member] \| Class A Common Stock [Member]
Derivative Warrant Liabilities [Line Items]
Lock in period of warrants	30 days

Fair Value Measurements - Summa

Fair Value Measurements - Summary of Financial Liabilities Measured At Fair Value on a Recurring Basis (Detail) - Fair Value Recurring [Member] - USD ($)	Jun. 30, 2023	Dec. 31, 2022
Fair Value Level 1 [Member] \| Investments held in Trust Account—Money Market Fund [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Investments held in Trust Account	$ 45,408,122	$ 236,940,614
Fair Value Level 1 [Member] \| Warrant [Member] \| Public Warrants [Member}
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative warrant liabilities	690,000	172,500
Fair Value Level 2 [Member] \| Warrant [Member] \| Private Placement Warrants [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative warrant liabilities	$ 603,000	$ 150,750

Subsequent Events - Additional

Subsequent Events - Additional Information (Detail) - USD ($)	Aug. 04, 2023	Jul. 18, 2023	Jul. 03, 2023	Mar. 04, 2021	Jun. 30, 2023	Dec. 31, 2022
Asset held in trust					$ 45,400,000	$ 236,900,000
Subsequent Event [Member] \| Sponsor [Member]
Asset held in trust			$ 35,000
Class B Common Stock [Member]
Common stock, Shares outstanding					5,750,000	5,750,000
Shares Issued For Service				5,750,000
Class B Common Stock [Member] \| Subsequent Event [Member]
Common stock, Shares outstanding		5,575,000
Percentage Of The Outstanding Shares		96.90%
Shares Issued For Service		2,000
Extension Loan Sponsor [Member] \| Subsequent Event [Member] \| Sponsor [Member]
Proceeds from related party debt	$ 135,000		$ 170,000
Business combination extension date two	Sep. 08, 2023
Notes payable current	$ 945,000