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Item 1. Financial Statements

2025-08-08 compared with 2025-05-14 · 376 added, 164 removed, 282 unchanged (66% of the section changed)

1 unchanged sentence

FUTURE VISION II ACQUISITION CORP.

CONDENSED BALANCE SHEET

CONSOLIDATED BALANCE SHEET

Currency expressed in United States dollars (“US$)

1 unchanged sentence

Prepaid expenses

Deferred offering costs

Total current assets

9 unchanged sentences

Commitments and contingencies (Note 7)

Ordinary shares subject to possible redemption, 5,750,000 shares at March 31, 2025 and December 31, 2024

Ordinary shares

subject to possible redemption, 5,750,000 shares at June 30, 2025 and December 31, 2024

Shareholders’ Equity:

Ordinary shares, $ 0.0001 par value, 500,000,000 shares authorized, 1,794,000 shares issued and outstanding (excluding 5,750,000 shares subject to redemption) at March 31, 2025 and December 31, 2024

Ordinary shares, $ 0.0001 par value, 500,000,000 shares authorized, 1,794,000 shares issued and outstanding (excluding 5,750,000 shares

subject to redemption) at June 30, 2025 and December 31, 2024

Additional paid-in capital

2 unchanged sentences

TOTAL LIABILITIES, ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS’ EQUITY

The accompanying notes are an integral part of these unaudited condensed financial statements.

accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

FUTURE VISION II ACQUISITION CORP.

CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS)

Currency expressed in United States dollars (“US$)

Three Months Ended

Six Months Ended

January 30, 2024

2 unchanged sentences

Administrative fee

Total operating expenses

Loss from operations

operating expenses

from operations

Other income:

1 unchanged sentence

Income earned on marketable securities held in Trust Account

Total other income

Income before income taxes

Income taxes provision

Net income (loss)

income (loss)

Other comprehensive income

Comprehensive income (loss)

Comprehensive

income (loss)

Basic and diluted weighted average ordinary shares outstanding, redeemable ordinary shares

2 unchanged sentences

Basic and diluted loss per ordinary share, non-redeemable ordinary shares

The accompanying notes are an integral part of these unaudited condensed financial statements.

accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

FUTURE VISION II ACQUISITION CORP.

CONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY

Currency expressed in United States dollars (“US$), except for number of shares

For the Three Months Ended March 31, 2025

the Three and Six Months Ended June 30, 2025

Ordinary Shares

Shareholder’s

Shareholders’

Balance as of January 1, 2025

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Balance as of March 31, 2025 (Unaudited)

For the Period From January 30, 2024 (Inception) Through March 31, 2024

Accretion of ordinary share subject to redemption value

( 2,756,823 )

( 3,308,723 )

Balance as of June 30, 2025 (Unaudited)

For the Period From January 30, 2024 (Inception) Through June 30, 2024

Ordinary Shares

Shareholder’s

Shareholders’

Balance as of January 30, 2024 (inception)

1 unchanged sentence

Balance as of March 31, 2024 (Unaudited)

The accompanying notes are an integral part of these unaudited condensed financial statements.

Balance as of June 30, 2024 (Unaudited)

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

FUTURE VISION II ACQUISITION CORP.

CONDENSED STATEMENTS OF CASH FLOWS

CONSOLIDATED STATEMENTS OF CASH FLOWS

Currency expressed in United States dollars (“US$)

13 unchanged sentences

Payment of offering costs

Net Cash Provided by Financing Activities

Cash Provided by (Used in) Financing Activities

Net Change in Cash

3 unchanged sentences

Accretion of ordinary shares subject to redemption value

The accompanying notes are an integral part of these unaudited condensed financial statements.

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Note 1 — Organization and Business Operation

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The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”).

As of March 31, 2025, the Company had not commenced any operations.

All activities through March 31, 2025 have been limited to the Company’s organizational activities as well as activities related to the Initial Public Offering (as defined below).

As of June 30, 2025, the Company had not commenced any operations.

All activities through June 30, 2025 have been limited to the Company’s organizational activities as well as activities related to the Initial Public Offering (as defined below).

The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest.

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The Company has selected December 31 as its fiscal year end.

The Company’s founder and sponsor is HWei Super Speed Co.

The Company’s founder and sponsor is HWei

Super Speed Co.

Ltd., a British Virgin Island business company with limited liability (the “Sponsor”).

The registration statement for the Company’s Initial Public Offering was declared effective on September 11, 2024.

On September 13, 2024, the Company consummated its Initial Public Offering of 5,000,000 units (the “Units” and, with respect to the Ordinary Shares included in the Units being offered, the “Public Shares”), at $ 10.00 per Unit, generating gross proceeds of $ 50,000,000 (the “Initial Public Offering”, or “IPO”), and incurring offering costs of $ 1,845,513 .

The Company granted the underwriter a 45-day option to purchase up to an additional 750,000 Units at the Initial Public Offering price to cover over-allotments, if any.

As of September 13, 2024, the over-allotment option was exercised, generating gross proceeds of $ 7,500,000 and deposited into the Trust Account.

