What changed in this filing

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Item 1. Financial Statements

2025-08-12 compared with 2025-05-13 · 103 added, 54 removed, 334 unchanged (32% of the section changed)

5 unchanged sentences

Total Current Assets

Mutual funds held in trust

Investments held in trust

LIABILITIES AND SHAREHOLDERS’ DEFICIT

2 unchanged sentences

Related party payable

Note payable - Sponsor

Convertible note payable - Sponsor

6 unchanged sentences

Class A ordinary shares subject to possible redemption;

10,000,000 shares at redemption value of $ 10.80 and $ 10.69 at March 31, 2025 and December 31, 2024, respectively

10,000,000 shares at redemption value of $ 10.92 and $ 10.69 at June 30, 2025 and December 31, 2024, respectively

Shareholders’ Deficit:

1 unchanged sentence

5,000,000 shares authorized;

none issued and outstanding at March 31, 2025 and December 31, 2024

Class A ordinary shares, $ 0.0001 par value, 500,000,000 shares authorized, none issued and outstanding at March 31, 2025 and December 31, 2024 (excluding 10,000,000 shares subject to possible redemption)

Class B ordinary shares, $ 0.0001 par value, 50,000,000 shares authorized, 6,422,078 shares issued and outstanding at March 31, 2025 and December 31, 2024

none issued and outstanding at June 30, 2025 and December 31, 2024

Class A ordinary shares, $ 0.0001 par value, 500,000,000 shares authorized, none issued and outstanding at June 30, 2025 and December 31, 2024 (excluding 10,000,000 shares subject to possible redemption)

Class B ordinary shares, $ 0.0001 par value, 50,000,000 shares authorized, 6,422,078 shares issued and outstanding at June 30, 2025 and December 31, 2024

Additional paid-in capital

6 unchanged sentences

Total Liabilities and Shareholders’ Deficit

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

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

SPARK I ACQUISITION CORPORATION

1 unchanged sentence

For the Three Months

Ended March 31,

Administration fee – related party

Operating expenses

For the Six Months

Ended June 30,

Administrative fee - related party

Formation and operating expenses

TOTAL EXPENSES

Interest Income

Interest earned on investments held in Trust Account

Unrealized gain on investments held in Trust Account

TOTAL OTHER INCOME

Weighted Average Class A ordinary shares outstanding, basic and diluted

Basic and diluted net income per Class A ordinary share

Weighted average Class B ordinary shares outstanding, basic and diluted

Basic and diluted net income per share, Class A ordinary shares

Weighted average number of shares of Class B ordinary shares outstanding, basic and diluted

Basic and diluted net income per Class B ordinary share

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

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

SPARK I ACQUISITION CORPORATION

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT

FOR THE THREE MONTHS ENDED MARCH 31, 2025 AND 2024

FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND 2024

Ordinary Shares

9 unchanged sentences

( 4,946,268 )

Remeasurement of Class A ordinary shares subject to possible redemption

( 1,126,449 )

Balance, June 30, 2025

( 5,710,776 )

( 5,710,134 )

Ordinary Shares

9 unchanged sentences

( 2,826,644 )

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

Remeasurement of Class A ordinary shares subject to possible redemption

( 1,341,032 )

Balance, June 30, 2024

( 3,297,475 )

( 3,296,833 )

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

SPARK I ACQUISITION CORPORATION

CONDENSED STATEMENTS OF CASH FLOWS

For the Three

March 31, 2025

March 31, 2024

June 30, 2025

June 30, 2024

Cash Flows From Operating Activities:

10 unchanged sentences

Proceeds from Convertible note payable - Sponsor

Proceeds from Note payable - Sponsor

Net Cash Provided By Financing Activities

5 unchanged sentences

Conversion of Sponsor advance to convertible note payable - Sponsor

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

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

SPARK I ACQUISITION CORPORATION

5 unchanged sentences

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.

As of March 31, 2025, the Company had not commenced any operations.

All activity for the period from July 12, 2021 (inception) through March 31, 2025 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, and since closing of the Initial Public Offering, a search for a business combination candidate.

