40 unchanged sentences
On November 10, 2025, the Company issued the Extension Promissory Note in connection with the Extension.
−Removed: Pursuant to the Extension Promissory Note, Warrant Holdings Sponsor will deposit $658,444.74 into the Trust Account beginning on November 13, 2025, and on the thirteenth day of each month thereafter (or if such day is not a business day, on the business day immediately preceding such day) until the earliest of:
+Added: Pursuant to the Extension Promissory Note, Warrant Holdings Sponsor was required to deposit $658,444.74 into the Trust Account beginning on November 13, 2025, and on the thirteenth day of each month thereafter (or if such day is not a business day, on the business day immediately preceding such day) until the earliest of:
(a) the consummation of an Initial Business Combination, (b) the Extended Termination Date or (c) the voluntary dissolution and liquidation of the Company as determined by the Board.
2 unchanged sentences
If the Company does not consummate an Initial Business Combination by the Extended Termination Date, the Company will not repay the amount loaned under the Extension Promissory Note until 100% of the Public Shares have been redeemed and only in connection with the liquidation of the Company and to the extent funds are available outside of the Trust Account.
−Removed: As of March 31, 2026, the outstanding balance under the Extension Promissory Note was $3,292,224.
+Added: As of June 30, 2026, the outstanding balance under the Extension Promissory Note was $5,267,559.
Results of Operations
We have neither engaged in any operations nor generated any revenues to date.
−Removed: Our only activities from March 22, 2021 (inception) through March 31, 2026 were organizational activities, those necessary to prepare for the Public Offering, described below, and subsequent to the Public Offering, the Company’s search for a target business with which to complete an initial business combination.
+Added: Our only activities from March 22, 2021 (inception) through June 30, 2026 were organizational activities, those necessary to prepare for the Public Offering, described below, and subsequent to the Public Offering, the Company’s search for a target business with which to complete an initial business combination.
We do not expect to generate any operating revenues until after the completion of our initial business combination, at the earliest.
1 unchanged sentence
We are incurring expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with completing an initial business combination.
−Removed: For the three months ended March 31, 2026, we reported net income of $2,755,291 which consisted of general and administrative expenses and $3,369,982 of interest on cash held in the Trust Account.
−Removed: For the three months ended March 31, 2025, we reported net income of $4,017,775 which consisted of general and administrative expenses (inclusive of $2,076,234 of waived legal fees offset against $2,036,401 in general and administrative expenses incurred) and $3,977,942 of interest on the Trust Account.
+Added: For the six months ended June 30, 2026, we reported net income of $5,781,508 which consisted of general and administrative expenses of $1,005,475, and $6,786,983 of interest on cash held in the Trust Account.
+Added: For the six months ended June 30, 2025, we reported net income of $3,885,889 which consisted of general and administrative expenses (inclusive of $2,076,234 of waived legal fees offset against $3,465,798 of related party paid merger termination fees and $2,758,770 in other general and administrative expenses) and $8,034,224 of interest on cash held in Trust Account.
Liquidity and Capital Resources
−Removed: As of March 31, 2026, the Company had a cash balance of $1 and a working capital deficit of $19,704,688.
+Added: As of June 30, 2026, the Company had a cash balance of $1 and a working capital deficit of $22,070,806.
Following the closing of the Public Offering, the Company’s liquidity needs were satisfied through using an amount from net proceeds from the Public Offering and the sale of Private Placement Warrants held outside of the Trust Account for existing accounts payable, identifying and evaluating prospective acquisition candidates, performing business due diligence on prospective target businesses, traveling to and from the offices, plants or similar locations of prospective target businesses, reviewing corporate documents and material agreements of prospective target businesses, selecting the target business to acquire and structuring, negotiating and consummating the initial business combination.
−Removed: For the three months ended March 31, 2026, cash provided by operating activities was $1,975,334, which is made up of a net income of $2,755,291, changes in operating assets and liabilities of $365,473.
+Added: For the six months ended June 30, 2026, cash provided by operating activities was $3,950,669, which is made up of a net income of $5,781,508, changes in operating assets and liabilities of $539,063.
These amounts were offset by accrued interest on cash held in the Trust Account of $6,786,983 and general and administrative expenses funded by a note payable to Sponsor and affiliates of $4,417,081.
