$bnix 2024 Q2 10-K

Concept	2024 Q2	2023 Q4	2023
Revenue	$0.00	$0.00	$0.00
YoY Change
Cost Of Revenue
YoY Change
Gross Profit
YoY Change
Gross Profit Margin
Selling, General & Admin
YoY Change
% of Gross Profit
Research & Development
YoY Change
% of Gross Profit
Depreciation & Amortization
YoY Change
% of Gross Profit
Operating Expenses	$348.4K	$307.1K	$1.505M
YoY Change	-28.92%	19.37%	50.36%
Operating Profit	-$348.4K		-$1.505M
YoY Change	-28.92%		50.36%
Interest Expense	$200.1K	$375.5K	$1.770M
YoY Change	-41.16%	-40.44%	62.56%
% of Operating Profit
Other Income/Expense, Net	$204.1K	$8.120K	$1.778M
YoY Change	-39.3%	100.0%	39.84%
Pretax Income	-$144.3K	$76.53K	$272.8K
YoY Change	-6.21%	-79.71%	0.89%
Income Tax	$8.826K	-$18.48K	$329.6K
% Of Pretax Income		-24.15%	120.84%
Net Earnings	-$153.1K	$95.01K	-$56.84K
YoY Change	-36.05%	-56.26%	-220.66%
Net Earnings / Revenue
Basic Earnings Per Share	-$0.04		-$0.01
Diluted Earnings Per Share	-$0.04	$0.02	-$0.01
COMMON SHARES
Basic Shares Outstanding	4.082M shares	5.464M shares	6.191M shares
Diluted Shares Outstanding	4.082M shares		6.191M shares

Concept	2024 Q2	2023 Q4	2023
SHORT-TERM ASSETS
Cash & Short-Term Investments	$29.69K	$232.3K	$232.3K
YoY Change	-77.16%	1106.02%	1106.02%
Cash & Equivalents	$0.00	$0.00
Short-Term Investments
Other Short-Term Assets	$5.290K	$5.250K	$5.250K
YoY Change	-73.55%	-80.04%	-80.04%
Inventory
Prepaid Expenses
Receivables
Other Receivables
Total Short-Term Assets	$34.98K	$237.5K	$237.5K
YoY Change	-77.14%	421.43%	421.47%
LONG-TERM ASSETS
Property, Plant & Equipment
YoY Change
Goodwill
YoY Change
Intangibles
YoY Change
Long-Term Investments	$17.38M	$32.12M	$32.12M
YoY Change	-44.5%	-55.03%	-55.03%
Other Assets
YoY Change
Total Long-Term Assets	$17.38M	$32.12M	$32.12M
YoY Change	-44.5%	-55.03%	-55.03%
TOTAL ASSETS
Total Short-Term Assets	$34.98K	$237.5K	$237.5K
Total Long-Term Assets	$17.38M	$32.12M	$32.12M
Total Assets	$17.41M	$32.35M	$32.35M
YoY Change	-44.66%	-54.73%	-54.73%
SHORT-TERM LIABILITIES
YoY Change
Accounts Payable	$881.4K	$787.3K	$787.3K
YoY Change	72.82%	188.83%	188.83%
Accrued Expenses	$562.1K	$410.8K	$410.8K
YoY Change	37.1%
Deferred Revenue
YoY Change
Short-Term Debt	$1.004M	$974.0K	$974.0K
YoY Change	128.18%
Long-Term Debt Due	$0.00	$0.00
YoY Change
Total Short-Term Liabilities	$4.459M	$3.939M	$3.939M
YoY Change	47.16%	175.09%	175.09%
LONG-TERM LIABILITIES
Long-Term Debt	$0.00	$0.00	$0.00
YoY Change
Other Long-Term Liabilities	$233.1K	$229.1K	$229.1K
YoY Change	-2.87%	-3.42%	-3.42%
Total Long-Term Liabilities	$233.1K	$229.1K	$229.1K
YoY Change	-2.87%	-3.42%	-3.42%
TOTAL LIABILITIES
Total Short-Term Liabilities	$4.459M	$3.939M	$3.939M
Total Long-Term Liabilities	$233.1K	$229.1K	$229.1K
Total Liabilities	$4.692M	$4.168M	$4.168M
YoY Change	43.44%	140.09%	140.09%
SHAREHOLDERS EQUITY
Retained Earnings	-$4.732M	-$3.678M
YoY Change	77.13%	190.13%
Common Stock	$39.62K	$39.62K
YoY Change	0.0%	0.0%
Preferred Stock
YoY Change
Treasury Stock (at cost)	$14.38K	$14.38K
YoY Change	0.0%	0.0%
Treasury Stock Shares
Shareholders Equity	-$4.707M	-$3.653M	$28.19M
YoY Change
Total Liabilities & Shareholders Equity	$17.41M	$32.35M	$32.35M
YoY Change	-44.66%	-54.73%	-54.73%

Concept	2024 Q2	2023 Q4	2023
OPERATING ACTIVITIES
Net Income	-$153.1K	$95.01K	-$56.84K
YoY Change	-36.05%	-56.26%	-220.66%
Depreciation, Depletion And Amortization
YoY Change
Cash From Operating Activities	-$257.5K	-$223.8K	-$908.5K
YoY Change	60.93%	-47.83%	32.98%
INVESTING ACTIVITIES
Capital Expenditures
YoY Change
Acquisitions
YoY Change
Other Investing Activities	-$75.00K	$169.7K	$41.07M
YoY Change	-67.39%	-124.59%	-6508.01%
Cash From Investing Activities	-$75.00K	$169.7K	$41.07M
YoY Change	-67.39%	-124.59%	-6508.01%
FINANCING ACTIVITIES
Cash Dividend Paid
YoY Change
Common Stock Issuance & Retirement, Net
YoY Change
Debt Paid & Issued, Net
YoY Change
Cash From Financing Activities	0.000	246.8K	-$39.95M
YoY Change	-100.0%	-72.99%	-4471.44%
NET CHANGE
Cash From Operating Activities	-257.5K	-223.8K	-$908.5K
Cash From Investing Activities	-75.00K	169.7K	$41.07M
Cash From Financing Activities	0.000	246.8K	-$39.95M
Net Change In Cash	-332.5K	192.7K	$213.0K
YoY Change	-377.07%	-193.94%	-151.93%
FREE CASH FLOW
Cash From Operating Activities	-$257.5K	-$223.8K	-$908.5K
Capital Expenditures
Free Cash Flow
YoY Change