As of June 30, 2025, the Company had not commenced any operations.

All activity for the period from July 12, 2021 (inception) through June 30, 2025 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, and since closing of the Initial Public Offering, a search for a business combination candidate.

The Company will not generate any operating revenues until after the completion an initial Business Combination, at the earliest.

18 unchanged sentences

There will be no redemption rights upon the completion of a Business Combination with respect to the Company’s warrants.

The Public Shares subject to redemption will be recorded at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Accounting Standards Codification (“ASC”) Topic 480 “ Distinguishing Liabilities from Equity .”

The Public Shares subject to redemption will be recorded

at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering in accordance with the Accounting Standards Codification (“ASC”) Topic 480 “ Distinguishing Liabilities from Equity .”

The Company will not redeem Public Shares in an amount that would cause its net tangible assets to be less than $ 5,000,001 (so that it does not then become subject to the SEC’s “penny stock” rules) or any greater net tangible asset or cash requirement that may be contained in the agreement relating to the Business Combination.

6 unchanged sentences

The Sponsor has agreed (a) to waive its redemption rights with respect to any Founder Shares and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Memorandum and Articles of Association (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s initial Business Combination or to redeem 100 % of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity, unless the Company provides the Public Shareholders with the opportunity to redeem their Public Shares upon approval of any such amendment.

If the Company has not completed a Business Combination within 21 months from the closing of the Initial Public Offering (the ‘Combination Period”), or the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100 % of 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 and not previously released to us to pay our taxes, if any (less up to $ 100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

If the Company has not completed a Business Combination before September 29, 2026 (the ‘Combination Period”), the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem 100 % of 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 and not previously released to us to pay our taxes, if any (less up to $ 100,000 of interest to pay dissolution expenses), divided by the number of then issued and outstanding Public Shares, which redemption will completely extinguish the rights of the Public Shareholders as shareholders (including the right to receive further liquidating distributions, if any), and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining Public Shareholders and its Board of Directors, liquidate and dissolve, subject in each case to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

There will be no redemption rights or liquidating distributions with respect to the Company’s warrants, which will expire worthless if the Company fails to complete a Business Combination within the Combination Period.

3 unchanged sentences

In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than the Initial Public Offering price per Unit ($ 10.00 ).

In order to protect the amounts held in the Trust Account, the Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party (other than the Company’s independent registered public accounting firm) for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $ 10.05 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $ 10.05 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under our indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act.

products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $ 10.05 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $ 10.05 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under our indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act.

However, the Company has not asked the Sponsor to reserve for such indemnification obligations, nor have it independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and we believe that the Sponsor’s only assets are securities of the Company.

3 unchanged sentences

None of the Company’s officers or directors will indemnify the Company for claims by third parties including, without limitation, claims by vendors and prospective target businesses.

On July 8, 2025, the Company held an extraordinary general meeting of shareholders where the Company’s shareholders approved the proposal to amend the Company’s amended and restated memorandum and articles of association to extend the date by which the Company has to consummate a business combination from July 11, 2025 to September 29, 2026.

Liquidity and Capital Resources

As of March 31, 2025, the Company had $ 487,194 in its operating bank account and a working capital deficit of $ 1,446,268 .

As of June 30, 2025, the Company had $ 1,101,828 in its operating bank account and a working capital deficit of $ 2,210,134 .

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 4).

However, the Company has future obligations to management, consultants, and directors that will likely extinguish the cash balance within approximately a year from the filing date of the Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.

In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 205-40, Presentation of Financial Statements—Going Concern, the Company was formed for the purpose of completing a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses or entities on or before July 11, 2025.

There is no assurance that the Company will obtain the necessary approvals or raise the additional capital it needs to fund its business operations and complete any business combination prior to July 11, 2025, if at all.

The Company also has no approved plan in place to extend the business combination deadline beyond July 11, 2025, and lacks the capital resources needed to fund operations and complete any business combination, even if the deadline to complete a business combination is extended to a later date.

Management has determined that the liquidity condition and timing of liquidation raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of these financial statements.

