Related Party Transactions	6 Months Ended
Mar. 31, 2022
Related Party Transactions [Abstract]
Related Party Transactions	Note 4 — Related Party Transactions Class B Founder Shares In July 2021, the Sponsor acquired 5,750,000 shares of Class B common stock (the “Class B Founder Shares”) for an aggregate purchase price of $25,000. Prior to the initial investment in the company of $25,000 by our Sponsor, we had no assets, tangible or intangible. The per-share purchase price of the Class B Founder Shares was determined by dividing the amount of cash contributed to the company by the aggregate number of Class B Founder Shares issued. In August, September and October 2021, the Sponsor transferred 35,000 Class B Founder Shares to each of our independent directors, Jasmin Allen, John Toth and Lowell J. Singer, and 15,000 Class B Founder Shares to each of our four advisory board members, in each case at a purchase price of approximately $0.004 per share. The fair value of Founder Shares transferred totalling approximately $1.1 million as of March 31, 2022 will be recorded upon the consummation of an Initial Business Combination. The Class B Founder Shares will automatically convert into shares of the Company’s Class A Common Stock on the first business day following the completion of the initial Business Combination at a ratio such that the number of shares of the Class A common stock issuable upon conversion of all Class B Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of shares of the Company’s common stock issued and outstanding upon completion of this offering, plus (ii) the sum of (a) the total number of shares of the Company’s common stock issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or deemed issued by the company in connection with or in relation to the completion of the initial business combination, excluding (1) any shares of the Company’s Class A common stock or equity-linked securities exercisable or exchangeable for or convertible into shares of the Company’s Class A common stock issued, or to be issued, to any seller in the initial Business Combination and (2) any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of working capital loans, minus (b) the number of Public Shares redeemed by Public Stockholders in connection with the initial Business Combination. Related Party Promissory Note On July 1, 2021, the Sponsor agreed to loan the Company up to $300,000 to be used for the payment of costs related to the Initial Public Offering pursuant to a promissory note (the “Note”). The Note is non-interest bearing, unsecured and due upon the earlier of March 31, 2022, or the date the Company consummates the Initial Public Offering. The Company intends to repay the Note from the proceeds of the Initial Public Offering not being placed in the Trust Account. On July 19, 2021, the Company borrowed $100,000 under the Note with the Sponsor and had no outstanding balance as of March 31, 2022 and a balance of $100,000 as of September 30, 2021. Private Placement Warrants Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 11,700,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant to the Sponsor, generating proceeds of $11,700,000. Each warrant is exercisable to purchase one share of the Company’s Class A common stock at a price of $11.50 per share. Certain proceeds from the sale of the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirement of applicable law) and the Private Placement Warrants will expire worthless. Due to Related Party As of March 31, 2022, the Company has a balance of $46,333 in due to related party. This balance is made up of the administrative fees noted in the administrative services agreement footnote. There was no balance due to related party as of September 30, 2021.

Related Party Transactions

6 Months Ended

Mar. 31, 2022

Note 4 — Related Party Transactions

Class B Founder Shares

In July 2021, the Sponsor acquired 5,750,000 shares of Class B common stock (the “Class B Founder Shares”) for an aggregate purchase price of $25,000. Prior to the initial investment in the company of $25,000 by our Sponsor, we had no assets, tangible or intangible. The per-share purchase price of the Class B Founder Shares was determined by dividing the amount of cash contributed to the company by the aggregate number of Class B Founder Shares issued.

In August, September and October 2021, the Sponsor transferred 35,000 Class B Founder Shares to each of our independent directors, Jasmin Allen, John Toth and Lowell J. Singer, and 15,000 Class B Founder Shares to each of our four advisory board members, in each case at a purchase price of approximately $0.004 per share. The fair value of Founder Shares transferred totalling approximately $1.1 million as of March 31, 2022 will be recorded upon the consummation of an Initial Business Combination.

The Class B Founder Shares will automatically convert into shares of the Company’s Class A Common Stock on the first business day following the completion of the initial Business Combination at a ratio such that the number of shares of the Class A common stock issuable upon conversion of all Class B Founder Shares will equal, in the aggregate, on an as-converted basis, 20% of the sum of (i) the total number of shares of the Company’s common stock issued and outstanding upon completion of this offering, plus (ii) the sum of (a) the total number of shares of the Company’s common stock issued or deemed issued or issuable upon conversion or exercise of any equity-linked securities or deemed issued by the company in connection with or in relation to the completion of the initial business combination, excluding (1) any shares of the Company’s Class A common stock or equity-linked securities exercisable or exchangeable for or convertible into shares of the Company’s Class A common stock issued, or to be issued, to any seller in the initial Business Combination and (2) any Private Placement Warrants issued to the Sponsor, officers or directors upon conversion of working capital loans, minus (b) the number of Public Shares redeemed by Public Stockholders in connection with the initial Business Combination.

Related Party Promissory Note

On July 1, 2021, the Sponsor agreed to loan the Company up to $300,000 to be used for the payment of costs related to the Initial Public Offering pursuant to a promissory note (the “Note”). The Note is non-interest bearing, unsecured and due upon the earlier of March 31, 2022, or the date the Company consummates the Initial Public Offering. The Company intends to repay the Note from the proceeds of the Initial Public Offering not being placed in the Trust Account. On July 19, 2021, the Company borrowed $100,000 under the Note with the Sponsor and had no outstanding balance as of March 31, 2022 and a balance of $100,000 as of September 30, 2021.

Private Placement Warrants

Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 11,700,000 Private Placement Warrants at a price of $1.00 per Private Placement Warrant to the Sponsor, generating proceeds of $11,700,000.

Each warrant is exercisable to purchase one share of the Company’s Class A common stock at a price of $11.50 per share. Certain proceeds from the sale of the Private Placement Warrants were added to the proceeds from the Initial Public Offering held in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants will be used to fund the redemption of the Public Shares (subject to the requirement of applicable law) and the Private Placement Warrants will expire worthless.

Due to Related Party

As of March 31, 2022, the Company has a balance of $46,333 in due to related party. This balance is made up of the administrative fees noted in the administrative services agreement footnote. There was no balance due to related party as of September 30, 2021.