Frame	Concept Type	Concept / XBRL Key	Value	Unit
CY2023	dei	Document Fiscal Year Focus DocumentFiscalYearFocus	2023
CY2023	dei	Document Fiscal Period Focus DocumentFiscalPeriodFocus	FY
CY2023	dei	Entity Central Index Key EntityCentralIndexKey	0001845942
CY2023Q4	us-gaap	Commitments And Contingencies CommitmentsAndContingencies		usd
CY2022Q4	us-gaap	Commitments And Contingencies CommitmentsAndContingencies		usd
CY2023	dei	Document Type DocumentType	10-K
CY2023	dei	Document Annual Report DocumentAnnualReport	true
CY2023	dei	Document Period End Date DocumentPeriodEndDate	2023-12-31
CY2023	dei	Current Fiscal Year End Date CurrentFiscalYearEndDate	--12-31
CY2023	dei	Document Transition Report DocumentTransitionReport	false
CY2023	dei	Entity Registrant Name EntityRegistrantName	BANNIX ACQUISITION CORP.
CY2023	dei	Entity Incorporation State Country Code EntityIncorporationStateCountryCode	DE
CY2023	dei	Entity File Number EntityFileNumber	001-40790
CY2023	dei	Entity Tax Identification Number EntityTaxIdentificationNumber	86-1626016
CY2023	dei	Entity Address Address Line2 EntityAddressAddressLine2	Suite 210 # 301
CY2023	dei	Entity Address City Or Town EntityAddressCityOrTown	Wilmington
CY2023	dei	Entity Address State Or Province EntityAddressStateOrProvince	DE
CY2023	dei	Entity Address Postal Zip Code EntityAddressPostalZipCode	19801
CY2023	dei	Local Phone Number LocalPhoneNumber	305-4790
CY2023	dei	Entity Current Reporting Status EntityCurrentReportingStatus	No
CY2023	dei	Entity Interactive Data Current EntityInteractiveDataCurrent	Yes
CY2023	dei	Entity Filer Category EntityFilerCategory	Non-accelerated Filer
CY2023	dei	Entity Small Business EntitySmallBusiness	true
CY2023	dei	Entity Emerging Growth Company EntityEmergingGrowthCompany	true
CY2023	dei	Entity Ex Transition Period EntityExTransitionPeriod	false
CY2023	dei	Entity Well Known Seasoned Issuer EntityWellKnownSeasonedIssuer	No
CY2023	dei	Entity Voluntary Filers EntityVoluntaryFilers	No
CY2023	dei	Icfr Auditor Attestation Flag IcfrAuditorAttestationFlag	false
CY2023	dei	Document Fin Stmt Error Correction Flag DocumentFinStmtErrorCorrectionFlag	false
CY2023Q2	dei	Entity Public Float EntityPublicFloat	57094756	usd
CY2024Q2	dei	Entity Common Stock Shares Outstanding EntityCommonStockSharesOutstanding	4081747	shares
CY2023Q4	ecd	Rule10b51 Arr Adopted Flag Rule10b51ArrAdoptedFlag	false
CY2023Q4	ecd	Non Rule10b51 Arr Adopted Flag NonRule10b51ArrAdoptedFlag	false
CY2023Q4	ecd	Rule10b51 Arr Trmntd Flag Rule10b51ArrTrmntdFlag	false
CY2023Q4	ecd	Non Rule10b51 Arr Trmntd Flag NonRule10b51ArrTrmntdFlag	false
CY2023	dei	Auditor Name AuditorName	RBSM LLP
CY2023	dei	Auditor Firm AuditorFirmId	587
CY2023	dei	Auditor Location AuditorLocation	New York, NY
CY2023Q4	us-gaap	Cash Cash	232278	usd
CY2022Q4	us-gaap	Cash Cash	19257	usd
CY2023Q4	us-gaap	Other Prepaid Expense Current OtherPrepaidExpenseCurrent	5251	usd
CY2022Q4	us-gaap	Other Prepaid Expense Current OtherPrepaidExpenseCurrent	26296	usd
CY2023Q4	us-gaap	Assets Current AssetsCurrent	237529	usd
CY2022Q4	us-gaap	Assets Current AssetsCurrent	45553	usd
CY2023Q4	us-gaap	Assets Held In Trust AssetsHeldInTrust	32116099	usd
CY2022Q4	us-gaap	Assets Held In Trust AssetsHeldInTrust	71421125	usd
CY2023Q4	us-gaap	Assets Assets	32353628	usd
CY2022Q4	us-gaap	Assets Assets	71466678	usd
CY2023Q4	us-gaap	Accounts Payable And Accrued Liabilities Current AccountsPayableAndAccruedLiabilitiesCurrent	787307	usd
CY2022Q4	us-gaap	Accounts Payable And Accrued Liabilities Current AccountsPayableAndAccruedLiabilitiesCurrent	272594	usd
CY2023Q4	binxu	Income Taxes Payable Current IncomeTaxesPayableCurrent	552912	usd
CY2022Q4	binxu	Income Taxes Payable Current IncomeTaxesPayableCurrent	156285	usd
CY2023Q4	us-gaap	Sales And Excise Tax Payable Current SalesAndExciseTaxPayableCurrent	410772	usd
CY2022Q4	us-gaap	Sales And Excise Tax Payable Current SalesAndExciseTaxPayableCurrent	0	usd
CY2023Q4	binxu	Promissory Notes Evie PromissoryNotesEvie	974015	usd
CY2022Q4	binxu	Promissory Notes Evie PromissoryNotesEvie	0	usd
CY2023Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1213600	usd
CY2022Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1002850	usd
CY2023Q4	us-gaap	Liabilities Current LiabilitiesCurrent	3938606	usd
CY2022Q4	us-gaap	Liabilities Current LiabilitiesCurrent	1431729	usd
CY2023Q4	us-gaap	Extended Product Warranty Accrual Noncurrent ExtendedProductWarrantyAccrualNoncurrent	4060	usd
CY2022Q4	us-gaap	Extended Product Warranty Accrual Noncurrent ExtendedProductWarrantyAccrualNoncurrent	12180	usd
CY2023Q4	us-gaap	Deferred Income Tax Liabilities Net DeferredIncomeTaxLiabilitiesNet	0	usd
CY2022Q4	us-gaap	Deferred Income Tax Liabilities Net DeferredIncomeTaxLiabilitiesNet	66997	usd
CY2023Q4	binxu	Deferred Underwriters Discount DeferredUnderwritersDiscount	225000	usd
CY2022Q4	binxu	Deferred Underwriters Discount DeferredUnderwritersDiscount	225000	usd
CY2023Q4	us-gaap	Liabilities Liabilities	4167666	usd
CY2022Q4	us-gaap	Liabilities Liabilities	1735906	usd
CY2023Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	2939613	shares
CY2022Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	6900000	shares
CY2023Q4	binxu	Common Stock Subject To Possible Redemption CommonStockSubjectToPossibleRedemption	31839150	usd
CY2022Q4	binxu	Common Stock Subject To Possible Redemption CommonStockSubjectToPossibleRedemption	70973384	usd
CY2023Q4	us-gaap	Preferred Stock Par Or Stated Value Per Share PreferredStockParOrStatedValuePerShare	0.01
CY2022Q4	us-gaap	Preferred Stock Par Or Stated Value Per Share PreferredStockParOrStatedValuePerShare	0.01
CY2023Q4	us-gaap	Preferred Stock Shares Authorized PreferredStockSharesAuthorized	1000000	shares
CY2022Q4	us-gaap	Preferred Stock Shares Authorized PreferredStockSharesAuthorized	1000000	shares
CY2023Q4	us-gaap	Preferred Stock Shares Issued PreferredStockSharesIssued	0	shares
CY2023Q4	us-gaap	Preferred Stock Shares Outstanding PreferredStockSharesOutstanding	0	shares
CY2022Q4	us-gaap	Preferred Stock Shares Issued PreferredStockSharesIssued	0	shares
CY2022Q4	us-gaap	Preferred Stock Shares Outstanding PreferredStockSharesOutstanding	0	shares
CY2023Q4	us-gaap	Preferred Stock Value PreferredStockValue	0	usd
CY2022Q4	us-gaap	Preferred Stock Value PreferredStockValue	0	usd
CY2023Q4	us-gaap	Common Stock Par Or Stated Value Per Share CommonStockParOrStatedValuePerShare	0.01
CY2022Q4	us-gaap	Common Stock Par Or Stated Value Per Share CommonStockParOrStatedValuePerShare	0.01
CY2023Q4	us-gaap	Common Stock Shares Authorized CommonStockSharesAuthorized	100000000	shares
CY2022Q4	us-gaap	Common Stock Shares Authorized CommonStockSharesAuthorized	100000000	shares
CY2023Q4	us-gaap	Common Stock Shares Issued CommonStockSharesIssued	6901113	shares
CY2022Q4	us-gaap	Common Stock Shares Issued CommonStockSharesIssued	10861500	shares
CY2023Q4	us-gaap	Common Stock Shares Outstanding CommonStockSharesOutstanding	2524000	shares
CY2022Q4	us-gaap	Common Stock Shares Outstanding CommonStockSharesOutstanding	2524000	shares
CY2023Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	2939613	shares
CY2022Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	6900000	shares
CY2023Q4	us-gaap	Treasury Stock Common Shares TreasuryStockCommonShares	1437500	shares
CY2022Q4	us-gaap	Treasury Stock Common Shares TreasuryStockCommonShares	1437500	shares
CY2023Q4	us-gaap	Common Stock Value CommonStockValue	39615	usd
CY2022Q4	us-gaap	Common Stock Value CommonStockValue	39615	usd
CY2023Q4	us-gaap	Additional Paid In Capital AdditionalPaidInCapital	0	usd
CY2022Q4	us-gaap	Additional Paid In Capital AdditionalPaidInCapital	0	usd
CY2023Q4	us-gaap	Retained Earnings Accumulated Deficit RetainedEarningsAccumulatedDeficit	-3678428	usd
CY2022Q4	us-gaap	Retained Earnings Accumulated Deficit RetainedEarningsAccumulatedDeficit	-1267852	usd
CY2023Q4	us-gaap	Treasury Stock Common Shares TreasuryStockCommonShares	1437500	shares
CY2022Q4	us-gaap	Treasury Stock Common Shares TreasuryStockCommonShares	1437500	shares
CY2023Q4	us-gaap	Treasury Stock Value TreasuryStockValue	14375	usd
CY2022Q4	us-gaap	Treasury Stock Value TreasuryStockValue	14375	usd
CY2023Q4	us-gaap	Stockholders Equity StockholdersEquity	-3653188	usd
CY2022Q4	us-gaap	Stockholders Equity StockholdersEquity	-1242612	usd
CY2023Q4	us-gaap	Liabilities And Stockholders Equity LiabilitiesAndStockholdersEquity	32353628	usd
CY2022Q4	us-gaap	Liabilities And Stockholders Equity LiabilitiesAndStockholdersEquity	71466678	usd
CY2023	us-gaap	Operating Expenses OperatingExpenses	1504995	usd
CY2022	us-gaap	Operating Expenses OperatingExpenses	1000944	usd
CY2023	us-gaap	Operating Income Loss OperatingIncomeLoss	-1504995	usd
CY2022	us-gaap	Operating Income Loss OperatingIncomeLoss	-1000944	usd
CY2023	binxu	Interest Income On Trust Account InterestIncomeOnTrustAccount	1769666	usd
CY2022	binxu	Interest Income On Trust Account InterestIncomeOnTrustAccount	1088633	usd
CY2023	us-gaap	Income Loss From Continuing Operations Before Income Taxes Extraordinary Items Noncontrolling Interest IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest	272791	usd
CY2023	us-gaap	Income Tax Expense Benefit IncomeTaxExpenseBenefit	329630	usd
CY2022	us-gaap	Income Tax Expense Benefit IncomeTaxExpenseBenefit	223282	usd
CY2023	us-gaap	Net Income Loss NetIncomeLoss	-56839	usd
CY2022	us-gaap	Net Income Loss NetIncomeLoss	47107	usd
CY2023	us-gaap	Weighted Average Number Of Shares Outstanding Basic WeightedAverageNumberOfSharesOutstandingBasic	6190588	shares
CY2023	us-gaap	Weighted Average Number Of Diluted Shares Outstanding WeightedAverageNumberOfDilutedSharesOutstanding	6190588	shares
CY2022	us-gaap	Weighted Average Number Of Shares Outstanding Basic WeightedAverageNumberOfSharesOutstandingBasic	9424000	shares
CY2022	us-gaap	Weighted Average Number Of Diluted Shares Outstanding WeightedAverageNumberOfDilutedSharesOutstanding	9424000	shares
CY2023	us-gaap	Earnings Per Share Basic EarningsPerShareBasic	-0.01
CY2023	us-gaap	Earnings Per Share Diluted EarningsPerShareDiluted	-0.01
CY2022	us-gaap	Earnings Per Share Basic EarningsPerShareBasic	0.00
CY2022	us-gaap	Earnings Per Share Diluted EarningsPerShareDiluted	0.00
CY2021Q4	us-gaap	Stockholders Equity StockholdersEquity	11563522	usd
CY2022	binxu	Accretion Of Common Stock Subject To Possible Redemption To Redemption Value AccretionOfCommonStockSubjectToPossibleRedemptionToRedemptionValue	-12902071	usd
CY2022	binxu	Reversal Of Delaware Franchise Tax ReversalOfDelawareFranchiseTax	48830	usd
CY2022	binxu	Instant Fame Securities Purchase Agreement InstantFameSecuritiesPurchaseAgreement	-1253900	usd
CY2022	binxu	Instant Fame Securities Purchase Agreements InstantFameSecuritiesPurchaseAgreements	1253900	usd
CY2022	us-gaap	Net Income Loss NetIncomeLoss	47107	usd
CY2022Q4	us-gaap	Stockholders Equity StockholdersEquity	-1242612	usd
CY2023	us-gaap	Net Income Loss NetIncomeLoss	-56839	usd
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CY2023	us-gaap	Profit Loss ProfitLoss	-56839	usd
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CY2023	us-gaap	Fair Value Adjustment Of Warrants FairValueAdjustmentOfWarrants	-8120	usd
CY2022	us-gaap	Fair Value Adjustment Of Warrants FairValueAdjustmentOfWarrants	-182700	usd
CY2023	us-gaap	Gain Loss On Investments GainLossOnInvestments	-0	usd
CY2022	us-gaap	Gain Loss On Investments GainLossOnInvestments	239445	usd
CY2023	binxu	Interest Incomes On Trust Account InterestIncomesOnTrustAccount	1769666	usd
CY2022	binxu	Interest Incomes On Trust Account InterestIncomesOnTrustAccount	849188	usd
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CY2022	us-gaap	Increase Decrease In Accrued Income Taxes Payable IncreaseDecreaseInAccruedIncomeTaxesPayable	156285	usd
CY2023	us-gaap	Increase Decrease In Other Accounts Payable And Accrued Liabilities IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities	514713	usd
CY2022	us-gaap	Increase Decrease In Other Accounts Payable And Accrued Liabilities IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities	112467	usd
CY2023	us-gaap	Increase Decrease Due From Other Related Parties IncreaseDecreaseDueFromOtherRelatedParties	-60750	usd
CY2022	us-gaap	Increase Decrease Due From Other Related Parties IncreaseDecreaseDueFromOtherRelatedParties	-60000	usd
CY2023	us-gaap	Net Cash Provided By Used In Operating Activities NetCashProvidedByUsedInOperatingActivities	-908487	usd
CY2022	us-gaap	Net Cash Provided By Used In Operating Activities NetCashProvidedByUsedInOperatingActivities	-683157	usd
CY2023	binxu	Investment Of Cash Into Trust Account InvestmentOfCashIntoTrustAccount	750000	usd
CY2022	binxu	Investment Of Cash Into Trust Account InvestmentOfCashIntoTrustAccount	690000	usd
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CY2022	binxu	Redemptions From Trust Account RedemptionsFromTrustAccount	0	usd
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CY2022	us-gaap	Net Cash Provided By Used In Investing Activities NetCashProvidedByUsedInInvestingActivities	-640990	usd
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CY2023	binxu	Loans From Related Party LoansFromRelatedParty	0	usd
CY2022	binxu	Loans From Related Party LoansFromRelatedParty	23960	usd
CY2023	binxu	Redemption Of Class Common Stock Subject To Possible Redemption RedemptionOfClassCommonStockSubjectToPossibleRedemption	41077199	usd
CY2022	binxu	Redemption Of Class Common Stock Subject To Possible Redemption RedemptionOfClassCommonStockSubjectToPossibleRedemption	-0	usd
CY2023	binxu	Proceeds From Promissory Notes Evie ProceedsFromPromissoryNotesEvie	974015	usd
CY2022	binxu	Proceeds From Promissory Notes Evie ProceedsFromPromissoryNotesEvie	0	usd
CY2023	binxu	Proceeds From Promissory Note To Instant Fame ProceedsFromPromissoryNoteToInstantFame	150000	usd
CY2022	binxu	Proceeds From Promissory Note To Instant Fame ProceedsFromPromissoryNoteToInstantFame	690000	usd
CY2023	us-gaap	Net Cash Provided By Used In Financing Activities NetCashProvidedByUsedInFinancingActivities	-39953184	usd
CY2022	us-gaap	Net Cash Provided By Used In Financing Activities NetCashProvidedByUsedInFinancingActivities	913960	usd
CY2023	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Excluding Exchange Rate Effect CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect	213021	usd
CY2022	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Excluding Exchange Rate Effect CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect	-410187	usd
CY2022Q4	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	19257	usd
CY2021Q4	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	429444	usd
CY2023Q4	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	232278	usd
CY2022Q4	us-gaap	Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents	19257	usd
CY2023	binxu	Accretions Of Common Stock Subject To Possible Redemption To Redemption Value AccretionsOfCommonStockSubjectToPossibleRedemptionToRedemptionValue	1942965	usd
CY2022	binxu	Accretions Of Common Stock Subject To Possible Redemption To Redemption Value AccretionsOfCommonStockSubjectToPossibleRedemptionToRedemptionValue	12902071	usd
CY2023	binxu	Excise Tax Payable ExciseTaxPayable	410772	usd
CY2022	binxu	Excise Tax Payable ExciseTaxPayable	0	usd
CY2023	binxu	Reverse Over Accrual Of Delaware Franchise Tax ReverseOverAccrualOfDelawareFranchiseTax	0	usd
CY2022	binxu	Reverse Over Accrual Of Delaware Franchise Tax ReverseOverAccrualOfDelawareFranchiseTax	48830	usd
CY2023	us-gaap	Income Taxes Paid IncomeTaxesPaid	0	usd
CY2022	us-gaap	Income Taxes Paid IncomeTaxesPaid	0	usd
CY2023	us-gaap	Nature Of Operations NatureOfOperations	<p id="xdx_800_eus-gaap--NatureOfOperations_zhT3l328JSaa" style="font: 10pt Times New Roman, Times, Serif; margin: 0 12.5pt 0 0; text-align: justify"><b><span id="b_006"></span>NOTE 1 — <span id="xdx_82B_zSaTlkkqnlNi">DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS</span></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0 12.5pt 0 0; text-align: justify"><b> </b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Organization and General</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Bannix Acquisition Corp. (the “Company”) is a blank check company incorporated in the state of Delaware on January 21, 2021. The Company was formed for the purpose of effecting mergers, capital stock exchange, asset acquisitions, stock purchases, reorganization or similar business combinations with one or more businesses (“Business Combination”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">As of December 31, 2023, the Company had not commenced any operations. All activity for the period from January 21, 2021 (inception) through December 31, 2023 relates to the Company’s formation and the initial public offering (the “IPO”) (as defined below) and the Company’s search for a target and the consummation of an initial Business Combination. 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 the IPO and non-operating income or expense from the changes in the fair value of warrant liabilities. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Sponsors and Officers</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company’s original sponsors were Subash Menon and Sudeesh Yezhuvath (through their investment entity Bannix Management LLP), Suresh Yezhuvath (“Yezhuvath”) and Seema Rao (“Rao”) (collectively, the “Former Sponsor”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On October 20, 2022, pursuant to a Securities Purchase Agreement (“SPA”), Instant Fame LLC, a Nevada limited liability company controlled by a U.S. person (“Instant Fame”) (the “Sponsor”), acquired an aggregate of <span id="xdx_901_eus-gaap--StockIssuedDuringPeriodSharesAcquisitions_c20221019__20221020__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--BannixManagementLLPMember_z6nqxsKj9Gw" title="Number of shares acquired">385,000</span> shares of common stock of the Company from Bannix Management LLP, Balaji Venugopal Bhat, Nicholos Hellyer, Subbanarasimhaiah Arun, Vishant Vora and Suresh Yezhuvath and 90,000 private placement units from Suresh Yezhuvath (collectively, the “Sellers”) in a private transaction. The Sellers immediately loaned the entire proceeds to the Company for the working capital requirements of the Company. This loan will be forfeited by the Sellers upon liquidation or business combination. In connection with this transaction, all parties agreed to certain changes to the Board of Directors.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">As a result of the above, Subash Menon resigned as Chief Executive Officer and Chairman of the Board of Directors of the Company and Nicholas Hellyer resigned as Chief Financial Officer, Secretary and Head of Strategy. Douglas Davis was appointed as the Chief Executive Officer of the Company. Further, Balaji Venugopal Bhat, Subbanarasimhaiah Arun and Vishant Vora resigned as Directors of the Company. Mr. Bhat, Mr. Arun and Mr. Vora served on the Audit Committee with Mr. Bhat serving as the committee chair. Mr. Bhat, Mr. Arun and Mr. Vora served on the Compensation Committee with Mr. Arun serving as the committee chair.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Board was also increased from two to seven and Craig Marshak and Douglas Davis were appointed as Co-Chairmans of the Board of Directors effective immediately. Further, Jamal Khurshid, Eric T. Shuss and Ned L. Siegel were appointed to the Board of Directors of the Company. The resignations referenced above were not the result of any disagreement with management or the Board.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On November 10, 2022, Sudeesh Yezhuvath resigned as a director of the Company for personal reasons. The resignation was not the result of any disagreements with management or the Board.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Due to vacancies as results of board members departure, on November 11, 2022 the Board made the following decisions: (i) Jamie Khurshid, Ned Siegel and Eric Shuss each have been identified as being financially literate and independent under the SEC and Nasdaq Rules have been appointed to the Audit Committee to serve until their successors are qualified and appointed with such appointment subject to the mailing of that certain Schedule 14F Information Statement. Mr. Khurshid chairs the audit committee. (ii) Mr. Siegel, Mr. Shuss and Craig Marshak each have been identified as being independent under the SEC and Nasdaq Rules were appointed to the Compensation Committee to serve until their successors are qualified and appointed with such appointment subject to the mailing of that certain Schedule 14F Information Statement. (iii) Messrs. Davis and Marshak have been appointed as Class III directors, Subash Menon has been appointed as a Class I director and, subject to the mailing of the Schedule 14F Information Statement, Messrs. Khurshid, Siegel and Shuss have been appointed as the Class II directors. The Schedule 14F Information Statement was mailed on or about November 15, 2022.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On May 19, 2023, the Company entered into an Executive Retention Agreement with Mr. Davis, Chief Executive Officer and Co-Chairman of the Board of Directors, providing for an at-will employment arrangement that may be terminated by either party at any time, which provides for the payment of an annual salary of $<span id="xdx_906_eus-gaap--SalariesWagesAndOfficersCompensation_c20230518__20230519__srt--TitleOfIndividualAxis__custom--MrDavisMember_zm8ttdv0vyG" title="Payment of annual salary">240,000</span> to Mr. Davis. Additionally, the Company entered into a letter agreement with Subash Menon, a director of the Company, for services in connection with the review and advice pertaining to the proposed acquisition of Evie Group providing for a payment in the amount of $<span id="xdx_90B_ecustom--PaymentOnClosingOfBusinessCombination_c20230518__20230519__srt--TitleOfIndividualAxis__custom--SubashMenonMember_zd6cnCWfNgS6" title="Payment on closing of business combination">200,000</span> upon the closing of a Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On April 10, 2024, Erik Klinger was appointed by the Company to serve as the Chief Financial Officer of the Company. There is no understanding or arrangement between Mr. Klinger and any other person pursuant to which he was appointed as an executive officer. Mr. Klinger does not have any family relationship with any director, executive officer or person nominated or chosen by us to become an executive officer. The employment of Mr. Klinger is at will and may be terminated at any time, with or without formal cause.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Initial Public Offering</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b> </b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The registration statements for the Company’s IPO were declared effective on September 9, 2021 and September 10, 2021 (the “Effective Date”). On September 14, 2021, the Company consummated its IPO of <span id="xdx_902_eus-gaap--SaleOfStockNumberOfSharesIssuedInTransaction_c20210913__20210914__us-gaap--SubsidiarySaleOfStockAxis__us-gaap--IPOMember_zpkOC4qRu6m5" title="Sale of stock">6,900,000</span> units at $10.00 per unit (the “Units”), which is discussed in Note 2. Each Unit consists of one share of common stock (the “Public Shares”), one redeemable warrant to purchase one share of common stock at a price of $11.50 per share and one right. Each right entitles the holder thereof to receive one-tenth (1/10) of one share of common stock upon the consummation of the Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Concurrent with the IPO, the Company consummated the issuance of 406,000 private placement units (the “Private Placement Units”) as follows: the Company sold 181,000 Private Placement Units to certain investors for aggregate cash proceeds of $2,460,000 and issued an additional 225,000 private placement units to the Sponsor in exchange for the cancellation of $1,105,000 in loans and a promissory note due to them (see Note 5). Each Private Placement Unit consists of one share of common stock, one redeemable warrant to purchase one share of common stock at a price of $11.50 per whole share and one right. Each right entitles the holder thereof to receive one-tenth (1/10) of one share of common stock upon the consummation of the Business Combination. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the Private Placement Units, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Trust Account and Extensions</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Following the closing of the IPO on September 14, 2021, an amount of $69,690,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the IPO and Private Placement Units was placed in a trust account (the “Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company. The Company has since divested its investments in the Trust Account and placed the funds in an interest-bearing demand deposit account. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its franchise and income tax obligations (less up to $100,000 of interest to pay dissolution expenses), the proceeds from this offering and the sale of the Private Placement Units will not be released from the Trust Account until the earliest of (a) the completion of the Company’s initial Business Combination, (b) the redemption of any Public Shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, and (c) the redemption of the Company’s Public Shares if the Company is unable to complete the initial Business Combination within 15 months from the closing of this offering, or within any period of extension, subject to applicable law. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public stockholders.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company held a Special Meeting of Stockholders on March 8, 2023 (the “Special Meeting”). At the Special Meeting, the stockholder approved the filing of an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “Extension Amendment”), to extend the date (the “Extension”) by which the Company must (1) complete a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination involving the Company and one or more businesses (an “initial Business Combination”), (2) cease its operations except for the purpose of winding up if it fails to complete such initial Business Combination,</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">and (3) redeem 100% of the Company’s common stock (“common stock”) included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021 (the “IPO”), from March 14, 2023, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to twelve (12) times by an additional one (1) month each time after March 14, 2023 or later extended deadline date, by resolution of the Company’s board of directors (the “Board”), if requested by Instant Fame upon five days’ advance notice prior to the applicable deadline date, until March 14, 2024, or a total of up to twelve (12) months after March 14, 2023 (such date as extended, the “Deadline Date”), unless the closing of a Business Combination shall have occurred prior thereto.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">For the year ended December 31, 2023, the Company has deposited $<span id="xdx_901_ecustom--DepositedInTrustAccount_c20230101__20231231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_zDhfDP92vVac" title="Deposited in trust account">750,000</span> into the Trust Account to extend the Deadline Date to January 14, 2024. For the year ended December 31, 2022, $<span id="xdx_902_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_zSWlMH5iG1D" title="Deposited in trust account">690,000</span> was deposited in the Trust Account.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">At the Special Meeting, stockholders holding a total of <span id="xdx_904_eus-gaap--StockIssuedDuringPeriodSharesStockOptionsExercised_c20230307__20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zxr1BS3nFCqe" title="Number of shares exercised, shares">3,960,387</span> shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, $<span id="xdx_906_eus-gaap--StockIssuedDuringPeriodValueStockOptionsExercised_c20230307__20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zZzFV9DVOEJ7" title="Number of shares exercised, value">41,077,199</span> (approximately $<span id="xdx_907_eus-gaap--SharesIssuedPricePerShare_iI_c20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zzydHpUa2Fk8" title="Share price">10.37</span> per share) was removed from the Company’s Trust Account to pay such holders. Following redemptions, the Company has <span id="xdx_902_eus-gaap--TemporaryEquitySharesOutstanding_iI_c20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zwSozmpGqOq3" title="Shares outstanding">5,463,613</span> shares outstanding.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">As disclosed by the Company in its additional materials to its proxy statement filed on March 6, 2023 with respect to the remaining funds held in the Trust Account following the Special Meeting and the related redemptions, the Company stated it plans to maintain the remaining amount in its Trust Account in an interest-bearing demand deposit account at a bank.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On March 8, 2024, the Company held its Annual Meeting of Stockholders of the Company (the “Annual Meeting”), whereby the Company’s stockholders approved an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “March 2024 Amendment”), to extend the date by which the Company must (1) complete a Business Combination, (2) cease its operations except for the purpose of winding up if it fails to complete such Business Combination, and (3) redeem 100% of the Company’s common stock included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021, from March 14, 2024, as extended, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to six (6) times by an additional one (1) month each time after March 14, 2024 or later extended deadline date, by resolution of the Company’s Board of Directors, if requested by the Company’s Sponsor, until September 14, 2024, or a total of up to six (6) months after March 14, 2024, unless the closing of a Business Combination shall have occurred prior thereto (the “Extension Amendment”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Additionally, the Company’s stockholders approved an amendment to remove from the Amended and Restated Certificate of Incorporation the redemption limitation contained under Section 9.2(a) preventing the Company from closing a Business Combination if it would have less than $5,000,001 of net tangible assets (the “NTA Amendment”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span id="xdx_90D_eus-gaap--CommonStockVotingRights_c20230101__20231231_zcw4QncahtTd" title="Description of common stock voting rights">At the Annual Meeting, stockholders holding a total of 1,381,866 shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account.</span> As a result, $<span id="xdx_90B_eus-gaap--PaymentsForRepurchaseOfCommonStock_c20240307__20240308__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_z2fHDeXyv5Gi" title="Payment to trust account holders">15,134,429</span> (approximately $<span id="xdx_909_ecustom--PaymentPerShareOfCommonStock_iI_c20240308__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zkAgxCempEfi" title="Payment per share of common stock">10.95</span> per share) was removed from the Company’s Trust Account to pay such holders. Following redemptions, the Company has <span id="xdx_90F_eus-gaap--CommonStockSharesOutstanding_iI_c20240308__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zgU0NcdcTWta" title="Common stock, shares outstanding">4,081,747</span> shares outstanding.