What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2026-05-15 compared with 2025-11-17 · 312 added, 255 removed, 419 unchanged (58% of the section changed)

1 unchanged sentence

ACQUISITION CORP

BALANCE SHEETS

December 31, 2025

March 31, 2026

Prepaid expenses

Total Current Assets

offering costs

LIABILITIES AND SHAREHOLDERS’

Current Liabilities

note – related party

Cash and marketable securities held in trust account

LIABILITIES AND SHAREHOLDERS’ EQUITY

Current Liabilities

Accrued Expenses

Other Payable

Total Current Liabilities

Deferred underwriting fee

Total Liabilities

Commitments and Contingencies

Shareholder’s Deficit

Preferred shares, $ 0.0001

Ordinary share subject to possible redemption, $ 0.0001 par value;

550,000,000 shares authorized;

none issued or outstanding

Ordinary Shares, $ 0.0001

6,900,000 shares issued and outstanding, at redemption value of $ 10.07 as of December 31, 2025 and $ 10.16 as of March 31,2026, respectively

Shareholders’ Equity (Deficit)

Preferred shares, $ 0.0001 par value;

5,000,000 shares authorized;

none issued and outstanding

Ordinary Shares, $ 0.0001 par value;

550,000,000 shares authorized;

1,928,100 issued and outstanding

Additional paid-in capital

Accumulated deficit

Shareholder’s Deficit

Liabilities and Shareholder’s Deficit

an aggregate of 225,000 Ordinary Shares subject to forfeiture to the extent that the underwriters’ over-allotment is not exercised

in full or in part.

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

Retained earnings (Accumulated deficit)

Total Shareholders’ Equity (Deficit)

Total Liabilities and Shareholders’ Equity (Deficit)

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

ACQUISITION CORP

OF OPERATIONS

STATEMENT OF OPERATIONS

three months ended

September 30,

June 24, 2025

(Inception) through

September 30,

and operating costs

Weighted average shares

outstanding, basic and diluted (1)

and diluted net loss per share

an aggregate of 225,000 Ordinary Shares subject to forfeiture to the extent that the underwriters’ over-allotment is not exercised

in full or in part.

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

March 31, 2026

Formation and operating costs

$ ( 149,745 )

Loss from Operations

Interest income on trust account

Basic and diluted weighted average shares outstanding, redeemable ordinary shares

Basic and diluted net income per share, redeemable ordinary shares

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

Basic and diluted net income per share, non-redeemable ordinary shares

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

ACQUISITION CORP

OF CHANGES IN SHAREHOLDERS’ DEFICIT

THE PERIOD FROM JUNE 24, 2025 (INCEPTION) THROUGH SEPTEMBER 30, 2025

Shareholder’s

Balance – June 24, 2025 (inception)

STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)

THE THREE MONTHS ENDED MARCH 31, 2026

Ordinary shares

issued to Sponsor (1)

Balance – June 30, 2025

Balance – September 30, 2025

an aggregate of 225,000 Ordinary Shares subject to forfeiture to the extent that the underwriters’ over-allotment is not exercised

in full or in part.

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

Retained Earnings

( Accumulated

Shareholders’

Balance – January 1, 2026

Accretion in value of redeemable shares

Balance – March 31, 2026

$ ( 138,680 )

$ ( 138,487 )

$ ( 138,680 )

$ ( 138,487 )

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

ACQUISITION CORP

OF CASH FLOWS

June 24, 2025

(inception) through

Cash flows from Operating

Adjustments to reconcile

net loss to net cash used in operating activities:

and operating costs paid by Sponsor under Promissory Note – Related Party

cash used in operating activities

Cash flows from financing

from issuance of ordinary shares to Sponsor

cash provided by financing activities

STATEMENT OF CASH FLOWS

three months ended

Cash flows from Operating Activities:

Adjustments to reconcile net loss to net cash used in operating activities:

Interest income on trust account

Changes in operating assets and liabilities:

Prepaid expenses

Other Payables

Accrued Expenses

Net cash used in operating activities

Cash flows from financing activities:

Net cash provided by financing activities

Net change in cash

Cash at the beginning

of the period

at the end of the period

Supplemental disclosure

of non-cash financing activities:

Deferred offering costs included in promissory

Issuance of founder

shares for subscription fee receivable

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

Cash at the beginning of the period

Cash at the end of the period

Supplemental disclosure of non-cash financing activities:

Accretion in value of redeemable shares

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

ACQUISITION CORP

7 unchanged sentences

management team’s background, and to capitalize on the ability of our management team to identify and acquire a business.

