What changed in this filing

/stocks — the workspaceLOADING

Item 2. Unregistered Sales of Equity Securities

2025-08-15 compared with 2025-07-07 · 20 added, 22 removed, 8 unchanged (84% of the section changed)

2 unchanged sentences

Unregistered Sales of Equity Securities

On May 29, 2025, substantially

concurrently with the closing of the initial public offering (the “IPO”) of the Company, the Company completed the private

sale of 230,000 units (the “Private Units”) to ST Sponsor Investment LLC (the “Sponsor HoldCo”), a Cayman Islands

limited liability company which has one member, ST Sponsor Limited, a Cayman Islands exempted company and the Company’s sponsor

(the “Sponsor”).

On May 29, 2025, substantially concurrently with

the closing of the initial public offering (the “IPO”) of the Company, the Company completed the private sale of 230,000 units

(the “Private Units”) to ST Sponsor Investment LLC (the “Sponsor HoldCo”), a Cayman Islands limited liability

company which has one member, ST Sponsor Limited, a Cayman Islands exempted company and the Company’s sponsor (the “Sponsor”).

Each Private Unit consists of one Class A Ordinary Share and one right.

The Private Units were sold at a

purchase price of $10.00 per Private Units, generating gross proceeds to the Company of $2,300,000.

The Private Units are identical to

the Units sold in the IPO, subject to limited exceptions as described in the final prospectus of the Company relating to the IPO (SEC

333-283689), dated May 27, 2025 and filed with the SEC on May 28, 2025.

The above sales were issued

pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act.

No commissions were paid in

connection with such sales.

The Private Units were sold at a purchase price of $10.00 per

Private Units, generating gross proceeds to the Company of $2,300,000.

The Private Units are identical to the Units sold in the IPO, subject

to limited exceptions as described in the final prospectus of the Company relating to the IPO (SEC File No.

333-283689), dated May 27,

2025 and filed with the SEC on May 28, 2025.

The above sales were issued pursuant to the exemption

from registration contained in Section 4(a)(2) of the Securities Act.

No commissions were paid in connection with such sales.

Use of Proceeds

On May 29, 2025, we consummated

the IPO of 7,475,000 Public Units, at a price of $10.00 per Unit, generating gross proceeds of $74,750,000.

Simultaneously with the closing

of the IPO, we consummated the sale of 230,000 Private Placement Units, to our sponsor in Private Placement, generating gross proceeds

of $2,300,000.

The net proceeds of $75,123,750

from the IPO and the Private Placement were placed in the Trust Account established for the benefit of the Company’s public shareholders

and the underwriters of the IPO with Continental Stock Transfer & Trust Company acting as trustee.

On May 29, 2025, we consummated the IPO of 7,475,000

Public Units, at a price of $10.00 per Unit, generating gross proceeds of $74,750,000.

Simultaneously with the closing of the IPO, we

consummated the sale of 230,000 Private Placement Units, to our sponsor in Private Placement, generating gross proceeds of $2,300,000.

The net proceeds of $75,123,750 from the IPO and

the Private Placement were placed in the Trust Account established for the benefit of the Company’s public shareholders and the

underwriters of the IPO with Continental Stock Transfer & Trust Company acting as trustee.

DEFAULTS UPON SENIOR SECURITIES.

2 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.

What changed 10-Q

Item 2. Unregistered Sales of Equity Securities