View Filing Data

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2016	Nov. 11, 2016
Document And Entity Information
Entity Registrant Name	M I Acquisitions, Inc.
Entity Central Index Key	0001653558
Document Type	10-Q
Trading Symbol	MACQU
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		7,168,716
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2016

Condensed Balance Sheets (unaudited) - USD ($)

Sep. 30, 2016

Dec. 31, 2015

Assets

Current asset: cash and cash equivalents

$ 509,051

$ 5,000

Deferred offering costs

178,957

Accrued interest receivable held in trust account

3,145

Total current assets

512,196

183,957

Cash and cash equivalents held in trust

51,500,000

Total Assets

52,012,196

183,957

Current Liabilities:

Accounts payable and accrued expenses

67,027

Accrued offering costs payable

45,999

Advances from related party

971

Note payable

27,500

55,000

Note payable - related parties

114,183

Total Current Liabilities

141,497

169,183

Deferred underwriting fee payable

1,000,000

Total Liabilities

1,141,497

169,183

Common stock, subject to possible conversion (4,453,194 shares at conversion value)

45,870,695

Stockholder's Equity:

Preferred stock, $0.001 par value; 1,000,000 authorized none issued and outstanding

Common stock, $0.001 par value; 30,000,000 shares authorized; 2,386,806 issued and outstanding at September 30, 2016 (excluding 4,453,194 shares subject to possible conversion) and 1,437,500 shares issued and outstanding at December 31, 2015

2,386

1,438

^[1]

Additional paid in capital

5,051,490

23,562

Accumulated deficit

(53,872)

(10,226)

Total Stockholder's Equity

5,000,004

14,774

Total Liabilities and Stockholder's Equity

$ 52,012,196

$ 183,957

[1]	This number includes an aggregate of up to 187,500 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised by the underwriters.

Condensed Balance Sheets (Parenthetical) - USD ($)

Sep. 30, 2016

Dec. 31, 2015

Statement of Financial Position [Abstract]

Common stock, conversion value

4,453,194

Preferred stock, par value (in dollars per share)

$ 0.001

Preferred stock, authorized

1,000,000

Preferred stock, issued

Preferred stock, outstanding

Common stock, par value (in dollars per share)

$ 0.001

^[1]

Common stock, authorized

30,000,000

^[1]

Common stock, issued

2,386,806

1,437,500

^[1]

Common stock, outstanding

$ 2,386,806

$ 1,437,500

^[1]

[1]	This number includes an aggregate of up to 187,500 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised by the underwriters.

Condensed Statements of Operations (unaudited) - USD ($)	3 Months Ended	5 Months Ended	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016
EXPENSES
Formation and operating costs	$ 61,360	$ 1,043	$ 68,624
Administrative fee - related party	5,667		5,667
TOTAL EXPENSES	67,027	1,043	74,291
OTHER INCOME
Change in value of derivative liability
Interest and dividend income	3,145		3,145
Extinguishment of debt	27,500		27,500
TOTAL OTHER INCOME	30,645		30,645
Net loss	$ (36,382)	$ (1,043)	$ (43,646)
Net loss per shares of common stock - basic and diluted (in dollars per share)	$ (0.03)	$ (0.00)	$ (0.03)
Weighted average shares of common stock outstanding - basic and diluted (in shares)	1,363,737	1,250,000	1,288,329

Condensed Statement of Changes in Stockholder's Equity - 9 months ended Sep. 30, 2016 - USD ($)	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
Balance at beginning at Dec. 31, 2015	$ 1,438	$ 23,562	$ (10,226)	$ 14,774
Balance at beginning (in shares) at Dec. 31, 2015	1,437,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Sale of 5,000,000 units	$ 5,000	49,995,000		50,000,000
Sale of 5,000,000 units (in shares)	5,000,000
Underwriters discount and offering expenses		(3,125,429)		(3,125,429)
Sale of 402,500 private units	$ 403	4,024,597		4,025,000
Sale of 402,500 private units (in shares)	402,500
Common stock subject to possible conversion	$ (4,455)	(45,866,240)		(45,870,695)
Common stock subject to possible conversion (in shares)	(4,453,194)
Net loss			(43,646)	(43,646)
Balance at end at Sep. 30, 2016	$ 2,386	$ 5,051,490	$ (53,872)	$ 5,000,004
Balance at end (in shares) at Sep. 30, 2016	2,386,806