September 30, 2025, the Company had not yet commenced any operations.

All activity through September 30, 2025 related to the Company’s

March 31, 2026, the Company had not yet commenced any operations.

All activities through March 31, 2026, were related to the Company’s

formation and the Initial Public Offering (as defined below).

The Company will not generate any operating revenues until after the completion

of its initial Business Combination, at the earliest.

The Company will generate non-operating income in the form of interest income on

cash and cash equivalents from the proceeds derived from the Initial Public Offering.

The Company has selected December 31 as its fiscal

The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated

with early stage and emerging growth companies.

Since the IPO, the Company’s activity has been limited to the costs

in pursuit of the consummation of an initial business combination.

The Company will not generate any operating revenues until after the

completion of its initial Business Combination, at the earliest.

The Company will generate non-operating income in the form of interest

income on cash and cash equivalents from the proceeds derived from the Initial Public Offering.

The Company has selected December 31

as its fiscal year end.

The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the

risks associated with early stage and emerging growth companies.

Company’s sponsor is MilunaC Technology Limited (the “Sponsor”).

11 unchanged sentences

Simultaneously

with the consummation of the closing of the Offering, the Company consummated the private placement of an aggregate of 194,100 units

(the “Private Units”) to the Sponsor at a price of $ 10.00 per Unit, generating gross proceeds of $ 1,941,000 (the “Private

with the consummation of the closing of the Initial Public Offering, the Company consummated the private placement of an aggregate of

194,100 units (the “Private Units”) to the Sponsor at a price of $ 10.00 per Unit, generating gross proceeds of $ 1,941,000

(the “Private Placement”).

(see Note 4).

costs amounted to $ 1,708,648 , consisting of $ 600,000 cash underwriting fee, $ 508,648 other offering costs and $ 600,000 deferred underwriting

October 25, 2025, the underwriters of the IPO notified the Company of their fully exercise of the over-allotment option and purchased

October 25, 2025, the underwriters of the IPO notified the Company of their full exercise of the over-allotment option and purchased

900,000 additional units (the “Option Units”) at $ 10.00 per unit upon the closing of the over-allotment option, generating

6 unchanged sentences

option and the Private Units was further placed in the trust account.

transaction costs amounted to $ 1,889,764 , consisting of $ 690,000 cash underwriting fee, $ 509,764 other offering costs and $ 690,000 deferred

underwriting fee.

the closing of the Initial Public Offering on October 24, 2025 and closing of the over-allotment option on October 28, 2025, an amount

of $ 69,000,000 (from the net proceeds of the sale of the Units in the Initial Public Offering and over-allotment option and a portion

of the proceeds from the sale of the Placement Units was placed in a trust account (the “Trust Account”), and will be invested

of the proceeds from the sale of the Private Units) was placed in a trust account (the “Trust Account”), and will be invested

government treasury obligations with a maturity of 185 days or less, in money market funds investing solely in U.S.

4 unchanged sentences

To mitigate the risk that the Company might be deemed to be an investment company for

purposes of the Investment Company Act, which risk increases the longer that the Company hold investments in the trust account, the Company

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.

purposes of the Investment Company Act, which risk increases the longer that the Company holds investments in the trust account, the

Company 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.

Company will either (i) seek shareholder approval of our initial business combination at a meeting called for such purpose at which public

9 unchanged sentences

by the deferred underwriting commissions the Company will pay to the underwriter.

These ordinary shares was recorded at a redemption

These ordinary shares were recorded at a redemption

value and classified as temporary equity upon the completion of the Initial Public Offering, in accordance with Accounting Standards

9 unchanged sentences

their redemption rights with respect to any insider shares, private placement shares included in any private units and public shares

they hold in connection with the completion of our initial business combination, (ii) to waive their redemption rights with respect to

any insider shares, private placement shares included in any private units and public in connection with the implementation of, following

they hold in connection with the completion of our initial business combination, (ii) waive their redemption rights with respect to any

insider shares, private placement shares included in any private units and public in connection with the implementation of, following

a shareholder vote to approve, an amendment to our amended and restated memorandum and articles of association (A) that would modify

20 unchanged sentences

memorandum and articles of association to extend the date by which the Company must consummate our initial business combination) or until

such earlier liquidation date as our board of directors may approve, to consummate a Business Combination (the “Combination Period”).

