v3.25.2
Fair Value Measurements
 6 Months Ended
Jun. 30, 2025
Fair Value Measurements [Abstract]  
FAIR VALUE MEASUREMENTS

NOTE 8. FAIR VALUE MEASUREMENTS

 

The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

 

  Level 1:  Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
     
  Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.
     
  Level 3: Unobservable inputs based on assessment of the assumptions that market participants would use in pricing the asset or liability.

 

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

 

   Fair Value Measured as of June 30, 2025 
   Level 1   Level 2   Level 3   Total 
Assets                
Money market mutual fund held in Trust Account  $240,134,175   $
—
   $
—
   $240,134,175 
Liabilities:                    
Forward purchase agreement liability  $
—
   $
—
   $1,057,124   $1,057,124 
Total forward purchase agreement liability  $
—
   $
—
   $1,057,124   $1,057,124 

 

   Fair Value Measured as of December 31, 2024 
   Level 1   Level 2   Level 3   Total 
Assets                
Money market mutual fund held in Trust Account  $235,193,585   $
—
   $
—
   $235,193,585 

 

Forward Purchase Agreement Liability

 

In order to calculate the fair value of the forward purchase agreement derivative liability, the Company utilized the following inputs:

 

   March 26,
2025		     
   (Initial
measurement)		   June 30,
2025		 
Probability of business combination   90%   90%
Underlying ordinary share price  $10.80   $11.10 
Term (years)   0.42    0.25 
Risk-free rate   4.28%   4.41%
Volatility   10.73%   28.82%

The following table presents the changes in the fair value of the forward purchase agreement (“FPA”) derivative liability:

 

   FPA 
Fair value as of March 26, 2025 (initial measurement)  $893,425 
Change in fair value   (223,693)
Fair value as of March 31, 2025  $669,732 
Change in fair value   387,392 
Fair value as of June 30, 2025  $1,057,124 

 

The change in the fair value of the forward purchase agreement liability for the six months ended June 30, 2025 is $163,699. There was no forward purchase agreement liability for the six months ended June 30, 2024.

 

There were no transfers between fair value levels during the period ended June 30, 2025 and for the year ended December 31, 2024.