S-K 1602, SPAC Registered Offerings - USD ($)

Aug. 07, 2026

May 11, 2026

SPAC Offering Forepart, Security Holders Have the Opportunity to Redeem Securities [Flag]

true

SPAC Offering Forepart, Security Holder Redemptions Subject to Limitations [Flag]

true

SPAC Offering Forepart, Adjusted Net Tangible Book Value Per Share [Table Text Block]

The following table illustrates the difference between the public offering price and our net tangible book value per share, as adjusted to reflect various potential redemption levels that may occur in connection with the closing of our initial business combination, on a pro forma basis to give effect to this offering and the issuance of the private placement warrants, assuming no exercise of the over-allotment option and exercise of the over-allotment option in full. Net tangible book value per share excludes the effect of the consummation of our initial business combination or any related transactions or expenses. See the section titled “Dilution” for more information.

As of May 11, 2026
Offering Price of $10.00 per Unit		25% of Maximum Redemption				50% of Maximum Redemption				75% of Maximum Redemption				Maximum Redemption
NTBV		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price
	Assuming Full Exercise of Over-Allotment Option
$	7.20	$	6.66	$	3.34	$	5.80	$	4.20	$	4.20	$	5.80	$	0.21	$	9.79
	Assuming No Exercise of Over-Allotment Option
$	7.22	$	6.68	$	3.32	$	5.82	$	4.18	$	4.22	$	5.78	$	0.22	$	9.78

SPAC Offering Forepart, Actual or Material Conflict of Interest [Flag]

true

SPAC Offering Forepart, De-SPAC Consummation Timeframe

24 months

SPAC Offering Forepart, De-SPAC Consummation Timeframe Description [Text Block]

SPAC Offering Forepart, De-SPAC Consummation Timeframe May be Extended [Flag]

true

SPAC, Trust or Escrow Account, Material Terms [Text Block]

Nasdaq rules provide that at least 90% of the gross proceeds from this offering and the sale of the private placement warrants be deposited in a trust account. Of the $258,000,000 in gross proceeds we receive from this offering and the sale of the private placement warrants described in this prospectus, or $295,500,000 if the underwriters’ over-allotment option is exercised in full, $250,000,000 ($10.00 per unit), or $287,500,000 if the underwriters’ over-allotment option is exercised in full ($10.00 per unit), will be deposited into a trust account in the United States with Continental Stock Transfer & Trust Company acting as trustee, after deducting $5,000,000 in underwriting discounts and commissions payable upon the closing of this offering and an aggregate of $3,000,000 to pay fees and expenses in connection with the closing of this offering and for working capital following the closing of this offering. The proceeds held in the trust account will be held as cash or invested only in U.S. government treasury bills with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations; the holding of these assets in this form is intended to be temporary and for the sole purpose of facilitating the intended business combination and, may at any time be held as cash or cash items, including in demand deposit accounts at a bank. We will disclose in each quarterly and annual report filed with the SEC prior to our initial business combination whether the proceeds deposited in the trust account are invested in U.S. government treasury obligations or money market funds or a combination thereof or as cash or cash items, including in demand deposit accounts. We expect that the interest earned on the trust account will be sufficient to pay income taxes, if any, and to the extent of permitted withdrawals, our additional working capital requirements. We will not be permitted to withdraw any of the principal or interest held in the trust account, except for the withdrawal of interest with respect to permitted withdrawals, and up to $100,000 of interest to pay liquidation expenses, as applicable, if any, until the earliest of (i) the completion of our initial business combination or an earlier redemption in connection with the commencement of the procedures to consummate the initial business combination if we determine it is desirable to facilitate the completion of the initial business combination, (ii) the redemption of our public shares if we are unable to complete our initial business combination within the completion window, subject to applicable law, or (iii) the redemption of our public shares properly submitted in connection with an amendment of our amended and restated memorandum and articles of association (A) to modify the substance or timing of our obligation to allow redemption in connection with our initial business combination or to redeem 100% of our public shares if we have not consummated our initial business combination within the completion window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial business combination activity.