If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations

except for the purpose of winding up;

(ii) as promptly as reasonably possible but no more than ten business days thereafter, subject

to lawfully available funds, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit

in the trust account, including interest earned on the funds held in the trust account and not previously released to us for permitted

withdrawals (less up to $ 100,000 of interest to pay liquidation expenses), divided by the number of the then-outstanding public shares,

which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further

liquidation distributions, if any) subject to applicable law;

and (iii) as promptly as reasonably possible following such redemption,

subject to the approval of our remaining shareholders and our board of directors, liquidate and dissolve, subject in each case to our

obligations under Cayman Islands law to provide for claims of creditors and in all cases subject to the other requirements of applicable

such earlier liquidation date as our board of directors (the “Board”) may approve, to consummate a Business Combination (the

“Combination Period”).

If the Company is unable to complete a Business Combination within the Combination Period, the Company

will (i) cease all operations except for the purpose of winding up;

(ii) as promptly as reasonably possible but no more than ten business

days thereafter, subject to lawfully available funds, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate

amount then on deposit in the trust account, including interest earned on the funds held in the trust account and not previously released

to us for permitted withdrawals (less up to $ 100,000 of interest to pay liquidation expenses), divided by the number of the then-outstanding

public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to

receive further liquidation distributions, if any) subject to applicable law;

and (iii) as promptly as reasonably possible following

such redemption, subject to the approval of our remaining shareholders and our Board, liquidate and dissolve, subject in each case to

our obligations under Cayman Islands law to provide for claims of creditors and in all cases subject to the other requirements of applicable

underwriter has agreed to waive its rights to the deferred underwriting commission held in the Trust Account in the event the Company

6 unchanged sentences

sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce

the amounts in the trust account to below $ 10.00 per share (whether or not the underwriters’ over-allotment option is exercised

in full), except as to any claims by a third party who executed a waiver of any and all rights to seek access to the trust account and

except as to any claims under our indemnity of the underwriters of the Initial Public Offering against certain liabilities, including

liabilities under the Securities Act.

In the event that an executed waiver is deemed to be unenforceable against a third party, our sponsor

will not be responsible to the extent of any liability for such third party claims.

However, our sponsor may not be able to satisfy those

Other than as described above, none of our officers or directors will indemnify us for claims by third parties including,

without limitation, claims by vendors and prospective target businesses.

We have not independently verified whether our sponsor has sufficient

funds to satisfy its indemnity obligations.

We therefore believe it is unlikely our sponsor would be able to satisfy its indemnity obligations

if it were required to do so.

However, we believe the likelihood of our sponsor having to indemnify the trust account is limited because

we will endeavor to have all vendors and prospective target businesses as well as other entities execute agreements with us waiving any

right, title, interest or claim of any kind in or to monies held in the trust account.

the amounts in the trust account to below $ 10.00 per share, except as to any claims by a third party who executed a waiver of any and

all rights to seek access to the trust account and except as to any claims under our indemnity of the underwriters of the Initial Public

Offering against certain liabilities, including liabilities under the Securities Act.

In the event that an executed waiver is deemed

to be unenforceable against a third party, our sponsor will not be responsible to the extent of any liability for such third-party claims.

However, our sponsor may not be able to satisfy those obligations.

Other than as described above, none of our officers or directors will

indemnify us for claims by third parties including, without limitation, claims by vendors and prospective target businesses.

not independently verified whether our sponsor has sufficient funds to satisfy its indemnity obligations.

We therefore believe it is

unlikely our sponsor would be able to satisfy its indemnity obligations if it were required to do so.

However, we believe the likelihood

of our sponsor having to indemnify the trust account is limited because we will endeavor to have all vendors and prospective target businesses

as well as other entities execute agreements with us waiving any right, title, interest or claim of any kind in or to monies held in

the trust account.

February 17, 2026, the Company received a letter of resignation (the “ Resignation Letter ”) from Ms.

Mei Chi Tsai.

Pursuant to the Resignation Letter, Ms.

Tsai resigned from her position as a member of the Board and from all the committees on which

she served, effective February 17, 2026.

February 25, 2026, the Board appointed Ms.

Yajuan Ding to serve as a director of the Company commencing on the same day.