Management has determined that the liquidity condition of the Company raises substantial doubt about the Company’s ability to continue as a going concern for the next twelve months from the issuance of these financial statements.

No adjustments have been made to the carrying amounts of assets or liabilities.

23 unchanged sentences

Although the Company did not specify a maximum redemption threshold, its charter provides that currently, the Company will not redeem its public shares in an amount that would cause its net tangible assets (shareholders’ equity) to be less than $ 5,000,001 .

Accordingly, at March 31, 2025 and December 31, 2024, the 10,000,000 and 10,000,000 , respectively, Class A ordinary shares subject to possible redemption in the amount of $ 108,045,865 and $ 106,926,172 at redemption value per Public Share are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets.

Accordingly, at June 30, 2025 and December 31, 2024, the 10,000,000 Class A ordinary shares subject to possible redemption in the amount of $ 109,172,314 and $ 106,926,172 at redemption value per Public Share are presented as temporary equity, outside of the shareholders’ deficit section of the Company’s balance sheets.

The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period.

Increases or decreases in the carrying amount of redeemable ordinary shares are affected by charges against additional paid in capital and accumulated deficit.

As of March 31, 2025, the amount of Class A ordinary shares reflected on the balance sheet are reconciled in the following table:

As of June 30, 2025, the amount of Class A ordinary shares reflected on the balance sheet are reconciled in the following table:

Class A ordinary shares subject to possible redemption, January 1, 2024

Remeasurement adjustment on redeemable ordinary shares

Class A ordinary shares subject to possible redemption, March 31, 2024

Class A ordinary shares subject to possible redemption, June 30, 2024

Class A ordinary shares subject to possible redemption, January 1, 2025

Remeasurement adjustment on redeemable ordinary shares

Class A ordinary shares subject to possible redemption, March 31, 2025

Class A ordinary shares subject to possible redemption, June 30, 2025

Net Income per Ordinary Share

3 unchanged sentences

The calculation of diluted income per ordinary share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering and (ii) the Private Placement.

As of March 31, 2025 and 2024, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and subsequently share in the earnings of the Company.

As of June 30, 2025 and 2024, the Company did not have any dilutive securities or other contracts that could, potentially, be exercised or converted into ordinary shares and subsequently share in the earnings of the Company.

The following table reflects the calculation of basic and diluted net income per ordinary share.

For the six months ended

Class A Redeemable ordinary shares

Allocation of net income, as adjusted

Basic and diluted weighted average shares outstanding

Basic and diluted net income per Class A Ordinary Share

Class B Non-redeemable ordinary shares

Allocation of net income, as adjusted

Basic and diluted weighted average shares outstanding

Basic and diluted net income per Class B Ordinary Share

For the three months ended

14 unchanged sentences

The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2025 and December 31, 2024.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of June 30, 2025 and December 31, 2024.

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

7 unchanged sentences

The 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 equivalents as of March 31, 2025 and December 31, 2024.

The Company had no cash equivalents as of June 30, 2025 and December 31, 2024.

Investments held in Trust Account

At March 31, 2025 and December 31, 2024, the Company had $ 108,045,865 and $ 106,926,172 in investments held in the Trust Account, respectively.

At June 30, 2025 and December 31, 2024, the Company had $ 109,172,314 and $ 106,926,172 in investments held in the Trust Account, respectively.

The Company’s portfolio of investments held in the Trust Account are invested in U.S.

27 unchanged sentences

The Company is currently assessing what impact, if any, that ASU 2023-09 would have on its financial position, results of operations or cash flows.

In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2024-03, “Disaggregation of Income Statement Expenses,” which requires disclosures of certain disaggregated income statement expense captions into specified categories within the footnotes to the financial statements.

The requirements of the ASU are effective for annual periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

The requirements will be applied prospectively with the option for retrospective application.

The Company is currently evaluating the impact ASU No.

2024-03 will have on its condensed financial statements.

