GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS	10 Months Ended
Dec. 31, 2021
Going Concern And Managements Liquidity Plans
GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS	NOTE 3 - GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS Liquidity and Capital Resources As of December 31, 2021, the Company had $507,906 in its operating bank account and working capital of $806,646. The Company’s liquidity needs prior to the consummation of the Initial Public Offering had been satisfied through proceeds from advances from a related party and from the issuance of common stock. Although the Company believes that its current cash balance will provide the needed liquidity over the next few quarters to satisfy current obligations, due to the reasons below, the Company’s may not have sufficient liquidity through the date of a business combination. The accompanying financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2021, the Company had not commenced any operations. All activity for the period from March 1, 2021 (inception) through December 31, 2021 relates to the Company’s formation and the Initial Public Offering. The Company will not generate any operating revenues until after the completion of its initial business combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from its Proposed Public Offering. The Company’s ability to commence operations is contingent upon consummating a business combination. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering, although substantially all of the net proceeds are intended to be applied generally toward consummating a business combination. Although management has been successful to date in raising necessary funding, there can be no assurance that any required future financing can be successfully completed. Furthermore, the Company’s ability to consummate its initial business combination within the contractual time period is uncertain. The Company has eight months from April 2022 to consummate its business combination with the available extensions, which is 15 months from the closing of its Initial Public Offering, or until December 17, 2022. If the Company anticipates that it may not be able to consummate its initial business combination within eight months, it may, by resolution of the Company’s board of directors and if requested by its sponsor, WinVest SPAC LLC (the “Sponsor”), extend the period of time to consummate a business combination up to two times, each by an additional three months (for a total of up to 21 months to complete a business combination), subject to the deposit of additional funds into the Trust Account by the Company’s Sponsor or its affiliates or designees. There is no assurance the Company will obtain the two three month extensions beyond December 17, 2022, if needed. There is no assurance that the Company will successfully consummate a business combination by December 17, 2022, or within the two three month extension periods, if granted. Based on these circumstances, management has determined that these conditions raise substantial doubt about the Company’s ability to continue as a going concern. Accordingly, the accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplates continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS

10 Months Ended

Dec. 31, 2021

Going Concern And Managements Liquidity Plans

GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS

NOTE 3 - GOING CONCERN AND MANAGEMENT’S LIQUIDITY PLANS

Liquidity and Capital Resources

As of December 31, 2021, the Company had $507,906 in its operating bank account and working capital of $806,646. The Company’s liquidity needs prior to the consummation of the Initial Public Offering had been satisfied through proceeds from advances from a related party and from the issuance of common stock. Although the Company believes that its current cash balance will provide the needed liquidity over the next few quarters to satisfy current obligations, due to the reasons below, the Company’s may not have sufficient liquidity through the date of a business combination.

The accompanying financial statements have been prepared on the basis that the Company will continue as a going concern, which assumes the realization of assets and the satisfaction of liabilities in the normal course of business. As of December 31, 2021, the Company had not commenced any operations. All activity for the period from March 1, 2021 (inception) through December 31, 2021 relates to the Company’s formation and the Initial Public Offering. The Company will not generate any operating revenues until after the completion of its initial business combination, at the earliest. The Company will generate non-operating income in the form of interest income on cash and cash equivalents from the proceeds derived from its Proposed Public Offering. The Company’s ability to commence operations is contingent upon consummating a business combination. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering, although substantially all of the net proceeds are intended to be applied generally toward consummating a business combination. Although management has been successful to date in raising necessary funding, there can be no assurance that any required future financing can be successfully completed. Furthermore, the Company’s ability to consummate its initial business combination within the contractual time period is uncertain. The Company has eight months from April 2022 to consummate its business combination with the available extensions, which is 15 months from the closing of its Initial Public Offering, or until December 17, 2022. If the Company anticipates that it may not be able to consummate its initial business combination within eight months, it may, by resolution of the Company’s board of directors and if requested by its sponsor, WinVest SPAC LLC (the “Sponsor”), extend the period of time to consummate a business combination up to two times, each by an additional three months (for a total of up to 21 months to complete a business combination), subject to the deposit of additional funds into the Trust Account by the Company’s Sponsor or its affiliates or designees. There is no assurance the Company will obtain the two three month extensions beyond December 17, 2022, if needed. There is no assurance that the Company will successfully consummate a business combination by December 17, 2022, or within the two three month extension periods, if granted. Based on these circumstances, management has determined that these conditions raise substantial doubt about the Company’s ability to continue as a going concern.

Accordingly, the accompanying financial statements have been prepared in conformity with U.S. GAAP, which contemplates continuation of the Company as a going concern and the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.