1 unchanged sentence
Sales of Unregistered Securities
−Removed: On December 3, 2024, the Sponsor made capital contributions
−Removed: of $25,000 to cover certain of the Company’s expenses, for which the Company issued 5,750,000 founder shares, or approximately $0.004
−Removed: per share, to the Sponsor.
−Removed: On June 9, 2025, the Company, through a share capitalization, issued the Sponsor an additional 575,000 founder
−Removed: shares, resulting in the Sponsor holding 6,325,000 founder shares in the aggregate.
−Removed: Simultaneously with the closing of the Company’s
−Removed: initial public offering, the Company consummated a private placement of an aggregate of 683,000 private placement units to the Sponsor
−Removed: and BTIG, LLC, at a price of $10.00 per private placement unit, generating total proceeds of $6,830,000.
−Removed: Each private placement consists
−Removed: of one Class A Ordinary Share and one-half of one redeemable warrant, with each whole warrant entitling the holder thereof to purchase
−Removed: one Class A Ordinary Share for $11.50 per share (subject to adjustment).
−Removed: Of those 683,000 private placement units, the Sponsor purchased
−Removed: 430,000 private placement units and BTIG purchased 253,000 private placement units.
−Removed: The private placement units are identical to the Units
−Removed: sold in the initial public offering except with respect to certain registration rights and transfer restrictions, as described in the
−Removed: registration statement relating to the Company’s initial public offering.
−Removed: Additionally, such holders agreed not to transfer, assign
−Removed: or sell any of the private placement units or underlying securities (except in limited circumstances, as described in the Registration
−Removed: Statement) until 30 days after the completion of the Company’s initial business combination.
−Removed: The holders were granted certain demand
−Removed: and piggyback registration rights in connection with the purchase of the private placement units and the underlying securities.
−Removed: The private placement units were issued pursuant to Section 4(a)(2) of
−Removed: the Securities Act, as the transaction did not involve a public offering.
+Added: December 3, 2024, the Sponsor made capital contributions of $25,000 to cover certain of the Company’s expenses, for which the Company
+Added: issued 5,750,000 founder shares, or approximately $0.004 per share, to the Sponsor.
+Added: On June 9, 2025, the Company, through a share capitalization,
+Added: issued the Sponsor an additional 575,000 founder shares, resulting in the Sponsor holding 6,325,000 founder shares in the aggregate.
+Added: Simultaneously
+Added: with the closing of the Company’s initial public offering, the Company consummated a private placement of an aggregate of 683,000
+Added: private placement units to the Sponsor and BTIG, LLC, at a price of $10.00 per private placement unit, generating total proceeds of $6,830,000.
+Added: Each private placement consists of one Class A Ordinary Share and one-half of one redeemable warrant, with each whole warrant entitling
+Added: the holder thereof to purchase one Class A Ordinary Share for $11.50 per share (subject to adjustment).
+Added: Of those 683,000 private placement
+Added: units, the Sponsor purchased 430,000 private placement units and BTIG purchased 253,000 private placement units.
+Added: private placement units are identical to the Units sold in the initial public offering except with respect to certain registration rights
+Added: and transfer restrictions, as described in the registration statement relating to the Company’s initial public offering.
+Added: Additionally,
+Added: such holders agreed not to transfer, assign or sell any of the private placement units or underlying securities (except in limited circumstances,
+Added: as described in the Registration Statement) until 30 days after the completion of the Company’s initial business combination.
+Added: holders were granted certain demand and piggyback registration rights in connection with the purchase of the private placement units
+Added: and the underlying securities.
+Added: private placement units were issued pursuant to Section 4(a)(2) of the Securities Act, as the transaction did not involve a public offering.
of Proceeds from our Initial Public Offering
20 unchanged sentences
initial public offering
−Removed: of Equity Securities by the Issuer and Affiliated Purchasers during the Quarter Ended June 30, 2025
+Added: of Equity Securities by the Issuer and Affiliated Purchasers during the Quarter Ended September 30, 2025
Defaults Upon Senior Securities.
1 unchanged sentence
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.