NOTE 11. SUBSEQUENT EVENTS

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

On April 2, 2026 and April 24, 2026, the Company drew $30,000 and $100,000, respectively, under the Sponsor Promissory Note.

Asset Purchase Agreement

On April 7, 2026, PubCo, Sierra Blanca Quarry, LLC, a limited liability company existing under the laws of the State of Texas (“Seller”), and Tactical (or “Buyer”) entered into an Asset Purchase Agreement (the “Asset Purchase Agreement”). Pursuant to the Asset Purchase Agreement, Buyer will purchase approximately 1.5 million tons of processed tailings from Seller, and PubCo will issue, on behalf of Buyer, approximately 3,000,000 shares of common stock of PubCo (the “Stock Consideration”) to Seller at the closing of the transactions contemplated by the Asset Purchase Agreement. Closing under the Asset Purchase Agreement is subject to, among other customary conditions, the closing of the previously announced business combination among the Company, Tactical and PubCo.

Additionally, pursuant to the Asset Purchase Agreement, after the closing date thereunder, PubCo will file with the U.S. Securities and Exchange Commission (the “SEC”) a registration statement on Form S-3 or F-3 (or, if PubCo is not then eligible, on Form S-1 or Form F-1) covering the resale by Seller of the Stock Consideration in accordance with applicable SEC rules, regulations and interpretations so as to permit the resale of the Stock Consideration.