Condensed Statements of Cash Flows (unaudited) - USD ($)	5 Months Ended	9 Months Ended
	Sep. 30, 2015	Sep. 30, 2016
Cash Flows From Operating Activities:
Net loss	$ (1,043)	$ (43,646)
Gain on extinguishment of debt		(27,500)
Adjustments to reconcile net loss to net cash used in operating activities:
Accrued interest income		(3,145)
Formation and organization costs paid by related parties	1,043	2,537
Changes in operating assets and liabilities:
Accounts payable and accrued expenses		67,027
Net Cash Used In Operating Activities		(4,727)
Cash Flows From Investing Activities:
Cash deposited into trust account		(51,500,000)
Net Cash Used In Investing Activities		(51,500,000)
Cash Flows From Financing Activities:
Proceeds from public offering, net of offering costs		48,194,567
Proceeds from insider units		4,025,000
Payments of related party notes		(131,720)
Proceeds from related party advances		55,201
Payments of related party advances		(54,230)
Payments of offering costs		(80,040)
Net Cash Provided By Financing Activities		52,008,778
Net change in cash and cash equivalents		504,051
Cash and cash equivalents at beginning of period		5,000
Cash and cash equivalents at end of period		509,051
Supplemental disclosure of non-cash financing activities:
Payment of deferred offering costs by issuance of notes and related party notes	83,957	15,000
Payment of deferred offering costs by issuance of common stock	25,000
Reclassification of deferred offering costs to equity		258,997
Accrual of offering costs
Common stock subject to possible conversion		45,870,695
Deferred Underwriting commission		$ 1,000,000

Organization, Plan of Business Operations and Going Concern Consideration

9 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Organization, Plan of Business Operations and Going Concern Consideration

Note 1 — Organization, Plan of Business Operations and Going Concern Consideration

M I Acquisitions, Inc. (the “Company”) was incorporated in Delaware on April 23, 2015 as a blank check company whose objective is to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination, one or more businesses or entities (a “Business Combination”). The Company’s efforts to identify a prospective target business will not be limited to any particular industry or geographic region, although the Company initially intends to focus on target businesses operating in the consumer, retail or retail service industries.

The registration statement for the Company’s initial public offering was declared effective on September 13, 2016. The Company consummated a public offering of 5,000,000 units (“Units”) on September 19, 2016 (the “Offering”), generating gross proceeds of $50,000,000 and net proceeds of $47,981,581 after deducting $2,018,419 of transaction costs. In addition, the Company generated gross proceeds of $4,025,000 from the private placement of 402,500 units (the “Private Placement”) to certain initial stockholders (“Initial Stockholders”) of the Company. The Units sold pursuant to the Offering and the Private Placement were sold at an offering price of $10.00 per Unit. The Company also incurred additional issuance costs totaling $1,107,110, of which the deferred underwriting fee of $1,000,000 was unpaid as of September 30, 2016.

The underwriters exercised the over-allotment option in part and, on October 14, 2016, the underwriters purchased 310,109 Over-allotment Option Units, which were sold at an offering price of $10.00 per Unit, generating gross proceeds of $3,101,090 and net proceeds of $3,008,057 after deducting $93,033 of transaction costs. On October 14, 2016, simultaneously with the sale of the over-allotment Units, the Company consummated the private sale of an additional 18,607 private Units to one of the initial stockholders, generating gross proceeds of $186,070.

All activity from inception through September 19, 2016 related to the Company’s formation, Offering and general and administrative expenses. Since the Offering, the Company’s activity has been limited to the evaluation of business combination candidates, and we will not be generating any operating revenues until the closing and completion of our initial business combination.

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Offering and Private Placement, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination. The Company’s Units are listed on the Nasdaq Capital Market (“NASDAQ”). Pursuant to the NASDAQ listing rules, the Company’s initial Business Combination must be with a target business or businesses whose collective fair market value is at least equal to 80% of the balance in the trust account at the time of the execution of a definitive agreement for such Business Combination, although this may entail simultaneous acquisitions of several target businesses. There is no assurance that the Company will be able to effect a Business Combination successfully.

