Item 1A. Risk Factors
Item 1A. Risk Factors
As a smaller reporting company under Rule 12b-2 of the Exchange Act,
we are not required to include risk factors in this Report. However, for risks relating to our operations, see the section titled “Risk
Factors” contained in the Registration Statement on Form S-1 initially filed with the SEC on October 31, 2024, as amended (the “IPO
Registration Statement”), and declared effective on February 4, 2025 (File No. 333-282929) and Quarterly Report on Form 10Q for
the quarterly period ended March 31, 2025 and June 30, 2025 as filed with the SEC on May 15, 2025 and August 14, 2025, respectively. As
of the date of this Report, there have been no material changes with respect to those risk factors. Any
of these previously disclosed risk factors could result in a significant or material adverse effect on our results of operations or financial
condition. Additional risks not presently known to us or that we currently deem immaterial may also affect our business or ability to
consummate an initial Business Combination. We may disclose changes to such risk factors or disclose additional risk factors from time
to time in our future filings with the SEC.
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