Meanwhile, 57,500 ordinary shares were issued to the underwriter at the closing of the IPO as representative shares (“Representative Shares”), and 28,750 representative shares will be issued as the deferred underwriting commission at the consummation of a Business Combination.

The registration

statement for the Company’s Initial Public Offering was declared effective on September 11, 2024.

On September 13,

2024, the Company consummated its Initial Public Offering of 5,000,000 units

(the “Units” and, with respect to the Ordinary Shares included in the Units being offered, the “Public

Shares”), at $ 10.00 per

Unit, generating gross proceeds of $ 50,000,000 (the

“Initial Public Offering”, or “IPO”), and incurring offering costs of $ 1,845,513 .

The Company granted the underwriter a 45-day option to purchase up to an additional 750,000 Units

at the Initial Public Offering price to cover over-allotments, if any.

As of September 13, 2024, the over-allotment option was

exercised, generating gross proceeds of $ 7,500,000 and

deposited into the Trust Account.

Meanwhile, 57,500 ordinary

shares were issued to the underwriter at the closing of the IPO as representative shares (the “Representative Shares”),

and 28,750 representative

shares will be issued as the deferred underwriting commission at the consummation of a Business Combination.

Simultaneously with the consummation of the closing of the IPO, the Company consummated the private placement of an aggregate of 299,000 units (the “Placement Units”) to the Sponsor at a price of $ 10.00 per Unit, generating gross proceeds of $ 2,990,000 (the “Private Placement”).

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FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

The shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially $10.05 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations).

The per-share amount to be distributed to shareholders who redeem their Public Shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriter.

The ordinary shares subject to redemption will be recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $ 5,000,001 upon such consummation of a Business Combination and, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination.

The ordinary shares subject to redemption is recorded at a redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” In such case, the Company will proceed with a Business Combination if the Company has net tangible assets of at least $ 5,000,001 upon such consummation of a Business Combination and, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination.

The Company will have only 18 months from the closing of the Initial Public Offering or during any Extension Period to complete the initial Business Combination (the “Combination Period”).

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There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete the Business Combination within the 18 months from the closing of this offering or during any Extension Period.

The Founder shares except as described below, are identical to the ordinary shares included in the units being sold in this offering, and holders of Founder shares have the same shareholder rights as public shareholders, except that (a) prior to the initial business combination, only holders of the founder shares have the right to vote on the appointment of directors and holders of a majority of the founder shares may remove a member of the board of directors for any reason;

(b) in a vote to continue the company in a jurisdiction outside of the Cayman Islands, holders of founder shares will have ten votes for every founder share and holders of ordinary shares will have one vote for every ordinary share;

The Founder shares except as described below,

are identical to the ordinary shares included in the units being sold in this offering, and holders of Founder shares have the same

shareholder rights as public shareholders, except that (a) prior to the initial Business Combination, only holders of the founder

shares have the right to vote on the appointment of directors and holders of a majority of the founder shares may remove a member of

the board of directors for any reason;

(b) in a vote to continue the company in a jurisdiction outside of the Cayman Islands,

holders of founder shares will have ten votes for every founder share and holders of ordinary shares will have one vote for every

ordinary share;

(d) the Company’s initial shareholder has entered into an agreement with the Company, pursuant to which they have agreed to (i) waive their redemption rights with respect to their Founder shares in connection with the completion of the Company’s initial Business Combination, (ii) waive their redemption rights with respect to their Founder shares and public shares in connection with a stockholder vote to approve an amendment to the Company’s second amended and restated memorandum and articles of association to (A) modify the substance or timing of the Company’s obligation to provide for the redemption of the Company’s public shares in connection with an initial Business Combination or to redeem 100% of the Company’s public shares if the Company has not consummated an initial Business Combination within 18 months from the closing of this offering or during any Extension Period, and (B) with respect to any other provisions relating to shareholders’ rights, and (iii) waive their rights to liquidating distributions from the Trust Account with respect to their Founder shares if w the Company fails to complete its initial Business Combination within 18 months from the closing of this offering or during any Extension Period, (although they will be entitled to liquidating distributions from the Trust Account with respect to any public shares they hold if the Company fails to complete its initial Business Combination within the prescribed time frame), and I are entitled to registration rights.

If the Company submits its initial Business Combination to its public shareholders for a vote, its founder has agreed (and its permitted transferees will agree) to vote their Founder shares, private shares and any public shares purchased during or after this offering in favor of its initial Business Combination.

The other members of the Company’s management team have entered into agreements similar to the one entered into by the Company’s Sponsor with respect to any public shares acquired by them in or after this offering.

Company’s initial shareholder has entered into an agreement with the Company, pursuant to which they have agreed to (i) waive

their redemption rights with respect to their Founder shares in connection with the completion of the Company’s initial

Business Combination, (ii) waive their redemption rights with respect to their Founder shares and public shares in connection with a

stockholder vote to approve an amendment to the Company’s second amended and restated memorandum and articles of association

to (A) modify the substance or timing of the Company’s obligation to provide for the redemption of the Company’s public

shares in connection with an initial Business Combination or to redeem 100% of the Company’s public shares if the Company has

not consummated an initial Business Combination within 18 months from the closing of this offering or during any Extension Period,

and (B) with respect to any other provisions relating to shareholders’ rights, and (iii) waive their rights to liquidating

distributions from the Trust Account with respect to their Founder shares if w the Company fails to complete its initial Business

Combination within 18 months from the closing of this offering or during any Extension Period, (although they will be entitled to

liquidating distributions from the Trust Account with respect to any public shares they hold if the Company fails to complete its

initial Business Combination within the prescribed time frame), and I are entitled to registration rights.