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Initial Business Combination</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company had until December 13, 2022 to consummate the initial Business Combination. Pursuant to the terms of the bylaws and the trust agreement entered into between the Company and Continental Stock Transfer & Trust Company, in order to extend the time available for the Company to consummate the initial Business Combination, the Sponsor, upon five days advance notice prior to the applicable deadline, must deposit into the Trust Account for each three-month extension, $690,000 ($0.10 per share in either case) on or prior to the date of the applicable deadline. In December 2022, the Company deposited $<span id="xdx_90B_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_z5SZWoocWo7g" title="Deposited in trust account">690,000</span> in the Trust Account, and as a result, the Deadline Date was extended until March 14, 2023. The Company, as approved at the stockholder meeting on March 8, 2023, without another stockholder vote, may further extend the date to consummate a Business Combination on a monthly basis up to twelve (12) times by an additional one (1) month each time after March 14, 2023 or later extended deadline date, by resolution of the Board, if requested by Instant Fame upon five days’ advance notice prior to the applicable deadline date, until March 14, 2024, or a total of up to twelve (12) months after March 14, 2023. If an Extension is implemented, Instant Fame will deposit into the Trust Account, as a loan, the lesser of (x) $<span id="xdx_907_eus-gaap--PaymentsForProceedsFromDepositOnLoan_c20221212__20221213__us-gaap--BusinessAcquisitionAxis__custom--DepositTrustAccountMember_zKaopkMjiY13" title="Deposits into trust account">75,000</span> or (y) $<span id="xdx_900_eus-gaap--BusinessAcquisitionSharePrice_iI_c20221213__us-gaap--BusinessAcquisitionAxis__custom--DepositTrustAccountMember_z0gCCkvVQs24" title="Business acquisition share price">0.07</span> per public share multiplied by the number of public shares outstanding (the “Contribution”), in connection with each Extension.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">For the year ended December 31, 2023 and 2022, the Company has deposited $<span id="xdx_906_ecustom--DepositedInTrustAccount_c20230101__20231231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_znAl5ysC9dU3" title="Deposited in trust account">750,000</span> and $<span id="xdx_904_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_z7B4lpQDjM71" title="Deposited in trust account">690,000</span> in the Trust Account to extend the Deadline Date to January 14, 2024.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On March 8, 2024, the Company held its Annual Meeting of Stockholders of the Company (the “Annual Meeting”), whereby the Company’s stockholders approved an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “March 2024 Amendment”), to extend the date by which the Company must (1) complete a Business Combination, (2) cease its operations except for the purpose of winding up if it fails to complete such Business Combination, and (3) redeem 100% of the Company’s common stock included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021, from March 14, 2024, as extended, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to six (6) times by an additional one (1) month each time after March 14, 2024 or later extended deadline date, by resolution of the Company’s Board of Directors, if requested by the Company’s Sponsor, until September 14, 2024, or a total of up to six (6) months after March 14, 2024, unless the closing of a Business Combination shall have occurred prior thereto (the “March 2024 Extension Amendment”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">From January 1, 2024 until the filing of this Form 10-K, the Company has deposited $<span id="xdx_90F_ecustom--DepositedInTrustAccount_c20231229__20240101__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zkhzccEh7tai">225,000 </span>in the Trust Account to extend the Deadline Date to June 14, 2024.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">In the event that the Company receives notice from Instant Fame five days prior to the applicable deadline of its wish for the Company to effect an extension, the Company intends to issue a press release announcing such intention at least three days prior to the applicable deadline. In addition, the Company intends to issue a press release the day after the applicable deadline announcing whether or not the funds had been timely deposited. Instant Fame and its affiliates or designees are not obligated to fund the Trust Account to extend the time for the Company to complete the initial Business Combination. If the Company is unable to consummate the initial Business Combination within the applicable time period, the Company will, promptly but not more than ten business days thereafter, redeem the Public Shares for a pro rata portion of the funds held in the Trust Account and promptly following such redemption, subject to the approval of the remaining stockholders and the board of directors, dissolve and liquidate, subject in each case to the obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. In such event, the rights and warrants will be worthless. Additionally, pursuant to Nasdaq rules, any initial Business Combination must be approved by a majority of the independent directors.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company anticipates structuring the initial Business Combination so that the post-transaction company in which the public stockholders’ own shares will own or acquire substantially all of the equity interests or assets of the target business or businesses. The Company may, however, structure the initial Business Combination such that the post-transaction company owns or acquires less than substantially all of such interests or assets of the target business in order to meet certain objectives of the target management team or stockholders or for other reasons, but the Company will only complete such Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Even if the post-transaction company owns or acquires 50% or more of the voting securities of the target, the stockholders prior to the initial Business Combination may collectively own a minority interest in the post-transaction company, depending on valuations ascribed to the target and the Company in the Business Combination transaction. For example, the Company could pursue a transaction in which the Company issue a substantial number of new shares in exchange for all of the outstanding capital stock of shares or other equity interests. In this case, the Company would acquire a 100% controlling interest in the target. However, as a result of the issuance of a substantial number of new shares, the stockholders immediately prior to the initial Business Combination could own less than a majority of the outstanding shares subsequent to the initial Business Combination. If less than 100% of the equity interests or assets of a target business or businesses are owned or acquired by the post-transaction company, the portion of such business or businesses that is owned or acquired is what will be valued for purposes of the 80% of net assets test. If the initial Business Combination involves more than one target business, the 80% of net assets test will be based on the aggregate value of all of the target businesses even if the acquisitions of the target businesses are not closed simultaneously.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Although the Company believes that the net proceeds of the offering will be sufficient to allow the Company to consummate a Business Combination the Company cannot ascertain the capital requirements for any particular transaction. If the net proceeds of this offering prove to be insufficient, either because of the size of the Business Combination, the depletion of the available net proceeds in search of a target business, or because the Company becomes obligated to redeem a significant number of the Public Shares upon consummation of the initial Business Combination, the Company will be required to seek additional financing, in which case the Company may issue additional securities or incur debt in connection with such Business Combination. Furthermore, the Company may issue a substantial number of additional shares of common or preferred stock to complete the initial Business Combination or under an employee incentive plan upon or after consummation of the initial Business Combination. The Company does not have a maximum debt leverage ratio or a policy with respect to how much debt the Company may incur. The amount of debt the Company will be willing to incur will depend on the facts and circumstances of the proposed Business Combination and market conditions at the time of the potential Business Combination. At this time, the Company is not party to any arrangement or understanding with any third party with respect to raising additional funds through the sale of the securities or the incurrence of debt. Subject to compliance with applicable securities laws, the Company would only consummate such financing simultaneously with the consummation of the initial Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Nasdaq rules require that the initial Business Combination must occur with one or more target businesses that together have an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding advisory fees and taxes payable on the income earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. If the board is not able to independently determine the fair market value of the target business or businesses, the Company will obtain an opinion from an independent investment banking firm or an independent accounting firm with respect to the satisfaction of such criteria. The Company does not intend to purchase multiple businesses in unrelated industries in connection with the initial Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company will provide its public stockholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the initial Business Combination either (i) in connection with a stockholder meeting called to approve the initial Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a proposed initial Business Combination or conduct a tender offer will be made by the Company, solely at its discretion. The stockholders will be entitled to redeem their shares for a pro rata portion of the amount then on deposit in the Trust Account (initially $10.10 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations plus additional deposits to extend the Combination Period).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Related to the redemption of the Company’s public shares, the Company’s has no limitation on its net tangible assets either immediately before and after the consummation of the Business Combination. Redemptions of the Company’s public shares may be subject to a net tangible asset test or cash requirement pursuant to an agreement relating to a Business Combination. For example, the Business Combination may require: (i) cash consideration to be paid to the target or its owners, (ii) cash to be transferred to the target for working capital or other general corporate purposes or (iii) the retention of cash to satisfy other conditions in accordance with the terms of the Business Combination. In the event the aggregate cash consideration the Company would be required to pay for all shares of common stock that are validly submitted for redemption plus any amount required to satisfy cash conditions pursuant to the terms of the Business Combination exceed the aggregate amount of cash available to the Company, it will not complete the Business Combination or redeem any shares, and all shares of common stock submitted for redemption will be returned to the holders thereof.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Sponsor, officers and directors and Representative (as defined in Note 6) have agreed to (i) waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of the initial Business Combination, (ii) waive their redemption rights with respect to their Founder Shares (as defined below) and Public Shares in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, and (iii) waive their rights to liquidating distributions from the Trust Account with respect to their Founder Shares if the Company fails to complete the initial Business Combination within the Combination Period.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company’s Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.95 per Public Share (subject to increase of up to an additional $25,000 per month in the event that the Sponsors elects to extend the period of time to consummate a business combination as set forth in the March 2024 Extension Amendment) and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.95 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act. However, the Company has not asked its Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether its Sponsor has sufficient funds to satisfy its indemnity obligations and believe that the Company’s Sponsor’s only assets are securities of the Company. Therefore, the Company cannot assure that its Sponsor would be able to satisfy those obligations.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On May 10, 2023, the Company engaged a law firm to assist with the proposed Business Combination with Evie Group. The Company paid $<span id="xdx_90C_eus-gaap--BusinessCombinationAcquisitionRelatedCosts_c20230509__20230510_zrODeDf1r78j" title="Payment on agreement with EVIE">30,000</span> upon entering into the agreement, $<span id="xdx_90E_eus-gaap--BusinessCombinationAcquisitionRelatedCosts_c20230509__20230510__us-gaap--LongtermDebtTypeAxis__custom--EvieGroupSigningMember_zGacjaN3zHs5" title="Payment on agreement with EVIE">70,000</span> upon Evie Group signing a definitive Business Combination agreement and the remaining $<span id="xdx_909_eus-gaap--BusinessCombinationContingentConsiderationLiability_iI_c20230510__us-gaap--LongtermDebtTypeAxis__custom--EvieGroupSigningMember_zrtY2tjlVUn7" title="Remaining contingent liability">500,000</span> is contingent upon the closing of the Business Combination with Evie Group. Per termination of the proposed Business Combination with Evie Group, for a reason, the specific engagement of the law firm for this task been canceled.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Propose Business Combination – Evie Group (Terminated)</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On June 23, 2023, the Company, Evie Autonomous Group Ltd (“Evie Group”), and the shareholder of the Evie Group (“Evie Group Shareholder”), entered into a Business Combination Agreement (the “Business Combination Agreement” or “BCA”), pursuant to which, subject to the satisfaction or waiver of certain conditions precedent in the Business Combination Agreement, the following transactions will occur: the acquisition by Bannix of all of the issued and outstanding share capital of Evie Group from the Evie Group Shareholder in exchange for the issuance of eighty-five million new shares of common stock of Bannix, $<span id="xdx_909_eus-gaap--SharesIssuedPricePerShare_iI_c20230623__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_zbAi3jcU3cG9" title="Share price">0.01</span> par value per share (the “Common Stock”), pursuant to which Evie Group will become a direct wholly owned subsidiary of Bannix (the “Share Acquisition”).</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Patent Purchase Agreement (Terminated)</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On August 8, 2023 the Company entered into a Patent Purchase Agreement (“PPA”) with GBT Tokenize Corp. (“Tokenize”), which is <span id="xdx_90A_eus-gaap--MinorityInterestOwnershipPercentageByParent_iI_dp_c20230808__srt--OwnershipAxis__custom--GBTMember__us-gaap--TransactionTypeAxis__custom--PatentPurchaseAgreementMember_zjiTsXQSHkih" title="Ownership percentage">50</span>% owned by GBT Technologies Inc., which provided its consent, to acquire the entire rights, title, and interest of certain patents and patent applications providing an intellectual property basis for a machine learning driven technology that controls radio wave transmissions, analyzes their reflections data, and constructs 2D/3D images of stationary and in motion objects, (the “Patents”). The closing date of the PPA was planned to immediately follow the closing of the Transaction described in the proposed Business Combination Agreement. The Purchase Price was set at <span id="xdx_90B_eus-gaap--SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent_dp_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_zuhj484FciPg" title="Purchase price percentage">5</span>% of the consideration that the Company is paying to the shareholders of Evie Group under the Business Combination Agreement. The BCA sets the consideration to be paid by the Company at $<span id="xdx_90B_eus-gaap--BusinessCombinationConsiderationTransferredOther1_pn6n6_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_z1Cm0muhD83f" title="Consideration paid">850</span> million and, in turn, the consideration in the PPA to be paid to Tokenize is $<span id="xdx_904_ecustom--BusinessCombinationConsiderationToBePaid_pn5n6_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_zoj0P3TRm6Xb" title="Business combination consideration to be paid">42.5</span> million.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i>Sponsor Support Agreement</i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On August 7, 2023, Instant Fame entered into a sponsor letter agreement (“Sponsor Letter Agreement”) with the Company, whereby Instant Fame agree to, among other things, support and vote in favor of the Business Combination Agreement and use its reasonable best efforts to take all other actions necessary to consummate the transactions contemplated thereby, on the terms and subject to the conditions set forth in the Sponsor Letter Agreement.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i>Transaction Support Agreement</i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On August 7, 2023, Evie Group entered into a transaction support agreement pursuant to which Evie Group’s shareholder agreed to, among other things, support and provide any necessary votes in favor of the Business Combination Agreement and ancillary agreements.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i>Termination</i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On March 11, 2024, the Bannix sent EVIE Group and the EVIE Group Shareholder a notice providing that the Business Combination Agreement has been terminated as a result of the failure of EVIE Group and the EVIE Group Shareholder to loan or procure a loan to Bannix as required pursuant to Section 5.21 of the Business Combination Agreement.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company is not obligated to pay any penalties pursuant to the terms of the Business Combination Agreement as a result of the termination. The Sponsor Letter Agreement entered between Bannix, Instant Fame LLC and EVIE Group dated August 7, 2023 and the Transaction Support Agreement between Bannix and the EVIE Group Shareholder dated August 7, 2023 automatically terminated as a result of the termination of the Business Combination Agreement.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">As the PPA was contingent upon Bannix closing the acquisition of EVIE and due to the termination of the proposed Business Combination, Bannix and Tokenize agreed to terminate the PPA which was consented to by GBT. </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white"><b>Proposed New Business Combination – VisionWave Technologies </b></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b> </b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">On March 26, 2024, Bannix, VisionWave Technologies Inc., a Nevada corporation (“VisionWave”), and the shareholders of VisionWave (the “VisionWave Shareholder”), entered into a business combination agreement (the “VisionWave Business Combination Agreement” or “VisionWave BCA”), pursuant to which, subject to the satisfaction or waiver of certain conditions precedent in the VisionWave Business Combination Agreement, Bannix will acquire all of the issued and outstanding share capital of VisionWave from the VisionWave Shareholder in exchange for the issuance of <span id="xdx_905_eus-gaap--SharesIssued_iI_c20240326__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zR9gv4ULTI7a" title="Share issued">3,000,000</span> new shares of common stock of Bannix, $<span id="xdx_904_eus-gaap--SharesIssuedPricePerShare_iI_c20240326__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zTeYXn2U50jd" title="Share price">0.01</span> par value per share, pursuant to which the VisionWave will become a direct wholly owned subsidiary of Bannix (the “Share Acquisition”) and (b) the other transactions contemplated by the VisionWave Business Combination Agreement and the Ancillary Documents referred to therein (collectively, the “VisionWave Transactions”).</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white"><i>Representations and Warranties</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i> </i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">Under the VisionWave Business Combination Agreement, Bannix has made customary representations and warranties to VisionWave, and the VisionWave Shareholder relating to, among other things, organization and standing, due authorization and binding agreement, governmental approvals, non-contravention, capitalization, Securities and Exchange Commission (the “SEC”) filings, financial statements, internal controls, absence of certain changes, compliance with laws, actions, orders and permits, taxes and returns, employees and employee benefit plans, properties, material contracts, transactions with related persons, the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and the Jumpstart Our Business Startups Act of 2012, finders’ and brokers’ fees, sanctions and certain business practices, private placements, insurance, no misleading information supplied, the Trust Account, acknowledgement of no further representations and warranties and receipt of a fairness opinion.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">Under the VisionWave Business Combination Agreement, the VisionWave has made customary representations and warranties (on behalf of itself and its subsidiaries) to Bannix relating to, among other things, organization and standing, due authorization and binding agreement, capitalization, company subsidiaries, governmental approvals, non-contravention, financial statements, absence of certain changes, compliance with laws, permits, litigation, material contracts, intellectual property, taxes and returns, real property, personal property, employee matters, benefit plans, environmental matters, transactions with related persons, insurance, material customers and suppliers, data protection and cybersecurity, sanctions and certain business practices, the Investment Company Act, finders’ and brokers’ fees and no misleading information supplied.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">Under the VisionWave Business Combination Agreement, each VisionWave Shareholder has made customary representations and warranties (with respect to itself only) to Bannix relating to, among other things, organization and standing, due authorization and binding agreement, share ownership, governmental approvals, non-contravention, litigation, certain investment representations, finders’ and brokers’ fees and no misleading information supplied.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white"><i>Covenants</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i> </i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">The VisionWave Business Combination Agreement includes customary covenants of the parties including, among other things, (i) the conduct of their respective business operations prior to the consummation of the VisionWave Transactions, (ii) using commercially reasonable efforts to obtain relevant approvals and comply with all applicable listing requirements of The Nasdaq Stock Market LLC (“NASDAQ”) in connection with the VisionWave Transactions and (iii) using commercially reasonable efforts to consummate the VisionWave Transactions and to comply as promptly as practicable with all requirements of governmental authorities applicable to the VisionWave Transactions. The VisionWave Business Combination Agreement also contains additional covenants of the parties, including covenants providing for Bannix and VisionWave to use commercially reasonable efforts to file, and to cooperate with each other to prepare the proxy statement of Bannix.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white"><i>Conditions to Closing</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i> </i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">The respective oblig<span style="font-family: Times New Roman, Times, Serif; font-size: 10pt">ations of each party to consummate the VisionWave Transactions, including the Share Acquisition, are subject to the satisfaction, or written waiver (where permissible), by VisionWave and Bannix of the following conditions:</span></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● Bannix’s shareholders having approved and adopted the Shareholder Approval Matters; and</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● the absence of any law or governmental order, inquiry, proceeding or other action that would prohibit the VisionWave Transactions.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white"><i>Conditions to the Obligations of VisionWave and the VisionWave Shareholder</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i> </i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">The obligations of VisionWave and the VisionWave Shareholder to consummate the VisionWave Transactions are subject to the satisfaction, or written waiver (by VisionWave, where permissible) of the following conditions:</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● the representations and warranties of Bannix being true and correct as determined in accordance with the VisionWave Business Combination Agreement;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● Bannix having performed in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants under the VisionWave Business Combination Agreement to be performed or complied with by it on or prior to the closing date of the VisionWave business combination (“Closing Date”);</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● Bannix having delivered to VisionWave a certificate dated as of the Closing Date, signed by an officer of Bannix, certifying as to the satisfaction of certain conditions specified in the VisionWave Business Combination Agreement;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● no Material Adverse Effect shall have occurred with respect to Bannix that is continuing and uncured;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● Bannix having made all necessary and appropriate arrangements with the trustee to have all of the funds held in the Trust Account disbursed to Bannix on the Closing Date, and all such funds released from the Trust Account be available to the surviving company;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● Bannix having provided the public holders of Bannix shares of common stock with the opportunity to make redemption elections with respect to their Bannix shares of common stock pursuant to their Redemption Rights; and</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● the Ancillary Documents required to be executed by Bannix according to the VisionWave Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to VisionWave.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white"><i>Conditions to the Obligations of Bannix</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i> </i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">The obligations of Bannix to consummate the VisionWave Transactions are subject to the satisfaction, or written waiver (by Bannix where permissible) of the following conditions:</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● the representations and warranties of VisionWave and the VisionWave Shareholder being true and correct as determined in accordance with the VisionWave Business Combination Agreement;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● each of VisionWave and the VisionWave Shareholder having performed in all material respects all of their respective obligations and complied in all material respects with all of their respective agreements and covenants under the VisionWave Business Combination Agreement to be performed or complied with by them on or prior to the Closing Date;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● VisionWave having delivered to Bannix a certificate dated as of the Closing Date, signed by VisionWave certifying as to the satisfaction of certain conditions specified in the VisionWave Business Combination Agreement but in each case, solely with respect to themselves;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● no Material Adverse Effect shall have occurred with respect to VisionWave that is continuing and uncured; and</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● the Ancillary Documents required to be executed by VisionWave and the VisionWave Shareholder according to the VisionWave Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to Bannix.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white"><i>Termination</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"><i> </i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">The VisionWave Business Combination Agreement may be terminated and the VisionWave Transactions may be abandoned at any time prior to the Closing Date, notwithstanding receipt of any requisite approval and adoption of the VisionWave Business Combination Agreement and the VisionWave Transactions by the shareholders of Bannix or any party, as follows:</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by mutual written consent of Bannix and VisionWave;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by either Bannix or VisionWave if any of the closing conditions set forth in the VisionWave Business Combination Agreement have not been satisfied or waived by September 14, 2024; provided, however, that the VisionWave Business Combination Agreement may not be terminated under such provision of the VisionWave Business Combination Agreement by or on behalf of any party that either directly or indirectly through its affiliates (or with respect to VisionWave, the VisionWave Shareholder) is in breach or violation of any representation, warranty, covenant or obligation contained therein, with such breach or violation being the principal cause of the failure of a condition set forth in the VisionWave Business Combination Agreement on or prior to the Outside Date;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by either Bannix or VisionWave if any governmental authority of competent jurisdiction will have issued an order or taken any other action permanently restraining, enjoining or otherwise prohibiting the transactions contemplated by the VisionWave Business Combination Agreement, and such order or other action has become final and non-appealable; provided, however, that the right to terminate the VisionWave Business Combination Agreement pursuant to such section will not be available to a party if the failure by such party or its affiliates (or with respect to VisionWave, the VisionWave Shareholder) to comply with any provision of the VisionWave Business Combination Agreement was the principal cause of such order, action or prohibition;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by VisionWave upon a breach of any representation, warranty, covenant or agreement on the part of Bannix set forth in the VisionWave Business Combination Agreement, or if any representation, warranty of Bannix becomes untrue or inaccurate, in each case such that the related closing conditions contained in the VisionWave Business Combination Agreement are not satisfied, subject to customary exceptions and cure rights;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by Bannix upon a breach of any warranty, covenant or agreement on the part of VisionWave or the VisionWave Shareholder set forth in the VisionWave Business Combination Agreement, or if any warranty of such parties becomes untrue or inaccurate, in any case such that the related closing conditions contained in the VisionWave Business Combination Agreement are not satisfied, subject to customary exceptions and cure rights;</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by VisionWave if Bannix or the Bannix Securities are no longer listed on the NASDAQ or another national securities exchange; or</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white; text-indent: 0.5in"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">● by either Bannix or VisionWave if the special meeting of shareholders is held and has concluded, Bannix shareholders have duly voted, and the Required Shareholder Approval is not obtained.