Income Taxes

12 Months Ended

Dec. 31, 2023

Income Taxes [Abstract]

INCOME TAXES

NOTE 9. INCOME TAXES

The Company’s net deferred tax assets are as follows:

	December 31, 2023			December 31, 2022
Deferred tax assets
Organizational costs/start-up costs	$	1,016,079		$	780,662
Federal net operating loss		—			(95	)
Total deferred tax assets		1,016,079			780,567
Valuation allowance		(1,016,079	)		(780,567	)
Deferred tax assets, net of allowance	$	—		$	—

The income tax provision consists of the following:

	Year Ended
	December 31, 2023			December 31, 2022
Federal
Current	$	325,941		$	383,965
Deferred		(235,511	)		(158,233	)
State
Current
Deferred		—			—
Change in valuation allowance		235,511			158,233
Income tax provision	$	325,941		$	383,965

The Company had no net operating loss carryforwards as of December 31, 2023 and 2022.

In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the years ended December 31, 2023 and 2022, the change in the valuation allowance was $235,511 and $158,233, respectively.

A reconciliation of the federal income tax rate to the Company’s effective tax rate at December 31, 2023 and 2022 is as follows:

	December 31, 2023			December 31, 2022
Statutory federal income tax rate		21.00	%		21.00	%
Deferred tax liability change in rate
Permanent book/tax differences		0.00	%		(18.46	)%
Change in fair value of warrants		(7.08	)%		0.00	%
Acquisition facilitative expenses		(18.12	)%		0.34	%
Change in valuation allowance		(10.92	)%		2.00	%
Income tax provision		(15.12	)%		4.88	%

The permanent book/tax differences relate to unrealized gains on warrant liability valuation change of $726,625 and acquisition facilitative expenses of $1,860,054. The Company files income tax returns in the U.S. federal jurisdiction in various state and local jurisdictions and has been subject to examination by the various taxing authorities since inception.