Item 2. Unregistered Sales of Equity Securities
Item
2. Unregistered Sales of Equity Securities and Use of Proceeds.
Unregistered
Sales of Equity Securities
There
are no transactions that have not been previously included in a Current Report on Form 8-K.
Use
of Proceeds
On
March 20, 2026, we consummated the Initial Public Offering of 10,000,000 Units at $10.00 per Unit, generating gross proceeds of 100,000,000.
Maxim acted as sole book-running manager of the Initial Public Offering. The securities in the offering were registered under the Securities
Act on a registration statement on Form S-1 (File No. 333-293399) (as amended, the “Registration Statement”). The Registration
Statement was declared effective by the SEC on March 18, 2026.
Following
the closing of the Initial Public Offering, an amount of $100,000,000 (or $10.00 per Unit) from the net proceeds of the sale of the Units
in the Initial Public Offering and the sale of the Private Placement Units was placed in the Trust Account. The remaining proceeds from
the Initial Public Offering and sale of the Private Placement units are held outside the Trust Account. Such funds are being used primarily
to enable us to identify a target and to negotiate and consummate our initial Business Combination.
There
has been no material change in the planned use of the proceeds from the Initial Public Offering and the sale of the Private Placement
Units as is described in the Prospectus.
24
Item
3. Defaults Upon Senior Securities.
None.
Item
4. Mine Safety Disclosures.
Not
applicable.
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