If the Company submits

its initial Business Combination to its public shareholders for a vote, its founder has agreed (and its permitted transferees will

agree) to vote their Founder shares, private placement shares and any public shares purchased during or after this offering in favor

of its initial Business Combination.

The other members of the Company’s management team have entered into agreements similar

to the one entered into by the Company’s Sponsor with respect to any public shares acquired by them in or after this

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

The Company will have until 18 months from the closing of the IPO (or up to 24 months from the closing of this offering if the Company extends the period of time to consummate a Business Combination by up to six additional months through six one-month extensions of time, as further provided in the Company’s amended and restated memorandum and articles of association) to consummate a Business Combination (the “Combination Period”).

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The former securityholders

of VIWO will receive 9,950,250 Future Vision ordinary shares as consideration upon the consummation of the Business Combination (“Consideration

of VIWO will receive 9,950,250 VIWO ordinary shares valued at $ 100 million equal to approximately 54.89% of the ordinary shares issued and outstanding of VIWO as consideration upon the consummation of the Business Combination (“Consideration Shares”).The Merger Agreement contains customary representations, warranties and covenants of the parties thereto.

The consummation of the proposed Merger is subject to certain conditions as further described in the Merger Agreement.

The Company filed a Form 8-K with the SEC on November 29, 2024 to announce the Merger Agreement.

On December 10, 2024, the parties entered into Amendment

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Consideration Shares to be received by the VIWO shareholders after the consummation of the Business Combination.

Going Concern Consideration

As of March 31, 2025, the Company had $ 1,142,445 of cash in its operating bank account.

The Company’s liquidity needs prior to the consummation of the IPO were satisfied through the payment of $ 25,000 from the Sponsor to cover for certain offering costs on the Company’s behalf in exchange for issuance of Founder Shares (as defined in Note 5), and loan from the Sponsor of $ 375,000 under the Promissory Note (as defined in Note 5).

The Company repaid the Promissory Note in full shortly after receipt of funds in the operating bank account from the Trust Account.

Subsequent to the consummation of the IPO, the Company’s liquidity has been satisfied through the net proceeds from the consummation of the IPO and the Private Placement held outside of the Trust Account.

In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company Working Capital Loans (as defined in Note 5).

As of March 31, 2025, there were no amounts outstanding under any Working Capital Loan.

The Company filed a Form 8-K with the SEC on December 11, 2024 to

announce Amendment No.

1 to the Merger Agreement.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

The Company has incurred and expects to continue to incur significant costs in pursuit of the consummation of an initial Business Combination.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Going Concern Consideration

As of June 30, 2025, the Company had $ 1,115,263 of

cash in its operating bank account, and working capital of $ 1,005,555 .

The Company has incurred and expects to continue to incur significant costs in pursuit

of its financing and acquisition plans.

The Company currently has no commitments to receive

such financing and there is no assurance that the Company’s plans to raise capital will be successful.

In addition, the Company initially has until March 13,2026 to consummate the initial Business Combination (assume no extensions).

If the Company does not complete a Business Combination within the prescribed timeline, the Company will trigger an automatic winding up, dissolution and liquidation pursuant to the terms of the Amended and Restated Memorandum and Articles of Association.

Notwithstanding management’s belief that the Company would have sufficient funds to execute its business strategy, there is a possibility that business combination might not happen within the 18-month period from the issuance date of these financial statements.

In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the mandatory liquidation, should a business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability to continue as a going concern.

Therefore, management has determined that such additional condition raise substantial doubt about the Company’s ability to continue as a going concern until the earlier of the consummation of the Business Combination or the date the Company is required to liquidate.

The financial statements do not include any adjustments that might result from the Company’s inability to consummate the initial Business Combination to continue as a going concern.

If the Company

does not complete a Business Combination within the Combination Period, the Company will trigger an automatic winding up, dissolution and liquidation pursuant

to the terms of the amended and restated memorandum and articles of association.

Notwithstanding management’s belief that the Company would have sufficient funds to execute its business strategy,

there is a possibility that Business Combination might not be completed within the 12-month period from the issuance date of these financial statements.

In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting

Standards Board’s Accounting Standards “Codification Subtopic 205-40, Presentation of Financial Statements - Going Concern”, management has determined that the need to receive additional financing raises substantial doubt about the Company’s ability to continue as a going concern until the earlier of the consummation of

the Business Combination or the date the Company is required to liquidate.

The financial

statements do not include any adjustments that might result from the Company’s inability to continue as a going concern.

Note 2 — Significant Accounting Policies

Basis of Presentation

The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) and pursuant to the rules and regulations of the SEC.

Certain information or footnote disclosures normally included in the financial statements prepared in accordance with U.S.

GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting.

Accordingly, they do not include all of the information and disclosures necessary for a complete presentation of financial position, results of operations or cash flows.

