Income Tax

11 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Tax

Note 9 – Income Tax

The income tax provision consists of the following:

	December 31, 2021
Federal
Current	$	—
Deferred		(78,028	)
State
Current		—
Deferred		—
Change in valuation allowance		78,028
Income tax provision	$	—

As of December 31, 2021, the Company has $160,435 of U.S. federal net operating loss carryovers, which do not expire, and no state net operating loss carryovers available to offset future taxable income.

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 period from February 16, 2021 (inception) through December 31, 2021, the change in the valuation allowance was $78,028.

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

	December 31, 2021
Deferred tax asset
Organizational costs/Startup expenses	$	44,336
Federal net operating loss		33,691
Total deferred tax asset		78,028
Valuation allowance		(78,028	)
Deferred tax asset, net of allowance	$	—

A reconciliation of the federal income tax rate to the Company’s effective tax rate at December 31, 2021 is as follows:

Statutory federal income tax rate	21.0	%
State taxes, net of federal tax benefit	—	%
Permanent Book/Tax Differences	—	%
Change in valuation allowance	(21.0	)%
Income tax provision	—	%

The Company files income tax returns in the U.S. federal jurisdiction and in New York and is subject to examination by the various taxing authorities.

The Company’s effective tax rates for the period presented differ from the expected (statutory) rates due to the recording of full valuation allowances on deferred tax assets