Following the closing of the Offering and the Private Placement (including the partial exercise of the over-allotment option, an amount of $54,694,127 (or $10.30 per share sold to the public in the Offering included in the Units (“Public Shares”)) from the sale of the Units and Private Units is being held in a trust account (“Trust Account”) at J.P. Morgan Chase Bank maintained by American Stock Transfer& Trust Company, acting as trustee, and may be invested in money market funds meeting the applicable conditions of Rule 2a-7 promulgated under the Investment Company Act of 1940, as amended, and that invest solely in U.S. treasuries or United States bonds, treasuries or notes having a maturity of 180 days or less. The $54,694,127 placed into the Trust Account may not be released until the earlier of (i) the consummation of the Company’s initial Business Combination and (ii) the Company’s failure to consummate a Business Combination within the prescribed time. The remaining net proceeds (not held in the Trust Account) may be used to pay for business, legal and accounting due diligence on prospective acquisitions and continuing general and administrative expenses. Additionally, the interest earned on the Trust Account balance may be released to the Company to pay the Company’s tax obligations. Placing funds in the Trust Account may not protect those funds from third party claims against the Company. Although the Company will seek to have all vendors, service providers, prospective target businesses or other entities it engages, execute agreements with the Company waiving any claim of any kind in or to any monies held in the Trust Account, there is no guarantee that such persons will execute such agreements. The Company’s insiders will agree to be liable under certain circumstances to ensure that the proceeds in the Trust Account are not reduced by the claims of target businesses or vendors or other entities that are owed money by the Company for service rendered, contracted for or products sold to the Company. However, they may not be able to satisfy those obligations should they arise. With these exceptions, expenses incurred by the Company may be paid prior to a Business Combination only from the net proceeds of the Proposed Public Offering not held in the Trust Account; provided, however, that in order to meet its working capital needs following the consummation of the Proposed Public Offering, the Company’s Initial Stockholders, officers and directors or their affiliates may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion. Each loan would be evidenced by a promissory note. The notes would either be paid upon consummation of the Company’s initial Business Combination, without interest, or, at the lender’s discretion, up to $200,000 of the notes may be converted upon consummation of the Company’s Business Combination into additional Private Units at a price of $10.00 per Unit. If the Company does not complete a Business Combination, the loans would not be repaid.

The Company will either seek stockholder approval of any Business Combination at a meeting called for such purpose at which stockholders may seek to convert their shares into their pro rata share of the aggregate amount then on deposit in the Trust Account, less any taxes then due but not yet paid, or provide stockholders with the opportunity to sell their shares to the Company by means of a tender offer for an amount equal to their pro rata share of the aggregate amount then on deposit in the Trust Account, less any taxes then due but not yet paid. The Company will proceed with a Business Combination only if it will have net tangible assets of at least $5,000,001 upon consummation of the Business Combination and, solely if stockholder approval is sought, a majority of the outstanding common shares of the Company voted are voted in favor of the Business Combination. Notwithstanding the foregoing, a public stockholder, together with any affiliate of his or any other person with whom he is acting in concert or as a “group” (as defined in Section 13(d)(3) of the Exchange Act) will be restricted from seeking conversion rights with respect to 20% or more of the common shares sold in the Offering. Accordingly, all shares purchased by a holder in excess of 20% of the shares sold in the Offering will not be converted to cash.

In connection with any stockholder vote required to approve any Business Combination, the Initial Stockholders agreed (i) to vote any of its respective shares, including the common shares sold to the Initial Stockholders in connection with the organization of the Company (the “Initial Shares”), common shares included in the Private Units sold in the Private Placement, and any common shares which were initially issued in connection with the Offering, whether acquired in or after the effective date of the Offering, in favor of the initial Business Combination and (ii) not to convert such respective shares into a pro rata portion of the Trust Account or seek to sell their shares in connection with any tender offer the Company engages in.

Pursuant to the Company’s amended and restated Certificate of Incorporation if the Company is unable to complete its initial Business Combination within 18 months from the date of the Offering, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100% of the outstanding public shares and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining holders of common stock and the Company’s board of directors, dissolve and liquidate. However, if the Company anticipates that it may not be able to consummate its initial Business Combination within 18 months, the Company may extend the period of time to consummate a Business Combination up to three times, each by an additional month (for a total of up to 21 months to complete a Business Combination). Pursuant to the terms of the Company’s amended and restated articles of incorporation and the trust agreement entered into between the Company and American Stock Transfer & Trust Company, in order to extend the time available for the Company to consummate its initial Business Combination, the Company’s insiders or their affiliates or designees, upon five days advance notice prior to the applicable deadline, must deposit into the trust account $125,000 (or $143,750 if the underwriters’ over-allotment option is exercised in full), or $0.025 per unit in either case, up to an aggregate of $375,000 (or $431,250 if the underwriters’ over-allotment option is exercised in full), or $0.075 per unit, on or prior to the date of the applicable deadline, for each one month extension. In the event that the Company receives notice from its insiders five days prior to the applicable deadline of their intent 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. The Company’s insiders and their affiliates or designees are not obligated to fund the trust account to extend the time for the Company to complete its initial Business Combination. To the extent that some, but not all, of the Company’s insiders, decide to extend the period of time to consummate the initial Business Combination, such insiders (or their affiliates or designees) may deposit the entire $375,000 (or $431,250). If the Company is unable to consummate an initial Business Combination and is forced to redeem 100% of the outstanding public shares for a pro rata portion of the funds held in the Trust Account, each holder will receive a pro rata portion of the amount then in the Trust Account. Holders of warrants will receive no proceeds in connection with the liquidation. The Initial Stockholders and the holders of Private Units will not participate in any redemption distribution with respect to their initial shares and Private Units, including the common stock included in the Private Units.