The Board determined

Ding qualifies as an “independent director” under the Nasdaq Stock Market Listing Rules.

described in more detail in Note 10, Subsequent Events, on April 23, 2026, the Company entered into a Business Combination Agreement

(the “Business Combination Agreement”) with Kukugan Invest, a Cayman Islands exempted company (“Parent”), and

CADV Ventures S.A., a Polish company and a wholly-owned subsidiary of Parent.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

of Presentation

accompanying financial statements are presented in U.S.

Dollars and conformity with accounting principles generally accepted in the United

States of America (“GAAP”) and pursuant to the rules and regulations of the SEC.

The accompanying unaudited condensed financial statements

of the Company are presented in U.S.

dollars and have been prepared in accordance with accounting principles generally accepted in the

United States of America (“U.S.

GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q

and Article 8 of Regulation S-X promulgated under the Securities Act.

Certain information or footnote disclosures normally included in

financial statements prepared in accordance with U.S.

GAAP have been condensed or omitted, pursuant to the rules and regulations of the

Securities and Exchange Commission (“SEC”) for interim financial reporting.

Accordingly, they do not include all the information

and footnotes 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, consisting of a normal recurring nature, which are

necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented.

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

statements as of December 31, 202 5 filed with the SEC on February

The interim results for the three months ended March 31, 2026 are not necessarily indicative of the results to be expected for

the period ending December 31, 2026 or for any other future periods.

and Capital Resources

of September 30, 2025, the Company had $ 0 in cash and a working capital deficit of 288,850 .

of March 31, 2026, the Company had $ 476,842 in cash and a working capital of $ 551,513 .

Company’s liquidity needs prior to the consummation of the Initial Public Offering 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 $ 288,850 under the Note (as defined in Note 5) as of September 30, 2025.

The Company has repaid

the Note on October 24, 2025.

Subsequent to the consummation of the Initial Public Offering, the Company’s liquidity has been satisfied

through the net proceeds from the consummation of the Initial Public Offering 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 September 30, 2025, there were no amounts outstanding under any Working Capital Loan.

from the Sponsor to cover certain offering costs on the Company’s behalf in exchange for issuance of Insider Shares (as defined

in Note 5), and loan from the Sponsor of $ 294,067 under the Note.

The Company has repaid the Note on October 24, 2025.

Subsequent to

the consummation of the Initial Public Offering, the Company’s liquidity has been satisfied through the net proceeds from the consummation

of the Initial Public Offering and the Private Placement held outside of the Trust Account.

We expect to incur significant costs such

as legal fees and other professional fees in connection with a Business Combination, but management believes that the Company has sufficient

cash to meet its obligations as they become due within one year after the date that the financial statements are available to be issued.

In addition, in order to finance such transaction costs, 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,

2026, there were no amounts outstanding under any Working Capital Loan.

Growth Company

27 unchanged sentences

Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

The Company had no cash and cash equivalents as of September 30, 2025.

Costs Associated with the Initial Public Offering

Company complies with the requirements of the ASC 340-10-S99 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A — “Expenses

of Offering.” Deferred offering costs consist principally of professional and registration fees that are related to the Initial

Public Offering.

Financial Accounting Standards Board (“FASB”) ASC 470-20, “Debt with Conversion and Other Options,”

addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components.

The Company applies this

guidance to allocate Initial Public Offering proceeds from the Public Units between ordinary shares and warrants, using the residual

method by allocating Initial Public Offering proceeds first to assigned value of the warrants and then to the ordinary shares.

costs allocated to the Class ordinary shares subject to possible redemption was charged to temporary equity, and offering costs allocated

to the warrants included in the Public Units and Private Units was charged to shareholder’s equity as the warrants, after management’s

evaluation, was accounted for under equity treatment.

As of September 30, 2025, the Company had offering costs of $ 244,722 .

As of October

24, 2025, the Company had offering costs of $ 1,708,648 , consisting of $ 600,000 cash underwriting fee, $ 508,648 other offering costs and

$ 600,000 deferred underwriting fee.

Approximately $ 121,068 of such costs were allocated to the Public Warrants and the Private Units

and the remainder, approximately $ 1,587,580 was allocated to ordinary shares subject to redemption.

The Company had $ 476,842 of Cash held in operating account as of March 31, 2026.

The Company had no cash equivalents as of March 31,

Held in Trust Account

of March 31, 2026, substantially 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 trading securities.

Trading securities are presented

on the 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 investment income earned on investments held in Trust in the accompanying statement of operations.

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

As of March 31, 2026,

the estimated fair values of investments held in Trust Account amounted to $ 70,083,688 .