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt"> </span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="font-family: Times New Roman, Times, Serif; font-size: 10pt; background-color: white">The VisionWave Business Combination Agreement contains representations, warranties and covenants that the respective parties thereto made to each other as of the date of the VisionWave Business Combination Agreement or other specific dates. The assertions embodied in those representations, warranties and covenants were made for purposes of the contract among the respective parties and are subject to important qualifications and limitations agreed to by the parties in connection with negotiating such agreement. In particular, the assertions embodied in the representations and warranties in the VisionWave Business Combination Agreement were made as of a specified date, are modified or qualified by information in one or more confidential disclosure le</span><span style="background-color: white">tters prepared in connection with the execution and delivery of the VisionWave Business Combination Agreement, may be subject to a contractual standard of materiality different from what might be viewed as material to investors, or may have been used for the purpose of allocating risk between the parties. Accordingly, the representations and warranties in the VisionWave Business Combination Agreement are not necessarily characterizations of the actual state of facts about Bannix, the VisionWave Shareholder or VisionWave at the time they were made or otherwise and should only be read in conjunction with the other information that Bannix makes publicly available in reports, statements and other documents filed with the SEC.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white"><i>Ancillary Agreements</i></span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i> </i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><span style="background-color: white">Pursuant to the VisionWave Business Combination Agreement, Bannix, Instant Fame, and VisionWave enter into the sponsor letter agreement (the “VisionWave Sponsor Letter Agreement”) dated March 26, 2024, pursuant to which the Instant Fame agreed to, among other things, support and vote in favor of the VisionWave Business Combination Agreement and use its reasonable best efforts to take all other actions necessary to consummate the transactions contemplated thereby, on the terms and subject to the conditions set forth in the VisionWave Sponsor Letter Agreement. Further, the VisionWave enter into, executed and delivered to Bannix a transaction support agreement (collectively, the “VisionWave Transaction Support Agreement”), pursuant to which the VisionWave Shareholder agreed to, among other things, support and provide any necessary votes in favor of the VisionWave Business Combination Agreement and ancillary agreements.</span></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i>Nasdaq Notices</i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On August 22, 2023, the Company received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company has not yet filed its Form 10-Q for the quarter ended June 30, 2023, the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). The Company filed its Form 10-Q for the quarter ended June 30, 2023 on October 4, 2023 and regained compliance with the Nasdaq.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On January 9, 2024, the Company received a notice from the Listing Qualifications Department of Nasdaq stating that the Company failed to hold an annual meeting of stockholders within 12 months after its fiscal year ended December 31, 2022, as required by Nasdaq Listing Rule 5620(a). In accordance with Nasdaq Listing Rule 5810(c)(2)(G), the Company had 45 calendar days (or until February 23, 2024) to submit a plan to regain compliance and, if Nasdaq accepts the plan, Nasdaq may grant the Company up to 180 calendar days from its fiscal year end, or until June 28, 2024, to regain compliance. On March 8, 2024, the Company held its annual meeting to regain compliance with the Nasdaq Listing Rule 5620(a). </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">On April 25, 2024, the Company received a notice from Nasdaq stating that because the Company has not yet filed its Company’s Annual Report on Form 10-K for the year ended December 31, 2023, the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the SEC.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">This notification has no immediate effect on the listing of the Company’s shares on Nasdaq. However, if the Company fails to timely regain compliance with the Nasdaq Listing Rule, the Company’s common stock will be subject to delisting from Nasdaq. Under Nasdaq rules, the Company has 60 calendar days to submit to Nasdaq a plan to regain compliance with the Nasdaq Listing Rule. If Nasdaq accepts the Company’s plan, then Nasdaq may grant the Company up to 180 days from the prescribed due date for filing the Form 10-K to regain compliance.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><i>New Auditors</i></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On September 7, 2023, the Board of Directors (the “Board”) of the Company approved the engagement of RBSM LLP (“RBSM”) as the Company’s new independent registered public accounting firm for the fiscal year ending December 31, 2023 and 2022, effective September 7, 2023. In connection with the selection of RBSM, the Company dismissed Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm on September 8, 2023.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b>Liquidity, Capital Resources, and Going Concern</b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">As of December 31, 2023, the Company had $<span id="xdx_909_eus-gaap--Cash_iI_c20231231_zQgNygTUT9J8" title="Cash">232,278</span> in cash and a working capital deficit of $<span id="xdx_901_ecustom--WorkingCaptialDeficit_iI_c20231231_zOdQaHR9jqxl" title="Working capital deficit">3,701,077</span>.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company’s liquidity needs through December 31, 2023, were satisfied through (1) a capital contribution from the Sponsors of $<span id="xdx_907_eus-gaap--OtherLiabilitiesCurrent_iI_c20231231__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zv2lpj7MnLm1" title="Due to related parties">28,750</span> for common stock (“Founder Shares”) and (2) loans from Former Sponsor and Sponsor and related parties in order to pay offering costs and other working capital needs. In addition, in order to fund transaction costs in connection with a possible Business Combination, the Company’s Sponsor, an affiliate of the Sponsor, and/or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans. As of December 31, 2023, and 2022, there were no loans associated with the Working Capital Loans. As of December 31, 2023, the Company owed $<span id="xdx_906_eus-gaap--OtherLiabilitiesCurrent_iI_c20231231__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--SponsorsNewSponsorsAndRelatedPartyMember_zGsQVVn1xZya" title="Due to related parties current">1,213,600</span> to the Former Sponsor, the Sponsor and related parties. See Note 5 for further disclosure of Former Sponsor, Sponsor and related party loans.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify">As additional sources of funding, the Company issued unsecured promissory notes to Evie Autonomous LTD with a principal amount of $<span id="xdx_90A_eus-gaap--DebtInstrumentFaceAmount_iI_c20231231__us-gaap--LongtermDebtTypeAxis__custom--EVIEAutonomousExtensionNoteMember_ziJqRjA8LJ4f" title="Principal amount">974,015</span> (the “Evie Autonomous Extension Notes”). The Evie Autonomous Extension Notes bear no interest and are repayable in full upon the earlier of (a) the date of the consummation of the Company’s initial Business Combination, or (b) the date of the Company’s liquidation. If the Company does not consummate an initial Business Combination by the Deadline Date, the Evie Autonomous Extension Notes will be repaid only from funds held outside of the Trust Account or will be forfeited, eliminated or otherwise forgiven.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Based on the foregoing, management believes that the Company may not have sufficient funds and borrowing capacity to meet its operating needs through the consummation of a Business Combination through the extended term of the Company which expires on September 14, 2024 (as extended). Over this time period, the Company will be utilizing the funds in the operating bank account to pay existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Company is within 12 months of its mandatory liquidation date as of the date of the filing of this report. In connection with the Company’s assessment of going concern considerations, the Company has until September 14, 2024 (as extended) to consummate a Business Combination. It is uncertain that the Company will be able to consummate a Business Combination by that time. If a Business Combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution of the Company. The Company has determined that the insufficient funds to meet the operating needs of the Company through the liquidation date as well as the mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution raise substantial doubt about our ability to continue as a going concern.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">As a cure for the Company’s going concern assessment, the Company has entered into a proposed Business Combination Agreement with VisionWave.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">These factors raise doubt about the ability of the Company to continue as a going concern for one year from the date of issuance of these financial statements.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b><i>Risks and Uncertainties</i></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. And in October 2023, the Hamas Terror Organization attacked the Southern part of Israel, which in turn, commenced a military action with Gaza Strip. As a result, these actions, and the possibility of escalating military actions, have created and are expected to create global economic consequences. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these financial statements.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b><i>Consideration of Inflation Reduction Act Excise Tax</i></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a 1% federal excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">On December 27, 2022, the Treasury published Notice 2023-2, which provided clarification on some aspects of the application of the excise tax. The notice generally provides that if a publicly traded U.S. corporation completely liquidates and dissolves, distributions in such complete liquidation and other distributions by such corporation in the same taxable year in which the final distribution in complete liquidation and dissolution is made are not subject to the excise tax. Although such notice clarifies certain aspects of the excise tax, the interpretation and operation of aspects of the excise tax (including its application and operation with respect to SPACs) remain unclear and such interim operating rules are subject to change.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Because the application of this excise tax is not entirely clear, any redemption or other repurchase effected by the Company, in connection with a Business Combination, extension vote or otherwise, may be subject to this excise tax. Because any such excise tax would be payable by the Company and not by the redeeming holders, it could cause a reduction in the value of the Company’s Class A common stock, cash available with which to effectuate a Business Combination or cash available for distribution in a subsequent liquidation. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination will depend on a number of factors, including (i) the structure of the Business Combination, (ii) the fair market value of the redemptions and repurchases in connection with the Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with the Business Combination (or any other equity issuances within the same taxable year of the Business Combination) and (iv) the content of any subsequent regulations, clarifications, and other guidance issued by the Treasury. Further, the application of the excise tax in respect of distributions pursuant to a liquidation of a publicly traded U.S. corporation is uncertain and has not been addressed by the Treasury in regulations, and it is possible that the proceeds held in the Trust Account could be used to pay any excise tax owed by the Company in the event the Company is unable to complete a Business Combination in the required time and redeem 100% of the remaining Class A common stock in accordance with the Company’s amended and restated certificate of incorporation, in which case the amount that would otherwise be received by the public stockholders in connection with the Company’s liquidation would be reduced.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b><i>Investment Company Act 1940</i></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Under the current rules and regulations of the SEC we are not deemed an investment company for purposes of the Investment Company Act; however, on March 30, 2022, the SEC proposed new rules (the “Proposed Rules”) relating, among other matters, to the circumstances in which SPACs such as the Company could potentially be subject to the Investment Company Act and the regulations thereunder. The Proposed Rules provide a safe harbor for companies from the definition of “investment company” under Section 3(a)(1)(A) of the Investment Company Act, provided that a SPAC satisfies certain criteria. To comply with the duration limitation of the proposed safe harbor, a SPAC would have a limited time period to announce and complete a de-SPAC transaction. Specifically, to comply with the safe harbor, the Proposed Rules would require a company to file a Current Report on Form 8-K announcing that it has entered into an agreement with a target company for an initial Business Combination no later than 18 months after the effective date of the SPAC’s registration statement for its IPO. The Company would then be required to complete its initial Business Combination no later than 24 months after the effective date of such registration statement. There is currently uncertainty concerning the applicability of the Investment Company Act to a SPAC, including this Company. Although the Company entered into a definitive Business Combination agreement within 18 months after the effective date of the registration statement relating to the IPO, there is a risk that the Company may not complete an initial Business Combination within 24 months of such date. As a result, it is possible that a claim could be made that the Company has been operating as an unregistered investment company. If the Company were deemed to be an investment company for purposes of the Investment Company Act, the Company may be forced to abandon its efforts to complete an initial Business Combination and instead be required to liquidate. If the Company is required to liquidate, the investors would not be able to realize the benefits of owning stock in a successor operating business, including the potential appreciation in the value of our stock and warrants following such a transaction.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The Investment Company Act defines an investment company as any issuer which (i) is or holds itself out as being engaged primarily, or proposes to engage primarily, in the business of investing, reinvesting, or trading in securities; (ii) is engaged or proposes to engage in the business of issuing face-amount certificates of the installment type, or has been engaged in such business and has any such certificate outstanding; or (iii) is engaged or proposes to engage in the business of investing, reinvesting, owning, holding, or trading in securities, and owns or proposes to acquire investment securities having a value exceeding 40% of the value of its total assets (exclusive of Government securities and cash items) on an unconsolidated basis. The Company has assessed its primary line of business and the value of its investment securities as compared to the value of total assets to determine whether the Company may be deemed an investment company. The longer that the funds in the Trust Account are held in money market funds, there is a greater risk that the Company may be considered an unregistered investment company. As a result, the Company has switched all funds to cash, will likely receive minimal interest, if any, on the funds held in the Trust Account after such time, which would reduce the dollar amount our public stockholders would receive upon any redemption or liquidation of our Company. Currently, the funds in the Trust Account are held in a demand deposit account and meeting certain conditions under Rule 2a-7 under the Investment Company Act.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p>
CY2023	us-gaap	Common Stock Voting Rights CommonStockVotingRights	At the Annual Meeting, stockholders holding a total of 1,381,866 shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account.
CY2023Q2	us-gaap	Business Combination Acquisition Related Costs BusinessCombinationAcquisitionRelatedCosts	30000	usd
CY2023Q4	us-gaap	Cash Cash	232278	usd
CY2023Q4	binxu	Working Captial Deficit WorkingCaptialDeficit	3701077	usd
CY2023	us-gaap	Use Of Estimates UseOfEstimates	<p id="xdx_84E_eus-gaap--UseOfEstimates_zc6dxjRA2QK8" style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b><span id="xdx_869_zrsiVJEJ9nZ6">Use of Estimates</span></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">The preparation of these financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Significant estimates include assumptions made in the valuation of our Private Placement Warrants. Accordingly, the actual results could differ from those estimates.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p>
CY2023Q4	us-gaap	Cash And Cash Equivalents At Carrying Value CashAndCashEquivalentsAtCarryingValue	0	usd
CY2022Q4	us-gaap	Cash And Cash Equivalents At Carrying Value CashAndCashEquivalentsAtCarryingValue	0	usd
CY2023	us-gaap	Concentration Risk Credit Risk ConcentrationRiskCreditRisk	<p id="xdx_842_eus-gaap--ConcentrationRiskCreditRisk_zMuG1Ut2gzha" style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"><b><span id="xdx_866_zLWKZF6W5TWj">Concentration of Credit Risk</span></b></p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white">Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Coverage of $<span id="xdx_902_eus-gaap--CashFDICInsuredAmount_iI_c20231231_zlU5G3nvQi01" title="Federal depository insurance">250,000</span>. The Company has not experienced losses on these accounts.</p> <p style="font: 10pt Times New Roman, Times, Serif; margin: 0; text-align: justify; background-color: white"> </p>
CY2023Q4	us-gaap	Cash Fdic Insured Amount CashFDICInsuredAmount	250000	usd
CY2022Q4	binxu	Private Placement Units Acquired PrivatePlacementUnitsAcquired	1453900	usd
CY2022Q4	binxu	Component Of Stockholders Equity ComponentOfStockholdersEquity	1253900	usd
CY2023	binxu	Withdrawn Amount WithdrawnAmount	747493	usd
CY2022	binxu	Withdrawn Amount WithdrawnAmount	49010	usd
CY2021Q4	binxu	Common Stock Subject To Possible Redemption Shares CommonStockSubjectToPossibleRedemptionShares	6900000	shares
CY2021Q4	binxu	Common Stock Subject To Possible Redemption CommonStockSubjectToPossibleRedemption	58071313	usd
CY2022	binxu	Remeasurement Of Shares Subject To Redemption RemeasurementOfSharesSubjectToRedemption	12902071	usd
CY2022Q4	binxu	Common Stock Subject To Possible Redemption Shares CommonStockSubjectToPossibleRedemptionShares	6900000	shares
CY2022Q4	binxu	Common Stock Subject To Possible Redemption CommonStockSubjectToPossibleRedemption	70973384	usd
CY2023	binxu	Redemptions From Trust Account Shares RedemptionsFromTrustAccountShares	3960387	shares
CY2023	binxu	Redemption From Trust Account RedemptionFromTrustAccount	41077199	usd
CY2023	binxu	Remeasurement Of Shares Subject To Redemption RemeasurementOfSharesSubjectToRedemption	1942965	usd
CY2023Q4	binxu	Common Stock Subject To Possible Redemption Shares CommonStockSubjectToPossibleRedemptionShares	2939613	shares
CY2023Q4	binxu	Common Stock Subject To Possible Redemption CommonStockSubjectToPossibleRedemption	31839150	usd
CY2023	us-gaap	Net Income Loss NetIncomeLoss	-56839	usd
CY2022	us-gaap	Net Income Loss NetIncomeLoss	47107	usd
CY2023	us-gaap	Weighted Average Number Of Shares Outstanding Basic WeightedAverageNumberOfSharesOutstandingBasic	6190588	shares
CY2023	us-gaap	Weighted Average Number Of Diluted Shares Outstanding WeightedAverageNumberOfDilutedSharesOutstanding	6190588	shares
CY2022	us-gaap	Weighted Average Number Of Shares Outstanding Basic WeightedAverageNumberOfSharesOutstandingBasic	9424000	shares
CY2022	us-gaap	Weighted Average Number Of Diluted Shares Outstanding WeightedAverageNumberOfDilutedSharesOutstanding	9424000	shares
CY2023	us-gaap	Earnings Per Share Basic EarningsPerShareBasic	-0.01
CY2023	us-gaap	Earnings Per Share Diluted EarningsPerShareDiluted	-0.01
CY2022	us-gaap	Earnings Per Share Basic EarningsPerShareBasic	0.00
CY2022	us-gaap	Earnings Per Share Diluted EarningsPerShareDiluted	0.00
CY2023	us-gaap	Effective Income Tax Rate Continuing Operations EffectiveIncomeTaxRateContinuingOperations	1.208	pure
CY2022	us-gaap	Effective Income Tax Rate Continuing Operations EffectiveIncomeTaxRateContinuingOperations	0.826	pure
CY2023	binxu	Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rates EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRates	0.21	pure
CY2022	binxu	Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rates EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRates	0.21	pure
CY2023Q4	us-gaap	Unrecognized Tax Benefits UnrecognizedTaxBenefits	0	usd
CY2022Q4	us-gaap	Unrecognized Tax Benefits UnrecognizedTaxBenefits	0	usd
CY2023Q4	us-gaap	Income Tax Examination Penalties And Interest Accrued IncomeTaxExaminationPenaltiesAndInterestAccrued	0	usd
CY2022Q4	us-gaap	Income Tax Examination Penalties And Interest Accrued IncomeTaxExaminationPenaltiesAndInterestAccrued	0	usd
CY2023	us-gaap	Share Based Compensation ShareBasedCompensation	972400	usd
CY2023	us-gaap	Proceeds From Divestiture Of Businesses Net Of Cash Divested ProceedsFromDivestitureOfBusinessesNetOfCashDivested	2460000	usd
CY2022Q4	binxu	Private Placement Units Acquired PrivatePlacementUnitsAcquired	1453900	usd
CY2022Q4	binxu	Component Of Stockholders Equity ComponentOfStockholdersEquity	1253900	usd
CY2023Q4	us-gaap	Common Stock Par Or Stated Value Per Share CommonStockParOrStatedValuePerShare	0.01
CY2022Q4	us-gaap	Common Stock Par Or Stated Value Per Share CommonStockParOrStatedValuePerShare	0.01
CY2023Q4	us-gaap	Common Stock Shares Issued CommonStockSharesIssued	6901113	shares
CY2022Q4	us-gaap	Common Stock Shares Issued CommonStockSharesIssued	10861500	shares
CY2023Q4	us-gaap	Common Stock Shares Outstanding CommonStockSharesOutstanding	2524000	shares
CY2022Q4	us-gaap	Common Stock Shares Outstanding CommonStockSharesOutstanding	2524000	shares
CY2023Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	2939613	shares
CY2023	binxu	Proceeds From Promissory Notes Evie ProceedsFromPromissoryNotesEvie	974015	usd
CY2022	binxu	Proceeds From Promissory Notes Evie ProceedsFromPromissoryNotesEvie	0	usd
CY2023Q4	us-gaap	Long Term Debt Current LongTermDebtCurrent	0	usd
CY2022Q4	us-gaap	Long Term Debt Current LongTermDebtCurrent	0	usd
CY2023Q4	binxu	Deferred Underwriters Discount DeferredUnderwritersDiscount	225000	usd
CY2023Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1213600	usd
CY2022Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1002850	usd
CY2023	us-gaap	Stock Repurchased During Period Shares StockRepurchasedDuringPeriodShares	700000	shares
CY2023Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1213600	usd
CY2022Q4	binxu	Due To Related Party Current DueToRelatedPartyCurrent	1002850	usd
CY2023Q4	binxu	Promissory Notes Outstanding PromissoryNotesOutstanding	840000	usd
CY2022Q4	binxu	Promissory Notes Outstanding PromissoryNotesOutstanding	690000	usd
CY2023	us-gaap	Payment For Administrative Fees PaymentForAdministrativeFees	60000	usd
CY2022	us-gaap	Payment For Administrative Fees PaymentForAdministrativeFees	60000	usd
CY2023Q4	binxu	Deferred Underwriters Discount DeferredUnderwritersDiscount	225000	usd
CY2023Q4	us-gaap	Preferred Stock Shares Authorized PreferredStockSharesAuthorized	1000000	shares
CY2022Q4	us-gaap	Preferred Stock Shares Authorized PreferredStockSharesAuthorized	1000000	shares
CY2023Q4	us-gaap	Preferred Stock Par Or Stated Value Per Share PreferredStockParOrStatedValuePerShare	0.01
CY2022Q4	us-gaap	Preferred Stock Par Or Stated Value Per Share PreferredStockParOrStatedValuePerShare	0.01
CY2023Q4	us-gaap	Preferred Stock Shares Issued PreferredStockSharesIssued	0	shares
CY2023Q4	us-gaap	Preferred Stock Shares Outstanding PreferredStockSharesOutstanding	0	shares
CY2022Q4	us-gaap	Preferred Stock Shares Issued PreferredStockSharesIssued	0	shares
CY2022Q4	us-gaap	Preferred Stock Shares Outstanding PreferredStockSharesOutstanding	0	shares
CY2023Q4	us-gaap	Common Stock Shares Authorized CommonStockSharesAuthorized	100000000	shares
CY2022Q4	us-gaap	Common Stock Shares Authorized CommonStockSharesAuthorized	100000000	shares
CY2022Q4	us-gaap	Temporary Equity Shares Authorized TemporaryEquitySharesAuthorized	6900000	shares
CY2023Q4	binxu	Business Acquisitions Share Price BusinessAcquisitionsSharePrice	9.20
CY2023Q4	binxu	Redemption Price RedemptionPrice	18.00
CY2023Q4	us-gaap	Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1 ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1	0.01
CY2023Q4	us-gaap	Share Price SharePrice	10.77
CY2022Q4	us-gaap	Share Price SharePrice	10.17
CY2023Q4	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Exercise Price ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice	11.50
CY2022Q4	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Exercise Price ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice	11.50
CY2023	us-gaap	Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1 SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1	P1Y2M12D
CY2022	us-gaap	Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1 SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1	P2Y8M12D
CY2023	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate	0.0156	pure
CY2022	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate	0.013	pure
CY2023	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate	0.0384	pure
CY2022	us-gaap	Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate	0.0399	pure
CY2023	binxu	Share Based Compensation Arrangement By Share Based Payment Award Probability Of Completing Business Combination ShareBasedCompensationArrangementByShareBasedPaymentAwardProbabilityOfCompletingBusinessCombination	0.19	pure
CY2022	binxu	Share Based Compensation Arrangement By Share Based Payment Award Probability Of Completing Business Combination ShareBasedCompensationArrangementByShareBasedPaymentAwardProbabilityOfCompletingBusinessCombination	0.38	pure
CY2023Q4	us-gaap	Deferred Set Up Costs Noncurrent DeferredSetUpCostsNoncurrent	407134	usd
CY2022Q4	us-gaap	Deferred Set Up Costs Noncurrent DeferredSetUpCostsNoncurrent	301024	usd
CY2023Q4	binxu	Deferred Tax Asset Unrealized Gainloss Trust DeferredTaxAssetUnrealizedGainlossTrust	-0	usd
CY2022Q4	binxu	Deferred Tax Asset Unrealized Gainloss Trust DeferredTaxAssetUnrealizedGainlossTrust	66997	usd
CY2023Q4	us-gaap	Deferred Tax Assets Gross DeferredTaxAssetsGross	407134	usd
CY2022Q4	us-gaap	Deferred Tax Assets Gross DeferredTaxAssetsGross	234027	usd
CY2023Q4	us-gaap	Deferred Tax Assets Valuation Allowance DeferredTaxAssetsValuationAllowance	407134	usd
CY2022Q4	us-gaap	Deferred Tax Assets Valuation Allowance DeferredTaxAssetsValuationAllowance	301024	usd
CY2023Q4	us-gaap	Deferred Tax Assets Net DeferredTaxAssetsNet	-0	usd
CY2022Q4	us-gaap	Deferred Tax Assets Net DeferredTaxAssetsNet	66997	usd
CY2023	us-gaap	Current Federal Tax Expense Benefit CurrentFederalTaxExpenseBenefit	379913	usd
CY2022	us-gaap	Current Federal Tax Expense Benefit CurrentFederalTaxExpenseBenefit	111278	usd
CY2023	us-gaap	Deferred Federal Income Tax Expense Benefit DeferredFederalIncomeTaxExpenseBenefit	-231488	usd
CY2022	us-gaap	Deferred Federal Income Tax Expense Benefit DeferredFederalIncomeTaxExpenseBenefit	-92863	usd
CY2023	us-gaap	Current State And Local Tax Expense Benefit CurrentStateAndLocalTaxExpenseBenefit	0	usd
CY2022	us-gaap	Current State And Local Tax Expense Benefit CurrentStateAndLocalTaxExpenseBenefit	45007	usd
CY2023	us-gaap	Deferred State And Local Income Tax Expense Benefit DeferredStateAndLocalIncomeTaxExpenseBenefit	0	usd
CY2022	us-gaap	Deferred State And Local Income Tax Expense Benefit DeferredStateAndLocalIncomeTaxExpenseBenefit	-38139	usd
CY2023	us-gaap	Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance	181205	usd
CY2022	us-gaap	Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance	197999	usd
CY2023	us-gaap	Income Tax Expense Benefit IncomeTaxExpenseBenefit	329630	usd
CY2022	us-gaap	Income Tax Expense Benefit IncomeTaxExpenseBenefit	223282	usd
CY2023Q4	us-gaap	Operating Loss Carryforwards OperatingLossCarryforwards	0	usd
CY2022Q4	us-gaap	Operating Loss Carryforwards OperatingLossCarryforwards	0	usd
CY2023	us-gaap	Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance	181205	usd
CY2022	us-gaap	Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance	197999	usd
CY2023	binxu	Effective Income Taxes Rate Reconciliation At Federal Statutory Income Tax Rate EffectiveIncomeTaxesRateReconciliationAtFederalStatutoryIncomeTaxRate	0.210	pure
CY2022	binxu	Effective Income Taxes Rate Reconciliation At Federal Statutory Income Tax Rate EffectiveIncomeTaxesRateReconciliationAtFederalStatutoryIncomeTaxRate	0.210	pure
CY2023	us-gaap	Effective Income Tax Rate Reconciliation State And Local Income Taxes EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes	0.000	pure
CY2022	us-gaap	Effective Income Tax Rate Reconciliation State And Local Income Taxes EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes	0.070	pure
CY2023	binxu	Effective Income Tax Rate Reconciliation Business Combination Related Expenses EffectiveIncomeTaxRateReconciliationBusinessCombinationRelatedExpenses	0.337	pure
CY2022	binxu	Effective Income Tax Rate Reconciliation Business Combination Related Expenses EffectiveIncomeTaxRateReconciliationBusinessCombinationRelatedExpenses	0.000	pure
CY2023	binxu	Effective Income Tax Rate Reconciliation Change In Fair Value Of Warrant Liability EffectiveIncomeTaxRateReconciliationChangeInFairValueOfWarrantLiability	-0.006	pure
CY2022	binxu	Effective Income Tax Rate Reconciliation Change In Fair Value Of Warrant Liability EffectiveIncomeTaxRateReconciliationChangeInFairValueOfWarrantLiability	-0.189	pure
CY2023	binxu	Effective Income Tax Rate Reconciliation Delaware Tax Penalty And Interest EffectiveIncomeTaxRateReconciliationDelawareTaxPenaltyAndInterest	0.003	pure
CY2022	binxu	Effective Income Tax Rate Reconciliation Delaware Tax Penalty And Interest EffectiveIncomeTaxRateReconciliationDelawareTaxPenaltyAndInterest	0.000	pure
CY2023	us-gaap	Effective Income Tax Rate Reconciliation Change In Deferred Tax Assets Valuation Allowance EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance	0.664	pure
CY2022	us-gaap	Effective Income Tax Rate Reconciliation Change In Deferred Tax Assets Valuation Allowance EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance	0.735	pure
CY2023	us-gaap	Effective Income Tax Rate Continuing Operations EffectiveIncomeTaxRateContinuingOperations	1.208	pure
CY2022	us-gaap	Effective Income Tax Rate Continuing Operations EffectiveIncomeTaxRateContinuingOperations	0.826	pure
CY2023Q4	us-gaap	Common Stock Shares Held In Employee Trust Shares CommonStockSharesHeldInEmployeeTrustShares	1381866	shares
CY2023	binxu	Trust Account To Pay Holders TrustAccountToPayHolders	15134429	usd
CY2023Q4	binxu	Trust Account To Pay Holders Per Share TrustAccountToPayHoldersPerShare	10.95
CY2023Q4	us-gaap	Common Stock Other Shares Outstanding CommonStockOtherSharesOutstanding	4081747	shares
CY2023Q4	binxu	Excise Tax Equal Percentage ExciseTaxEqualPercentage	0.01	pure
CY2023Q4	us-gaap	Common Stock Other Value Outstanding CommonStockOtherValueOutstanding	151344	usd
CY2023	binxu	Common Stock Voting Right CommonStockVotingRight	there were 5,463,613 shares of common stock of the Company entitled to be voted at the Annual Meeting. At the Annual Meeting, 5,084,314 shares of common stock of the Company or 93.05% of the shares entitled to vote at the Annual Meeting were represented in person or by proxy