To the extent the Company is unable to consummate a business combination, the Company will pay the costs of liquidation from the remaining assets outside of the trust account. If such funds are insufficient, the insiders have agreed to pay the funds necessary to complete such liquidation (currently anticipated to be no more than $15,000) and have agreed not to seek repayment of such expenses.

Significant Accounting Policies

9 Months Ended

Sep. 30, 2016

Accounting Policies [Abstract]

Significant Accounting Policies

Note 2 — Significant Accounting Policies

Basis of presentation

The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. The Company has evaluated subsequent events through the issuance of this Form 10-Q. Operating results for the nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016 or any other period. The accompanying condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the period from April 23, 2015 (Inception) through December 31, 2015 and the period then ended included in the prospectus filed with the Securities and Exchange Commission on September 14, 2016.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

Marketable securities held in Trust Account

The amounts held in the Trust Account represent substantially all of the proceeds of the Initial Public Offering and are classified as restricted assets since such amounts can only be used by the Company in connection with the consummation of a Business Combination. As of September 30, 2016, marketable securities held in the Trust Account consisted of $51,500,000 in United States Treasury Bills with an original maturity of six months or less.

Fair value of financial instruments

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature.

Use of Estimates

The preparation of financial statements in conformity with 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. Actual results could differ from those estimates.

Concentration of credit risk

Financial instruments that potentially subject the Company to concentration 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 and management believes the Company is not exposed to significant risks on such accounts.

Common stock subject to possible conversion

The Company accounts for its common stock subject to possible conversion in accordance with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Common stock subject to mandatory conversion are classified as a liability instrument and is measured at fair value. Conditionally convertible common stock (including common shares that feature conversion rights that are either within the control of the holder or subject to conversion upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain conversion rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, the common stock subject to possible conversion is presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.

Income Taxes

The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company is required to file income tax returns in the United States (federal) and in various state and local jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on April 23, 2015, the evaluation was performed for the 2015 tax year, which will be the only period subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material change to its financial position.

The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the period from January 1, 2016 through September 30, 2016. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.

Related Parties

The Company follows subtopic ASC 850-10 for the identification of related parties and disclosure of related party transactions.

Pursuant to Section 850-10-20, the related parties include: (a.) affiliates of the Company (“Affiliate” means, with respect to any specified Person, any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act); (b.) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c.) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d.) principal owners of the Company; (e.) management of the Company; (f.) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g.) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: (a.) the nature of the relationship(s) involved; (b.) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c.) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d.) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Subsequent Events

The Company’s management reviewed all material events that have occurred after the balance sheet date through the date which these financial statements were issued.

Recent Accounting Pronouncements

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Commitments

9 Months Ended

Sep. 30, 2016

Commitments and Contingencies Disclosure [Abstract]

Commitments

Note 6 — Commitments

Underwriting Agreement

The Company entered into an agreement with the underwriters of the Offering (“Underwriting Agreement”). The Underwriting Agreement required the Company to pay an underwriting discount of 3.0% of the gross proceeds of the Offering as an underwriting discount and incur a deferred underwriting discount of up to 2.0% for an aggregate underwriting discount of 5.0% of the gross proceeds of the Offering, in each case as set forth in the Underwriting Agreement. The Company will pay the deferred underwriting fee at the closing of the Business Combination. The underwriters also purchased an interest in M SPAC Holdings I LLC, an entity controlled by the Company’s insiders, which entitles it to a beneficial interest in 63,184 insider shares.

The Underwriting Agreement granted Chardan Capital Markets, LLC a right of first refusal, for a period of thirty-six months from the closing of the Offering, to act as lead investment banker, lead book-runner, and/or lead placement agent with 33% of the economics or 25% if three investment banks are involved in the transaction, for any public or private equity and debt offerings during such period.

The Underwriting Agreement will provide that the Company will pay Chardan Capital Markets, LLC a warrant solicitation fee of five percent (5%) of the exercise price of each public warrant exercised during the period commencing on the later of 12 months from the closing of the Proposed Public Offering or 30 days after the completion of the Company’s initial business combination including warrants acquired by security holders in the open market. The warrant solicitation fee will be payable in cash. There is no limitation on the maximum warrant solicitation fee payable to Chardan Capital Markets, LLC except to the extent it is limited by the number of warrants outstanding.

