Item 1A. Risk Factors
ITEM 1A. RISK FACTORS
As of the date of this Annual Report, there have been no material changes to the risk factors disclosed in our prospectus filed with the SEC on August 1, 2025. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. In addition to these risk factors, the Company has identified the following additional risk factors:
Our independent registered public accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.”
As of December 31, 2025, the Company had $420,340
in cash held outside of the Trust Account and a working capital of $585,863. Further, we have incurred and expect to continue to incur
significant costs in pursuit of our initial business combination. We cannot assure you that our plans to raise capital or to consummate
an initial business combination will be successful. As is customary for a special purpose acquisition company, if the Company is not
able to consummate a business combination during the Combination Period, it will cease all operations and redeem the Public Shares. These
factors, among others, raise substantial doubt about our ability to continue as a going concern. The financial statements contained elsewhere
in this report do not include any adjustments that might result from our inability to continue as a going concern.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.