Overview

We are a blank check company formed in the Cayman Islands on August 1, 2025 for the purpose of merging with, acquiring, or engaging in a similar business combination with one or more businesses. We intend to use the proceeds from our Initial Public Offering (IPO) and private placements to identify and complete a business combination.

Results of Operations

We have not engaged in any operations or generated any revenue to date. Our activities have been limited to organizational tasks and preparing for the IPO. We expect to continue incurring costs as a public company, as well as expenses related to identifying and evaluating potential business combination targets.

For the six months ended June 30, 2026, we had a net income of $208,319, which consisted of operating costs and interest income on cash held in the trust account. For the three months ended June 30, 2026, we had a net income of $268,384, also from operating costs and interest income.

Liquidity and Capital Resources

On June 2, 2026, our registration statement for the IPO was declared effective. On June 4, 2026, we completed the IPO of 12,500,000 units at $10 per unit, generating gross proceeds of $125,000,000. An additional 1,875,000 units were sold through the underwriter’s over-allotment option, bringing the total gross proceeds to $143,750,000.

Simultaneously, we completed a private placement of 262,500 units and 590,625 ordinary shares to our sponsor, generating $2,625,000 in gross proceeds.

After the IPO, $143,750,000 in net proceeds were deposited into a trust account, to be used solely for the purpose of completing a business combination. As of June 30, 2026, we had $302,745 in cash on our balance sheet and a working capital surplus of $418,068.

We may seek additional financing through working capital loans from our sponsor or affiliates to fund transaction costs related to a business combination. However, no such loans have been drawn as of June 30, 2026.

Settlement Agreement

We entered into a Settlement Agreement to resolve a pending arbitration and related proceedings. This agreement became effective upon the closing of the IPO on June 4, 2026. We do not expect any liabilities from this agreement to be payable from the trust account, other than the deferred underwriting commissions.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements as of June 30, 2026.

Critical Accounting Estimates

As of June 30, 2026 and December 31, 2025, we did not have any critical accounting estimates to disclose.