Item 5. Market for Registrant’s Common Equity
Item 5. Market for Registrant’s Common
Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities.
(a) Market Information
Our Units, Public Shares and
Public Warrants are each traded on the Global Market tier of Nasdaq under the symbols “LPAAU,” “LPAA” and “LPAAW,”
respectively. Our Units commenced public trading on July 15, 2024, and our Public Shares and Public Warrants commenced separate public
trading on September 3, 2024.
(b) Holders
On March 26, 2026, there was one holder of record of our Units, one
holder of record of our Class A Ordinary Shares, one holder of record of our Class B Ordinary Shares, and three holders of record of our
Warrants.
(c) Dividends
We have not paid any cash
dividends on our Ordinary Shares to date and do not intend to pay cash dividends prior to the completion of our initial Business Combination.
The payment of cash dividends in the future will be dependent upon our revenues and earnings, if any, capital requirements and general
financial condition subsequent to completion of our initial Business Combination. The payment of any cash dividends subsequent to our
initial Business Combination will be within the discretion of our Board of Directors at such time. In addition, our Board of Directors
is not currently contemplating and does not anticipate declaring any share dividends in the foreseeable future. Further, if we incur any
indebtedness in connection with our initial Business Combination, our ability to declare dividends may be limited by restrictive covenants
we may agree to in connection therewith.
(d) Securities Authorized for Issuance
Under Equity Compensation Plans
None.
(e) Performance Graph
As a smaller reporting company,
we are not required to provide the information required by Regulation S-K Item 201(e).
(f) Recent Sales of Unregistered
Securities
There
were no sales of unregistered securities during the fiscal year covered by this Report. However, simultaneously with the closing
of the Initial Public Offering and pursuant to the Private Placement Warrants Purchase Agreements, we completed the sale of an aggregate
of 6,000,000 Private Placement Warrants to the Sponsor and Cantor in the Private Placement at a purchase price of $1.00 per Private Placement
Warrant, generating gross proceeds to us of $6,000,000. Of those 6,000,000 Private Placement Warrants, the Sponsor purchased 4,000,000
Private Placement Warrants and Cantor purchased 2,000,000 Private Placement Warrants. The Private Placement Warrants are identical to
the Public Warrants sold in the Initial Public Offering, except as otherwise disclosed in the IPO Registration Statement. No underwriting
discounts or commissions were paid with respect to such sale. The issuance of the Private Placement Warrants was made pursuant to the
exemption from registration contained in Section 4(a)(2) of the Securities Act.
(g) Use of Proceeds
There
were no offerings of registered securities and therefore no planned use of proceeds from such offerings during the fiscal year covered
by this Report. For a description of the use of proceeds generated in our Initial Public Offering and Private Placement, see Part
II, Item 2 of our Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, as filed with the SEC on November 13,
2024. There has been no material change in the planned use of proceeds from our Initial Public Offering and Private Placement as described
in the Registration Statement. The specific investments in our Trust Account may change from time to time.
To mitigate the risk that
we might be deemed to be an investment company for purposes of the Investment Company Act, which risk increases the longer that we hold
investments in the Trust Account, we may, at any time, (based on our Management Team’s ongoing assessment of all factors related
to our potential status under the Investment Company Act) instruct the trustee to liquidate the investments held in the Trust Account
and instead to hold the funds in the Trust Account in cash or in an interest-bearing demand deposit account at a bank.
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(h) Purchases of Equity Securities
by the Issuer and Affiliated Purchasers
There were no purchases of our
equity securities by us or an affiliate during the fourth quarter of the fiscal year covered by the Report.
Item 6. [Reserved]
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.