What changed in this filing

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Item 2. Unregistered Sales of Equity Securities

2026-05-13 compared with 2025-11-12 · 22 added, 32 removed, 3 unchanged (95% of the section changed)

Unregistered Sales of Equity Securities

and Use of Proceeds.

Unregistered Sales of Equity Securities

There are no transactions

that have not been previously included in a Current Report on Form 8-K.

Use of Proceeds

the closing of the IPO and over-allotment option, an amount of $115,000,000 ($10.00 per Unit) from the net proceeds of the sale of the

Units (including the Over-Allotment Option Units) in the IPO and the Private Placement was placed in the Trust Account.

The funds in the

Trust Account will be invested or held only in either (i) U.S.

government treasury bills with a maturity of 185 days or less, or in money

market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S.

treasury obligations, (ii) as uninvested cash, or (iii) an interest bearing bank demand deposit account or other accounts at

We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned

on the Trust Account (which interest shall be net of permitted withdrawals and up to $100,000 of interest to pay dissolution expenses),

to complete our initial business combination.

Except with respect to permitted withdrawals and/or dissolution expenses, the proceeds from

the IPO and Private Placement held in the Trust Account will not be released until the earliest of (a) the completion of our initial business

(b) the redemption of any of the public shares in connection with any vote on a proposed business combination in accordance

with the provisions of our Amended Charter;

the redemption of any of our public shares in connection with a shareholder vote to amend the Amended Charter (i) to modify the substance

or timing of our obligation to allow redemption in connection with our initial business combination or redeem 100% of its public shares

if we do not consummate its initial business combination by January 2, 2027 (or such later date if extended), or (ii) with respect to

any other provision relating to the rights of the holders of Class A ordinary shares or pre-initial business combination activity;

(e) the redemption of all of the Company’s public shares if it is unable to complete its business combination by January 2, 2027

(or such later date if extended), subject to applicable law and the provisions of the Amended Charter.

Unregistered Sales of Equity Securities and Use of Proceeds.

Sales of Equity Securities

are no transactions that have not been previously included in a Current Report on Form 8-K.

On July 2, 2025, we consummated

the Initial Public Offering of 10,000,000 Units, at a purchase price of $10.00 per Public Share, generating proceeds of $100,000,000.

Subsequently, the underwriters exercised the over-allotment option in full, and the closing of the issuance and sale of the Over-Allotment

Option Units closed on July 10, 2025, generating gross proceeds of $15,000,000.

Maxim Group LLC acted as sole book-running manager of

the Initial Public Offering.

The securities in the Initial Public Offering were registered under the Securities Act on a registration

statement on Form S-1 (File No.

333-286985) (as amended, the “Registration Statement”).

The Registration Statement was declared

effective on June 30, 2025.

Following the closing of the Initial Public Offering and over-allotment

option, an amount of $115,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Public Units (including the Over-Allotment

Option Units) in the Initial Public Offering and the Private Placement were placed in the Trust Account.

The remaining proceeds from

the IPO and the Private Placement are held outside the Trust Account.

Such funds are being used primarily to enable us to identify a target

and to negotiate and consummate our initial business combination.

has been no material change in the planned use of the proceeds from the IPO and the Private Placement as is described in the Prospectus.

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

Such funds are being used primarily to enable

us to identify a target and to negotiate and consummate our initial business combination.

has been no material change in the planned use of the proceeds from the Initial Public Offering and the Private Placement as is described

in the Prospectus or in the Form 10-K.

Defaults Upon Senior Securities.

Mine Safety Disclosures.

Not applicable.

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 2. Unregistered Sales of Equity Securities