v3.26.1
FAIR VALUE MEASUREMENTS
12 Months Ended
Dec. 31, 2025
FAIR VALUE MEASUREMENTS  
FAIR VALUE MEASUREMENTS

NOTE 9 — FAIR VALUE MEASUREMENTS

The following table presents information about the Company’s assets that are measured at fair value at December 31, 2025 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. The Company did not have any fair value measurements as of December 31, 2024.

  ​ ​ ​

  ​ ​ ​

December 31, 

Description

 

Level

 

2025

Assets:

 

  ​

 

  ​

Investments held in Trust Account

 

1

$

232,460,533

The NMSI Warrants were accounted for as a liability in accordance with ASC 815-40 and were presented within liabilities in the balance sheets. The Warrant liabilities were measured at fair value. On December 31, 2025, the Company issued an amendment to the warrant agreement that removed the settlement provision that precluded the NMSI Private Placement Warrants from equity treatment. As a result of this amendment, the Company determined that the NMSI Private Placement Warrants meet the criteria for equity treatment and as such were fair valued as of the date of the amendment and subsequently reclassified from warrant liabilities to additional paid-in capital. The Company fully realized the gain on the change in fair value of the warrant liability as of December 31, 2025.

The table below provides a summary of the changes in fair value of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the year ended December 31, 2025:

  ​ ​ ​

Fair Value

 

Measurement

 

Using Level 3

 

Inputs Total

Balance, December 31, 2024

$

Initial fair value

 

2,480,500

Change in fair value of derivative warrant liabilities

 

1,362,374

Reclassification to additional paid-in capital

(3,842,874)

Balance, December 31, 2025

$

The Company used a Monte Carlo simulation model to value the Public Warrants and NMSI Warrants at April 24, 2025. As a result of the model, the Company marked the 11,250,000 Public Warrants and 4,100,000 NMSI Warrants to fair values of $0.27 and $0.61 per warrant, respectively, at April 24, 2025.

April 24,

  ​ ​ ​

2025

Public Warrants

$

3,036,621

NMSI Warrants

 

2,480,500

The Company used the following assumptions to value the Public Warrants and NMSI Warrants at April 24, 2025.

Volatility

  ​ ​ ​

6.6

%

Risk-Free Rate

 

3.8

%

Dividends

$

0.00

Market Adjustment

 

16.7

%

Stock Price

$

9.87

Weighted Term (years)

 

2.83

The Company used a Monte Carlo simulation model with the following assumptions to value the NMSI Warrants at December 31, 2025.

Volatility

  ​ ​ ​

21.20

%

Risk Free Rate

 

3.48

%

Dividends

$

0.00

Market Adjustment

 

14.50

%

Stock Price

$

10.65

Weighted Term (years)

 

1.34