CY2023

dei

Document Fiscal Year Focus

DocumentFiscalYearFocus

2023

CY2023

dei

Document Fiscal Period Focus

DocumentFiscalPeriodFocus

FY

CY2023

dei

Entity Central Index Key

EntityCentralIndexKey

0001845942

CY2023Q4

us-gaap

Commitments And Contingencies

CommitmentsAndContingencies

usd

CY2022Q4

us-gaap

Commitments And Contingencies

CommitmentsAndContingencies

usd

CY2023

dei

Document Type

DocumentType

10-K

CY2023

dei

Document Annual Report

DocumentAnnualReport

true

CY2023

dei

Document Period End Date

DocumentPeriodEndDate

2023-12-31

CY2023

dei

Current Fiscal Year End Date

CurrentFiscalYearEndDate

--12-31

CY2023

dei

Document Transition Report

DocumentTransitionReport

false

CY2023

dei

Entity Registrant Name

EntityRegistrantName

BANNIX ACQUISITION CORP.

CY2023

dei

Entity Incorporation State Country Code

EntityIncorporationStateCountryCode

DE

CY2023

dei

Entity File Number

EntityFileNumber

001-40790

CY2023

dei

Entity Tax Identification Number

EntityTaxIdentificationNumber

86-1626016

CY2023

dei

Entity Address Address Line2

EntityAddressAddressLine2

Suite 210 # 301

CY2023

dei

Entity Address City Or Town

EntityAddressCityOrTown

Wilmington

CY2023

dei

Entity Address State Or Province

EntityAddressStateOrProvince

DE

CY2023

dei

Entity Address Postal Zip Code

EntityAddressPostalZipCode

19801

CY2023

dei

Local Phone Number

LocalPhoneNumber

305-4790

CY2023

dei

Entity Current Reporting Status

EntityCurrentReportingStatus

No

CY2023

dei

Entity Interactive Data Current

EntityInteractiveDataCurrent

Yes

CY2023

dei

Entity Filer Category

EntityFilerCategory

Non-accelerated Filer

CY2023

dei

Entity Small Business

EntitySmallBusiness

true

CY2023

dei

Entity Emerging Growth Company

EntityEmergingGrowthCompany

true

CY2023

dei

Entity Ex Transition Period

EntityExTransitionPeriod

false

CY2023

dei

Entity Well Known Seasoned Issuer

EntityWellKnownSeasonedIssuer

No

CY2023

dei

Entity Voluntary Filers

EntityVoluntaryFilers

No

CY2023

dei

Icfr Auditor Attestation Flag

IcfrAuditorAttestationFlag

false

CY2023

dei

Document Fin Stmt Error Correction Flag

DocumentFinStmtErrorCorrectionFlag

false

CY2023Q2

dei

Entity Public Float

EntityPublicFloat

57094756

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CY2024Q2

dei

Entity Common Stock Shares Outstanding

EntityCommonStockSharesOutstanding

4081747

shares

CY2023Q4

ecd

Rule10b51 Arr Adopted Flag

Rule10b51ArrAdoptedFlag

false

CY2023Q4

ecd

Non Rule10b51 Arr Adopted Flag

NonRule10b51ArrAdoptedFlag

false

CY2023Q4

ecd

Rule10b51 Arr Trmntd Flag

Rule10b51ArrTrmntdFlag

false

CY2023Q4

ecd

Non Rule10b51 Arr Trmntd Flag

NonRule10b51ArrTrmntdFlag

false

CY2023

dei

Auditor Name

AuditorName

RBSM LLP

CY2023

dei

Auditor Firm

AuditorFirmId

587

CY2023

dei

Auditor Location

AuditorLocation

New York, NY

CY2023Q4

us-gaap

Cash

232278

usd

CY2022Q4

us-gaap

Cash

19257

usd

CY2023Q4

us-gaap

Other Prepaid Expense Current

OtherPrepaidExpenseCurrent

5251

usd

CY2022Q4

us-gaap

Other Prepaid Expense Current

OtherPrepaidExpenseCurrent

26296

usd

CY2023Q4

us-gaap

Assets Current

AssetsCurrent

237529

usd

CY2022Q4

us-gaap

Assets Current

AssetsCurrent

45553

usd

CY2023Q4

us-gaap

Assets Held In Trust

AssetsHeldInTrust

32116099

usd

CY2022Q4

us-gaap

Assets Held In Trust

AssetsHeldInTrust

71421125

usd

CY2023Q4

us-gaap

Assets

32353628

usd

CY2022Q4

us-gaap

Assets

71466678

usd

CY2023Q4

us-gaap

Accounts Payable And Accrued Liabilities Current

AccountsPayableAndAccruedLiabilitiesCurrent

787307

usd

CY2022Q4

us-gaap

Accounts Payable And Accrued Liabilities Current

AccountsPayableAndAccruedLiabilitiesCurrent

272594

usd

CY2023Q4

binxu

Income Taxes Payable Current

IncomeTaxesPayableCurrent

552912

usd

CY2022Q4

binxu

Income Taxes Payable Current

IncomeTaxesPayableCurrent

156285

usd

CY2023Q4

us-gaap

Sales And Excise Tax Payable Current

SalesAndExciseTaxPayableCurrent

410772

usd

CY2022Q4

us-gaap

Sales And Excise Tax Payable Current

SalesAndExciseTaxPayableCurrent

0

usd

CY2023Q4

binxu

Promissory Notes Evie

PromissoryNotesEvie

974015

usd

CY2022Q4

binxu

Promissory Notes Evie

PromissoryNotesEvie

0

usd

CY2023Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1213600

usd

CY2022Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1002850

usd

CY2023Q4

us-gaap

Liabilities Current

LiabilitiesCurrent

3938606

usd

CY2022Q4

us-gaap

Liabilities Current

LiabilitiesCurrent

1431729

usd

CY2023Q4

us-gaap

Extended Product Warranty Accrual Noncurrent

ExtendedProductWarrantyAccrualNoncurrent

4060

usd

CY2022Q4

us-gaap

Extended Product Warranty Accrual Noncurrent

ExtendedProductWarrantyAccrualNoncurrent

12180

usd

CY2023Q4

us-gaap

Deferred Income Tax Liabilities Net

DeferredIncomeTaxLiabilitiesNet

0

usd

CY2022Q4

us-gaap

Deferred Income Tax Liabilities Net

DeferredIncomeTaxLiabilitiesNet

66997

usd

CY2023Q4

binxu

Deferred Underwriters Discount

DeferredUnderwritersDiscount

225000

usd

CY2022Q4

binxu

Deferred Underwriters Discount

DeferredUnderwritersDiscount

225000

usd

CY2023Q4

us-gaap

Liabilities

4167666

usd

CY2022Q4

us-gaap

Liabilities

1735906

usd

CY2023Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

2939613

shares

CY2022Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

6900000

shares

CY2023Q4

binxu

Common Stock Subject To Possible Redemption

CommonStockSubjectToPossibleRedemption

31839150

usd

CY2022Q4

binxu

Common Stock Subject To Possible Redemption

CommonStockSubjectToPossibleRedemption

70973384

usd

CY2023Q4

us-gaap

Preferred Stock Par Or Stated Value Per Share

PreferredStockParOrStatedValuePerShare

0.01

CY2022Q4

us-gaap

Preferred Stock Par Or Stated Value Per Share

PreferredStockParOrStatedValuePerShare

0.01

CY2023Q4

us-gaap

Preferred Stock Shares Authorized

PreferredStockSharesAuthorized

1000000

shares

CY2022Q4

us-gaap

Preferred Stock Shares Authorized

PreferredStockSharesAuthorized

1000000

shares

CY2023Q4

us-gaap

Preferred Stock Shares Issued

PreferredStockSharesIssued

0

shares

CY2023Q4

us-gaap

Preferred Stock Shares Outstanding

PreferredStockSharesOutstanding

0

shares

CY2022Q4

us-gaap

Preferred Stock Shares Issued

PreferredStockSharesIssued

0

shares

CY2022Q4

us-gaap

Preferred Stock Shares Outstanding

PreferredStockSharesOutstanding

0

shares

CY2023Q4

us-gaap

Preferred Stock Value

PreferredStockValue

0

usd

CY2022Q4

us-gaap

Preferred Stock Value

PreferredStockValue

0

usd

CY2023Q4

us-gaap

Common Stock Par Or Stated Value Per Share

CommonStockParOrStatedValuePerShare

0.01

CY2022Q4

us-gaap

Common Stock Par Or Stated Value Per Share

CommonStockParOrStatedValuePerShare

0.01

CY2023Q4

us-gaap

Common Stock Shares Authorized

CommonStockSharesAuthorized

100000000

shares

CY2022Q4

us-gaap

Common Stock Shares Authorized

CommonStockSharesAuthorized

100000000

shares

CY2023Q4

us-gaap

Common Stock Shares Issued

CommonStockSharesIssued

6901113

shares

CY2022Q4

us-gaap

Common Stock Shares Issued

CommonStockSharesIssued

10861500

shares

CY2023Q4

us-gaap

Common Stock Shares Outstanding

CommonStockSharesOutstanding

2524000

shares

CY2022Q4

us-gaap

Common Stock Shares Outstanding

CommonStockSharesOutstanding

2524000

shares

CY2023Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

2939613

shares

CY2022Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

6900000

shares

CY2023Q4

us-gaap

Treasury Stock Common Shares

TreasuryStockCommonShares

1437500

shares

CY2022Q4

us-gaap

Treasury Stock Common Shares

TreasuryStockCommonShares

1437500

shares

CY2023Q4

us-gaap

Common Stock Value

CommonStockValue

39615

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CY2022Q4

us-gaap

Common Stock Value

CommonStockValue

39615

usd

CY2023Q4

us-gaap

Additional Paid In Capital

AdditionalPaidInCapital

0

usd

CY2022Q4

us-gaap

Additional Paid In Capital

AdditionalPaidInCapital

0

usd

CY2023Q4

us-gaap

Retained Earnings Accumulated Deficit

RetainedEarningsAccumulatedDeficit

-3678428

usd

CY2022Q4

us-gaap

Retained Earnings Accumulated Deficit

RetainedEarningsAccumulatedDeficit

-1267852

usd

CY2023Q4

us-gaap

Treasury Stock Common Shares

TreasuryStockCommonShares

1437500

shares

CY2022Q4

us-gaap

Treasury Stock Common Shares

TreasuryStockCommonShares

1437500

shares

CY2023Q4

us-gaap

Treasury Stock Value

TreasuryStockValue

14375

usd

CY2022Q4

us-gaap

Treasury Stock Value

TreasuryStockValue

14375

usd

CY2023Q4

us-gaap

Stockholders Equity

StockholdersEquity

-3653188

usd

CY2022Q4

us-gaap

Stockholders Equity

StockholdersEquity

-1242612

usd

CY2023Q4

us-gaap

Liabilities And Stockholders Equity

LiabilitiesAndStockholdersEquity

32353628

usd

CY2022Q4

us-gaap

Liabilities And Stockholders Equity

LiabilitiesAndStockholdersEquity

71466678

usd

CY2023

us-gaap

Operating Expenses

OperatingExpenses

1504995

usd

CY2022

us-gaap

Operating Expenses

OperatingExpenses

1000944

usd

CY2023

us-gaap

Operating Income Loss

OperatingIncomeLoss

-1504995

usd

CY2022

us-gaap

Operating Income Loss

OperatingIncomeLoss

-1000944

usd

CY2023

binxu

Interest Income On Trust Account

InterestIncomeOnTrustAccount

1769666

usd

CY2022

binxu

Interest Income On Trust Account

InterestIncomeOnTrustAccount

1088633

usd

CY2023

us-gaap

Income Loss From Continuing Operations Before Income Taxes Extraordinary Items Noncontrolling Interest

IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest

272791

usd

CY2023

us-gaap

Income Tax Expense Benefit

IncomeTaxExpenseBenefit

329630

usd

CY2022

us-gaap

Income Tax Expense Benefit

IncomeTaxExpenseBenefit

223282

usd

CY2023

us-gaap

Net Income Loss

NetIncomeLoss

-56839

usd

CY2022

us-gaap

Net Income Loss

NetIncomeLoss

47107

usd

CY2023

us-gaap

Weighted Average Number Of Shares Outstanding Basic

WeightedAverageNumberOfSharesOutstandingBasic

6190588

shares

CY2023

us-gaap

Weighted Average Number Of Diluted Shares Outstanding

WeightedAverageNumberOfDilutedSharesOutstanding

6190588

shares

CY2022

us-gaap

Weighted Average Number Of Shares Outstanding Basic

WeightedAverageNumberOfSharesOutstandingBasic

9424000

shares

CY2022

us-gaap

Weighted Average Number Of Diluted Shares Outstanding

WeightedAverageNumberOfDilutedSharesOutstanding

9424000

shares

CY2023

us-gaap

Earnings Per Share Basic

EarningsPerShareBasic

-0.01

CY2023

us-gaap

Earnings Per Share Diluted

EarningsPerShareDiluted

-0.01

CY2022

us-gaap

Earnings Per Share Basic

EarningsPerShareBasic

0.00

CY2022

us-gaap

Earnings Per Share Diluted

EarningsPerShareDiluted

0.00

CY2021Q4

us-gaap

Stockholders Equity

StockholdersEquity

11563522

usd

CY2022

binxu

Accretion Of Common Stock Subject To Possible Redemption To Redemption Value

AccretionOfCommonStockSubjectToPossibleRedemptionToRedemptionValue

-12902071

usd

CY2022

binxu

Reversal Of Delaware Franchise Tax

ReversalOfDelawareFranchiseTax

48830

usd

CY2022

binxu

Instant Fame Securities Purchase Agreement

InstantFameSecuritiesPurchaseAgreement

-1253900

usd

CY2022

binxu

Instant Fame Securities Purchase Agreements

InstantFameSecuritiesPurchaseAgreements

1253900

usd

CY2022

us-gaap

Net Income Loss

NetIncomeLoss

47107

usd

CY2022Q4

us-gaap

Stockholders Equity

StockholdersEquity

-1242612

usd

CY2023

us-gaap

Net Income Loss

NetIncomeLoss

-56839

usd

CY2023

binxu

Excise Tax Imposed On Common Stock Redemptions

ExciseTaxImposedOnCommonStockRedemptions

-410772

usd

CY2023

binxu

Accretion Of Common Stock Subject To Possible Redemption Value

AccretionOfCommonStockSubjectToPossibleRedemptionValue

-1942965

usd

CY2023Q4

us-gaap

Stockholders Equity

StockholdersEquity

-3653188

usd

CY2023

us-gaap

Profit Loss

ProfitLoss

-56839

usd

CY2022

us-gaap

Profit Loss

ProfitLoss

47107

usd

CY2023

us-gaap

Fair Value Adjustment Of Warrants

FairValueAdjustmentOfWarrants

-8120

usd

CY2022

us-gaap

Fair Value Adjustment Of Warrants

FairValueAdjustmentOfWarrants

-182700

usd

CY2023

us-gaap

Gain Loss On Investments

GainLossOnInvestments

-0

usd

CY2022

us-gaap

Gain Loss On Investments

GainLossOnInvestments

239445

usd

CY2023

binxu

Interest Incomes On Trust Account

InterestIncomesOnTrustAccount

1769666

usd

CY2022

binxu

Interest Incomes On Trust Account

InterestIncomesOnTrustAccount

849188

usd

CY2023

us-gaap

Increase Decrease In Prepaid Expense

IncreaseDecreaseInPrepaidExpense

-21045

usd

CY2022

us-gaap

Increase Decrease In Prepaid Expense

IncreaseDecreaseInPrepaidExpense

-145320

usd

CY2023

us-gaap

Deferred Income Tax Expense Benefit

DeferredIncomeTaxExpenseBenefit

-66997

usd

CY2022

us-gaap

Deferred Income Tax Expense Benefit

DeferredIncomeTaxExpenseBenefit

66997

usd

CY2023

us-gaap

Increase Decrease In Accrued Income Taxes Payable

IncreaseDecreaseInAccruedIncomeTaxesPayable

396627

usd

CY2022

us-gaap

Increase Decrease In Accrued Income Taxes Payable

IncreaseDecreaseInAccruedIncomeTaxesPayable

156285

usd

CY2023

us-gaap

Increase Decrease In Other Accounts Payable And Accrued Liabilities

IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities

514713

usd

CY2022

us-gaap

Increase Decrease In Other Accounts Payable And Accrued Liabilities

IncreaseDecreaseInOtherAccountsPayableAndAccruedLiabilities

112467

usd

CY2023

us-gaap

Increase Decrease Due From Other Related Parties

IncreaseDecreaseDueFromOtherRelatedParties

-60750

usd

CY2022

us-gaap

Increase Decrease Due From Other Related Parties

IncreaseDecreaseDueFromOtherRelatedParties

-60000

usd

CY2023

us-gaap

Net Cash Provided By Used In Operating Activities

NetCashProvidedByUsedInOperatingActivities

-908487

usd

CY2022

us-gaap

Net Cash Provided By Used In Operating Activities

NetCashProvidedByUsedInOperatingActivities

-683157

usd

CY2023

binxu

Investment Of Cash Into Trust Account

InvestmentOfCashIntoTrustAccount

750000

usd

CY2022

binxu

Investment Of Cash Into Trust Account

InvestmentOfCashIntoTrustAccount

690000

usd

CY2023

binxu

Redemptions From Trust Account

RedemptionsFromTrustAccount

41077199

usd

CY2022

binxu

Redemptions From Trust Account

RedemptionsFromTrustAccount

0

usd

CY2023

binxu

Withdrawal From Trust Account To Pay Taxes

WithdrawalFromTrustAccountToPayTaxes

747493

usd

CY2022

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Withdrawal From Trust Account To Pay Taxes

WithdrawalFromTrustAccountToPayTaxes

49010

usd

CY2023

us-gaap

Net Cash Provided By Used In Investing Activities

NetCashProvidedByUsedInInvestingActivities

41074692

usd

CY2022

us-gaap

Net Cash Provided By Used In Investing Activities

NetCashProvidedByUsedInInvestingActivities

-640990

usd

CY2023

binxu

Proceeds From Sellers In Stock Purchase Agreement

ProceedsFromSellersInStockPurchaseAgreement

0

usd

CY2022

binxu

Proceeds From Sellers In Stock Purchase Agreement

ProceedsFromSellersInStockPurchaseAgreement

200000

usd

CY2023

binxu

Loans From Related Party

LoansFromRelatedParty

0

usd

CY2022

binxu

Loans From Related Party

LoansFromRelatedParty

23960

usd

CY2023

binxu

Redemption Of Class Common Stock Subject To Possible Redemption

RedemptionOfClassCommonStockSubjectToPossibleRedemption

41077199

usd

CY2022

binxu

Redemption Of Class Common Stock Subject To Possible Redemption

RedemptionOfClassCommonStockSubjectToPossibleRedemption

-0

usd

CY2023

binxu

Proceeds From Promissory Notes Evie

ProceedsFromPromissoryNotesEvie

974015

usd

CY2022

binxu

Proceeds From Promissory Notes Evie

ProceedsFromPromissoryNotesEvie

0

usd

CY2023

binxu

Proceeds From Promissory Note To Instant Fame

ProceedsFromPromissoryNoteToInstantFame

150000

usd

CY2022

binxu

Proceeds From Promissory Note To Instant Fame

ProceedsFromPromissoryNoteToInstantFame

690000

usd

CY2023

us-gaap

Net Cash Provided By Used In Financing Activities

NetCashProvidedByUsedInFinancingActivities

-39953184

usd

CY2022

us-gaap

Net Cash Provided By Used In Financing Activities

NetCashProvidedByUsedInFinancingActivities

913960

usd

CY2023

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Excluding Exchange Rate Effect

