Financial Performance - For the year ended December 31, 2023, the company reported net income of 2,473,401,whichincludedinterestincomeof4,216,411 and a gain of 1,410,000fromchangesinfairvalueofderivativewarrantliabilities[197].−Thecompanyincurredtotaloperatingexpensesof2,283,526 for the year ended December 31, 2023, which included administrative fees of 180,000andgeneralandadministrativeexpensesof1,689,526 [197]. - Net income for the year ended December 31, 2023, was 2,473,401,adecreasefrom12,854,233 in 2022 [235]. - Total expenses for 2023 were 2,283,526,upfrom1,532,385 in 2022, indicating a 49% increase [235]. - Income earned on investments held in the Trust Account was 4,216,411in2023,comparedto3,376,559 in 2022, reflecting a 25% increase [235]. - Basic and diluted net income per share for Class A common stock was 0.17fortheyearendedDecember31,2023,comparedto0.45 in 2022 [285]. - The Company recorded a federal income tax provision of 861,417fortheyearendedDecember31,2023,comparedto630,066 for 2022 [340]. - The effective tax rate for the year ended December 31, 2023, was 25.83%, significantly higher than the 4.7% effective tax rate for 2022 [343]. Assets and Liabilities - As of December 31, 2023, the total assets of the company were 17,952,145,asignificantdecreasefrom237,965,034 as of December 31, 2022 [231]. - The company reported current assets of 360,609asofDecember31,2023,downfrom591,496 in the previous year [231]. - Total current liabilities increased to 4,126,409in2023from673,227 in 2022, representing a significant rise [232]. - Total liabilities rose to 13,116,409in2023from11,073,227 in 2022, marking an increase of 18.4% [232]. - The company had an accumulated deficit of (12,864,985)asofDecember31,2023,comparedto(9,494,365) in 2022 [233]. - The Company had a working capital deficit of approximately 3.8millionandcurrentliabilitiesofapproximately4.1 million as of December 31, 2023 [263]. Trust Account and Business Combination - As of December 31, 2023, the Trust Account held 17,591,536,approximately11.15 per share, available for business combination purposes [199]. - The company intends to use funds in the Trust Account primarily to complete an initial business combination and for working capital of the target business [203]. - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account [253]. - If the Company fails to complete a Business Combination by May 2, 2024, it will cease operations and liquidate [264]. - The Company has scheduled a special meeting for April 16, 2024, to consider an extension proposal to extend the deadline for completing a business combination from May 2, 2024, to November 2, 2024 [195]. - The proposal allows the board to extend the deadline for consummating an initial business combination up to six additional months, with each extension being one month, potentially extending to May 2, 2025 [351]. - Approximately 78% of the Class A shares eligible to vote at the special meeting are held by the sponsor, indicating strong support for the proposed extension [351]. Loans and Financing - The company has received a total of 1,825,000inloansfromtheSponsorforworkingcapitalpurposes,with1,000,000 outstanding as of December 31, 2023 [206]. - The Company had 108,610inarestrictedinvestmentaccount,with100,000 reserved for potential dissolution costs [252]. - The deferred underwriting fees of 8,050,000arecontingentupontheconsummationoftheBusinessCombination[252].StockholderActivity−Stockholdersredeemed21,422,522ClassASharesforatotalof222,484,624, approximately 10.38pershare,inconnectionwiththeextensionapprovedonApril28,2023[193].−Stockholdersredeemed21,422,522ClassASharesforaprorataportionoftheTrustAccount,resultingin222,484,624 being removed from the Trust Account [251]. Corporate Structure and Operations - The company is a Special Purpose Acquisition Corporation (SPAC) and is required to complete a business combination by May 2, 2024, or November 2, 2024, if an extension is approved [225]. - The company did not commence any operations as of December 31, 2023, and all activities were related to its formation and initial public offering [245]. - The Company completed a private placement of 12,000,000 warrants, generating gross proceeds of 12,000,000atapurchasepriceof1.00 per warrant [247]. - The Company generated gross proceeds of 230,000,000fromitsInitialPublicOffering,whichwascompletedonNovember2,2021[246].RegulatoryCompliance−TheCompanyreceivedanoticefromNasdaqonOctober9,2023,indicatingnon−compliancewiththerequirementofmaintainingatleast400totalholdersforcontinuedlisting[267].−AplantoregaincompliancewassubmittedtoNasdaqonNovember20,2023,whichmaygrantanextensionofupto180daysifaccepted[268].DerivativeLiabilitiesandFairValue−ThetotalfairvalueoftheCompany′sderivativeliabilitywas940,000 as of December 31, 2023, down from 2,350,000in2022[338].−TheCompanyrecordedagainof1,410,000 on the change in fair value of derivative warrants for the year ended December 31, 2023, compared to a gain of 11,640,000for2022[338].−ThefairvalueofPrivatePlacementWarrantsdecreasedfrom1,200,000 in 2022 to 480,000in2023,whilePublicWarrantsdecreasedfrom1,150,000 to 460,000inthesameperiod[333].Taxation−Thechangeinvaluationallowancefordeferredtaxassetswas386,973 in 2023, up from $239,426 in 2022 [340]. - The Company is subject to income taxation by major taxing authorities since inception, with no expected material changes in unrecognized tax benefits over the next twelve months [290]. - There were no unrecognized tax benefits or amounts accrued for interest and penalties as of December 31, 2023, and 2022 [289].