In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments which are considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented.

The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the operating results for the full year ending December 31, 2025 or any other future period.

The accompanying unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the period from January 30, 2024 (inception) through December 31, 2024 as filed with the SEC on March 5, 2025.

Emerging Growth Company

The Company is an “emerging growth company” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles

generally accepted in the United States of America (“U.S.

GAAP”) and pursuant to the

rules and regulations of the SEC.

Certain information or footnote disclosures normally

included in the financial statements prepared in accordance with U.S.

GAAP have been

condensed or omitted, pursuant to the rules and regulations of the SEC for interim

financial reporting.

Accordingly, they do not include all of the information and disclosures necessary for a complete presentation of financial position, results

of operations or cash flows.

In the opinion of management, the accompanying unaudited

condensed consolidated financial statements include all adjustments which are considered necessary for a

fair presentation of the financial position, results of operations and cash flows

for the periods presented.

The results of operations for the six months ended June 30, 2025 are not necessarily indicative of the operating results for the full year ending

December 31, 2025 or any other future period.

The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the financial statements and

notes thereto included in the Company’s Annual Report on Form 10-K for the period from January 30, 2024 (inception) through December 31, 2024 as filed with the SEC on March 5, 2025.

Principles of Consolidation

The unaudited condensed consolidated financial statements include the financial statements of the Company

and its wholly-owned subsidiary, Future Vision II Acquisition Merger Subsidiary Corp,

a Cayman Islands exempted company which was formed in November 12, 2024 for the purpose of consummating a Business Combination.

All transactions and balances among the Company and its subsidiaries have been eliminated

upon consolidation.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Growth Company Status

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards.

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Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

The preparation of condensed consolidated financial statements in conformity with U.S.

GAAP requires management to make estimates and assumptions that affect the reported

amounts of assets and liabilities and disclosure of contingent assets and liabilities

at the date of the condensed consolidated financial statements and the reported amounts of income and expenses during the reporting period.

Making estimates requires management to exercise significant judgment.

It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events.

Accordingly, the actual results could differ significantly from those estimates.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents.

The Company had $ 1,142,445 and $ 1,332,505 in cash as of March 31, 2025 and December 31, 2024, respectively.

It is at least

reasonably possible that the estimate of the effect of a condition, situation or set

of circumstances that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate, could change in the near

term due to one or more future confirming events.

Actual results could differ from these estimates.

Significant estimates made by management

in the condensed consolidated financial statements include, but are not limited to, the

fair value of public rights and the redemption value of redeemable shares.

Cash includes demand deposits with banks that the company may deposit additional funds

at any time and also effectively may withdraw funds at any time without prior notice

Marketable Securities Held in Trust Account

As of March 31, 2025 and December 31, 2024, all of the assets held in the Trust Account were held in U.S.

As of June 30, 2025 and December 31, 2024,

all of the assets held in the Trust Account were held in U.S.

Treasury Securities Money Market Funds.

All of the Company’s investments held in the Trust Account are classified as marketable securities.

Marketable securities are presented on the condensed balance sheet at fair value at the end of each reporting period.

Gains and losses resulting from the change in fair value of investments held in Trust Account are included in income earned on marketable securities held in Trust Account in the accompanying condensed statement of operations.

The estimated fair values of marketable securities held in Trust Account are determined using available market information.

As of March 31, 2025 and December 31, 2024, the estimated fair value of marketable securities held in Trust Account was $ 59,218,058 and $ 58,605,697 , respectively.

All of the Company’s

investments held in the Trust Account are classified as marketable securities.

Marketable securities are presented on the condensed

balance sheet at fair value at the end of each reporting period.

Gains and losses resulting from the change in fair value of

investments held in Trust Account are included in income earned on marketable securities held in Trust Account in the condensed

statement of operations and comprehensive income (loss).

The estimated fair values of marketable securities held in Trust Account are determined using available

market information.

As of June 30, 2025 and December 31, 2024, the estimated fair value of marketable securities held in

Trust Account was $ 59,832,494 and

$ 58,605,697 ,

respectively.

For the three and six months ended June 30, 2025, the Company recorded income earned on investments held in Trust Account of

$ 614,436 and $ 1,226,797 , respectively.

FUTURE VISION II ACQUISITION CORP.

TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit

risk consist of cash account in a financial institution which, at times may exceed

the Federal depository insurance coverage of $ 250,000 and marketable securities held in Trust Account.

The Company has not experienced losses

on this account and management believes the Company is not exposed to significant

risks on such account.

Offering Costs Associated with the Initial Public Offering

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Accordingly, $ 1,684,693 was allocated to public shares and charged to ordinary shares subject to possible redemption, and $ 160,820 was allocated to public rights and charged to shareholders’ equity.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

Deferred Offering Costs

The Company complies with the requirements of ASC

340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A — Expenses of Offering.

Deferred offering costs consist

of underwriting, legal, accounting and other expenses incurred through the balance sheet date that are directly related to the IPO or

the proposed offering of Consideration Shares in connection with the Business Combination and that will be charged to shareholder’s

equity upon the completion of the offering.

Should the offering prove to be unsuccessful, these deferred costs, as well as additional

expenses to be incurred, will be charged to operations.

