v3.25.2
Shareholders' Deficit
6 Months Ended
Jun. 30, 2025
Stockholders' Equity Note [Abstract]  
Shareholders' Deficit
NOTE 8. SHAREHOLDERS’ DEFICIT
Preference Shares - The Company is authorized to issue 1,000,000 preference shares of $0.0001 par value. 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 up to 479,000,000 Class A ordinary shares, $0.0001 par value. Holders of the Company’s ordinary shares are entitled to one vote for each share.
As of June 30, 2025 and December 31, 2024, there were 6,494,770
 (26,021
shares redeemable; 6,468,749 shares non-redeemable) and 7,944,129
(1,475,380
redeemable; 6,468,749 shares non-redeemable) Class A ordinary shares issued and outstanding, respectively.
Class B Ordinary Shares - The Company is authorized to issue up to 20,000,000 Class B ordinary shares, $0.0001 par value. Holders of the Company’s ordinary shares are entitled to one vote for each share. On August 12, 2024, the Sponsor elected to convert 6,468,749 Founder Shares into Class A ordinary shares, on a
one-to-one
basis, pursuant to the terms of the Amended and Restated Articles and Memorandum of Association of the Company. At June 30, 2025 and December 31, 2024, there was one Class B ordinary share issued and outstanding.
On March 22, 2022, the Sponsor surrendered, for no consideration, 718,750 Class B ordinary shares, resulting in the Sponsor holding 6,468,750 Founder Shares issued and outstanding, of which an aggregate of up to 843,750 shares subject to forfeiture by the Sponsor to the extent that the underwriter’s over-allotment is not exercised in full or in part, so that the Sponsor will collectively own, on an
as-converted
basis, 20% of the
Company’s issued and outstanding shares after the Initial Public Offering. As a result of the underwriter’s election to exercise their over-allotment option simultaneously with the Initial Public Offering, 843,750 Founder Shares are no longer subject to forfeiture.
The Company may issue additional ordinary shares or preference shares to complete its Business Combination or under an employee incentive plan after completion of its Business Combination.