The net proceeds released to us from the trust account in connection with the completion of our initial business combination may be used as consideration to pay the sellers of a target business with which we complete our initial business combination. If our initial business combination is paid for using equity or debt securities, or not all of the funds released from the trust account are used for payment of the consideration in connection with our initial business combination, we may use the balance of the cash released from the trust account following the closing for general corporate purposes, including for maintenance or expansion of operations of the post-transaction company, the payment of principal or interest due on indebtedness incurred in completing our initial business combination, to fund the purchase of other companies or for working capital. There is no limitation on our ability to raise funds through the issuance of equity-linked securities or through loans, advances or other indebtedness in connection with our initial business combination, including pursuant to the PIPE transaction IPF intends to invest in, forward purchase agreements or backstop arrangements we may enter into following consummation of this offering. However, our amended and restated memorandum and articles of association provides that, following this offering and prior to the consummation of our initial business combination, we will be prohibited from issuing additional securities that would entitle the holders thereof to (i) receive funds from the trust account or (ii) vote on any initial business combination.

SPAC, Trust or Escrow Account, Gross Offering Proceeds Placed, Amount

$ 258,000,000

SPAC, Trust or Escrow Account, Gross Offering Proceeds Placed, Percent

90.00%

SPAC, Securities Offered, Redemption Rights [Text Block]

Redemption Rights for Public Shareholders upon Completion of Our Initial Business Combination

We will provide our public shareholders with the opportunity to redeem all or a portion of their public shares in connection with the completion of our initial business combination at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account calculated as of two business days prior to the consummation of the initial business combination, including interest earned on the funds held in the trust account and not previously released to us for permitted withdrawals, divided by the number of then outstanding public shares, subject to the limitations and on the conditions described herein. The amount in the trust account is initially anticipated to be $10.00 per public share. The per share amount we will distribute to public shareholders who properly redeem their public shares will not be reduced by the deferred underwriting commissions we will pay to the underwriters. Our sponsor and management team will enter into a letter agreement with us, pursuant to which they agreed to waive their redemption rights with respect to their founder shares and any public shares they may hold in connection with the completion of our initial business combination or an earlier redemption in connection with the commencement of the procedures to consummate the initial business combination if we determine it is desirable to facilitate the completion of the initial business combination.

Our proposed initial business combination may impose a minimum cash requirement for (i) cash consideration to be paid to the target or its owners, (ii) cash for working capital or other general corporate purposes or (iii) the retention of cash to satisfy other conditions. In the event the aggregate cash consideration we would be required to pay for all Class A ordinary shares that are validly submitted for redemption plus any amount required to satisfy cash conditions pursuant to the terms of the proposed initial business combination exceed the aggregate amount of cash available to us, we will not complete the initial business combination or redeem any shares, and all Class A ordinary shares submitted for redemption will be returned to the holders thereof. We may, however, raise funds through the issuance of equity-linked securities or through loans, advances or other indebtedness in connection with our initial business combination, including pursuant to forward purchase agreements or backstop arrangements we may enter into following consummation of this offering, in order to, among other reasons, satisfy such net tangible assets or minimum cash requirements.

De-SPAC Consummation Timeframe, How Extended [Text Block]

We have until the date that is 24 months from the closing of this offering or until such earlier liquidation date as our board of directors may approve, to consummate our initial business combination. If we anticipate that we may be unable to consummate our initial business combination within such 24 month period, we may seek shareholder approval to amend our amended and restated memorandum and articles of association to extend the date by which we must consummate our initial business combination. If we seek shareholder approval for an extension, public shareholders will be offered an opportunity to redeem their public shares at a per share price, payable in cash, equal to the aggregate amount then on deposit in the trust account as of two business days prior to the effective date of such extension, including interest earned thereon and not previously released to us for permitted withdrawals, divided by the number of then-outstanding public shares, subject to applicable law, if such extension is implemented.