Company complies with the accounting and reporting requirements of ASC Topic 740, “Income Taxes,” which requires an asset

11 unchanged sentences

The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income

There were no unrecognized tax benefits as of September 30, 2025 and no amounts accrued for interest and penalties.

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

its position.

There were no unrecognized tax benefits as of March 31, 2026 and no amounts accrued for interest and penalties.

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

Company is considered to be a Cayman Islands business company with no connection to any other taxable jurisdiction and is presently not

1 unchanged sentence

As such, the provision for income

taxes was deemed to be de minimis for the period from June 24, 2025 (inception) to September 30, 2025.

taxes was deemed to be de minimis for the three months ended March 31, 2026.

Financial Instruments

10 unchanged sentences

to ASC 480 at the time of the Initial Public Offering.

the closing of the Initial Public Offering on October 24, 2025 and underwriter’s full exercise of over-allotment option on October

28, 2025, the Company accounted for the 6,900,000 public warrants and 203,100 private warrants issued in accordance with the guidance

contained in FASB ASC Topic 815, “Derivatives and Hedging”.

Accordingly, the Company evaluated and classified the warrant

instruments under equity treatment at their assigned values.

There are no Public or Private Warrants currently outstanding as of September

account for Warrants as either equity-classified or liability-classified instruments based on an assessment of the instruments’

specific terms and applicable authoritative guidance in ASC 480 and FASB ASC Topic 815, “Derivatives and Hedging” (“ASC

The assessment considers whether the instruments are freestanding financial instruments pursuant to ASC 480, meet the definition

of a liability pursuant to ASC 480, and whether the instruments meet all of the requirements for equity classification under ASC 815,

including whether the instruments are indexed to a company’s common shares and whether the instrument holders could potentially

require “net cash settlement” in a circumstance outside of a company’s control, among other conditions for equity classification.

This assessment, which requires the use of professional judgment, is conducted at the time of Warrant issuance and as of each subsequent

quarterly period end date while the instruments are outstanding.

Upon review of the Warrant Agreement, Management concluded that the

public warrants and private warrants issued pursuant to such warrant agreement qualify for equity accounting treatment.

Following the

closing of the Initial Public Offering on October 24, 2025 and underwriter’s full exercise of over-allotment option on October

28, 2025, the Company accounted for the 6,900,000 public warrants and 203,100 private warrants issued under equity treatment at their

assigned values.

Shares Subject to Possible Redemption

10 unchanged sentences

outside of the shareholders’ equity section of the Company’s balance sheet.

As of October 28, 2025, the 6,900,000 ordinary

shares subject to redemption reflected in the balance sheet are reconciled in the following table:

As of December 31, 2025 and March 31, 2026, the

6,900,000 ordinary shares subject to redemption reflected in the balance sheet are reconciled in the following table:

SCHEDULE OF ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION

Gross proceeds

Gross proceeds from over-allotment, October

Proceeds allocated to Public Warrants

( 2,443,200 )

Proceeds allocated to Over-allotment Option

Issuance costs allocated to Ordinary Shares

subject to possible redemption

( 1,587,580 )

Accretion of carrying

value to redemption value

Ordinary Shares subject

to possible redemption, October 24, 2025

Gross proceeds from over-allotment, October

Proceeds allocated to Public Warrants

Issuance costs allocated to Ordinary Shares

subject to possible redemption

Accretion of carrying

value to redemption value

Ordinary Shares subject

to possible redemption, October 28, 2025

loss per share

Company complies with accounting and disclosure requirements of ASC Topic 260, “Earnings Per Share.” Net loss per share is

computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares

subject to forfeiture.

As of September 30, 2025, the Company did not have any dilutive securities and other contracts that could, potentially,

be exercised or converted into ordinary shares and then share in the earnings of the Company.

As a result, diluted loss per share is

the same as basic loss per share for the periods presented.

Ordinary Shares subject to possible redemption, December 31, 2025

Accretion in value of redeemable shares

Ordinary Shares subject to possible redemption, March 31, 2026

income per share

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

The Company has two outstanding classes

of shares, which are referred to as redeemable ordinary shares and non-redeemable ordinary shares.

Net income is shared pro rata between

the two classes of ordinary shares.

Net income per ordinary share is computed by dividing net income by the weighted-average number of

ordinary shares outstanding during the period.

At March 31, 2026, the Company did not have any dilutive securities and other contracts

that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company.