NOTE 3 — INITIAL PUBLIC OFFERING

6 unchanged sentences

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

If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale of the Private Placement Warrants held in the Trust Account will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

If the Company does not complete a Business Combination within the Combination Period, the

proceeds from the sale of the Private Placement Warrants held in the Trust Account will be used to fund the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants will expire worthless.

The Private Placement Warrants (including the Class A ordinary shares issuable upon exercise of the Private Placement Warrants) will not be transferable, assignable or salable until 30 days after the completion of an Initial Business Combination, subject to certain exceptions.

17 unchanged sentences

Beginning January 1, 2023, the Company will amortize the remaining balance of prepaid administrative support fees over the new remaining period.

The Company prepaid $ 300,000 for these support fees in 2021, of which $ 0 remains at March 31, 2025 and December 31, 2024.

The Company prepaid $ 300,000 for these support fees in 2021, of which $ 0 remains at June 30, 2025 and December 31, 2024.

Working Capital Loans

4 unchanged sentences

In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside 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 Loans.

On January 28, 2025, the Company issued an unsecured promissory note (the “Note”) in the principal amount of up to $ 1,900,000 to the Sponsor, of which $ 600,000 was borrowed in February 2025 and $ 840,000 was advanced at December 31, 2024.

Convertible Note Payable - Sponsor

On January 28, 2025, the Company issued an unsecured promissory note (the “Note”) in the principal amount of up to $ 1,900,000 to the Sponsor, of which $ 700,000 was borrowed for the six months ended June 30, 2025, and $ 840,000 was advanced at December 31, 2024.

The advance in the amount of $ 840,000 was converted to this promissory note once the note was executed on January 28, 2025.

4 unchanged sentences

The Note is subject to customary events of default, the occurrence of which automatically trigger the unpaid principal balance of the Note and all other sums payable with regard to the Note becoming immediately due and payable.

As of June 30, 2025 and December 31, 2024, the amount outstanding on the Note and advance was $ 1,540,000 and $ 840,000 , respectively.

Note Payable – Sponsor

On June 25, 2025, the Company issued an unsecured promissory note (the “Second Note”) in the principal amount of up to $ 2,500,000 to the Sponsor.

The Second Note does not bear interest and is repayable upon the earlier of the consummation of the Company’s initial business combination and the last day that the Company has to complete a business combination.

As of June 30, 2025, the Company borrowed $ 1,000,000 under the Second Note.

Related Party Loans

1 unchanged sentence

The advances are non-interest bearing and are due on demand.

This related party transaction is included on the accompanying balance sheets as a related party payable.

This related party transaction is included on the accompanying balance sheets as a related party payable as of June 30, 2025 and December 31, 2024.

NOTE 6 — COMMITMENTS AND CONTINGENCIES

22 unchanged sentences

Preferred Shares — The Company is authorized to issue 5,000,000 preference shares with a par value of $ 0.0001 per share with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors.

As of March 31, 2025 and December 31, 2024, there were no preference shares issued or outstanding.

As of June 30, 2025 and December 31, 2024, there were no preference shares issued or outstanding.

Class A Ordinary Shares — The Company is authorized to issue 500,000,000 Class A ordinary shares with a par value of $ 0.0001 per share.

Holders of Class A ordinary shares are entitled to one vote for each share.

As of March 31, 2025 and December 31, 2024, there were no shares of Class A ordinary shares issued or outstanding (excluding 10,000,000 shares subject to possible redemption).

As of June 30, 2025 and December 31, 2024, there were no shares of Class A ordinary shares issued or outstanding (excluding 10,000,000 shares subject to possible redemption).

Subsequent to the balance sheet date, on July 9, 2025, the Sponsor converted 4,000,000 Class B ordinary shares Class A ordinary shares.

Notwithstanding the conversions, such holders will not be entitled to receive any monies held in the Trust Account as a result of their ownership of any Class A ordinary shares issued upon conversion of the Founder Shares.

Class B Ordinary Shares — The Company is authorized to issue 50,000,000 Class B ordinary shares with a par value of $ 0.0001 per share.

Holders of Class B ordinary shares are entitled to one vote for each share.