Fair Value of Financial Instruments

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Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820 approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.

The carrying amounts reported in the balance sheet for cash and cash equivalents, marketable securities held in trust account, accounts payable and accrued expenses and due to related parties each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period between the origination of such instruments and their expected realization and their current market rate of interest.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

The fair value of the Company’s assets and

liabilities, which qualify as financial instruments under ASC Topic 820 approximates the carrying amounts represented in the accompanying

condensed balance sheet, primarily due to their short-term nature.

The carrying amounts reported in the condensed balance sheet for cash,

accounts payable and accrued expenses and due to related parties each qualify as financial instruments and are a reasonable estimate

of their fair values because of the short period between the origination of such instruments and their expected realization and their

current market rate of interest.

The following table presents information about the Company ’ s assets that are measured at fair value on a recurring basis as of the presented periods, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

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Marketable securities held in Trust Account

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist of a cash account in a financial institution and marketable securities held in Trust Account which, at times may exceed the Federal depository insurance coverage of $ 250,000 .

The Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account.

Ordinary Shares Subject to Possible Redemption

All of the 5,750,000 Ordinary Shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated certificate of incorporation.

All of the 5,750,000 Ordinary

Shares sold as part of the Units in the IPO contain a redemption feature which allows for the redemption of such Public Shares in

connection with the Company’s liquidation, if there is a shareholder vote or tender offer in connection with the Business

Combination and in connection with certain amendments to the Company’s amended and restated certificate of incorporation as disclosed in Note 1.

The Company accounted for its ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity” (ASC 480).

3 unchanged sentences

In accordance with ASC 480-10-S99, the Company classified the ordinary shares subject to redemption outside of permanent equity as the redemption provisions are not solely within the control of the Company.

Given that the 5,750,000 ordinary shares sold as part of the units in the IPO were issued with other freestanding instruments (i.e., rights), the initial carrying value of ordinary shares classified as temporary equity has been allocated to the proceeds determined in accordance with ASC 470-20.

If it is probable that the equity instrument will become redeemable, the Company has the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period.

The Company has elected to recognize the changes in redemption value as a deemed dividend and charges against retained earnings or, in the absence of retained earnings, by charges against additional paid-in capital, over an expected 18-month period, which is the initial period that the Company has to complete a Business Combination.

For the three months ended March 31, 2025, the Company recorded accretion of ordinary share subject to redemption value of $ 1,100,598 .

As of March 31, 2025, the ordinary shares subject to possible redemption reflected in the condensed balance sheet are recorded in the following table:

Given that the 5,750,000 ordinary shares sold as part of the units in the IPO were issued with other freestanding instruments (i.e., Rights), the initial carrying value of ordinary shares, net of allocated offering cost, has been classified as temporary equity, and has been allocated to the proceeds determined in accordance with ASC 470-20.

is probable that the equity instrument will become redeemable, the Company has the

option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the

date that it becomes probable that the instrument will become redeemable, if later)

to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust

the carrying amount of the instrument to equal the redemption value at the end of

each reporting period.

The Company has elected the accretion method (i) to recognize the changes in redemption value as a charge against retained earnings or, in the absence of retained earnings, as a charge against additional paid-in capital, over an expected 18-month period, which is the

initial period that the Company has to complete a Business Combination.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

For the six months ended June 30, 2025, the Company recorded accretion of ordinary share subject to redemption value

of $ 4,409,321 .

For the three months ended June 30, 2025, the Company recorded accretion of ordinary share subject to redemption value

of $ 3,308,723 .

As of June 30, 2025, the ordinary shares subject to possible redemption reflected in the condensed balance sheet are recorded in the following table:

Schedule of Ordinary shares subject to possible redemption

Ordinary shares subject to possible redemption as of January 1, 2025

Gross proceeds

Proceeds allocated to public rights

Offering costs allocated to redeemable shares

Accretion of carrying value to redemption value

Ordinary shares subject to possible redemption as of March 31, 2025 (Unaudited)

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

shares subject to possible redemption as of December 31, 2024

Accretion of carrying value to redemption value

Ordinary shares subject to possible redemption as of June 30, 2025 (Unaudited)

Related Parties

2 unchanged sentences

Earnings (Loss) Per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”.

The unaudited condensed statements of operations and comprehensive income (loss) include a presentation of earnings (loss) per redeemable share and earnings (loss) per non-redeemable share following the two-class method of income per share.

In order to determine the net income (loss) attributable to both the redeemable shares and non-redeemable shares, the Company first considered the undistributed income (loss) allocable to both the redeemable shares and non-redeemable shares and the undistributed income (loss) is calculated using the total net income (loss) less any dividends paid.

The Company then allocated the undistributed income (loss) ratably based on the weighted average number of shares outstanding between the redeemable and non-redeemable shares.

Any remeasurement of the accretion to redemption value of the shares subject to possible redemption was considered to be dividends paid to the public shareholders.

For the three months ended March 31, 2025 and for the period from January 30, 2024 (inception) through March 31, 2024, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company.

The Company complies with accounting and disclosure

requirements of FASB ASC Topic 260, “Earnings Per Share”.

