44 unchanged sentences
We have neither engaged in any operations nor generated any revenues to date.
−Removed: Our only activities from July 24, 2024 (inception) through June 30, 2025 were organizational activities, those necessary to prepare for the Initial Public Offering, described below, and identifying a target company for a Business Combination.
+Added: Our only activities from July 24, 2024 (inception) through September 30, 2025 were organizational activities, those necessary to prepare for the Initial Public Offering, described below, and identifying a target company for a Business Combination.
We do not expect to generate any operating revenues until after the completion of our Business Combination.
1 unchanged sentence
We incur expenses as a result of being a public company for legal, financial reporting, accounting and auditing compliance.
−Removed: For the three months ended June 30, 2025, we had net income of $1,041,339, which consisted of interest earned on marketable securities held in Trust Account of $1,223,605 partially offset by operational costs of $182,266.
−Removed: For the six months ended June 30, 2025, we had net income of $1,947,329, which consisted of interest earned on marketable securities held in Trust Account of $2,429,014 partially offset by operational costs of $481,239 and change on over-allotment liability of $446.
+Added: For the three months ended September 30, 2025, we had net income of $1,076,410, which consisted of interest earned on marketable securities held in Trust Account of $1,243,051 partially offset by operational costs of $166,641.
+Added: For the nine months ended September 30, 2025, we had net income of $3,023,739, which consisted of interest earned on marketable securities held in Trust Account of $3,672,065 partially offset by operational costs of $647,880 and change on over-allotment liability of $446.
+Added: For the period from July 24, 2024 (inception) through September 30, 2024, we had net loss of $27,788, which consisted of formation and operating costs.
Liquidity and Capital Resources
5 unchanged sentences
Upon the underwriters’ full exercise of the over-allotment option, transaction costs amounted to $4,203,522, consisting of $2,156,250 of cash underwriting fee (net of $143,750 underwriters’ reimbursement) and $2,047,272 of other offering costs.
−Removed: For the six months ended June 30, 2025, cash used in operating activities was $371,371.
+Added: For the nine months ended September 30, 2025, cash used in operating activities was $481,583.
Net income of $3,023,739 was affected by interest earned on investments held in the Trust Account of $3,672,065 and change in fair value of over-allotment liability of $446.
Changes in operating assets and liabilities provided $166,297 of cash for operating activities.
−Removed: As of June 30, 2025, we had investments held in the Trust Account of $118,100,492.
+Added: For the period from July 24, 2024 (inception) to September 30, 2024, cash used in operating activities was $20,720.
+Added: Net loss of $27,788 was affected by changes in operating assets and liabilities provided $7,068 of cash for operating activities.
+Added: For the nine months ended September 30, 2025, cash used in investing activities was $15,075,000 consisting entirely of cash invested into the Trust Account in connection with the Company’s Initial Public Offering.
+Added: For the nine months ended September 30, 2025, cash provided by financing activities was $15,093,750, consisting of $14,718,750 in proceeds from sale of Units, net of underwriting discounts paid and $375,000 in proceeds from sale of Private Place Units.
+Added: For the period from July 24, 2024 (inception) to September 30, 2024, cash provided by financing activities was $44,399, consisting of $25,000 in proceeds from share subscription receivable from shareholder, $2,319 in proceeds from issuance of Representative shares, $20,720 in proceeds from promissory note – related party, offset by $3,640 in payment of offering costs.
+Added: As of September 30, 2025, we had investments held in the Trust Account of $119,343,543.
We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable, if any), to complete our Business Combination.
To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.
−Removed: As of June 30, 2025, we had cash of $529,232.
+Added: As of September 30, 2025, we had cash of $419,020.
We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a Business Combination.
3 unchanged sentences
Up to $1,500,000 of such Working Capital Loans may be convertible into Private Placement Units of the post Business Combination entity at a price of $10.00 per unit at the option of the lender.
−Removed: At June 30, 2025 and December 31, 2024, no Working Capital Loans were outstanding.
+Added: At September 30, 2025 and December 31, 2024, no Working Capital Loans were outstanding.
We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business.
6 unchanged sentences
Off-Balance Sheet Arrangements
−Removed: We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of June 30, 2025.
+Added: We have no obligations, assets or liabilities, 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.
43 unchanged sentences
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.