As of March 31, 2025 and December 31, 2024, there were 6,422,078 shares of Class B ordinary shares issued and outstanding, up to 3,435,065 of which are subject to forfeiture immediately prior to the closing of our initial business combination depending on the amount of the proceeds received under the forward purchase agreement described below or in the event of our liquidation and subsequent dissolution.

As of June 30, 2025 and December 31, 2024, there were 6,422,078 shares of Class B ordinary shares issued and outstanding, up to 3,435,065 of which are subject to forfeiture immediately prior to the closing of our initial business combination depending on the amount of the proceeds received under the forward purchase agreement described below or in the event of our liquidation and subsequent dissolution.

Only holders of the Class B ordinary shares will have the right to vote on the election of directors prior to the Business Combination.

3 unchanged sentences

In no event will the Class B ordinary shares convert into Class A ordinary shares at a rate of less than one-to-one.

Refer above to the disclosure above related to the July 9, 2025 conversion of Class B ordinary shares to Class A ordinary shares.

NOTE 8 — WARRANTS

There were 13,490,535 warrants outstanding as of March 31, 2025 and December 31, 2024 which consists of 8,490,535 private and 5,000,000 public warrants.

There were 13,490,535 warrants outstanding as of June 30, 2025 and December 31, 2024 which consists of 8,490,535 private and 5,000,000 public warrants.

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

No fractional warrants will be issued upon separation of the Units and only whole warrants will trade.

The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering.

The Public Warrants will become exercisable on the later of (a) 30 days

after the completion of a Business Combination and (b) 12 months from the closing of the Initial Public Offering.

The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation.

12 unchanged sentences

NOTE 9 — FAIR VALUE MEASUREMENTS

The following table presents information about the Company’s assets and liabilities that are measured at fair value at March 31, 2025 and December 31, 2024, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

The following table presents information about the Company’s assets and liabilities that are measured at fair value at June 30, 2025 and December 31, 2024, and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:

Investments held in Trust Account

3 unchanged sentences

Transfers to/from Levels 1, 2, and 3 are recognized at the beginning of the reporting period.

During the three months ended March 31, 2025 and 2024, there were no transfers into or out of Level 3 .

During the three and six months ended June 30, 2025 and 2024, there were no transfers into or out of Level 3 .

NOTE 10 — SEGMENT INFORMATION

2 unchanged sentences

The Company is a blank check company formed for the purpose of effecting a Business Combination.

As of March 31, 2025, the Company had not commenced any operations.

As of June 30, 2025, the Company had not commenced any operations.

The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest.

4 unchanged sentences

When evaluating the Company’s primary measure of performance and making key decisions regarding resource allocation, the CODM reviews several key metrics, which include the following:

For the Six Months Ended

For the Three Months Ended

Loss from operations

( 1,341,232 )

( 1,026,123 )

Total other income

NOTE 11 — SUBSEQUENT EVENTS

The Company evaluated subsequent events and transactions that occurred after the balance sheet date through May 12, 2025, the date that the financial statements issued.

The Company evaluated subsequent events and transactions that occurred after the balance sheet date through August 11, 2025, the date that the financial statements issued.

Based upon this review, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the financial statements.

In connection with the July 8, 2025 extraordinary general meeting of shareholders, the Sponsor agreed to convert 4,000,000 Class B ordinary shares of the Company into 4,000,000 Class A ordinary shares of the Company.

In connection with the July 8, 2025 extraordinary general meeting of shareholders, holders of 7,763,287 Class A Ordinary Shares exercised their right to redeem their shares for cash at a redemption price of approximately $ 10.93 per share, for an aggregate redemption amount of approximately $ 84.8 million.

As a result, approximately $ 84.8 million was removed from the Trust Account to redeem such shares.

Following the redemption, there was 2,236,713 Class A Ordinary Shares held by public shareholders outstanding and 6,236,713 total Class A Ordinary Shares issued and outstanding, including Class A Ordinary Shares issued to the Sponsor in the conversion.

Upon payment of the redemption, approximately $ 24.4 million remains in the Trust Account prior to any contribution made by the Sponsor.

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