The unaudited condensed statements of operations and comprehensive

income (loss) include a presentation of earnings (loss) per redeemable share and earnings (loss) per non-redeemable share following the

two-class method of income per share.

In order to determine the net income (loss) attributable to both the redeemable shares and non-redeemable

shares, the Company first considered the undistributed income (loss) allocable to both the redeemable shares and non-redeemable shares

and the undistributed income (loss) is calculated using the total net income (loss) less any dividends paid.

The Company then allocated

the undistributed income (loss) ratably based on the weighted average number of shares outstanding between the redeemable and non-redeemable

Any remeasurement of the accretion to redemption value of the shares subject to possible redemption was considered to be dividends

paid to the public shareholders.

For the six months ended June 30, 2025 and for the period from January 30, 2024 (inception)

through June 30, 2024, and for the three months ended June 30, 2025 and 2024, the Company did not have any dilutive securities

and other contracts that could, potentially, be exercised or converted into common stock and then share in the earnings of the Company.

As a result, diluted income (loss) per share is the same as basic income (loss) per share for the period presented.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Earnings (loss) per share presented in the unaudited condensed statements of operations and comprehensive income (loss) is based on the following:

1 unchanged sentence

Three Months Ended

Six Months Ended

January 30, 2024

2 unchanged sentences

Accretion of redeemable ordinary shares to redemption value

Net loss including accretion of redeemable ordinary shares to redemption value

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

loss including accretion of redeemable ordinary shares to redemption value

Earnings (loss) per share presented in the unaudited condensed statement of operations and comprehensive income (loss) is based on the following:

Schedule of Basic and Diluted Net Loss Per Share

Three Months Ended

For the Three Months Ended

Ordinary Share

Non-Redeemable

Ordinary Share

Non-Redeemable

Ordinary Share

Allocation of net loss

$ ( 2,101,237 )

$ ( 655,586 )

Accretion of redeemable ordinary shares to redemption value

Allocation of net income (loss)

$ ( 655,586 )

Denominators:

Weighted-average ordinary shares outstanding

Basic and diluted earnings (loss) per share

FUTURE VISION II ACQUISITION CORP.

TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Six Months Ended

January 30, 2024

19 unchanged sentences

The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2025 and December 31, 2024.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2025 and December 31, 2024.

The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

The Company determined that the Cayman Islands is the Company ’ s only major tax jurisdiction.

The Company may be subject to potential examination

by taxing authorities in the areas of income taxes.

These potential examinations may include questioning the timing and amount of deductions,

the nexus of income among various tax jurisdictions and compliance with federal and state tax laws.

The Company ’ s

management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

The Company may be subject to potential examination by taxing authorities in the areas of income taxes.

These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with federal and state tax laws.

The Company ’ s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

There is currently no taxation imposed on income by the Government of the Cayman Islands for the three months ended March 31, 2025 and for the period from January 30, 2024 (inception) through March 31, 2024.

TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

There is currently no taxation imposed on income

by the Government of the Cayman Islands for the six months ended June 30, 2025 and for the period from January 30, 2024 (inception)

through June 30, 2024, and for the three months ended June 30, 2025 and 2024.

Recent Accounting Pronouncements

11 unchanged sentences

The Company ’ s management does not believe the adoption of ASU 2023-09 will have a material impact on its financial statements and disclosures.

In November 2024, FASB issued ASU 2024-03 Income

Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement

Expenses (“ASU 2024-03”).

Under ASU 2024-03, a public entity would be required to disclose information about purchases of

inventory, employee compensation, depreciation, intangible asset amortization, and depletion for each income statement line item that

contains those expenses.

ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026 and interim reporting

periods beginning after December 15, 2027.

ASU 2024-03 allows for early adoption and requires either prospective adoption to financial

statements issued for reporting periods after the effective date of ASU 2024-03 or retrospectively to any or all prior periods presented

in the financial statements.

The Company’s management does not believe the adoption of ASU 2024-03 will have a material impact on

its financial statements and disclosures.

Management does not believe that any recently issued, but not effective, accounting pronouncements, if currently adopted, would have a material effect on the Company ’ s financial statements.

4 unchanged sentences

Each unit has an offering price of $ 10.00 and consists of one ordinary share (“Public Share”) and one right (“Public Right”) to receive one-tenth (1/10) of an ordinary share upon the consummation of the initial Business Combination.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Meanwhile, the Company incurred offering costs of approximately $ 1,845,513 , consisting of $ 862,500 and $ 522,019 of underwriting commissions which were paid in cash and representative shares (57,500 ordinary shares) at the closing date of the IPO, respectively and $ 460,994 of other offering costs.

Meanwhile, pursuant the underwriting agreement, 1.0% of the gross proceeds of the IPO, or $ 575,000 , will be paid in cash, and 28,750 representative shares will be issued, both of which as the deferred underwriting commission at the consummation of a Business Combination.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

All of the 5,750,000 public shares sold as part of the Public Units in the IPO contain a redemption feature which allows for the redemption of such public shares if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s amended and restated memorandum and articles of association, or in connection with the Company’s liquidation.

In accordance with the SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require common stock subject to redemption to be classified outside of permanent equity.

The Company’s redeemable ordinary share is subject to SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99.