As a result, diluted

income per share is the same as basic loss per share for the periods presented.

net income per share presented in the statement of operations is based on the following:

OF NET INCOME PER SHARE

three months ended

March 31, 2026

Ordinary Shares

Non-redeemable

Ordinary Shares

Basic and diluted net income per ordinary share

Allocation of net income

Basic and diluted weighted average shares outstanding

Basic and diluted net income per ordinary share

Concentration

2 unchanged sentences

which, at times may exceed the Federal depository insurance coverage of $ 250,000 .

At September 30, 2025, the Company had not experienced

At March 31, 2026, the Company had not experienced

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

value of financial instruments

fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value

Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to

their short-term nature.

fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value

Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheets, primarily due to its short-term

and Uncertainties

39 unchanged sentences

The Company adopted ASU 2023-09 since inception.

Adoption of the ASU did not impact the Company’s financial position, results

of operations or cash flows.

Adoption of the ASU did not impact the Company’s financial position, results of

operations or cash flows.

INITIAL PUBLIC OFFERING

5 unchanged sentences

Each warrant entitles

the holder thereof to purchase ordinary share at a price of $ 11.50 per share, subject to adjustment.

On October 28, 2025, the over-allotment

options was exercised in full.

the holder thereof to purchase ordinary shares at a price of $ 11.50 per share, subject to adjustment.

On October 28, 2025, the underwriters’

over-allotment option was exercised in full.

PRIVATE PLACEMENT

Simultaneously

with the closing of the Initial Public Offering and underwriter’s full exercise over-allotment options, the Sponsor purchased an

with the closing of the Initial Public Offering and underwriter’s full exercise over-allotment option, the Sponsor purchased an

aggregate of 203,100 Private Units at a price of $ 10.00 per Private Unit from the Company in a private placement.

The proceeds from the

sale of the Private Units were added to the net proceeds from the Offering held in the Trust Account.

The Placement Units are identical

to the Units sold in the Initial Public Offering, as described in Note 7.

If the Company does not complete a Business Combination within

the Combination Period, the proceeds from the sale of the Private Units will be used to fund the redemption of the Public Shares (subject

to the requirements of applicable law) and the Private Warrants will expire worthless.

sale of the Private Units were added to the net proceeds from the Initial Public Offering held in the Trust Account.

The Private Units

are identical to the Units sold in the Initial Public Offering, as described in Note 7.

If the Company does not complete a Business Combination

within the Combination Period, the proceeds from the sale of the Private Units will be used to fund the redemption of the Public Shares

(subject to the requirements of applicable law) and the Private Warrants will expire worthless.

RELATED PARTY TRANSACTIONS

5 unchanged sentences

within the Private Units).

Following the full exercise of over-allotment options on October 28, 2025, no insider shares will subject

to forfeiture.

Following the full exercise of the underwriters’ over-allotment option on October 28, 2025, no insider

shares will subject to forfeiture.

insider shares, except as described below, are identical to ordinary shares included in the units being sold in the Initial Public Offering,

3 unchanged sentences

with respect to any insider shares, private placement shares included in any private units and public shares they hold in connection

with the completion of our initial business combination, (ii) to waive their redemption rights with respect to any insider shares,

private placement shares included in any private units and public in connection with the implementation of, following a shareholder

with the completion of our initial business combination, (ii) waive their redemption rights with respect to any insider shares, private

placement shares included in any private units and public shares in connection with the implementation of, following a shareholder

vote to approve, an amendment to our amended and restated memorandum and articles of association (A) that would modify the substance

29 unchanged sentences

the right to exchange their ordinary shares for cash, securities or other property.

Note – Related Party

June 24, 2025, the Sponsor issued an unsecured promissory note to the Company, pursuant to which the Company may borrow up to an aggregate

principal amount of $ 350,000 ,

to be used for payment of costs related to the Proposed Offering.

The note is non-interest bearing and payable on the earlier of (i)

December 31, 2025 or (ii) the consummation of the Initial Public Offering.

As of September 30, 2025, the Company has borrowed $ 288,850

under the promissory note with our Sponsor.

On October 24,

2025, the Company has fully repaid the borrowing under the promissory note with our Sponsor.

Administrative Services Arrangement

July 8, 2025, our Sponsor has agreed, commencing from October 23, 2025, through the earlier of the Company’s consummation of a

Business Combination and its liquidation, to make available to the Company certain office space, utilities and secretarial and administrative

Administrative

Services Arrangement

July 8, 2025, our Sponsor agreed, commencing from October 23, 2025, through the earlier of the Company’s consummation of a Business

Combination and its liquidation, to make available to the Company certain office space, utilities and secretarial and administrative

support as may be reasonably required by the Company.