Purchase Option

The Company sold to the underwriters, for $100, a unit purchase option to purchase up to a total of 300,000 units exercisable at $12.00 per unit (or an aggregate exercise price of $6,000,000) commencing on the later of the consummation of a Business Combination and six months from September 13, 2016. The unit purchase option expires five years from September 13, 2016. The units issuable upon exercise of this option are identical to the Units being offered in the Offering. The Company has agreed to grant to the holders of the unit purchase option, demand and “piggy back” registration rights for periods of five and seven years, respectively, from September 13, 2016, including securities directly and indirectly issuable upon exercise of the unit purchase option.

The Company accounts for the fair value of the unit purchase option, inclusive of the receipt of a $100 cash payment, as an expense of the Offering resulting in a charge directly to stockholders’ equity. The Company estimates that the fair value of this unit purchase option was approximately $2,695,000 (or $8.98 per unit) using a Black-Scholes option-pricing model. The fair value of the unit purchase option to be granted to the placement agent is estimated as of the date of grant using the following assumptions: (1) expected volatility of 149%, (2) risk-free interest rate of 1.22% and (3) expected life of five years. The unit purchase option may be exercised for cash or on a “cashless” basis, at the holder’s option (except in the case of a forced cashless exercise upon the Company’s redemption of the Warrants, as described in Note 3), such that the holder may use the appreciated value of the unit purchase option (the difference between the exercise prices of the unit purchase option and the underlying Warrants and the market price of the Units and underlying common stock) to exercise the unit purchase option without the payment of any cash. The Company will have no obligation to net cash settle the exercise of the unit purchase option or the Warrants underlying the unit purchase option. The holder of the unit purchase option will not be entitled to exercise the unit purchase option or the Warrants underlying the unit purchase option unless a registration statement covering the securities underlying the unit purchase option is effective or an exemption from registration is available. If the holder is unable to exercise the unit purchase option or underlying Warrants, the unit purchase option or Warrants, as applicable, will expire worthless.

Registration Rights

The Initial Stockholders are entitled to registration rights with respect to their initial shares and the purchasers of the Private Units will be entitled to registration rights with respect to the Private Units (and underlying securities), pursuant to an agreement signed on September 13, 2016. The holders of the majority of the initial shares are entitled to demand that the Company register these shares at any time commencing three months prior to the first anniversary of the consummation of a Business Combination. The holders of the Private Units (or underlying securities) are entitled to demand that the Company register these securities at any time after the Company consummates a Business Combination. In addition, the holders have certain “piggy-back” registration rights on registration statements filed after the Company’s consummation of a Business Combination.

Administrative Service Fee

The Company, commencing on September 13, 2016, has agreed to pay an affiliate of the Company’s executive officers a monthly fee of $10,000 for general and administrative services due on the first of each month. During the three and nine months ended September 30, 2016, the Company incurred administrative fees of $5,667.

Stockholder's Equity

9 Months Ended

Sep. 30, 2016

Equity [Abstract]

Stockholder's Equity

Note 7 — Stockholder’s Equity

Preferred Stock

The Company is authorized to issue 1,000,000 preferred shares with a par value of $0.001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors.

As of September 30, 2016, there are no preferred shares issued or outstanding.

Common Stock

Amended and Restated Certificate of Incorporation

The Company’s Certificate of Incorporation was amended in connection with the Offering to reduce the Company’s authorized shares of common stock from 50,000,000 to 30,000,000.

The Company is authorized to issue 30,000,000 shares of common stock with a par value of $0.001 per share.

On April 23, 2015, 1,437,500 shares of the Company’s common stock were sold to the Initial Stockholders at a price of approximately $0.02 per share for an aggregate of $25,000. This number includes an aggregate of up to 187,500 shares that are subject to forfeiture if the over-allotment option is not exercised by the underwriters. All of these shares will be placed in escrow until (1) with respect to 50% of the shares, the earlier of six months after the date of the consummation of an initial Business Combination and the date on which the closing price of the Company’s common stock equals or exceeds $12.50 per share (as adjusted for share splits, share dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after the Company’s initial business combination and (2) with respect to the remaining 50% of the insider shares, six months after the date of the consummation of an initial Business Combination, or earlier, in either case, if, subsequent to an initial Business Combination, the Company consummates a liquidation, merger, share exchange or other similar transaction which results in all of the Company’s stockholders having the right to exchange their shares for cash, securities or other property.

As of September 30, 2016, there were 2,386,806 common shares issued or outstanding, which excludes 4,453,194 shares subject to possible conversion.

