Income Tax

12 Months Ended

Dec. 31, 2022

Income Tax

Income Tax

Note 7 — Income Tax

The Company’s net deferred tax asset (liabilities) as of December 31, 2022 and 2021 are as follows:

	December 31,		December 31,
	2022		2021
Deferred tax assets
Net operating loss carryforward	$	—	$	11,740
Startup Costs		139,831		26,251
Total deferred tax assets		139,831		37,991
Valuation allowance		(139,831)		(37,991)
Deferred tax assets, net of allowance	$	—	$	—

The income tax provision for the year ended December 31, 2022 and for the period from February 25, 2021 (inception) through December 31, 2021 consists of the following:

	December 31,		December 31,
	2022		2021
Federal
Current	$	(144,810)	$	—
Deferred		(101,840)		37,991
State
Current	$	—	$	—
Deferred		—		—
Change in valuation allowance		101,840		(37,991)
Income tax provision	$	144,810	$	—

As of December 31, 2022 and 2021, the Company had a total of $0 and $55,907, respectively, of U.S. federal state net operating loss carryovers available to offset future taxable income. The federal net operating loss can be carried forward indefinitely. As of December 31, 2022 and 2021, the Company did not have any 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 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 deferred tax assets and therefore established a full valuation allowance. For the period from February 25, 2021 (inception) through December 31, 2021, the change in the valuation allowance was $37,991. For the year ended December 31, 2022, the change in the valuation allowance was $101,840.

A reconciliation of the federal income tax rate to the Company’s effective tax rate is as follows:

	December 31,		December 31,
	2022		2021
Statutory federal income tax rate	21.0	%	21.0	%
Change in valuation allowance	49.8	%	(21.0)	%
Income tax provision	70.8	%	0.0	%

The Company’s effective tax rates for the periods presented differ from the expected (statutory) rates due to changes in fair value in warrants, transaction costs associated with warrants and the recording of full valuation allowances on deferred tax assets.

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