SPAC Additional Financing Plans, Impact on Security Holders [Text Block]

Moreover, we may need to obtain additional financing to complete our initial business combination, either because the transaction requires more cash than is available from the proceeds held in our trust account or because we become obligated to redeem a significant number of our public shares upon completion of the business combination, in which case we may issue additional securities or incur debt in connection with such business combination. In addition, we intend to target businesses with enterprise values that are greater than we could acquire with the net proceeds of this offering and the sale of the private placement warrants, and, as a result, if the cash portion of the purchase price exceeds the amount available from the trust account, net of amounts needed to satisfy any redemptions by public shareholders, we may be required to seek additional financing to complete such proposed initial business combination. We may also obtain financing prior to the closing of our initial business combination to fund our working capital needs and transaction costs in connection with our search for and completion of our initial business combination. There is no limitation on our ability to raise funds through the issuance of equity or equity-linked securities or through loans, advances or other indebtedness in connection with our initial business combination, including pursuant to the PIPE transaction IPF intends to invest in, forward purchase agreements or backstop agreements we may enter into following consummation of this offering. Subject to compliance with applicable securities laws, we would only complete such financing simultaneously with the completion of our initial business combination. If we are unable to complete our initial business combination because we do not have sufficient funds available to us, we will be forced to liquidate the trust account. In addition, following our initial business combination, if cash on hand is insufficient, we may need to obtain additional financing in order to meet our obligations.

SPAC, Adjusted Net Tangible Book Value Per Share with Sources of Dilution [Table Text Block]

The following table illustrates the difference between the public offering price per unit and our NTBV per share, as adjusted to give effect to this offering and assuming redemption of our public shares at varying levels and the full exercise and no exercise of the over-allotment option:

As of May 11, 2026
Offering Price of $10.00 per Unit		25% of Maximum Redemption				50% of Maximum Redemption				75% of Maximum Redemption				Maximum Redemption
NTBV		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price		NTBV		Difference between NTBV and Offering Price
	Assuming Full Exercise of Over-Allotment Option
$	7.20	$	6.66	$	3.34	$	5.80	$	4.20	$	4.20	$	5.80	$	0.21	$	9.79
	Assuming No Exercise of Over-Allotment Option
$	7.22	$	6.68	$	3.32	$	5.82	$	4.18	$	4.22	$	5.78	$	0.22	$	9.78

For each of the redemption scenarios above, the NTBV was calculated as follows:

	No Redemptions				25% of Maximum Redemptions				50% of Maximum Redemptions				75% of Maximum Redemptions				Maximum Redemptions
	Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment
Public offering price	10.00		10.00		10.00		10.00		10.00		10.00		10.00		10.00		10.00		10.00
Net tangible book deficit before this offering	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)	(0.00	)
Increase attributable to public shareholders	7.22		7.20		6.68		6.66		5.82		5.80		4.22		4.20		0.22		0.21
Pro forma net tangible book value after this offering and the sale of the private placement warrants	7.22		7.20		6.68		6.66		5.82		5.80		4.22		4.20		0.22		0.21
Dilution to public shareholders	2.78		2.80		3.32		3.34		4.18		4.20		5.78		5.80		9.78		9.79
Percentage of dilution to public shareholders	27.80	%	28.00	%	33.20	%	33.40	%	41.80	%	42.00	%	57.80	%	58.00	%	97.80	%	97.90	%

Numerator:
Net tangible book deficit before this offering	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)	(15,286	)
Net proceeds from this offering and the sale of the private placement warrants(1)	252,000,000		289,500,000		252,000,000		289,500,000		252,000,000		289,500,000		252,000,000		289,500,000		252,000,000		289,500,000
Plus: Offering costs accrued for or paid in advance, excluded from tangible book value	24,866		24,866		24,866		24,866		24,866		24,866		24,866		24,866		24,866		24,866
Less: Deferred underwriting commissions	(11,250,000	)	(13,687,500	)	(8,437,500	)	(10,265,625	)	(5,625,000	)	(6,843,750	)	(2,812,500	)	(3,421,875	)	—		—
Less: Over-allotment liability	(196,900	)	—		(196,900	)	—		(196,900	)	—		(196,900	)	—		(196,900	)	—
Less: Amounts paid for redemptions(2)	—		—		(62,500,000	)	(71,875,000	)	(125,000,000	)	(143,750,000	)	(187,500,000	)	(215,625,000	)	(250,000,000	)	(287,500,000	)
	240,562,680		275,822,080		180,875,180		207,368,955		121,187,680		138,915,830		61,500,180		70,462,705		1,812,680		2,009,580