The Company’s insiders have agreed (A) to vote their insider shares, private shares and any public shares acquired in or after the Offering in favor of any proposed Business Combination, (B) not to propose, or vote in favor of, an amendment to the Company’s certificate of incorporation that would affect the substance or timing of its obligation to redeem 100% of its public shares if it does not complete its initial business combination within 18 months from the closing of the Offering (or 21 months, as applicable), unless the Company provides its public stockholders with the opportunity to redeem their shares of common stock upon approval of any such amendment at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay its franchise and income taxes, divided by the number of then outstanding public shares, (C) not to convert any shares (including the insider shares and private shares) into the right to receive cash from the Trust Account in connection with a stockholder vote to approve the Company’s proposed initial Business Combination (or sell any shares they hold to the Company in a tender offer in connection with a proposed initial Business Combination) or a vote to amend the provisions of the Company’s certificate of incorporation relating to the substance or timing of its obligation to redeem 100% of the Company’s public shares if it does not complete its initial business combination within 18 months from the closing of the Offering (or 21 months, as applicable) and (D) that the insider shares and private shares shall not be entitled to be redeemed for a pro rata portion of the funds held in the Trust Account if a Business Combination is not consummated.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB Topic 4.E)
-URI http://asc.fasb.org/extlink&oid=27010918&loc=d3e74567-122707

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 4
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21484-112644

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 4: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21488-112644

Reference 5: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(e))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 4
-Subparagraph (SAB Topic 4.C)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187143-122770

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-URI http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(d))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
-Section 50
-Paragraph 2
-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 15: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 16: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
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-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

+ Details

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2016
Significant Accounting Policies Policies
Basis of presentation	*Basis of presentation* The accompanying unaudited condensed financial statements are presented in U.S. dollars in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. The Company has evaluated subsequent events through the issuance of this Form 10-Q. Operating results for the nine months ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016 or any other period. The accompanying condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the period from April 23, 2015 (Inception) through December 31, 2015 and the period then ended included in the prospectus filed with the Securities and Exchange Commission on September 14, 2016.
Cash and Cash Equivalents	*Cash and Cash Equivalents* The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.
Marketable securities held in Trust Account	*Marketable securities held in Trust Account* The amounts held in the Trust Account represent substantially all of the proceeds of the Initial Public Offering and are classified as restricted assets since such amounts can only be used by the Company in connection with the consummation of a Business Combination. As of September 30, 2016, marketable securities held in the Trust Account consisted of $51,500,000 in United States Treasury Bills with an original maturity of six months or less.
Fair value of financial instruments	*Fair value of financial instruments* The fair value of the Company’s assets and liabilities, which qualify as financial instruments under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature.
Use of Estimates	*Use of Estimates* The preparation of financial statements in conformity with 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. Actual results could differ from those estimates.
Concentration of credit risk	*Concentration of credit risk* Financial instruments that potentially subject the Company to concentration 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 and management believes the Company is not exposed to significant risks on such accounts.
Common stock subject to possible conversion	*Common stock subject to possible conversion* The Company accounts for its common stock subject to possible conversion in accordance with the guidance enumerated in ASC 480 “Distinguishing Liabilities from Equity”. Common stock subject to mandatory conversion are classified as a liability instrument and is measured at fair value. Conditionally convertible common stock (including common shares that feature conversion rights that are either within the control of the holder or subject to conversion upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s common stock features certain conversion rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, the common stock subject to possible conversion is presented as temporary equity, outside of the stockholders’ equity section of the Company’s balance sheet.
Income Taxes	*Income Taxes* The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company is required to file income tax returns in the United States (federal) and in various state and local jurisdictions. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s financial statements. Since the Company was incorporated on April 23, 2015, the evaluation was performed for the 2015 tax year, which will be the only period subject to examination. The Company believes that its income tax positions and deductions would be sustained on audit and does not anticipate any adjustments that would result in a material change to its financial position. The Company’s policy for recording interest and penalties associated with audits is to record such expense as a component of income tax expense. There were no amounts accrued for penalties or interest as of or during the period from January 1, 2016 through September 30, 2016. Management is currently unaware of any issues under review that could result in significant payments, accruals or material deviations from its position.
Related Parties	*Related Parties* The Company follows subtopic ASC 850-10 for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the related parties include: (a.) affiliates of the Company (“Affiliate” means, with respect to any specified Person, any other Person that, directly or indirectly through one or more intermediaries, controls, is controlled by or is under common control with such Person, as such terms are used in and construed under Rule 405 under the Securities Act); (b.) entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; (c.) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; (d.) principal owners of the Company; (e.) management of the Company; (f.) other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g.) other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: (a.) the nature of the relationship(s) involved; (b.) a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; (c.) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and (d.) amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.
Subsequent Events	*Subsequent Events* The Company’s management reviewed all material events that have occurred after the balance sheet date through the date which these financial statements were issued.
Recent Accounting Pronouncements	*Recent Accounting Pronouncements* Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