4 unchanged sentences
On November 13, 2025, the Company issued the Extension Promissory Note to Warrant Holdings Sponsor to cover extension payments to be paid directly into the Company’s Trust Account.
−Removed: The Company has incurred and expects to incur additional significant costs in pursuit of its financing and acquisition plans, including the proposed business combination.
−Removed: The Company has until the Extended Termination Date to complete a business combination or cease all operations other than those required for the purpose of liquidation.
−Removed: In connection with management’s evaluation of the Company’s ability to continue as a going concern in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements – Going Concern,” the mandatory liquidation date and liquidity concerns raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the filing date of this report, if a business combination is not consummated by that date.
+Added: The Company has incurred significant costs in pursuit of its financing and acquisition plans, including finding a target for a business combination.
+Added: The Company does not expect to consummate a business combination prior to expiration of the Extended Termination Date and as a result, the Company's Completion Window will expire on August 12, 2026.
+Added: In connection with management’s evaluation of the Company’s ability to continue as a going concern in accordance with FASB ASC Topic 205-40, “Presentation of Financial Statements – Going Concern,” the mandatory liquidation date and liquidity concerns raise substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the date these unaudited condensed financial statements are issued.
No adjustments have been made to the carrying amounts of assets or liabilities should the Company be required to liquidate after this date.
−Removed: The Company intends to complete a business combination before the mandatory liquidation date.
Contractual Obligations
10 unchanged sentences
Upon completion of an initial business combination or the Company’s liquidation, we will cease paying these monthly fees.
−Removed: For the three months ended March 31, 2026 and 2025, the Company incurred $30,000 and $30,000, respectively, in administrative fees.
+Added: For the six months ended June 30, 2026 and 2025, the Company incurred $60,000 and $60,000, respectively, in administrative fees.
Promissory Note
5 unchanged sentences
The Working Capital Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Working Capital Note and all other sums payable with regard to the Working Capital Note becoming immediately due and payable.
−Removed: As of March 31, 2026, the outstanding balance under the Working Capital Note was $1,500,000.
+Added: As of June 30, 2026, the outstanding balance under the Working Capital Note was $1,500,000.
On November 10, 2025, the Company issued the “Extension Promissory Note” in connection with the Extension.
−Removed: Pursuant to the Extension Promissory Note, Warrant Holdings Sponsor will deposit $658,444.74 into the Trust Account beginning on November 13, 2025, and on the thirteenth day of each month thereafter (or if such day is not a business day, on the business day immediately preceding such day) until the earliest of:
+Added: Pursuant to the Extension Promissory Note, Warrant Holdings Sponsor was required to deposit $658,444.74 into the Trust Account beginning on November 13, 2025, and on the thirteenth day of each month thereafter (or if such day is not a business day, on the business day immediately preceding such day) until the earliest of:
(a) the consummation of an Initial Business Combination, (b) the Extended Termination Date or (c) the voluntary dissolution and liquidation of the Company as determined by the Board.
In the event Warrant Holdings Sponsor does not deposit such funds into the Trust Account, the Board will dissolve and liquidate the Company in accordance with the Company’s amended and restated memorandum and articles of association.
−Removed: As of March 31, 2026, the outstanding balance under the Extension Promissory Note was $3,292,224.
+Added: As of June 30, 2026, the outstanding balance under the Extension Promissory Note was $5,267,559.
+Added: The final monthly payment under the Extension Promissory Note was made on June 12, 2026.
Critical Accounting Estimates
18 unchanged sentences
Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
−Removed: Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to our principle executive officer and principle financial officer, as appropriate, to allow timely decisions regarding required disclosure.
−Removed: Our principle executive officer and principle financial officer evaluated the effectiveness of our disclosure controls and procedures as of March 31, 2026, pursuant to Rule 13a-15(b) under the Exchange Act.
−Removed: Based upon that evaluation, our principle executive officer and principle financial officer concluded that, as of March 31, 2026, our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective during the period covered by this report.
+Added: Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed or submitted under the Exchange Act is accumulated and communicated to our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Our principal executive officer and principal financial officer evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2026, pursuant to Rule 13a-15(b) under the Exchange Act.
+Added: Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of June 30, 2026, our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) were effective during the period covered by this report.
We do not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.