20 unchanged sentences
We have neither engaged in any operations nor generated any revenues to date.
−Removed: Our only activities from April 23, 2024 (inception) through June 30, 2025 were organizational activities, those necessary to prepare for the Initial Public Offering, described in Note 1, and identifying a target company for a Business Combination.
+Added: Our only activities from April 23, 2024 (inception) through September 30, 2025 were organizational activities, those necessary to prepare for the Initial Public Offering, described in Note 1, 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), as well as for due diligence expenses.
−Removed: For the three months ended June 30, 2025, we had a net income of $490,729, which consisted of earnings from investments held in Trust Account of $998,578, offset by general and administrative costs of $471,599 and share-based compensation expense of $36,250.
−Removed: For the six months ended June 30, 2025, we had a net income of $327,628, which consisted of earnings from investments held in Trust Account of $998,578, offset by general and administrative costs of $489,700 and share-based compensation expense of $181,250.
−Removed: For the period from April 23, 2024 (inception) through June 30, 2024, we had a net loss of $24,647, which consisted of general and administrative costs.
+Added: For the three months ended September 30, 2025, we had net income of $1,970,034, which consisted of earnings from investments held in Trust Account of $2,128,162 offset by general and administrative costs of $158,128.
+Added: For the nine months ended September 30, 2025, we had net income of $2,297,662, which consisted of earnings from investments held in Trust Account of $3,126,740 offset by general and administrative costs of $647,828 and share-based compensation expense of $181,250.
+Added: For the three months ended September 30, 2024, we had a net loss of $14,270 which consisted of general and administrative costs.
+Added: For the period from April 23, 2024 (inception) through September 30, 2024, we had a net loss of $38,917 which consisted of general and administrative costs.
Liquidity, Capital Resources and Going Concern
3 unchanged sentences
We incurred $10,727,318, consisting of $1,500,000 of cash underwriting fees (net of $2,000,000 underwriters’ reimbursement), $7,568,750 of deferred underwriting fees, and $1,658,568 of other offering costs.
−Removed: For the six months ended June 30, 2025, cash provided by operating activities was $869,178.
+Added: For the nine months ended September 30, 2025, cash provided by operating activities was $877,178.
Net income of $2,297,662 was affected by payment of operation costs through promissory note of $10,000, earnings from investments held in the Trust Account of $3,126,740, deferred legal fees of $60,016 and compensation expense of $181,250.
Changes in operating assets and liabilities provided $1,454,990 of cash for operating activities.
−Removed: For the period from April 23, 2024 (inception) through June 30, 2024, cash provided by operating activities was $0.
+Added: For the period from April 23, 2024 (inception) through September 30, 2024, cash provided by operating activities was $0.
Net loss of $38,917 was affected by formation costs paid by Sponsor in exchange for issuance of Class B ordinary shares of $13,097 and payment of operation costs through promissory note of $20,400.
Changes in operating assets and liabilities provided $5,420 of cash for operating activities.
−Removed: As of June 30, 2025, our investment in the trust account consisted of money market funds of $202,248,578.
+Added: As of September 30, 2025, our investment in the trust account consisted of money market funds of $204,376,740.
We may withdraw earnings from the Trust Account to pay taxes, if any.
1 unchanged sentence
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 $0 and $603,901 due from the Sponsor.
+Added: As of September 30, 2025, we had cash of $0 and $461,395 due from the Sponsor.
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.
13 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.
10 unchanged sentences
Accordingly, the actual results could materially differ from those estimates.
−Removed: As of June 30, 2025, we did not have any critical accounting estimates to be disclosed.
+Added: As of September 30, 2025, we did not have any critical accounting estimates to be disclosed.
Recent Accounting Standards
12 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.