Overview

The report provides an overview of the financial performance and operations of a blank check company that was incorporated in September 2025 for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The company has not yet selected a specific business combination target and has not engaged in any substantive discussions with potential targets.

Results of Operations

The company has not engaged in any operations or generated any revenues to date. Its activities have been limited to organizational activities and preparing for the initial public offering (IPO). After the IPO, the company will continue to incur increased expenses as a public company, as well as expenses related to due diligence for a potential business combination. For the three and six months ended June 30, 2026, the company had a net income of $629,213, which primarily includes income earned on cash held in the trust account and a change in the fair value of the overallotment option, partially offset by formation and operating expenses.

Liquidity and Capital Resources

As of June 30, 2026, the company had $767,364 in cash held outside the trust account and working capital of $1,086,331. The company’s sources of liquidity prior to the IPO were an initial purchase of Class B ordinary shares by the sponsor and a loan from the sponsor.

On May 18, 2026, the company completed its IPO, selling 15,000,000 units at $10 per unit and generating gross proceeds of $150 million. Simultaneously, the company completed a private placement of 2,750,000 warrants to the sponsor, generating an additional $2.75 million. On May 20, 2026, the company issued an additional 700,000 units pursuant to the underwriter’s partial exercise of the overallotment option, generating $7 million in additional gross proceeds.

The company intends to use the funds held in the trust account to complete its initial business combination, with any remaining proceeds used as working capital to finance the operations of the target business, make other acquisitions, and pursue growth strategies. The company may also obtain additional financing through working capital loans from the sponsor or its affiliates.

Off-Balance Sheet Arrangements; Commitments and Contractual Obligations

As of June 30, 2026, the company did not have any off-balance sheet arrangements or material commitments and contractual obligations. The company did grant the underwriter a 45-day option to purchase up to 2,250,000 additional units to cover any overallotments, a portion of which was exercised. The underwriter is also entitled to a cash underwriting discount, a deferred underwriting commission, and an advisory fee upon completion of the business combination.

Critical Accounting Estimates

The company’s critical accounting estimates as of June 30, 2026 relate to the fair value of the public and private warrants.

Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, the company is not required to provide quantitative and qualitative disclosures about market risk.

Controls and Procedures

The report does not provide any information about the company’s controls and procedures.