Organization, Plan of Business Operations and Going Concern Consideration (Details Narrative) - USD ($)			5 Months Ended	9 Months Ended
	Oct. 14, 2016	Sep. 19, 2016	Sep. 30, 2015	Sep. 30, 2016	Apr. 23, 2015
Net proceeds from issuance				$ 48,194,567
Minimum net tangible assets proceed with business combination				$ 5,000,001
Percentage of conversion rights				20.00%
Percentage of shares sold				20.00%
Deposit				$ 375,000
Costs of liquidation				15,000
Initial Stockholders [Member]
Shares price (in dollars per share)					$ 0.02
Trust Account [Member] \| Trust Agreement [Member] \| Minimum [Member]
Transaction costs of offering				125,000
Trust Account [Member] \| Trust Agreement [Member] \| Maximum [Member]
Transaction costs of offering				375,000
Affiliates [Member]
Deposit				431,250
Initial Public Offering [Member]
Number of shares issued		5,000,000
Gross proceeds from issuance		$ 50,000,000
Net proceeds from issuance		47,981,581
Transaction costs of offering		$ 2,018,419		$ 54,694,127
Shares price (in dollars per share)		$ 10.00		$ 10.30
Initial Public Offering [Member] \| Trust Account [Member]
Gross proceeds from issuance				$ 54,694,127
Private Placement [Member]
Shares price (in dollars per share)				$ 10.00
Amount of business transaction				$ 200,000
Private Placement [Member] \| Initial Stockholders [Member]
Number of shares issued		402,500
Gross proceeds from issuance		$ 4,025,000
Shares price (in dollars per share)		$ 10.00
Issuance costs				1,107,110
Deferred underwriting fee				1,000,000
Over-Allotment Option [Member] \| Initial Stockholders [Member] \| Subsequent Event [Member]
Number of shares issued	18,607
Gross proceeds from issuance	$ 186,070
Over-Allotment Option [Member] \| Underwriters [Member] \| Subsequent Event [Member]
Number of shares issued	310,109
Gross proceeds from issuance	$ 3,101,090
Net proceeds from issuance	3,008,057
Transaction costs of offering	$ 93,033
Shares price (in dollars per share)	$ 10.00
Over-Allotment Option [Member] \| Trust Account [Member] \| Trust Agreement [Member] \| Minimum [Member]
Transaction costs of offering				$ 143,750
Shares price (in dollars per share)				$ 0.025
Over-Allotment Option [Member] \| Trust Account [Member] \| Trust Agreement [Member] \| Maximum [Member]
Transaction costs of offering				$ 431,250
Shares price (in dollars per share)				$ 0.075

Notes Payable (Details Narrative) - USD ($)		5 Months Ended	9 Months Ended
Notes Payable (Details Narrative) - USD ($)	Jul. 01, 2015	Sep. 30, 2015	Sep. 30, 2016	Dec. 31, 2015
Repayment of debt			$ 54,230
Advances from related party			971
Note payable			27,500	$ 55,000
Unsecured Promissory Note [Member] \| Affiliated Entity [Member]
Principal amount			$ 131,720
Description of interest rate terms			<p><font style="font: 10pt Times New Roman, Times, Serif">Non-interest bearing</font></p>
Description of payments terms			<p><font style="font: 10pt Times New Roman, Times, Serif">Payable on the earlier of (i) the consummation of the Offering or (ii) the date on which the Company determines not to proceed with the Offering.</font></p>
Advances Payable [Member] \| Affiliated Entity [Member]
Description of interest rate terms			<p><font style="font: 10pt Times New Roman, Times, Serif">Non-interest bearing</font></p>
Description of payments terms			<p><font style="font: 10pt Times New Roman, Times, Serif">Due on demand</font></p>
Repayment of debt			$ 54,230
Advances from related party			971
Unsecured Promissory Note [Member]
Principal amount	$ 55,000
Description of interest rate terms	<p><font style="font: 10pt Times New Roman, Times, Serif">Non-interest bearing</font></p>
Description of payments terms	<p><font style="font: 10pt Times New Roman, Times, Serif">(i) the consummation of the Public Offering or (ii) the date on which the Company determines not to proceed with the Public Offering. </font></p>
Note payable	$ 27,500
Gain on extinguishment of debt			$ 27,500