The Company has agreed to pay to our Sponsor, $ 10,000 per month, for up to 18 months,

The Company has agreed to pay our Sponsor, $ 10,000 per month, for up to 18 months,

subject to extension to up to 21 months, as provided in the Company’s registration statement, for such administrative services.

For the three months ended March 31, 2026, $ 30,000 was charged to operations and no amounts were outstanding on March 31, 2026.

order to finance transaction costs in connection with a Business Combination, the Company’s Sponsor or an affiliate of the Sponsor,

5 unchanged sentences

the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital

As of September 30, 2025, no amounts under such loans have been drawn.

As of March 31, 2026, no amounts under such loans have been drawn.

COMMITMENTS AND CONTINGENCIES

1 unchanged sentence

time on or after the date that we consummate a business combination, the holders of a majority-in-interest of (i) 1,725,000 insider shares,

(or 1,725,000 insider shares if the overallotment is exercised in full), (ii) 194,100 private shares (or 203,100 private shares if the

overallotment is exercised in full), (iii) 194,100 ordinary shares (or 203,100 ordinary shares if the overallotment is exercised in full)

underlying the private warrants included in the private units , (iv) any securities issuable upon conversion of working capital loans

from our sponsor, officers, directors or their affiliates, if any, (v) any warrants, rights, shares of our company issued as a dividend

or other distribution with respect to or in exchange for or in replacement of the aforementioned securities, and (vi) any other equity

security held by our initial shareholders as of the date of the registration rights agreement (including shares issued or issuable upon

the exercise of such equity security) are entitled to make up to two demands that the Company register the resale of such securities.

In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent

to our consummation of a business combination.

(ii) 203,100 private shares, (iii) 203,100 ordinary shares underlying the private warrants included in the private units , (iv) any securities

issuable upon conversion of working capital loans from our sponsor, officers, directors or their affiliates, if any, (v) any warrants,

rights, shares of our company issued as a dividend or other distribution with respect to or in exchange for or in replacement of the

aforementioned securities, and (vi) any other equity security held by our initial shareholders as of the date of the registration rights

agreement (including shares issued or issuable upon the exercise of such equity security) are entitled to make up to two demands that

the Company register the resale of such securities.

In addition, the holders have certain “piggy-back” registration rights

with respect to registration statements filed subsequent to our consummation of a business combination.

Company granted the underwriters a 45-day option to purchase up to 900,000 additional Units to cover over-allotments at the Initial Public

Offering price, less the underwriting discounts and commissions.

On October 28, 2025, the over-allotment options were exercised in full.

On October 28, 2025, the over-allotment option was exercised in full.

Underwriters were entitled to a cash underwriting discount of:

16 unchanged sentences

Services Arrangement

Company has committed to pay to our Sponsor $ 10,000 per month for administrative services as discussed in Note 5 commencing from October

Company has committed to paying our Sponsor $ 10,000 per month for administrative services as discussed in Note 5 commencing from October

23, 2025, through the earlier of the Company’s consummation of a Business Combination and its liquidation.

15 unchanged sentences

Holders of the Company’s ordinary shares are entitled to one vote for each share.

As of September 30, 2025, there were no preferred

As of March 31, 2026, there were no preferred

shares issued or outstanding.

10 unchanged sentences

option is not exercised in full.

On July 18, 2025, our sponsor transferred a total of 80,000 insider shares among our Chief Executive

Officer, our Chief Financial Officer and our three independent directors pursuant to executed share transfer agreements.

30, 2025, there were 1,725,000 ordinary shares issued and outstanding.

On October 24, 2025, there were 1,919,100 ordinary shares issued

and outstanding, excluding 6,000,000 shares subject to possible redemption.

Following underwriter’s full exercise of over-allotment

option on October 28, 2025, there were 1,928,100 ordinary shares issued and outstanding, excluding 6,900,000 shares subject to possible

redemption and no ordinary shares were subject to forfeiture.

On July 18, 2025, our sponsor transferred a total of 80,000 insider shares among our then Chief Executive

Shang Ju Lin, our Chief Financial Officer and our three independent directors pursuant to executed share transfer agreements.