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect

213021

usd

CY2022

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents Period Increase Decrease Excluding Exchange Rate Effect

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalentsPeriodIncreaseDecreaseExcludingExchangeRateEffect

-410187

usd

CY2022Q4

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents

19257

usd

CY2021Q4

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents

429444

usd

CY2023Q4

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents

232278

usd

CY2022Q4

us-gaap

Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents

CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents

19257

usd

CY2023

binxu

Accretions Of Common Stock Subject To Possible Redemption To Redemption Value

AccretionsOfCommonStockSubjectToPossibleRedemptionToRedemptionValue

1942965

usd

CY2022

binxu

Accretions Of Common Stock Subject To Possible Redemption To Redemption Value

AccretionsOfCommonStockSubjectToPossibleRedemptionToRedemptionValue

12902071

usd

CY2023

binxu

Excise Tax Payable

ExciseTaxPayable

410772

usd

CY2022

binxu

Excise Tax Payable

ExciseTaxPayable

0

usd

CY2023

binxu

Reverse Over Accrual Of Delaware Franchise Tax

ReverseOverAccrualOfDelawareFranchiseTax

0

usd

CY2022

binxu

Reverse Over Accrual Of Delaware Franchise Tax

ReverseOverAccrualOfDelawareFranchiseTax

48830

usd

CY2023

us-gaap

Income Taxes Paid

IncomeTaxesPaid

0

usd

CY2022

us-gaap

Income Taxes Paid

IncomeTaxesPaid

0

usd

CY2023

us-gaap

Nature Of Operations

NatureOfOperations

NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Organization and General Bannix Acquisition Corp. (the “Company”) is a blank check company incorporated in the state of Delaware on January 21, 2021. The Company was formed for the purpose of effecting mergers, capital stock exchange, asset acquisitions, stock purchases, reorganization or similar business combinations with one or more businesses (“Business Combination”). As of December 31, 2023, the Company had not commenced any operations. All activity for the period from January 21, 2021 (inception) through December 31, 2023 relates to the Company’s formation and the initial public offering (the “IPO”) (as defined below) and the Company’s search for a target and the consummation of an initial Business Combination. 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 the IPO and non-operating income or expense from the changes in the fair value of warrant liabilities. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. Sponsors and Officers The Company’s original sponsors were Subash Menon and Sudeesh Yezhuvath (through their investment entity Bannix Management LLP), Suresh Yezhuvath (“Yezhuvath”) and Seema Rao (“Rao”) (collectively, the “Former Sponsor”). On October 20, 2022, pursuant to a Securities Purchase Agreement (“SPA”), Instant Fame LLC, a Nevada limited liability company controlled by a U.S. person (“Instant Fame”) (the “Sponsor”), acquired an aggregate of <span id="xdx_901_eus-gaap--StockIssuedDuringPeriodSharesAcquisitions_c20221019__20221020__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--BannixManagementLLPMember_z6nqxsKj9Gw" title="Number of shares acquired">385,000 shares of common stock of the Company from Bannix Management LLP, Balaji Venugopal Bhat, Nicholos Hellyer, Subbanarasimhaiah Arun, Vishant Vora and Suresh Yezhuvath and 90,000 private placement units from Suresh Yezhuvath (collectively, the “Sellers”) in a private transaction. The Sellers immediately loaned the entire proceeds to the Company for the working capital requirements of the Company. This loan will be forfeited by the Sellers upon liquidation or business combination. In connection with this transaction, all parties agreed to certain changes to the Board of Directors. As a result of the above, Subash Menon resigned as Chief Executive Officer and Chairman of the Board of Directors of the Company and Nicholas Hellyer resigned as Chief Financial Officer, Secretary and Head of Strategy. Douglas Davis was appointed as the Chief Executive Officer of the Company. Further, Balaji Venugopal Bhat, Subbanarasimhaiah Arun and Vishant Vora resigned as Directors of the Company. Mr. Bhat, Mr. Arun and Mr. Vora served on the Audit Committee with Mr. Bhat serving as the committee chair. Mr. Bhat, Mr. Arun and Mr. Vora served on the Compensation Committee with Mr. Arun serving as the committee chair. The Board was also increased from two to seven and Craig Marshak and Douglas Davis were appointed as Co-Chairmans of the Board of Directors effective immediately. Further, Jamal Khurshid, Eric T. Shuss and Ned L. Siegel were appointed to the Board of Directors of the Company. The resignations referenced above were not the result of any disagreement with management or the Board. On November 10, 2022, Sudeesh Yezhuvath resigned as a director of the Company for personal reasons. The resignation was not the result of any disagreements with management or the Board. Due to vacancies as results of board members departure, on November 11, 2022 the Board made the following decisions: (i) Jamie Khurshid, Ned Siegel and Eric Shuss each have been identified as being financially literate and independent under the SEC and Nasdaq Rules have been appointed to the Audit Committee to serve until their successors are qualified and appointed with such appointment subject to the mailing of that certain Schedule 14F Information Statement. Mr. Khurshid chairs the audit committee. (ii) Mr. Siegel, Mr. Shuss and Craig Marshak each have been identified as being independent under the SEC and Nasdaq Rules were appointed to the Compensation Committee to serve until their successors are qualified and appointed with such appointment subject to the mailing of that certain Schedule 14F Information Statement. (iii) Messrs. Davis and Marshak have been appointed as Class III directors, Subash Menon has been appointed as a Class I director and, subject to the mailing of the Schedule 14F Information Statement, Messrs. Khurshid, Siegel and Shuss have been appointed as the Class II directors. The Schedule 14F Information Statement was mailed on or about November 15, 2022. On May 19, 2023, the Company entered into an Executive Retention Agreement with Mr. Davis, Chief Executive Officer and Co-Chairman of the Board of Directors, providing for an at-will employment arrangement that may be terminated by either party at any time, which provides for the payment of an annual salary of $240,000 to Mr. Davis. Additionally, the Company entered into a letter agreement with Subash Menon, a director of the Company, for services in connection with the review and advice pertaining to the proposed acquisition of Evie Group providing for a payment in the amount of $200,000 upon the closing of a Business Combination. On April 10, 2024, Erik Klinger was appointed by the Company to serve as the Chief Financial Officer of the Company. There is no understanding or arrangement between Mr. Klinger and any other person pursuant to which he was appointed as an executive officer. Mr. Klinger does not have any family relationship with any director, executive officer or person nominated or chosen by us to become an executive officer. The employment of Mr. Klinger is at will and may be terminated at any time, with or without formal cause. Initial Public Offering The registration statements for the Company’s IPO were declared effective on September 9, 2021 and September 10, 2021 (the “Effective Date”). On September 14, 2021, the Company consummated its IPO of 6,900,000 units at $10.00 per unit (the “Units”), which is discussed in Note 2. Each Unit consists of one share of common stock (the “Public Shares”), one redeemable warrant to purchase one share of common stock at a price of $11.50 per share and one right. Each right entitles the holder thereof to receive one-tenth (1/10) of one share of common stock upon the consummation of the Business Combination. Concurrent with the IPO, the Company consummated the issuance of 406,000 private placement units (the “Private Placement Units”) as follows: the Company sold 181,000 Private Placement Units to certain investors for aggregate cash proceeds of $2,460,000 and issued an additional 225,000 private placement units to the Sponsor in exchange for the cancellation of $1,105,000 in loans and a promissory note due to them (see Note 5). Each Private Placement Unit consists of one share of common stock, one redeemable warrant to purchase one share of common stock at a price of $11.50 per whole share and one right. Each right entitles the holder thereof to receive one-tenth (1/10) of one share of common stock upon the consummation of the Business Combination. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the Private Placement Units, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination. Trust Account and Extensions Following the closing of the IPO on September 14, 2021, an amount of $69,690,000 ($10.10 per Unit) from the net proceeds of the sale of the Units in the IPO and Private Placement Units was placed in a trust account (the “Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company. The Company has since divested its investments in the Trust Account and placed the funds in an interest-bearing demand deposit account. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its franchise and income tax obligations (less up to $100,000 of interest to pay dissolution expenses), the proceeds from this offering and the sale of the Private Placement Units will not be released from the Trust Account until the earliest of (a) the completion of the Company’s initial Business Combination, (b) the redemption of any Public Shares properly submitted in connection with a stockholder vote to amend the Company’s amended and restated certificate of incorporation, and (c) the redemption of the Company’s Public Shares if the Company is unable to complete the initial Business Combination within 15 months from the closing of this offering, or within any period of extension, subject to applicable law. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public stockholders. The Company held a Special Meeting of Stockholders on March 8, 2023 (the “Special Meeting”). At the Special Meeting, the stockholder approved the filing of an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “Extension Amendment”), to extend the date (the “Extension”) by which the Company must (1) complete a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination involving the Company and one or more businesses (an “initial Business Combination”), (2) cease its operations except for the purpose of winding up if it fails to complete such initial Business Combination, and (3) redeem 100% of the Company’s common stock (“common stock”) included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021 (the “IPO”), from March 14, 2023, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to twelve (12) times by an additional one (1) month each time after March 14, 2023 or later extended deadline date, by resolution of the Company’s board of directors (the “Board”), if requested by Instant Fame upon five days’ advance notice prior to the applicable deadline date, until March 14, 2024, or a total of up to twelve (12) months after March 14, 2023 (such date as extended, the “Deadline Date”), unless the closing of a Business Combination shall have occurred prior thereto. For the year ended December 31, 2023, the Company has deposited $<span id="xdx_901_ecustom--DepositedInTrustAccount_c20230101__20231231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_zDhfDP92vVac" title="Deposited in trust account">750,000 into the Trust Account to extend the Deadline Date to January 14, 2024. For the year ended December 31, 2022, $<span id="xdx_902_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_zSWlMH5iG1D" title="Deposited in trust account">690,000 was deposited in the Trust Account. At the Special Meeting, stockholders holding a total of <span id="xdx_904_eus-gaap--StockIssuedDuringPeriodSharesStockOptionsExercised_c20230307__20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zxr1BS3nFCqe" title="Number of shares exercised, shares">3,960,387 shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, $<span id="xdx_906_eus-gaap--StockIssuedDuringPeriodValueStockOptionsExercised_c20230307__20230308__us-gaap--StatementClassOfStockAxis__us-gaap--CommonStockMember_zZzFV9DVOEJ7" title="Number of shares exercised, value">41,077,199 (approximately $10.37 per share) was removed from the Company’s Trust Account to pay such holders. Following redemptions, the Company has 5,463,613 shares outstanding. As disclosed by the Company in its additional materials to its proxy statement filed on March 6, 2023 with respect to the remaining funds held in the Trust Account following the Special Meeting and the related redemptions, the Company stated it plans to maintain the remaining amount in its Trust Account in an interest-bearing demand deposit account at a bank. On March 8, 2024, the Company held its Annual Meeting of Stockholders of the Company (the “Annual Meeting”), whereby the Company’s stockholders approved an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “March 2024 Amendment”), to extend the date by which the Company must (1) complete a Business Combination, (2) cease its operations except for the purpose of winding up if it fails to complete such Business Combination, and (3) redeem 100% of the Company’s common stock included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021, from March 14, 2024, as extended, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to six (6) times by an additional one (1) month each time after March 14, 2024 or later extended deadline date, by resolution of the Company’s Board of Directors, if requested by the Company’s Sponsor, until September 14, 2024, or a total of up to six (6) months after March 14, 2024, unless the closing of a Business Combination shall have occurred prior thereto (the “Extension Amendment”). Additionally, the Company’s stockholders approved an amendment to remove from the Amended and Restated Certificate of Incorporation the redemption limitation contained under Section 9.2(a) preventing the Company from closing a Business Combination if it would have less than $5,000,001 of net tangible assets (the “NTA Amendment”). At the Annual Meeting, stockholders holding a total of 1,381,866 shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account. As a result, $15,134,429 (approximately $10.95 per share) was removed from the Company’s Trust Account to pay such holders. Following redemptions, the Company has 4,081,747 shares outstanding. Initial Business Combination The Company had until December 13, 2022 to consummate the initial Business Combination. Pursuant to the terms of the bylaws and the trust agreement entered into between the Company and Continental Stock Transfer & Trust Company, in order to extend the time available for the Company to consummate the initial Business Combination, the Sponsor, upon five days advance notice prior to the applicable deadline, must deposit into the Trust Account for each three-month extension, $690,000 ($0.10 per share in either case) on or prior to the date of the applicable deadline. In December 2022, the Company deposited $<span id="xdx_90B_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_z5SZWoocWo7g" title="Deposited in trust account">690,000 in the Trust Account, and as a result, the Deadline Date was extended until March 14, 2023. The Company, as approved at the stockholder meeting on March 8, 2023, without another stockholder vote, may further extend the date to consummate a Business Combination on a monthly basis up to twelve (12) times by an additional one (1) month each time after March 14, 2023 or later extended deadline date, by resolution of the Board, if requested by Instant Fame upon five days’ advance notice prior to the applicable deadline date, until March 14, 2024, or a total of up to twelve (12) months after March 14, 2023. If an Extension is implemented, Instant Fame will deposit into the Trust Account, as a loan, the lesser of (x) $75,000 or (y) $0.07 per public share multiplied by the number of public shares outstanding (the “Contribution”), in connection with each Extension. For the year ended December 31, 2023 and 2022, the Company has deposited $<span id="xdx_906_ecustom--DepositedInTrustAccount_c20230101__20231231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_znAl5ysC9dU3" title="Deposited in trust account">750,000 and $<span id="xdx_904_ecustom--DepositedInTrustAccount_c20220101__20221231__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember_z7B4lpQDjM71" title="Deposited in trust account">690,000 in the Trust Account to extend the Deadline Date to January 14, 2024. On March 8, 2024, the Company held its Annual Meeting of Stockholders of the Company (the “Annual Meeting”), whereby the Company’s stockholders approved an amendment to its Amended and Restated Certificate of Incorporation with the Delaware Secretary of State (the “March 2024 Amendment”), to extend the date by which the Company must (1) complete a Business Combination, (2) cease its operations except for the purpose of winding up if it fails to complete such Business Combination, and (3) redeem 100% of the Company’s common stock included as part of the units sold in the Company’s initial public offering that was consummated on September 14, 2021, from March 14, 2024, as extended, and to allow the Company, without another stockholder vote, to further extend the date to consummate a Business Combination on a monthly basis up to six (6) times by an additional one (1) month each time after March 14, 2024 or later extended deadline date, by resolution of the Company’s Board of Directors, if requested by the Company’s Sponsor, until September 14, 2024, or a total of up to six (6) months after March 14, 2024, unless the closing of a Business Combination shall have occurred prior thereto (the “March 2024 Extension Amendment”). From January 1, 2024 until the filing of this Form 10-K, the Company has deposited $<span id="xdx_90F_ecustom--DepositedInTrustAccount_c20231229__20240101__srt--ProductOrServiceAxis__us-gaap--DepositAccountMember__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--TrustAccountMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zkhzccEh7tai">225,000 in the Trust Account to extend the Deadline Date to June 14, 2024. In the event that the Company receives notice from Instant Fame five days prior to the applicable deadline of its wish for the Company to effect an extension, the Company intends to issue a press release announcing such intention at least three days prior to the applicable deadline. In addition, the Company intends to issue a press release the day after the applicable deadline announcing whether or not the funds had been timely deposited. Instant Fame and its affiliates or designees are not obligated to fund the Trust Account to extend the time for the Company to complete the initial Business Combination. If the Company is unable to consummate the initial Business Combination within the applicable time period, the Company will, promptly but not more than ten business days thereafter, redeem the Public Shares for a pro rata portion of the funds held in the Trust Account and promptly following such redemption, subject to the approval of the remaining stockholders and the board of directors, dissolve and liquidate, subject in each case to the obligations under Delaware law to provide for claims of creditors and the requirements of other applicable law. In such event, the rights and warrants will be worthless. Additionally, pursuant to Nasdaq rules, any initial Business Combination must be approved by a majority of the independent directors. The Company anticipates structuring the initial Business Combination so that the post-transaction company in which the public stockholders’ own shares will own or acquire substantially all of the equity interests or assets of the target business or businesses. The Company may, however, structure the initial Business Combination such that the post-transaction company owns or acquires less than substantially all of such interests or assets of the target business in order to meet certain objectives of the target management team or stockholders or for other reasons, but the Company will only complete such Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). Even if the post-transaction company owns or acquires 50% or more of the voting securities of the target, the stockholders prior to the initial Business Combination may collectively own a minority interest in the post-transaction company, depending on valuations ascribed to the target and the Company in the Business Combination transaction. For example, the Company could pursue a transaction in which the Company issue a substantial number of new shares in exchange for all of the outstanding capital stock of shares or other equity interests. In this case, the Company would acquire a 100% controlling interest in the target. However, as a result of the issuance of a substantial number of new shares, the stockholders immediately prior to the initial Business Combination could own less than a majority of the outstanding shares subsequent to the initial Business Combination. If less than 100% of the equity interests or assets of a target business or businesses are owned or acquired by the post-transaction company, the portion of such business or businesses that is owned or acquired is what will be valued for purposes of the 80% of net assets test. If the initial Business Combination involves more than one target business, the 80% of net assets test will be based on the aggregate value of all of the target businesses even if the acquisitions of the target businesses are not closed simultaneously. Although the Company believes that the net proceeds of the offering will be sufficient to allow the Company to consummate a Business Combination the Company cannot ascertain the capital requirements for any particular transaction. If the net proceeds of this offering prove to be insufficient, either because of the size of the Business Combination, the depletion of the available net proceeds in search of a target business, or because the Company becomes obligated to redeem a significant number of the Public Shares upon consummation of the initial Business Combination, the Company will be required to seek additional financing, in which case the Company may issue additional securities or incur debt in connection with such Business Combination. Furthermore, the Company may issue a substantial number of additional shares of common or preferred stock to complete the initial Business Combination or under an employee incentive plan upon or after consummation of the initial Business Combination. The Company does not have a maximum debt leverage ratio or a policy with respect to how much debt the Company may incur. The amount of debt the Company will be willing to incur will depend on the facts and circumstances of the proposed Business Combination and market conditions at the time of the potential Business Combination. At this time, the Company is not party to any arrangement or understanding with any third party with respect to raising additional funds through the sale of the securities or the incurrence of debt. Subject to compliance with applicable securities laws, the Company would only consummate such financing simultaneously with the consummation of the initial Business Combination. Nasdaq rules require that the initial Business Combination must occur with one or more target businesses that together have an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding advisory fees and taxes payable on the income earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. If the board is not able to independently determine the fair market value of the target business or businesses, the Company will obtain an opinion from an independent investment banking firm or an independent accounting firm with respect to the satisfaction of such criteria. The Company does not intend to purchase multiple businesses in unrelated industries in connection with the initial Business Combination. The Company will provide its public stockholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of the initial Business Combination either (i) in connection with a stockholder meeting called to approve the initial Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a proposed initial Business Combination or conduct a tender offer will be made by the Company, solely at its discretion. The stockholders will be entitled to redeem their shares for a pro rata portion of the amount then on deposit in the Trust Account (initially $10.10 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations plus additional deposits to extend the Combination Period). Related to the redemption of the Company’s public shares, the Company’s has no limitation on its net tangible assets either immediately before and after the consummation of the Business Combination. Redemptions of the Company’s public shares may be subject to a net tangible asset test or cash requirement pursuant to an agreement relating to a Business Combination. For example, the Business Combination may require: (i) cash consideration to be paid to the target or its owners, (ii) cash to be transferred to the target for working capital or other general corporate purposes or (iii) the retention of cash to satisfy other conditions in accordance with the terms of the Business Combination. In the event the aggregate cash consideration the Company would be required to pay for all shares of common stock that are validly submitted for redemption plus any amount required to satisfy cash conditions pursuant to the terms of the Business Combination exceed the aggregate amount of cash available to the Company, it will not complete the Business Combination or redeem any shares, and all shares of common stock submitted for redemption will be returned to the holders thereof. The Sponsor, officers and directors and Representative (as defined in Note 6) have agreed to (i) waive their redemption rights with respect to their Founder Shares and Public Shares in connection with the completion of the initial Business Combination, (ii) waive their redemption rights with respect to their Founder Shares (as defined below) and Public Shares in connection with a stockholder vote to approve an amendment to the Company’s amended and restated certificate of incorporation, and (iii) waive their rights to liquidating distributions from the Trust Account with respect to their Founder Shares if the Company fails to complete the initial Business Combination within the Combination Period. The Company’s Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.95 per Public Share (subject to increase of up to an additional $25,000 per month in the event that the Sponsors elects to extend the period of time to consummate a business combination as set forth in the March 2024 Extension Amendment) and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.95 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act. However, the Company has not asked its Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether its Sponsor has sufficient funds to satisfy its indemnity obligations and believe that the Company’s Sponsor’s only assets are securities of the Company. Therefore, the Company cannot assure that its Sponsor would be able to satisfy those obligations. On May 10, 2023, the Company engaged a law firm to assist with the proposed Business Combination with Evie Group. The Company paid $30,000 upon entering into the agreement, $70,000 upon Evie Group signing a definitive Business Combination agreement and the remaining $<span id="xdx_909_eus-gaap--BusinessCombinationContingentConsiderationLiability_iI_c20230510__us-gaap--LongtermDebtTypeAxis__custom--EvieGroupSigningMember_zrtY2tjlVUn7" title="Remaining contingent liability">500,000 is contingent upon the closing of the Business Combination with Evie Group. Per termination of the proposed Business Combination with Evie Group, for a reason, the specific engagement of the law firm for this task been canceled. Propose Business Combination – Evie Group (Terminated) On June 23, 2023, the Company, Evie Autonomous Group Ltd (“Evie Group”), and the shareholder of the Evie Group (“Evie Group Shareholder”), entered into a Business Combination Agreement (the “Business Combination Agreement” or “BCA”), pursuant to which, subject to the satisfaction or waiver of certain conditions precedent in the Business Combination Agreement, the following transactions will occur: the acquisition by Bannix of all of the issued and outstanding share capital of Evie Group from the Evie Group Shareholder in exchange for the issuance of eighty-five million new shares of common stock of Bannix, $0.01 par value per share (the “Common Stock”), pursuant to which Evie Group will become a direct wholly owned subsidiary of Bannix (the “Share Acquisition”). Patent Purchase Agreement (Terminated) On August 8, 2023 the Company entered into a Patent Purchase Agreement (“PPA”) with GBT Tokenize Corp. (“Tokenize”), which is <span id="xdx_90A_eus-gaap--MinorityInterestOwnershipPercentageByParent_iI_dp_c20230808__srt--OwnershipAxis__custom--GBTMember__us-gaap--TransactionTypeAxis__custom--PatentPurchaseAgreementMember_zjiTsXQSHkih" title="Ownership percentage">50% owned by GBT Technologies Inc., which provided its consent, to acquire the entire rights, title, and interest of certain patents and patent applications providing an intellectual property basis for a machine learning driven technology that controls radio wave transmissions, analyzes their reflections data, and constructs 2D/3D images of stationary and in motion objects, (the “Patents”). The closing date of the PPA was planned to immediately follow the closing of the Transaction described in the proposed Business Combination Agreement. The Purchase Price was set at <span id="xdx_90B_eus-gaap--SharebasedCompensationArrangementBySharebasedPaymentAwardPurchasePriceOfCommonStockPercent_dp_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_zuhj484FciPg" title="Purchase