What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-13 compared with 2025-08-14 · 52 added, 47 removed, 141 unchanged (41% of the section changed)

46 unchanged sentences

generated any operating revenues to date.

Our only activities from inception through June 30, 2025 were organizational activities and

those necessary to prepare for the initial public offering, described below and, after our initial public offering, identifying a target

company for a business combination.

We do not expect to generate any operating revenues until after the completion of our initial business

We expect to generate non-operating income in the form of interest income on marketable securities held after the initial

public offering.

We expect that we will incur increased expenses as a result of being a public company (for legal, financial reporting,

accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing, a business

For the three months ended June 30, 2025, we

had a net income of $1,629,227, which consists of interest earned on investments held in Trust Account of $1,867,009 offset by general

and administrative expenses of $237,782.

For the six months ended June 30, 2025, we had

a net income of $2,811,282, which consists of interest earned on investments held in Trust Account of $3,355,409 offset by general and

administrative expenses of $544,127.

Our only activities from inception through September 30, 2025 were organizational activities

and those necessary to prepare for the initial public offering, described below and, after our initial public offering, identifying a

target company for a business combination.

We do not expect to generate any operating revenues until after the completion of our initial

business combination.

We expect to generate non-operating income in the form of interest income on marketable securities held after the

initial public offering.

We expect that we will incur increased expenses as a result of being a public company (for legal, financial

reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing,

a business combination.

For the three months ended September 30, 2025,

we had a net income of $1,679,645, which consists of interest earned on investments held in Trust Account of $1,913,171 and interest

earned on operating account of $2,474, offset by general and administrative expenses of $236,000.

For the nine months ended September 30, 2025,

we had a net income of $4,490,927, which consists of interest earned on investments held in Trust Account of $5,268,580 and interest

earned on operating account of $2,474, offset by general and administrative expenses of $780,127.

For the three months ended September 30, 2024,

we had a net loss of $44,788, which consists of formation and operational costs.

For the period from June 10, 2024 (inception)

through June 30, 2024, we had a net income of $28,263, which consists of formation and operational costs.

through September 30, 2024, we had a net loss of $73,051, which consists of formation and operational costs.

Liquidity and Capital Resources

As of June 30, 2025, we had cash of $375,823.

As of September 30, 2025, we had cash of $469,208.

Until the consummation of the initial public offering, our only source of liquidity was an initial purchase of ordinary shares by the

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fees, $6,900,000 of deferred underwriting fees and $582,289 of other offering costs.

For the six months ended June 30, 2025, cash

used in operating activities was $539,932.

Net income of $2,811,282 was affected by interest earned on investments held in trust account

of $3,355,409, compensation expense of $36,750 and payment of operation costs through promissory note of $8,550.

For the nine months ended September 30, 2025,

cash used in operating activities was $696,547.

Net income of $4,490,927 was affected by interest earned on investments held in trust

account of $5,268,580, compensation expense of $36,750 and payment of operation costs through promissory note of $8,550.

Changes in operating

assets and liabilities used $41,105 of cash for operating activities.

assets and liabilities provided $35,806 of cash for operating activities.

For the period from June 10, 2024 (inception)

through June 30, 2024, cash used in operating activities was $0.

Net income of $228,263 was affected by payment of operation costs through

promissory note of $10,420.

through September 30, 2024, cash used in operating activities was $15,438 .

Net loss of $73,051 was affected by payment of operation

costs through promissory note of $20,820.

Changes in operating assets and liabilities used $36,793 of cash for operating activities.

As of June 30, 2025, we had investments held

in the trust account of $177,580,409.

As of September 30, 2025, we had investments

held in the trust account of $179,493,580.

We intend to use substantially all of the funds held in the trust account, including any amounts

4 unchanged sentences

capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.

As of June 30, 2025, we had cash of $375,823

As of September 30, 2025, we had cash of $469,208

for working capital purpose.

36 unchanged sentences

Going Concern

As of June 30, 2025, we had $375,823 in cash

and a working capital of $351,062.

Further, we have incurred and expect to continue to incur significant costs in pursuit of our acquisition

As of September 30, 2025, we had $469,208 in

cash and a working capital of $138,786 .

Further, we have incurred and expect to continue to incur significant costs in pursuit of our

acquisition plans.

There is no assurance that our plans to raise capital will be successful.

In connection with our assessment of going concern considerations

in accordance with Accounting Standards Codification (“ASC”) Topic 205-40, “Going Concern,” as of June 30, 2025,

management has determined that mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution and

the liquidity issue raise substantial doubt about the Company’s ability to continue as a going concern for one year from the date

the financial statements are issued.

In connection with our assessment of going

concern considerations in accordance with Accounting Standards Codification (“ASC”) Topic 205-40, “Going Concern,”

as of September 30, 2025, management has determined that mandatory liquidation, should a Business Combination not occur, and potential

subsequent dissolution and the liquidity issue raise substantial doubt about the Company’s ability to continue as a going concern

for one year from the date the financial statements are issued.

No adjustments have been made to the carrying

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We have no obligations, assets or liabilities,

which would be considered off-balance sheet arrangements as of June 30, 2025.

We do not participate in transactions that create relationships

with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established

for the purpose of facilitating off-balance sheet arrangements.

We have not entered into any off-balance sheet financing arrangements,

established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.

which would be considered off-balance sheet arrangements as of September 30, 2025.

We do not participate in transactions that create

relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have

been established for the purpose of facilitating off-balance sheet arrangements.

We have not entered into any off-balance sheet financing

arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial

Contractual Obligations

We do not have any long-term debt, capital lease

obligations, operating lease obligations or long-term liabilities, other than an agreement to pay each officer an aggregate of $20,833

per month, subject to availability of sufficient funds from working capital held outside the trust account.

We began incurring these

fees on January 16, 2025, and will continue to incur these fees monthly until the earlier of the completion of the business combination

and our liquidation.

We do not have any long-term debt, excluding

the promissory note – related party, capital lease obligations, operating lease obligations or long-term liabilities, other than

an agreement to pay each officer an aggregate of $20,833 per month, subject to availability of sufficient funds from working capital

held outside the trust account.

We began incurring these fees on January 16, 2025, and will continue to incur these fees monthly until

the earlier of the completion of the business combination and our liquidation.

The underwriters were entitled to (1) an underwriting

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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. Management’s Discussion and Analysis