Financial Position and Liquidity - The company had cash of approximately 163,000andnegativeworkingcapitalofapproximately2,690,000 as of June 30, 2023[107] - The company has approximately 163,000incashandapproximately2,690,000 of negative working capital as of June 30, 2023, including 813,000ofdeferredcompensationpayableupontheclosingofaBusinessCombination[122]−ThecompanymayneedadditionalfinancingtocompleteitsinitialBusinessCombinationortomeetobligationsifcashonhandisinsufficient[126]−ThecompanyfacessubstantialdoubtaboutitsabilitytocontinueasagoingconcernifitcannotcompleteaBusinessCombinationbeforeOctober1,2023[122]OperationalPerformanceandLosses−ForthethreeandsixmonthsendedJune30,2023,thecompanyreportedalossfromoperationsofapproximately2,173,000 and 3,217,000,respectively[111]−Thecompanyhasnotgeneratedanyoperatingrevenuestodateandreliesonnon−operatingincome,primarilyinterestfromtheTrustAccount[108]−Thecompany’sexpenseshaveincreasedsignificantlysinceitsinitialpublicoffering,primarilyduetocostsassociatedwithbeingapubliccompanyandsearchingforasuitablebusinesscombination[108]−Anaggregateofapproximately249,000 was charged for operations for the three months ended June 30, 2023[130] Non-Operating Income and Trust Account - The company generated other income of approximately 3,271,000and4,767,000 for the three and six months ended June 30, 2023, primarily due to a decrease in warrant liability fair value and interest income from the Trust Account[113] - Interest income from the Trust Account was approximately 4,144,000and7,798,000 for the three and six months ended June 30, 2023, respectively[113] - Net proceeds from the initial public offering and private placement warrants totaled approximately 343,940,000,with340,930,000 deposited into the Trust Account[116] - The company plans to use funds from the Trust Account, including interest earned, to complete its initial Business Combination[118] Tax and Franchise Obligations - The company incurred income tax provisions of 840,000and1,610,000 for the three and six months ended June 30, 2023, driven by increased taxable interest income[115] - The company expects annual franchise tax obligations to be capped at 200,000duetoDelawaretaxregulations[118]ExecutiveCompensationandDeferredPayments−ThecompanycompensatesitsPresident,ChiefOperatingOfficer,andChiefFinancialOfficer29,000 per month, with 14,000deferreduntilthecompletionoftheinitialBusinessCombination[130]−ThecompanycompensatesaVicePresident25,000 per month, with 12,500deferreduntilthecompletionoftheinitialBusinessCombination[130]−Deferredcompensationrelatedtokeyexecutivestotalsapproximately813,000 for the period from September 29, 2021, to June 30, 2023[130] Loans and Financing - The company received a 200,000loanfromtheSponsorinJune2023,whichmaybeconvertedinto133,333Warrantsattheoptionofthelender[124][129]−Thecompanyhasnooff−balancesheetfinancingarrangementsorobligationsasofJune30,2023[127][128]AdministrativeandOperationalCosts−Thecompanypays15,000 per month to Hennessy Capital Group LLC for office space, utilities, and administrative support[128]