price percentage">5% of the consideration that the Company is paying to the shareholders of Evie Group under the Business Combination Agreement. The BCA sets the consideration to be paid by the Company at $<span id="xdx_90B_eus-gaap--BusinessCombinationConsiderationTransferredOther1_pn6n6_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_z1Cm0muhD83f" title="Consideration paid">850 million and, in turn, the consideration in the PPA to be paid to Tokenize is $<span id="xdx_904_ecustom--BusinessCombinationConsiderationToBePaid_pn5n6_c20230807__20230808__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember_zoj0P3TRm6Xb" title="Business combination consideration to be paid">42.5 million. Sponsor Support Agreement On August 7, 2023, Instant Fame entered into a sponsor letter agreement (“Sponsor Letter Agreement”) with the Company, whereby Instant Fame agree to, among other things, support and vote in favor of the Business Combination Agreement and use its reasonable best efforts to take all other actions necessary to consummate the transactions contemplated thereby, on the terms and subject to the conditions set forth in the Sponsor Letter Agreement. Transaction Support Agreement On August 7, 2023, Evie Group entered into a transaction support agreement pursuant to which Evie Group’s shareholder agreed to, among other things, support and provide any necessary votes in favor of the Business Combination Agreement and ancillary agreements. Termination On March 11, 2024, the Bannix sent EVIE Group and the EVIE Group Shareholder a notice providing that the Business Combination Agreement has been terminated as a result of the failure of EVIE Group and the EVIE Group Shareholder to loan or procure a loan to Bannix as required pursuant to Section 5.21 of the Business Combination Agreement. The Company is not obligated to pay any penalties pursuant to the terms of the Business Combination Agreement as a result of the termination. The Sponsor Letter Agreement entered between Bannix, Instant Fame LLC and EVIE Group dated August 7, 2023 and the Transaction Support Agreement between Bannix and the EVIE Group Shareholder dated August 7, 2023 automatically terminated as a result of the termination of the Business Combination Agreement. As the PPA was contingent upon Bannix closing the acquisition of EVIE and due to the termination of the proposed Business Combination, Bannix and Tokenize agreed to terminate the PPA which was consented to by GBT. Proposed New Business Combination – VisionWave Technologies On March 26, 2024, Bannix, VisionWave Technologies Inc., a Nevada corporation (“VisionWave”), and the shareholders of VisionWave (the “VisionWave Shareholder”), entered into a business combination agreement (the “VisionWave Business Combination Agreement” or “VisionWave BCA”), pursuant to which, subject to the satisfaction or waiver of certain conditions precedent in the VisionWave Business Combination Agreement, Bannix will acquire all of the issued and outstanding share capital of VisionWave from the VisionWave Shareholder in exchange for the issuance of <span id="xdx_905_eus-gaap--SharesIssued_iI_c20240326__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zR9gv4ULTI7a" title="Share issued">3,000,000 new shares of common stock of Bannix, $<span id="xdx_904_eus-gaap--SharesIssuedPricePerShare_iI_c20240326__us-gaap--TransactionTypeAxis__custom--BusinessCombinationAgreementMember__us-gaap--SubsequentEventTypeAxis__us-gaap--SubsequentEventMember_zTeYXn2U50jd" title="Share price">0.01 par value per share, pursuant to which the VisionWave will become a direct wholly owned subsidiary of Bannix (the “Share Acquisition”) and (b) the other transactions contemplated by the VisionWave Business Combination Agreement and the Ancillary Documents referred to therein (collectively, the “VisionWave Transactions”). Representations and Warranties Under the VisionWave Business Combination Agreement, Bannix has made customary representations and warranties to VisionWave, and the VisionWave Shareholder relating to, among other things, organization and standing, due authorization and binding agreement, governmental approvals, non-contravention, capitalization, Securities and Exchange Commission (the “SEC”) filings, financial statements, internal controls, absence of certain changes, compliance with laws, actions, orders and permits, taxes and returns, employees and employee benefit plans, properties, material contracts, transactions with related persons, the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and the Jumpstart Our Business Startups Act of 2012, finders’ and brokers’ fees, sanctions and certain business practices, private placements, insurance, no misleading information supplied, the Trust Account, acknowledgement of no further representations and warranties and receipt of a fairness opinion. Under the VisionWave Business Combination Agreement, the VisionWave has made customary representations and warranties (on behalf of itself and its subsidiaries) to Bannix relating to, among other things, organization and standing, due authorization and binding agreement, capitalization, company subsidiaries, governmental approvals, non-contravention, financial statements, absence of certain changes, compliance with laws, permits, litigation, material contracts, intellectual property, taxes and returns, real property, personal property, employee matters, benefit plans, environmental matters, transactions with related persons, insurance, material customers and suppliers, data protection and cybersecurity, sanctions and certain business practices, the Investment Company Act, finders’ and brokers’ fees and no misleading information supplied. Under the VisionWave Business Combination Agreement, each VisionWave Shareholder has made customary representations and warranties (with respect to itself only) to Bannix relating to, among other things, organization and standing, due authorization and binding agreement, share ownership, governmental approvals, non-contravention, litigation, certain investment representations, finders’ and brokers’ fees and no misleading information supplied. Covenants The VisionWave Business Combination Agreement includes customary covenants of the parties including, among other things, (i) the conduct of their respective business operations prior to the consummation of the VisionWave Transactions, (ii) using commercially reasonable efforts to obtain relevant approvals and comply with all applicable listing requirements of The Nasdaq Stock Market LLC (“NASDAQ”) in connection with the VisionWave Transactions and (iii) using commercially reasonable efforts to consummate the VisionWave Transactions and to comply as promptly as practicable with all requirements of governmental authorities applicable to the VisionWave Transactions. The VisionWave Business Combination Agreement also contains additional covenants of the parties, including covenants providing for Bannix and VisionWave to use commercially reasonable efforts to file, and to cooperate with each other to prepare the proxy statement of Bannix. Conditions to Closing The respective obligations of each party to consummate the VisionWave Transactions, including the Share Acquisition, are subject to the satisfaction, or written waiver (where permissible), by VisionWave and Bannix of the following conditions: ● Bannix’s shareholders having approved and adopted the Shareholder Approval Matters; and ● the absence of any law or governmental order, inquiry, proceeding or other action that would prohibit the VisionWave Transactions. Conditions to the Obligations of VisionWave and the VisionWave Shareholder The obligations of VisionWave and the VisionWave Shareholder to consummate the VisionWave Transactions are subject to the satisfaction, or written waiver (by VisionWave, where permissible) of the following conditions: ● the representations and warranties of Bannix being true and correct as determined in accordance with the VisionWave Business Combination Agreement; ● Bannix having performed in all material respects all of its obligations and complied in all material respects with all of its agreements and covenants under the VisionWave Business Combination Agreement to be performed or complied with by it on or prior to the closing date of the VisionWave business combination (“Closing Date”); ● Bannix having delivered to VisionWave a certificate dated as of the Closing Date, signed by an officer of Bannix, certifying as to the satisfaction of certain conditions specified in the VisionWave Business Combination Agreement; ● no Material Adverse Effect shall have occurred with respect to Bannix that is continuing and uncured; ● Bannix having made all necessary and appropriate arrangements with the trustee to have all of the funds held in the Trust Account disbursed to Bannix on the Closing Date, and all such funds released from the Trust Account be available to the surviving company; ● Bannix having provided the public holders of Bannix shares of common stock with the opportunity to make redemption elections with respect to their Bannix shares of common stock pursuant to their Redemption Rights; and ● the Ancillary Documents required to be executed by Bannix according to the VisionWave Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to VisionWave. Conditions to the Obligations of Bannix The obligations of Bannix to consummate the VisionWave Transactions are subject to the satisfaction, or written waiver (by Bannix where permissible) of the following conditions: ● the representations and warranties of VisionWave and the VisionWave Shareholder being true and correct as determined in accordance with the VisionWave Business Combination Agreement; ● each of VisionWave and the VisionWave Shareholder having performed in all material respects all of their respective obligations and complied in all material respects with all of their respective agreements and covenants under the VisionWave Business Combination Agreement to be performed or complied with by them on or prior to the Closing Date; ● VisionWave having delivered to Bannix a certificate dated as of the Closing Date, signed by VisionWave certifying as to the satisfaction of certain conditions specified in the VisionWave Business Combination Agreement but in each case, solely with respect to themselves; ● no Material Adverse Effect shall have occurred with respect to VisionWave that is continuing and uncured; and ● the Ancillary Documents required to be executed by VisionWave and the VisionWave Shareholder according to the VisionWave Business Combination Agreement at or prior to the Closing Date shall have been executed and delivered to Bannix. Termination The VisionWave Business Combination Agreement may be terminated and the VisionWave Transactions may be abandoned at any time prior to the Closing Date, notwithstanding receipt of any requisite approval and adoption of the VisionWave Business Combination Agreement and the VisionWave Transactions by the shareholders of Bannix or any party, as follows: ● by mutual written consent of Bannix and VisionWave; ● by either Bannix or VisionWave if any of the closing conditions set forth in the VisionWave Business Combination Agreement have not been satisfied or waived by September 14, 2024; provided, however, that the VisionWave Business Combination Agreement may not be terminated under such provision of the VisionWave Business Combination Agreement by or on behalf of any party that either directly or indirectly through its affiliates (or with respect to VisionWave, the VisionWave Shareholder) is in breach or violation of any representation, warranty, covenant or obligation contained therein, with such breach or violation being the principal cause of the failure of a condition set forth in the VisionWave Business Combination Agreement on or prior to the Outside Date; ● by either Bannix or VisionWave if any governmental authority of competent jurisdiction will have issued an order or taken any other action permanently restraining, enjoining or otherwise prohibiting the transactions contemplated by the VisionWave Business Combination Agreement, and such order or other action has become final and non-appealable; provided, however, that the right to terminate the VisionWave Business Combination Agreement pursuant to such section will not be available to a party if the failure by such party or its affiliates (or with respect to VisionWave, the VisionWave Shareholder) to comply with any provision of the VisionWave Business Combination Agreement was the principal cause of such order, action or prohibition; ● by VisionWave upon a breach of any representation, warranty, covenant or agreement on the part of Bannix set forth in the VisionWave Business Combination Agreement, or if any representation, warranty of Bannix becomes untrue or inaccurate, in each case such that the related closing conditions contained in the VisionWave Business Combination Agreement are not satisfied, subject to customary exceptions and cure rights; ● by Bannix upon a breach of any warranty, covenant or agreement on the part of VisionWave or the VisionWave Shareholder set forth in the VisionWave Business Combination Agreement, or if any warranty of such parties becomes untrue or inaccurate, in any case such that the related closing conditions contained in the VisionWave Business Combination Agreement are not satisfied, subject to customary exceptions and cure rights; ● by VisionWave if Bannix or the Bannix Securities are no longer listed on the NASDAQ or another national securities exchange; or ● by either Bannix or VisionWave if the special meeting of shareholders is held and has concluded, Bannix shareholders have duly voted, and the Required Shareholder Approval is not obtained. The VisionWave Business Combination Agreement contains representations, warranties and covenants that the respective parties thereto made to each other as of the date of the VisionWave Business Combination Agreement or other specific dates. The assertions embodied in those representations, warranties and covenants were made for purposes of the contract among the respective parties and are subject to important qualifications and limitations agreed to by the parties in connection with negotiating such agreement. In particular, the assertions embodied in the representations and warranties in the VisionWave Business Combination Agreement were made as of a specified date, are modified or qualified by information in one or more confidential disclosure letters prepared in connection with the execution and delivery of the VisionWave Business Combination Agreement, may be subject to a contractual standard of materiality different from what might be viewed as material to investors, or may have been used for the purpose of allocating risk between the parties. Accordingly, the representations and warranties in the VisionWave Business Combination Agreement are not necessarily characterizations of the actual state of facts about Bannix, the VisionWave Shareholder or VisionWave at the time they were made or otherwise and should only be read in conjunction with the other information that Bannix makes publicly available in reports, statements and other documents filed with the SEC. Ancillary Agreements Pursuant to the VisionWave Business Combination Agreement, Bannix, Instant Fame, and VisionWave enter into the sponsor letter agreement (the “VisionWave Sponsor Letter Agreement”) dated March 26, 2024, pursuant to which the Instant Fame agreed to, among other things, support and vote in favor of the VisionWave Business Combination Agreement and use its reasonable best efforts to take all other actions necessary to consummate the transactions contemplated thereby, on the terms and subject to the conditions set forth in the VisionWave Sponsor Letter Agreement. Further, the VisionWave enter into, executed and delivered to Bannix a transaction support agreement (collectively, the “VisionWave Transaction Support Agreement”), pursuant to which the VisionWave Shareholder agreed to, among other things, support and provide any necessary votes in favor of the VisionWave Business Combination Agreement and ancillary agreements. Nasdaq Notices On August 22, 2023, the Company received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that because the Company has not yet filed its Form 10-Q for the quarter ended June 30, 2023, the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (the “SEC”). The Company filed its Form 10-Q for the quarter ended June 30, 2023 on October 4, 2023 and regained compliance with the Nasdaq. On January 9, 2024, the Company received a notice from the Listing Qualifications Department of Nasdaq stating that the Company failed to hold an annual meeting of stockholders within 12 months after its fiscal year ended December 31, 2022, as required by Nasdaq Listing Rule 5620(a). In accordance with Nasdaq Listing Rule 5810(c)(2)(G), the Company had 45 calendar days (or until February 23, 2024) to submit a plan to regain compliance and, if Nasdaq accepts the plan, Nasdaq may grant the Company up to 180 calendar days from its fiscal year end, or until June 28, 2024, to regain compliance. On March 8, 2024, the Company held its annual meeting to regain compliance with the Nasdaq Listing Rule 5620(a). On April 25, 2024, the Company received a notice from Nasdaq stating that because the Company has not yet filed its Company’s Annual Report on Form 10-K for the year ended December 31, 2023, the Company is no longer in compliance with Nasdaq Listing Rule 5250(c)(1), which requires listed companies to timely file all required periodic financial reports with the SEC. This notification has no immediate effect on the listing of the Company’s shares on Nasdaq. However, if the Company fails to timely regain compliance with the Nasdaq Listing Rule, the Company’s common stock will be subject to delisting from Nasdaq. Under Nasdaq rules, the Company has 60 calendar days to submit to Nasdaq a plan to regain compliance with the Nasdaq Listing Rule. If Nasdaq accepts the Company’s plan, then Nasdaq may grant the Company up to 180 days from the prescribed due date for filing the Form 10-K to regain compliance. New Auditors On September 7, 2023, the Board of Directors (the “Board”) of the Company approved the engagement of RBSM LLP (“RBSM”) as the Company’s new independent registered public accounting firm for the fiscal year ending December 31, 2023 and 2022, effective September 7, 2023. In connection with the selection of RBSM, the Company dismissed Marcum LLP (“Marcum”) as the Company’s independent registered public accounting firm on September 8, 2023. Liquidity, Capital Resources, and Going Concern As of December 31, 2023, the Company had $232,278 in cash and a working capital deficit of $3,701,077. The Company’s liquidity needs through December 31, 2023, were satisfied through (1) a capital contribution from the Sponsors of $28,750 for common stock (“Founder Shares”) and (2) loans from Former Sponsor and Sponsor and related parties in order to pay offering costs and other working capital needs. In addition, in order to fund transaction costs in connection with a possible Business Combination, the Company’s Sponsor, an affiliate of the Sponsor, and/or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans. As of December 31, 2023, and 2022, there were no loans associated with the Working Capital Loans. As of December 31, 2023, the Company owed $<span id="xdx_906_eus-gaap--OtherLiabilitiesCurrent_iI_c20231231__us-gaap--RelatedPartyTransactionsByRelatedPartyAxis__custom--SponsorsNewSponsorsAndRelatedPartyMember_zGsQVVn1xZya" title="Due to related parties current">1,213,600 to the Former Sponsor, the Sponsor and related parties. See Note 5 for further disclosure of Former Sponsor, Sponsor and related party loans. As additional sources of funding, the Company issued unsecured promissory notes to Evie Autonomous LTD with a principal amount of $974,015 (the “Evie Autonomous Extension Notes”). The Evie Autonomous Extension Notes bear no interest and are repayable in full upon the earlier of (a) the date of the consummation of the Company’s initial Business Combination, or (b) the date of the Company’s liquidation. If the Company does not consummate an initial Business Combination by the Deadline Date, the Evie Autonomous Extension Notes will be repaid only from funds held outside of the Trust Account or will be forfeited, eliminated or otherwise forgiven. Based on the foregoing, management believes that the Company may not have sufficient funds and borrowing capacity to meet its operating needs through the consummation of a Business Combination through the extended term of the Company which expires on September 14, 2024 (as extended). Over this time period, the Company will be utilizing the funds in the operating bank account to pay existing accounts payable, identifying and evaluating prospective initial Business Combination candidates, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination. The Company is within 12 months of its mandatory liquidation date as of the date of the filing of this report. In connection with the Company’s assessment of going concern considerations, the Company has until September 14, 2024 (as extended) to consummate a Business Combination. It is uncertain that the Company will be able to consummate a Business Combination by that time. If a Business Combination is not consummated by this date, there will be a mandatory liquidation and subsequent dissolution of the Company. The Company has determined that the insufficient funds to meet the operating needs of the Company through the liquidation date as well as the mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution raise substantial doubt about our ability to continue as a going concern. As a cure for the Company’s going concern assessment, the Company has entered into a proposed Business Combination Agreement with VisionWave. These factors raise doubt about the ability of the Company to continue as a going concern for one year from the date of issuance of these financial statements. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. Risks and Uncertainties In February 2022, the Russian Federation and Belarus commenced a military action with the country of Ukraine. And in October 2023, the Hamas Terror Organization attacked the Southern part of Israel, which in turn, commenced a military action with Gaza Strip. As a result, these actions, and the possibility of escalating military actions, have created and are expected to create global economic consequences. The specific impact on the Company’s financial condition, results of operations, and cash flows is also not determinable as of the date of these financial statements. Consideration of Inflation Reduction Act Excise Tax On August 16, 2022, the Inflation Reduction Act of 2022 (the “IR Act”) was signed into federal law. The IR Act provides for, among other things, a 1% federal excise tax on certain repurchases of stock by publicly traded U.S. domestic corporations and certain U.S. domestic subsidiaries of publicly traded foreign corporations occurring on or after January 1, 2023. The excise tax is imposed on the repurchasing corporation itself, not its shareholders from which shares are repurchased. The amount of the excise tax is generally 1% of the fair market value of the shares repurchased at the time of the repurchase. However, for purposes of calculating the excise tax, repurchasing corporations are permitted to net the fair market value of certain new stock issuances against the fair market value of stock repurchases during the same taxable year. In addition, certain exceptions apply to the excise tax. The U.S. Department of the Treasury (the “Treasury”) has been given authority to provide regulations and other guidance to carry out and prevent the abuse or avoidance of the excise tax. On December 27, 2022, the Treasury published Notice 2023-2, which provided clarification on some aspects of the application of the excise tax. The notice generally provides that if a publicly traded U.S. corporation completely liquidates and dissolves, distributions in such complete liquidation and other distributions by such corporation in the same taxable year in which the final distribution in complete liquidation and dissolution is made are not subject to the excise tax. Although such notice clarifies certain aspects of the excise tax, the interpretation and operation of aspects of the excise tax (including its application and operation with respect to SPACs) remain unclear and such interim operating rules are subject to change. Because the application of this excise tax is not entirely clear, any redemption or other repurchase effected by the Company, in connection with a Business Combination, extension vote or otherwise, may be subject to this excise tax. Because any such excise tax would be payable by the Company and not by the redeeming holders, it could cause a reduction in the value of the Company’s Class A common stock, cash available with which to effectuate a Business Combination or cash available for distribution in a subsequent liquidation. Whether and to what extent the Company would be subject to the excise tax in connection with a Business Combination will depend on a number of factors, including (i) the structure of the Business Combination, (ii) the fair market value of the redemptions and repurchases in connection with the Business Combination, (iii) the nature and amount of any “PIPE” or other equity issuances in connection with the Business Combination (or any other equity issuances within the same taxable year of the Business Combination) and (iv) the content of any subsequent regulations, clarifications, and other guidance issued by the Treasury. Further, the application of the excise tax in respect of distributions pursuant to a liquidation of a publicly traded U.S. corporation is uncertain and has not been addressed by the Treasury in regulations, and it is possible that the proceeds held in the Trust Account could be used to pay any excise tax owed by the Company in the event the Company is unable to complete a Business Combination in the required time and redeem 100% of the remaining Class A common stock in accordance with the Company’s amended and restated certificate of incorporation, in which case the amount that would otherwise be received by the public stockholders in connection with the Company’s liquidation would be reduced. Investment Company Act 1940 Under the current rules and regulations of the SEC we are not deemed an investment company for purposes of the Investment Company Act; however, on March 30, 2022, the SEC proposed new rules (the “Proposed Rules”) relating, among other matters, to the circumstances in which SPACs such as the Company could potentially be subject to the Investment Company Act and the regulations thereunder. The Proposed Rules provide a safe harbor for companies from the definition of “investment company” under Section 3(a)(1)(A) of the Investment Company Act, provided that a SPAC satisfies certain criteria. To comply with the duration limitation of the proposed safe harbor, a SPAC would have a limited time period to announce and complete a de-SPAC transaction. Specifically, to comply with the safe harbor, the Proposed Rules would require a company to file a Current Report on Form 8-K announcing that it has entered into an agreement with a target company for an initial Business Combination no later than 18 months after the effective date of the SPAC’s registration statement for its IPO. The Company would then be required to complete its initial Business Combination no later than 24 months after the effective date of such registration statement. There is currently uncertainty concerning the applicability of the Investment Company Act to a SPAC, including this Company. Although the Company entered into a definitive Business Combination agreement within 18 months after the effective date of the registration statement relating to the IPO, there is a risk that the Company may not complete an initial Business Combination within 24 months of such date. As a result, it is possible that a claim could be made that the Company has been operating as an unregistered investment company. If the Company were deemed to be an investment company for purposes of the Investment Company Act, the Company may be forced to abandon its efforts to complete an initial Business Combination and instead be required to liquidate. If the Company is required to liquidate, the investors would not be able to realize the benefits of owning stock in a successor operating business, including the potential appreciation in the value of our stock and warrants following such a transaction. The Investment Company Act defines an investment company as any issuer which (i) is or holds itself out as being engaged primarily, or proposes to engage primarily, in the business of investing, reinvesting, or trading in securities; (ii) is engaged or proposes to engage in the business of issuing face-amount certificates of the installment type, or has been engaged in such business and has any such certificate outstanding; or (iii) is engaged or proposes to engage in the business of investing, reinvesting, owning, holding, or trading in securities, and owns or proposes to acquire investment securities having a value exceeding 40% of the value of its total assets (exclusive of Government securities and cash items) on an unconsolidated basis. The Company has assessed its primary line of business and the value of its investment securities as compared to the value of total assets to determine whether the Company may be deemed an investment company. The longer that the funds in the Trust Account are held in money market funds, there is a greater risk that the Company may be considered an unregistered investment company. As a result, the Company has switched all funds to cash, will likely receive minimal interest, if any, on the funds held in the Trust Account after such time, which would reduce the dollar amount our public stockholders would receive upon any redemption or liquidation of our Company. Currently, the funds in the Trust Account are held in a demand deposit account and meeting certain conditions under Rule 2a-7 under the Investment Company Act.

