What changed in this filing

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Item 1B. Unresolved Staff Comments

2024-12-27 compared with 2024-04-16 · 33 added, 12 removed, 2 unchanged (96% of the section changed)

Unresolved Staff Comments

Not applicable.

Cybersecurity

are a SPAC with no business operations.

Since our Initial Public Offering, our sole business activity has been identifying and evaluating

suitable acquisition transaction candidates.

Therefore, we do not consider that we face significant cybersecurity risk and have not adopted

any cybersecurity risk management program or formal processes for assessing cybersecurity risk.

Our management is generally responsible

for the oversight of risks from cybersecurity threats, if there is any.

In fiscal year 2023, we did not identify any cybersecurity threats

that have materially affected or are reasonably likely to materially affect our business strategy, results of operations, or financial

do not own any real estate or other physical properties materially important to our operations.

We maintain our principal executive offices

are located at 420 Lexington Ave Suite 2446, New York, NY 10170, and our telephone number is 347-627-0058.

Risk Management and Strategy

The Company has established processes to assess,

identify , and manage risks from cybersecurity threats as part of our broader enterprise-wide risk management system and processes, which

is overseen by our Board of Directors through our Audit Committee, along with our executive management.

Our cybersecurity program focuses on all areas

of our business, including cloud-based environments, devices used by employees and contractors, facilities, networks, applications, vendors,

disaster recovery, business continuity and controls and safeguards enabled through business processes and tools.

We continuously monitor

for unauthorized access to our information technology systems and identify potential security threats through various automated detection

To protect the security of our information infrastructure and protect our systems and information from unauthorized access,

we draw on the knowledge and insights of an external information technology consultant who acts as our primary IT administrator and employ

an array of third-party tools and technologies.

As of the date of this Annual Report, we have

not encountered any risks from cybersecurity threats that have materially affected or are reasonably likely to materially affect the Company,

including its business strategy, results of operations, or financial condition.

For more information on our cybersecurity related risks,

see “Risk Factors - Risks Related to Our Business and Our Industry” included elsewhere in this Annual Report on Form 10-K.

The Board of Directors is responsible for overseeing

our enterprise risk management program.

The Audit Committee of the Board of Directors has been designated by the Board to oversee cybersecurity

risks and our processes to identify, prioritize, assess, manage, and mitigate those risks.

The Audit Committee receives updates on cybersecurity

and information technology matters and related risk exposures from our Chief Financial Officer (“CFO”).

The CFO oversees the operation of our cybersecurity

program and has 10 years of executive experience overseeing risk management and internal controls.

The CFO is informed about and monitors

the prevention, detection, mitigation, and remediation of cybersecurity incidents through the CFO’s oversight of the Company’s

information technology function and supervision of the Company’s IT administrator.

Included in the A&R Shared Service Agreement

is rent for our portion of the occupancy of offices at 11 Commerce Drive, First Floor, Cranford, New Jersey 07016.

The lease is held by

Citius Pharma and runs until October 31, 2025.

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-K

Item 1B. Unresolved Staff Comments