v3.25.1
SUBSEQUENT EVENTS
3 Months Ended
Mar. 31, 2025
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 9. SUBSEQUENT EVENTS

 

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the condensed financial statements were issued. Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements, other than those described below.

 

Initial Public Offering

 

The registration statement for the Company’s Initial Public Offering was declared effective on April 30, 2025. On May 2, 2025, the Company consummated the Initial Public Offering of 17,250,000 Units including 2,250,000 additional public units as the underwriters’ over-allotment option was exercised in full. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $172,500,000. Each Unit consists of one Class A ordinary share and one-half of one Public Warrant, resulting in the issuance of 17,250,000 Class A ordinary shares and 8,625,000 Public Warrants.

 

Simultaneously with the closing of the Initial Public Offering, the Company consummated the Private Placement of 555,893 units including 56,250 additional Private Placement Units as the underwriters’ over-allotment option was exercised in full to the Sponsor, at a price of $10.00 per unit for the first 67,500 Private Placement Units purchased and at a price of $7.00 per unit for the remaining 488,393 Private Placement Units purchased, generating total proceeds of $4,093,750. Each Private Placement Unit consists of one Class A ordinary share and one-half of one Private Placement Warrant, resulting in the issuance of 488,393 Class A ordinary shares and 277,947 Private Placement Warrants.

 

See Notes 1, 3 and 4 for additional information.

 

Promissory Note – Related Party

 

On April 18, 2025, the Promissory Note was amended and restated, resulting in a reduction of the maximum aggregate principal amount from $700,000 to $525,000 (see Note 5). On May 2, 2025, the $251,803 balance due to the Sponsor was transferred into the Promissory Note. On May 30, 2025, $105,194 of these borrowings were repaid using proceeds not held in the Trust Account, resulting in a balance of $146,609, which was transferred into a Working Capital Loan on June 12, 2025. Following the repayment and transfer, the Promissory Note was settled in full, and no further borrowings are permitted under its terms.

 

Working Capital Loans

 

On June 12, 2025, the Company entered into a Working Capital Loan with the Sponsor, pursuant to which the Company may borrow up to $450,000. The Working Capital Loan is non-interest bearing and matures on the earlier of (i) the date on which the Business Combination is consummated and (ii) the Company’s liquidation and is subject to conversion into units (as disclosed in Note 5). On June 12, 2025, the $146,609 balance on the Promissory Note was transferred into the Working Capital Loan.