If it is probable that the equity instrument will become redeemable, the Company has the option to either accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or to recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period.

The Company has elected to accrete changes in the redemption value over the period from the date of issuance which is the IPO date.

The accretion or remeasurement is treated as a deemed dividend and charges against retained earnings or, in the absence of retained earnings, by charges against additional paid-in capital.

All of the 5,750,000 public shares sold as part of the Public Units in the IPO contain a redemption feature and the Company has classified related proceeds in temporary equity as disclosed in Note 2.

Note 4 — Private Placement

5 unchanged sentences

Note 5 — Related Party Transactions

Founder Shares

(i) Founder Shares

On February 27, 2024, the Sponsor acquired 1,437,500 ordinary shares (“Founder shares”) for an aggregate purchase price of $ 25,000 , among which, up to 187,500 Founder Shares are subject to forfeiture if the underwriters’ over-allotment is not exercised.

On September 13, 2024, the over-allotment option was exercised and none of the Founder Shares were subject to forfeiture.

The Sponsor has agreed not to transfer, assign or sell their Founder Shares (excluding any units or shares comprising the units acquired in the offering) until the earlier to occur of (a) twelve months after the completion of the Company’s initial business combination and (b) upon completion of the Company’s initial business combination, (x) if the last reported sale price of the Company’s ordinary shares equals or exceeds $12.00 per unit (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial business combination or (y) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction after the Company’s initial business combination that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property.

Any permitted transferees would be subject to the same restrictions and other agreements of our sponsor, directors and executive officers with respect to any founder shares.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

Promissory Note — Related Party

The Sponsor has agreed not to transfer, assign

or sell their Founder Shares (excluding any units or shares comprising the units acquired in the offering) until the earlier to occur

of (a) twelve months after the completion of the Company’s initial Business Combination and (b) upon completion of the Company’s

initial Business Combination, (x) if the last reported sale price of the Company’s ordinary shares equals or exceeds $12.00 per

unit (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days

within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on

which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction after the Company’s

initial Business Combination that results in all of the Company’s shareholders having the right to exchange their ordinary shares

for cash, securities or other property.

Any permitted transferees would be subject to the same restrictions and other agreements of our

sponsor, directors and executive officers with respect to any Founder shares.

(ii) Promissory Note — Related

On February 22, 2024, the Company issued a promissory note to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $ 500,000 (the “Promissory Note”) to be used for a portion of the expenses for the IPO.

1 unchanged sentence

The loan will be repaid upon the closing of the IPO out of the offering proceeds not held in the Trust Account.

For the period from January 30, 2024 (inception) through March 31, 2024, the Company had borrowed $ 375,000 under the Promissory Note with the Sponsor for its IPO.

For the period from January 30, 2024 (inception)

through June 30, 2024, the Company had borrowed $ 375,000

under the Promissory Note with the Sponsor for its IPO.

Shortly after completion of the IPO, such amount was fully repaid.

Working Capital Loans

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

(iii) Working Capital Loans

In addition, in order to finance transaction costs in connection with an intended initial Business Combination, the Sponsor, the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required.

3 unchanged sentences

The units would be identical to the Placement Units.

For the three months ended March 31, 2025 and for the period from January 30, 2024 (inception) through March 31, 2024, the Company had no borrowings under the Working Capital Loans.

Administrative Services Arrangement

For the six months ended June 30, 2025 and for the period from January 30, 2024 (inception) through June 30, 2024, the Company had no borrowings under the Working Capital Loans.

(iv) Administrative Services

Commencing on the effective date of the registration statement of the IPO, the Company has agreed to pay an affiliate of the Sponsor a total of $ 10,000 per month for office space, utilities and secretarial and administrative support.

1 unchanged sentence

The amount due to related parties is non-interest bearing and due on demand.

For the three months ended March 31, 2025, the Company has accrued $ 30,000 for the service provided by the Sponsor.

As of March 31, 2025 and December 31, 2024, the balance of amount due to a related party were $ 66,333 and $ 36,333 , respectively.

For the six and three months ended June 30,

2025, the Company has accrued $ 60,333 and

$ 30,333 for the service provided by the Sponsor, respectively.

As of June 30, 2025 and December 31, 2024, the balance of amount due to a related party were $ 96,666 and $ 36,333 , respectively.

Note 6 — Shareholder’s Equity

4 unchanged sentences

Meanwhile, the Sponsor irrevocably surrendered to the Company for cancellation and for nil consideration 10,000 ordinary shares.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

On September 13, 2024, the Company consummated its IPO of 5,000,000 units at $10.00 per Unit, with the exercise of the underwriter’s over-allotment option of 750,000 units, generating gross proceeds of $ 57,500,000 .

As a result, the 187,500 ordinary shares of founder shares were no longer subject to forfeiture.

Simultaneously with the consummation of the closing of the IPO, the Company issued 299,000 ordinary shares to the Sponsor in the private placement.

Simultaneously with the consummation of the closing

of the IPO, the Company issued 299,000

ordinary shares to the Sponsor in the private placement.

FUTURE VISION II ACQUISITION CORP.

TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

On September 13, 2024, the Company issued 57,500 Representative Shares to the representative of the underwriters (and/or its designees) as part of the underwriting compensation.

1 unchanged sentence

Pursuant to FINRA Rule 5110I(1), these securities will not be the subject of any hedging, short sale, derivative, put or call transaction that would result in the economic disposition of the securities by any person for a period of 180 days immediately following the commencement of sales in this offering, nor may they be sold, transferred, assigned, pledged or hypothecated for a period of 180 days immediately following September 13, 2024 except to any underwriter and selected dealer participating in the offering and their officers, partners, registered persons or affiliates.

As of March 31, 2025 and December 31, 2024, as a result of closing of the IPO, the exercise of the Representative’s Over-Allotment Option and the sales of Placement Units in the private placement, there were 7,544,000 ordinary shares issued and outstanding, including 5,750,000 ordinary shares subject to possible redemption, which are classified as temporary equity, and 1,794,000 ordinary shares.

As of June 30, 2025 and December 31, 2024, as a result of closing of the IPO, the exercise of the Representative’s Over-Allotment Option and the sales of Placement Units in the private placement, there were 7,544,000 ordinary shares issued and outstanding, including 5,750,000 ordinary shares subject to possible redemption, which are classified as temporary equity, and 1,794,000 ordinary shares.

1,794,000 ordinary shares issued and outstanding, consisting of 1,437,500 ordinary shares of founder shares, 299,000 ordinary shares from private placement and 57,500 ordinary shares to the underwriter.

As of March 31, 2025 and December 31, 2024, there were 5,750,000 public rights included in the Public Units and 299,000 private rights include in the Placement Units outstanding.

As of June 30, 2025 and December 31, 2024, there were 5,750,000 public rights included in the Public Units and 299,000 private rights include in the Placement Units outstanding.

There was no right attached to the Representative Shares.

9 unchanged sentences

Registration Rights

The holders of the Founder Shares and Private Placement Units (and their underlying securities) are entitled to registration rights pursuant to the registration rights agreement signed on the effective date of the IPO, requiring the Company to register such securities for resale.

The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities.

In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial business combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act.

The holders of the Founder Shares and Private

Placement Units (and their underlying securities) are entitled to registration rights pursuant to the registration rights agreement signed

on the effective date of the IPO, requiring the Company to register such securities for resale.

The holders of these securities are entitled

to make up to three demands, excluding short form demands, that the Company registers such securities.

In addition, the holders have certain

“piggy-back” registration rights with respect to registration statements filed subsequent to the completion of the initial

Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities

The Company will bear the expenses incurred in connection with the filing of any such registration statements.

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

NOTES TO UNAUDITED

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

Underwriting Agreement

7 unchanged sentences

Accordingly, management has determined that there is only one reportable segment.

The CODM assesses performance for the single segment and decides on resource allocation based on the net income or loss reported on the statement of operations and comprehensive income (loss).

The measure of segment assets is reported on the balance sheet as total assets.

When evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM reviews several key metrics included in net income or loss and total assets, which include the following:

The CODM assesses performance for the single

segment and decides on resource allocation based on the net income or loss reported on the statement of operations and comprehensive

income (loss).

The measure of segment assets is reported on the condensed balance sheet as total assets.

When evaluating the

Company’s performance and making key decisions regarding resource allocation, the CODM reviews several key metrics included in

net income or loss and total assets, which include the following:

Schedule of Segment Information

1 unchanged sentence

Three Months Ended

Six Months Ended

January 30, 2024

(Inception) Through

Operating expenses

Income earned on marketable securities held in Trust Account

FUTURE VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

March 31, 2025

VISION II ACQUISITION CORP.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2025

The CODM reviews income earned on marketable securities held in Trust Account to measure and monitor shareholder value and determine the most effective strategy of investment with the Trust Account funds while maintaining compliance with the Trust Agreement.

Operating expenses are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete a business combination or similar transaction within the business combination period.

The CODM also reviews operating expenses to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget.

Operating expenses, as reported on the statements of operations and comprehensive income (loss), are the significant segment expenses provided to the CODM on a regular basis.

Operating expenses are reviewed and monitored

by the CODM to manage and forecast cash to ensure enough capital is available to complete a Business Combination or similar transaction

within the Business Combination period.

The CODM also reviews operating expenses to manage, maintain and enforce all contractual agreements

to ensure costs are aligned with all agreements and budget.

Operating expenses, as reported on the statements of operations and comprehensive

income (loss), are the significant segment expenses provided to the CODM on a regular basis.

Assets Information

All of the Company’s operating long-lived

assets, including marketable securities held in Trust Account, were located in U.S.

as of June 30, 2025 and December 31, 2024.

Note 9 — Subsequent Events

The Company evaluated subsequent events and transactions that occurred after the balance sheet date through the date of these unaudited condensed financial statements were issued.

Other than as described in the unaudited condensed financial statements, the Company did not identify any subsequent events that would require adjustment or disclosure in the financial statements.

The Company evaluated subsequent events and transactions

that occurred after the balance sheet date through the date of these unaudited condensed consolidated financial statements were issued.

Based on this review, the Company did not identify any subsequent events that would require adjustment or disclosure in the financial

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 1. Financial Statements