Following its Initial Public Offering and underwriter’s full exercise of over-allotment option, there were 1,928,100 ordinary shares

issued and outstanding as of March 31, 2026, excluding 6,900,000 shares subject to possible redemption and no ordinary shares were subject

to forfeiture.

— Warrants may only be exercised for a whole number of shares.

57 unchanged sentences

the Newly Issued Price.

FAIR VALUE MEASUREMENTS

fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would

have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction

between market participants at the measurement date.

In connection with measuring the fair value of its assets and liabilities, the Company

seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable

inputs (internal assumptions about how market participants would price assets and liabilities).

The following fair value hierarchy is

used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and

Quoted prices in active markets for identical assets or liabilities.

An active market for an asset or liability is a market in which

transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.

Observable inputs other than Level 1 inputs.

Examples of Level 2 inputs include quoted prices in active markets for similar assets

or liabilities and quoted prices for identical assets or liabilities in markets that are not active.

Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.

following table presents information about the Company’s assets that are measured at fair value as of March 31, 2026, and indicates

the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

OF FAIR VALUE MEASUREMENT

March 31, 2026

Cash and marketable securities held in trust account

SEGMENT INFORMATION

12 unchanged sentences

(inception) through

September 30,

March 31, 2026

Formation and operating costs

key measures of segment profit or loss reviewed by the CODM are formation and operating costs.

Formation and operating costs are reviewed

and monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete a Proposed Offering and eventually

a Business Combination within the Combination Period.

The CODM also reviews formation and operating costs to manage, maintain and enforce

all contractual agreements to ensure costs are aligned with all agreements and budget.

$ ( 149,745 )

Interest income on trust account

Cash and marketable securities held in trust account

key measures of segment profit or loss reviewed by the CODM are formation and operating costs, interest income on trust account, and

cash and marketable securities held in trust account.

The CODM reviews interest earned on cash or investments 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.

Within the operating expenses, the CODM specifically reviews professional service fees, which are

a significant segment expense, and include legal fees and advisory fees.

These expenses are monitored to manage and forecast cash available

to complete a Business Combination within the required period.

Other general and administrative expenses, including accounting expenses,

printing expenses, and regulatory filing fees, are reviewed in the aggregate to ensure alignment with budget and contractual obligations.

Funds invested in the Trust Account represent the predominant portion of the Company’s total assets and are monitored by the CODM

to determine the most effective strategy of investment with the Trust Account funds, while maintaining compliance with the trust agreement.

SUBSEQUENT EVENTS

accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure

of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or

transactions that occurred through the date the audited financial statements were available to issue.

of events that occur after the balance sheet date but before unaudited condensed financial statements are issued, the Company has evaluated all events or

transactions that occurred through the date the unaudited condensed financial statements were available to issue.

Based upon this review, the Company

did not identify any subsequent events that would have required adjustment or disclosure in the financial statements except the following.

October 24, 2025, the Company consummated its Initial Public Offering of 6,000,000 Units, at $ 10.00 per Unit, generating gross proceeds

of $ 60,000,000 .

The Company granted the underwriter a 45-day option to purchase up to an additional 900,000 Units at the Initial Public

Offering price to cover over-allotments, if any.

Simultaneously

with the consummation of the closing of the Offering, the Company consummated the private placement of an aggregate of 194,100 Private

Units to the Sponsor at a price of $ 10.00 per Private Unit, generating gross proceeds of $ 1,941,000 .

October 25, 2025, the underwriters notified the Company of their full exercise of the over-allotment option and purchased 900,000 additional

Units at $ 10.00 per Unit upon the closing of the over-allotment option, generating gross proceeds of $ 9,000,000 .

The over-allotment option

closed on October 28, 2025.

did not identify any subsequent events that would have required adjustment or disclosure in the unaudited condensed financial statements, other than noted

April 23, 2026, the Company, Parent, and CADV Ventures S.A., a Polish company and wholly-owned subsidiary of Parent (“CADV.AI”)

entered into a Business Combination Agreement, pursuant to which Parent will merge with and into the Company, with the Company continuing

as the surviving company, and as a result of which, CADV.AI will become a wholly-owned subsidiary of the Company.

Upon the closing of

the transactions contemplated by the Business Combination Agreement, the combined company will be renamed Kukugan Corp.

Combination Agreement and related agreements are further described in the Company’s Current Report on Form 8-K filed with the SEC

on April 27, 2026.

Other than as specifically discussed, this report does not assume the closing of the transactions contemplated by

the Business Combination Agreement.

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