CY2023

us-gaap

Common Stock Voting Rights

CommonStockVotingRights

At the Annual Meeting, stockholders holding a total of 1,381,866 shares of the Company’s common stock exercised their right to redeem such shares for a pro rata portion of the funds in the Company’s Trust Account.

CY2023Q2

us-gaap

Business Combination Acquisition Related Costs

BusinessCombinationAcquisitionRelatedCosts

30000

usd

CY2023Q4

us-gaap

Cash

232278

usd

CY2023Q4

binxu

Working Captial Deficit

WorkingCaptialDeficit

3701077

usd

CY2023

us-gaap

Use Of Estimates

UseOfEstimates

Use of Estimates The preparation of these financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Significant estimates include assumptions made in the valuation of our Private Placement Warrants. Accordingly, the actual results could differ from those estimates.

CY2023Q4

us-gaap

Cash And Cash Equivalents At Carrying Value

CashAndCashEquivalentsAtCarryingValue

0

usd

CY2022Q4

us-gaap

Cash And Cash Equivalents At Carrying Value

CashAndCashEquivalentsAtCarryingValue

0

usd

CY2023

us-gaap

Concentration Risk Credit Risk

ConcentrationRiskCreditRisk

Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution, which, at times may exceed the Federal Depository Insurance Coverage of $250,000. The Company has not experienced losses on these accounts.

CY2023Q4

us-gaap

Cash Fdic Insured Amount

CashFDICInsuredAmount

250000

usd

CY2022Q4

binxu

Private Placement Units Acquired

PrivatePlacementUnitsAcquired

1453900

usd

CY2022Q4

binxu

Component Of Stockholders Equity

ComponentOfStockholdersEquity

1253900

usd

CY2023

binxu

Withdrawn Amount

WithdrawnAmount

747493

usd

CY2022

binxu

Withdrawn Amount

WithdrawnAmount

49010

usd

CY2021Q4

binxu

Common Stock Subject To Possible Redemption Shares

CommonStockSubjectToPossibleRedemptionShares

6900000

shares

CY2021Q4

binxu

Common Stock Subject To Possible Redemption

CommonStockSubjectToPossibleRedemption

58071313

usd

CY2022

binxu

Remeasurement Of Shares Subject To Redemption

RemeasurementOfSharesSubjectToRedemption

12902071

usd

CY2022Q4

binxu

Common Stock Subject To Possible Redemption Shares

CommonStockSubjectToPossibleRedemptionShares

6900000

shares

CY2022Q4

binxu

Common Stock Subject To Possible Redemption

CommonStockSubjectToPossibleRedemption

70973384

usd

CY2023

binxu

Redemptions From Trust Account Shares

RedemptionsFromTrustAccountShares

3960387

shares

CY2023

binxu

Redemption From Trust Account

RedemptionFromTrustAccount

41077199

usd

CY2023

binxu

Remeasurement Of Shares Subject To Redemption

RemeasurementOfSharesSubjectToRedemption

1942965

usd

CY2023Q4

binxu

Common Stock Subject To Possible Redemption Shares

CommonStockSubjectToPossibleRedemptionShares

2939613

shares

CY2023Q4

binxu

Common Stock Subject To Possible Redemption

CommonStockSubjectToPossibleRedemption

31839150

usd

CY2023

us-gaap

Net Income Loss

NetIncomeLoss

-56839

usd

CY2022

us-gaap

Net Income Loss

NetIncomeLoss

47107

usd

CY2023

us-gaap

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CY2023

us-gaap

Weighted Average Number Of Diluted Shares Outstanding

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CY2022

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CY2022

us-gaap

Weighted Average Number Of Diluted Shares Outstanding

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CY2023

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Earnings Per Share Basic

EarningsPerShareBasic

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CY2023

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CY2022

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Earnings Per Share Basic

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CY2022

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CY2023

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pure

CY2022

us-gaap

Effective Income Tax Rate Continuing Operations

EffectiveIncomeTaxRateContinuingOperations

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CY2023

binxu

Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rates

EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRates

0.21

pure

CY2022

binxu

Effective Income Tax Rate Reconciliation At Federal Statutory Income Tax Rates

EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRates

0.21

pure

CY2023Q4

us-gaap

Unrecognized Tax Benefits

UnrecognizedTaxBenefits

0

usd

CY2022Q4

us-gaap

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UnrecognizedTaxBenefits

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CY2023Q4

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Income Tax Examination Penalties And Interest Accrued

IncomeTaxExaminationPenaltiesAndInterestAccrued

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CY2022Q4

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IncomeTaxExaminationPenaltiesAndInterestAccrued

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CY2023

us-gaap

Share Based Compensation

ShareBasedCompensation

972400

usd

CY2023

us-gaap

Proceeds From Divestiture Of Businesses Net Of Cash Divested

ProceedsFromDivestitureOfBusinessesNetOfCashDivested

2460000

usd

CY2022Q4

binxu

Private Placement Units Acquired

PrivatePlacementUnitsAcquired

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usd

CY2022Q4

binxu

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ComponentOfStockholdersEquity

1253900

usd

CY2023Q4

us-gaap

Common Stock Par Or Stated Value Per Share

CommonStockParOrStatedValuePerShare

0.01

CY2022Q4

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Common Stock Par Or Stated Value Per Share

CommonStockParOrStatedValuePerShare

0.01

CY2023Q4

us-gaap

Common Stock Shares Issued

CommonStockSharesIssued

6901113

shares

CY2022Q4

us-gaap

Common Stock Shares Issued

CommonStockSharesIssued

10861500

shares

CY2023Q4

us-gaap

Common Stock Shares Outstanding

CommonStockSharesOutstanding

2524000

shares

CY2022Q4

us-gaap

Common Stock Shares Outstanding

CommonStockSharesOutstanding

2524000

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CY2023Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

2939613

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CY2023

binxu

Proceeds From Promissory Notes Evie

ProceedsFromPromissoryNotesEvie

974015

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CY2022

binxu

Proceeds From Promissory Notes Evie

ProceedsFromPromissoryNotesEvie

0

usd

CY2023Q4

us-gaap

Long Term Debt Current

LongTermDebtCurrent

0

usd

CY2022Q4

us-gaap

Long Term Debt Current

LongTermDebtCurrent

0

usd

CY2023Q4

binxu

Deferred Underwriters Discount

DeferredUnderwritersDiscount

225000

usd

CY2023Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1213600

usd

CY2022Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1002850

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CY2023

us-gaap

Stock Repurchased During Period Shares

StockRepurchasedDuringPeriodShares

700000

shares

CY2023Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1213600

usd

CY2022Q4

binxu

Due To Related Party Current

DueToRelatedPartyCurrent

1002850

usd

CY2023Q4

binxu

Promissory Notes Outstanding

PromissoryNotesOutstanding

840000

usd

CY2022Q4

binxu

Promissory Notes Outstanding

PromissoryNotesOutstanding

690000

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CY2023

us-gaap

Payment For Administrative Fees

PaymentForAdministrativeFees

60000

usd

CY2022

us-gaap

Payment For Administrative Fees

PaymentForAdministrativeFees

60000

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CY2023Q4

binxu

Deferred Underwriters Discount

DeferredUnderwritersDiscount

225000

usd

CY2023Q4

us-gaap

Preferred Stock Shares Authorized

PreferredStockSharesAuthorized

1000000

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CY2022Q4

us-gaap

Preferred Stock Shares Authorized

PreferredStockSharesAuthorized

1000000

shares

CY2023Q4

us-gaap

Preferred Stock Par Or Stated Value Per Share

PreferredStockParOrStatedValuePerShare

0.01

CY2022Q4

us-gaap

Preferred Stock Par Or Stated Value Per Share

PreferredStockParOrStatedValuePerShare

0.01

CY2023Q4

us-gaap

Preferred Stock Shares Issued

PreferredStockSharesIssued

0

shares

CY2023Q4

us-gaap

Preferred Stock Shares Outstanding

PreferredStockSharesOutstanding

0

shares

CY2022Q4

us-gaap

Preferred Stock Shares Issued

PreferredStockSharesIssued

0

shares

CY2022Q4

us-gaap

Preferred Stock Shares Outstanding

PreferredStockSharesOutstanding

0

shares

CY2023Q4

us-gaap

Common Stock Shares Authorized

CommonStockSharesAuthorized

100000000

shares

CY2022Q4

us-gaap

Common Stock Shares Authorized

CommonStockSharesAuthorized

100000000

shares

CY2022Q4

us-gaap

Temporary Equity Shares Authorized

TemporaryEquitySharesAuthorized

6900000

shares

CY2023Q4

binxu

Business Acquisitions Share Price

BusinessAcquisitionsSharePrice

9.20

CY2023Q4

binxu

Redemption Price

RedemptionPrice

18.00

CY2023Q4

us-gaap

Class Of Warrant Or Right Exercise Price Of Warrants Or Rights1

ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1

0.01

CY2023Q4

us-gaap

Share Price

SharePrice

10.77

CY2022Q4

us-gaap

Share Price

SharePrice

10.17

CY2023Q4

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Exercise Price

ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice

11.50

CY2022Q4

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Exercise Price

ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExercisePrice

11.50

CY2023

us-gaap

Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1

SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1

P1Y2M12D

CY2022

us-gaap

Sharebased Compensation Arrangement By Sharebased Payment Award Fair Value Assumptions Expected Term1

SharebasedCompensationArrangementBySharebasedPaymentAwardFairValueAssumptionsExpectedTerm1

P2Y8M12D

CY2023

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate

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0.0156

pure

CY2022

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Expected Volatility Rate

ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsExpectedVolatilityRate

0.013

pure

CY2023

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate

ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate

0.0384

pure

CY2022

us-gaap

Share Based Compensation Arrangement By Share Based Payment Award Fair Value Assumptions Risk Free Interest Rate

ShareBasedCompensationArrangementByShareBasedPaymentAwardFairValueAssumptionsRiskFreeInterestRate

0.0399

pure

CY2023

binxu

Share Based Compensation Arrangement By Share Based Payment Award Probability Of Completing Business Combination

ShareBasedCompensationArrangementByShareBasedPaymentAwardProbabilityOfCompletingBusinessCombination

0.19

pure

CY2022

binxu

Share Based Compensation Arrangement By Share Based Payment Award Probability Of Completing Business Combination

ShareBasedCompensationArrangementByShareBasedPaymentAwardProbabilityOfCompletingBusinessCombination

0.38

pure

CY2023Q4

us-gaap

Deferred Set Up Costs Noncurrent

DeferredSetUpCostsNoncurrent

407134

usd

CY2022Q4

us-gaap

Deferred Set Up Costs Noncurrent

DeferredSetUpCostsNoncurrent

301024

usd

CY2023Q4

binxu

Deferred Tax Asset Unrealized Gainloss Trust

DeferredTaxAssetUnrealizedGainlossTrust

-0

usd

CY2022Q4

binxu

Deferred Tax Asset Unrealized Gainloss Trust

DeferredTaxAssetUnrealizedGainlossTrust

66997

usd

CY2023Q4

us-gaap

Deferred Tax Assets Gross

DeferredTaxAssetsGross

407134

usd

CY2022Q4

us-gaap

Deferred Tax Assets Gross

DeferredTaxAssetsGross

234027

usd

CY2023Q4

us-gaap

Deferred Tax Assets Valuation Allowance

DeferredTaxAssetsValuationAllowance

407134

usd

CY2022Q4

us-gaap

Deferred Tax Assets Valuation Allowance

DeferredTaxAssetsValuationAllowance

301024

usd

CY2023Q4

us-gaap

Deferred Tax Assets Net

DeferredTaxAssetsNet

-0

usd

CY2022Q4

us-gaap

Deferred Tax Assets Net

DeferredTaxAssetsNet

66997

usd

CY2023

us-gaap

Current Federal Tax Expense Benefit

CurrentFederalTaxExpenseBenefit

379913

usd

CY2022

us-gaap

Current Federal Tax Expense Benefit

CurrentFederalTaxExpenseBenefit

111278

usd

CY2023

us-gaap

Deferred Federal Income Tax Expense Benefit

DeferredFederalIncomeTaxExpenseBenefit

-231488

usd

CY2022

us-gaap

Deferred Federal Income Tax Expense Benefit

DeferredFederalIncomeTaxExpenseBenefit

-92863

usd

CY2023

us-gaap

Current State And Local Tax Expense Benefit

CurrentStateAndLocalTaxExpenseBenefit

0

usd

CY2022

us-gaap

Current State And Local Tax Expense Benefit

CurrentStateAndLocalTaxExpenseBenefit

45007

usd

CY2023

us-gaap

Deferred State And Local Income Tax Expense Benefit

DeferredStateAndLocalIncomeTaxExpenseBenefit

0

usd

CY2022

us-gaap

Deferred State And Local Income Tax Expense Benefit

DeferredStateAndLocalIncomeTaxExpenseBenefit

-38139

usd

CY2023

us-gaap

Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance

IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance

181205

usd

CY2022

us-gaap

Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance

IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance

197999

usd

CY2023

us-gaap

Income Tax Expense Benefit

IncomeTaxExpenseBenefit

329630

usd

CY2022

us-gaap

Income Tax Expense Benefit

IncomeTaxExpenseBenefit

223282

usd

CY2023Q4

us-gaap

Operating Loss Carryforwards

OperatingLossCarryforwards

0

usd

CY2022Q4

us-gaap

Operating Loss Carryforwards

OperatingLossCarryforwards

0

usd

CY2023

us-gaap

Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance

IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance

181205

usd

CY2022

us-gaap

Income Tax Reconciliation Change In Deferred Tax Assets Valuation Allowance

IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance

197999

usd

CY2023

binxu

Effective Income Taxes Rate Reconciliation At Federal Statutory Income Tax Rate

EffectiveIncomeTaxesRateReconciliationAtFederalStatutoryIncomeTaxRate

0.210

pure

CY2022

binxu

Effective Income Taxes Rate Reconciliation At Federal Statutory Income Tax Rate

EffectiveIncomeTaxesRateReconciliationAtFederalStatutoryIncomeTaxRate

0.210

pure

CY2023

us-gaap

Effective Income Tax Rate Reconciliation State And Local Income Taxes

EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes

0.000

pure

CY2022

us-gaap

Effective Income Tax Rate Reconciliation State And Local Income Taxes

EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes

0.070

pure

CY2023

binxu

Effective Income Tax Rate Reconciliation Business Combination Related Expenses

EffectiveIncomeTaxRateReconciliationBusinessCombinationRelatedExpenses

0.337

pure

CY2022

binxu

Effective Income Tax Rate Reconciliation Business Combination Related Expenses

EffectiveIncomeTaxRateReconciliationBusinessCombinationRelatedExpenses

0.000

pure

CY2023

binxu

Effective Income Tax Rate Reconciliation Change In Fair Value Of Warrant Liability

EffectiveIncomeTaxRateReconciliationChangeInFairValueOfWarrantLiability

-0.006

pure

CY2022

binxu

Effective Income Tax Rate Reconciliation Change In Fair Value Of Warrant Liability

EffectiveIncomeTaxRateReconciliationChangeInFairValueOfWarrantLiability

-0.189

pure

CY2023

binxu

Effective Income Tax Rate Reconciliation Delaware Tax Penalty And Interest

EffectiveIncomeTaxRateReconciliationDelawareTaxPenaltyAndInterest

0.003

pure

CY2022

binxu

Effective Income Tax Rate Reconciliation Delaware Tax Penalty And Interest

EffectiveIncomeTaxRateReconciliationDelawareTaxPenaltyAndInterest

0.000

pure

CY2023

us-gaap

Effective Income Tax Rate Reconciliation Change In Deferred Tax Assets Valuation Allowance

EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance

0.664

pure

CY2022

us-gaap

Effective Income Tax Rate Reconciliation Change In Deferred Tax Assets Valuation Allowance

EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance

0.735

pure

CY2023

us-gaap

Effective Income Tax Rate Continuing Operations

EffectiveIncomeTaxRateContinuingOperations

1.208

pure

CY2022

us-gaap

Effective Income Tax Rate Continuing Operations

EffectiveIncomeTaxRateContinuingOperations

0.826

pure

CY2023Q4

us-gaap

Common Stock Shares Held In Employee Trust Shares

CommonStockSharesHeldInEmployeeTrustShares

1381866

shares

CY2023

binxu

Trust Account To Pay Holders

TrustAccountToPayHolders

15134429

usd

CY2023Q4

binxu

Trust Account To Pay Holders Per Share

TrustAccountToPayHoldersPerShare

10.95

CY2023Q4

us-gaap

Common Stock Other Shares Outstanding

CommonStockOtherSharesOutstanding

4081747

shares

CY2023Q4

binxu

Excise Tax Equal Percentage

ExciseTaxEqualPercentage

0.01

pure

CY2023Q4

us-gaap

Common Stock Other Value Outstanding

CommonStockOtherValueOutstanding

151344

usd

CY2023

binxu

Common Stock Voting Right

CommonStockVotingRight

there were 5,463,613 shares of common stock of the Company entitled to be voted at the Annual Meeting. At the Annual Meeting, 5,084,314 shares of common stock of the Company or 93.05% of the shares entitled to vote at the Annual Meeting were represented in person or by proxy

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$BNIX
Bannix Acquisition Corp. Stock $bnix

2024 Q2 Form 10-K Financial Statement

#000173112224000909 Filed on May 31, 2024

Income Statement

Balance Sheet

Cashflow Statement

Facts In Submission

Files In Submission

$BNIX Bannix Acquisition Corp. Stock $bnix

2024 Q2 Form 10-K Financial Statement

#000173112224000909 Filed on May 31, 2024

Income Statement

Balance Sheet

Cashflow Statement

Facts In Submission

Files In Submission

$BNIX
Bannix Acquisition Corp. Stock $bnix