Commitments (Details Narrative) - USD ($)		3 Months Ended	5 Months Ended	9 Months Ended
Commitments (Details Narrative) - USD ($)	Sep. 13, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016
Administrative service fee		$ 5,667		$ 5,667
Underwriters [Member] \| $100 Unit Purchase Option [Member]
Cash receipt				$ 100
Number of units issued				300,000
Sale of stock (in dollars per unit)		$ 12.00		$ 12.00
Number of units issued, value				$ 6,000,000
Expiration period				5 years
Fair value				$ 2,695,000
Fair value (in dollars per unit)		$ 8.98		$ 8.98
Expected volatility				149.00%
Risk-free interest rate				1.22%
Expected life				5 years
Affiliated Entity [Member]
Administrative service fee	$ 10,000	$ 5,667		$ 5,667
Underwriting Agreement [Member]
Percentage of underwriting discount on offering gross proceeds				3.00%
Maximum deferred underwriting discount				2.00%
Aggregate underwriting discount				5.00%
Underwriting Agreement [Member] \| Chardan Capital Markets, LLC [Member]
Percentage of warrant solicitation fee				5.00%
Underwriting Agreement [Member] \| M SPAC Holdings I LLC [Member]
Number of beneficial interest				63,184

Stockholder's Equity (Details Narrative) - USD ($)

9 Months Ended

Sep. 19, 2016

Apr. 23, 2015

Sep. 30, 2016

Dec. 31, 2015

Preferred stock, authorized

1,000,000

Preferred stock, par value (in dollars per share)

$ 0.001

Preferred stock, issued

Preferred stock, outstanding

Common stock, authorized

30,000,000

^[1]

Common stock, previously authorized

50,000,000

Common stock, par value (in dollars per share)

$ 0.001

^[1]

Number of shares issued, value

$ 50,000,000

Common stock, issued

2,386,806

1,437,500

^[1]

Common stock, outstanding

$ 2,386,806

$ 1,437,500

^[1]

Number of shares excludes subject to possible conversion

4,453,194

Over-Allotment Option [Member]

Number of shares issued

750,000

Initial Stockholders [Member]

Number of shares issued

1,437,500

Shares price (in dollars per share)

$ 0.02

Number of shares issued, value

$ 25,000

Initial Stockholders [Member] | Over-Allotment Option [Member]

Maximum number of shares forfeiture

187,500

Description of escrow shares

<p><font style="font: 10pt Times New Roman, Times, Serif">1) with respect to 50% of the shares, the earlier of six months after the date of the consummation of an initial Business Combination and the date on which the closing price of the Company’s common stock equals or exceeds $12.50 per share (as adjusted for share splits, share dividends, reorganizations and recapitalizations) for any 20 trading days within any 30-trading day period commencing after the Company’s initial business combination and (2) with respect to the remaining 50% of the insider shares, six months after the date of the consummation of an initial Business Combination, or earlier, in either case, if, subsequent to an initial Business Combination, the Company consummates a liquidation, merger, share exchange or other similar transaction which results in all of the Company’s stockholders having the right to exchange their shares for cash, securities or other property.</font></p>

[1]	This number includes an aggregate of up to 187,500 shares of common stock that are subject to forfeiture if the over-allotment option is not exercised by the underwriters.

Subsequent Events (Details Narrative) - USD ($)		5 Months Ended	9 Months Ended
Subsequent Events (Details Narrative) - USD ($)	Oct. 14, 2016	Sep. 30, 2015	Sep. 30, 2016
Subsequent Event [Line Items]
Net proceeds from offering			$ 48,194,567
Subsequent Event [Member] \| Escrow Agreement [Member]
Subsequent Event [Line Items]
Number of shares canceled			109,973
Subsequent Event [Member] \| Over-Allotment Option [Member] \| Underwriters [Member]
Subsequent Event [Line Items]
Number of units issued	310,109
Sale of stock (in dollars per unit)	$ 10.00
Number of units issued, value	$ 3,101,090
Net proceeds from offering	3,008,057
Stock issuance cost	$ 93,033
Subsequent Event [Member] \| Over-Allotment Option [Member] \| Initial Stockholders [Member]
Subsequent Event [Line Items]
Number of units issued	18,607
Number of units issued, value	$ 186,070

Condensed Statement of Changes in Stockholder's Equity (Parenthetical)	9 Months Ended
	Sep. 30, 2016 USD ($)
Statement of Stockholders' Equity [Abstract]
Sale of common stock units	$ 5,000,000
Sale of private units	$ 402,500

Significant Accounting Policies (Details Narrative) - US Treasury Securities [Member] - Trust Account [Member]	9 Months Ended
	Sep. 30, 2016 USD ($)
Marketable securities	$ 51,500,000
Maturity description	<p><font style="font: 10pt Times New Roman, Times, Serif">An original maturity of six months or less.</font></p>