NOTE 5 – RELATED PARTY TRANSACTIONS

Founder Shares

On June 1, 2024, the Company approved the acquisition by the Sponsor of an aggregate of 8,050,000 Class B ordinary shares of the Company (the “Founder Shares”) for an aggregate purchase price of $25,000, or approximately $0.003 per share. On December 19, 2024, the Sponsor forfeited 5,031,250  Founder Shares for no consideration, resulting in 3,018,750 Founder Shares outstanding. Additionally, up to 420,000 Founder Shares were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was not exercised. Since the underwriters fully exercised the over-allotment option, no Founder Shares were forfeited, and the total Founder Shares outstanding remain at 3,018,750.

Administrative Services Agreement

On February 14, 2025, the Company entered into an agreement with the Sponsor stipulating that commencing on February 15, 2025 and through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay an aggregate of $1,667 per month for office space, utilities, and secretarial and administrative support. As of June 30, 2025, the Company incurred $7,502 of administrative services fees which was included due to related party in the accompanying balance sheet. (Nill in 2024)

Due to related party

As of February 14, 2025, the Sponsor and its affiliates had paid an aggregate of $140,000 on behalf of the Company for offering-related costs and formation expenses. These payments were made prior to and in connection with the Company’s IPO and were settled through an offset against the Sponsor Loan. The amount paid by the Sponsor on behalf of the Company is included within due to related party on the Company’s balance sheet as of December 31, 2024, and was fully settled by February 14, 2025.

Sponsor Loan

In connection with the closing of the IPO, the Sponsor loaned the Company $500,000 pursuant to a non-interest bearing promissory note (the “Sponsor Loan”). Some of the proceeds from the Sponsor Loan were deposited into the Trust Account to fund redemptions of public shares in connection with the Company’s initial business combination. The Sponsor Loan is expected to be repaid upon the consummation of the Company’s initial business combination. In the event a business combination is not completed, the Sponsor has waived any claim to repayment from the Trust Account. The Sponsor Loan is not convertible into any securities of the Company.

Related Party Loans

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, loan the Company funds as may be required (the “Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay the Working Capital Loans but no proceeds from the Trust Account would be used to repay the Working Capital Loans. Up to $1,500,000 of such Working Capital Loans may be convertible into private placement warrants of the post Business Combination entity at a price of $1.00 per warrant at the option of the lender. The warrants would be identical to the Private Placement Warrants. As of June 30, 2025 and December 31, 2024, no such Working Capital Loans were outstanding.