−Removed: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
−Removed: Our units, Class A ordinary
−Removed: shares, rights were each traded on the Nasdaq Stock Market LLC under the symbols “SPHAU,” “SPHA,” and “SPHAR,”
−Removed: respectively.
−Removed: Our units commenced public trading on December 5, 2024, and our Class A ordinary shares and rights commenced separate public
−Removed: trading on January 27, 2025.
−Removed: On March 12, 2025, the symbols for our units, ordinary shares and rights changed from “SPHAU”,
−Removed: “SPHA”, “SPHAR”, in each case to “AIFEU”, “AIFE”, and “AIFER,” all of which
−Removed: continue to be traded on the Nasdaq Stock Market LLC.
−Removed: On December 31, 2024, there
−Removed: were 2 holders of record of our units, 1 holder of record of our Class A ordinary shares, 1 holder of record of our rights, and 6 holders
−Removed: of record of our Class B ordinary shares.
−Removed: Authorized for Issuance Under Equity Compensation Plans
−Removed: Sales of Unregistered Securities
−Removed: Sales of Equity Securities
−Removed: Shares Sales and Transfer
−Removed: On June 14, 2024, our CEO,
+Added: Market for Registrant’s Common
+Added: Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
+Added: Market Information
+Added: Our units, Class A ordinary shares, Rights were each traded on the
+Added: Nasdaq Stock Market LLC under the symbols “SPHAU,” “SPHA,” and “SPHAR,” respectively.
+Added: Our units commenced
+Added: public trading on December 5, 2024, and our Class A ordinary shares and Rights commenced separate public trading on January 27, 2025.
+Added: On March 12, 2025, the symbols for our units, ordinary shares and Rights changed from “SPHAU”, “SPHA”, “SPHAR”,
+Added: in each case to “AIFEU”, “AIFE”, and “AIFER,” which in turn changed in each case to “PGACU”,
+Added: “PGAC”, and “PGACR”, on August 8, 2025, all of which continue to be traded on the Nasdaq Stock Market LLC
+Added: On December 31, 2025, there were 2 holders of record of our units,
+Added: 1 holder of record of our Class A ordinary shares, 1 holder of record of our Rights, and 6 holders of record of our Class B ordinary shares.
+Added: Securities Authorized for Issuance Under Equity
+Added: Compensation Plans
+Added: Recent Sales of Unregistered Securities
+Added: Unregistered Sales of Equity Securities
+Added: Founder Shares Sales and Transfer
+Added: On June 14, 2024, our CEO, Mr.
Snyder, our CFO, Ms.
−Removed: Jia Peng, and the sponsor (the “sponsor”) of our IPO (as defined below), Aitefund Sponsor
−Removed: LLC, acquired an aggregate of 1,725,000 Class B ordinary shares, par value of $0.0001 each (the “founder shares”), for an
−Removed: aggregate purchase price of $25,000.
−Removed: On July 9, 2024, an additional 431,250 founder shares were issued, at par value, to the sponsor,
−Removed: for the purchase price of $43, resulting that the sponsor to hold 1,996,250 founder shares.
+Added: Peng, and Aitefund Sponsor LLC (the “Sponsor”) of our IPO (as defined below), Aitefund Sponsor LLC, acquired an aggregate
+Added: of 1,725,000 Class B ordinary shares, par value of $0.0001 each (the “founder shares”), for an aggregate purchase price of
+Added: On July 9, 2024, an additional 431,250 founder shares were issued, at par value, to the Sponsor, for the purchase price of $43,
+Added: resulting that the Sponsor to hold 1,996,250 founder shares.
On December 4, 2024, the
2 unchanged sentences
Private Placement
−Removed: On December 6, 2024, simultaneously
−Removed: with the closing of the IPO, the Company completed a private placement (the “Private Placement”) of 244,250 private placement
−Removed: units to the Company’s sponsor, at a purchase price of $10.00 per private placement units, generating gross proceeds to the Company
−Removed: of $2,442,500.
+Added: On December 6, 2024, simultaneously with the closing of the IPO,
+Added: the Company completed a private placement (the “Private Placement”) of 244,250 private placement units to the Company’s
+Added: Sponsor, at a purchase price of $10.00 per private placement units, generating gross proceeds to the Company of $2,442,500.
The above sales were issued
2 unchanged sentences
connection with such sales.
−Removed: On December 6, 2024, we consummated
−Removed: the initial public offering (the “IPO”) of 8,625,000 units (the “Units”), at a price of $10.00 per Unit, including
−Removed: 1,125,000 additional Units granted to the underwriters to cover over-allotments, if any (the “Over-Allotment Option”), generating
−Removed: gross proceeds of $86,250,000.
−Removed: Simultaneously with the closing of the IPO, we consummated the sale of 244,250 private placement units,
−Removed: to our sponsor in the Private Placement, generating gross proceeds of $2,442,500.
−Removed: The proceeds of $86,250,000
−Removed: from the IPO and the Private Placement were placed in the trust account established for the benefit of the Company’s public shareholders
−Removed: with Wilmington Trust, N.A., acting as trustee.
−Removed: of Equity Securities by the Issuer and Affiliated Purchasers
+Added: Use of Proceeds
+Added: On December 6, 2024, we consummated the initial public offering (the
+Added: “IPO”) of 8,625,000 units (the “Units”), at a price of $10.00 per Unit, including 1,125,000 additional Units granted
+Added: to the underwriters to cover over-allotments, if any (the “over-allotment option”), generating gross proceeds of $86,250,000.
+Added: Simultaneously with the closing of the IPO, we consummated the sale of 244,250 private placement units, to our Sponsor in the Private
+Added: Placement, generating gross proceeds of $2,442,500.
+Added: The proceeds of $86,250,000 from the IPO and the Private Placement
+Added: were placed in the Trust Account established for the benefit of the Company’s Public Shareholders with Wilmington Trust, N.A., acting
+Added: Purchases of Equity Securities by the Issuer
+Added: and Affiliated Purchasers
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.