	No Redemptions			25% of Maximum Redemptions				50% of Maximum Redemptions				75% of Maximum Redemptions				Maximum Redemptions
	Without Over- Allotment		Without Over- Allotment	Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment		Without Over- Allotment
Denominator:
Ordinary shares outstanding prior to this offering	9,583,333		9,583,333	9,583,333		9,583,333		9,583,333		9,583,333		9,583,333		9,583,333		9,583,333		9,583,333
Ordinary shares forfeited if over-allotment is not exercised	(1,250,000	)	—	(1,250,000	)	—		(1,250,000	)	—		(1,250,000	)	—		(1,250,000	)	—
Ordinary shares offered and sale of private placement shares	25,000,000		28,750,000	25,000,000		28,750,000		25,000,000		28,750,000		25,000,000		28,750,000		25,000,000		28,750,000
Less: Ordinary shares redeemed	—		—	(6,250,000	)	(7,187,500	)	(12,500,000	)	(14,375,000	)	(18,750,000	)	(21,562,500	)	(25,000,000	)	(28,750,000	)
	33,333,333		38,333,333	27,083,333		31,145,833		20,833,333		23,958,333		14,583,333		16,770,833		8,333,333		9,583,333

____________

(1) Expenses applied against gross proceeds include offering expenses of approximately $1,000,000 and underwriting commissions of $0.20 per unit (including any units sold pursuant to the underwriters’ over-allotment option), or $5,000,000 in the aggregate, payable to CCM (excluding deferred underwriting commissions). See “Use of Proceeds.”

(2) Upon the consummation of our initial business combination, the deferred underwriting commissions would be paid as follows: up to $0.45 per unit on units other than those sold pursuant to the underwriters’ over-allotment option and up to $0.65 per unit on units sold pursuant to the underwriters’ over-allotment option, or up to $11,250,000 in the aggregate or up to $13,687,500 in the aggregate if the underwriters’ over-allotment option is exercised in full payable to the underwriters, for deferred underwriting commissions. See also “Underwriting” for a description of compensation and other items of value payable to the underwriters.

(3) If we seek shareholder approval of our initial business combination and we do not conduct redemptions in connection with our initial business combination pursuant to the tender offer rules, our sponsor, initial shareholders, directors, officers or their affiliates may purchase shares or public warrants in privately negotiated transactions or in the open market either prior to or following the completion of our initial business combination. In the event of any such purchases of our shares prior to the completion of our initial business combination, the number of ordinary shares subject to redemption will be reduced by the amount of any such purchases, increasing the pro forma net tangible book value per share. See “Proposed Business — Effecting Our Initial Business Combination — Permitted Purchases of Our Securities.”

De-SPAC, Material Potential Source of Future Dilution, Description [Text Block]

The below presentation (A) assumes that (i) no ordinary shares are issued to shareholders of a potential business combination target as consideration or issuable by a post-business combination company, for instance under an equity or employee share purchase plan, (ii) no ordinary shares and convertible equity or debt securities are issued in connection with additional financing that we may seek in connection with an initial business combination, and (iii) no working capital loans are converted into private placement warrants, as further described in this prospectus, and (B) assumes the issuance of 25,000,000 Class A ordinary shares included in the public units sold in this offering (or 28,750,000 Class A ordinary shares included in the public units sold in this offering if the underwriters’ over-allotment option is exercised in full) and 9,583,333 founder shares (up to 1,250,000 of which are assumed to be forfeited in the scenario in which the underwriters’ over-allotment option is not exercised in full).

Generally, the dilution that our public shareholders will experience increases the more public shares are redeemed. The issuance of additional ordinary or preference shares may also significantly dilute the equity interest of investors in this offering, which dilution would even further increase if the anti-dilution provisions in the Class B ordinary shares resulted in the issuance of Class A ordinary shares on a greater than one-to-one basis upon conversion of the Class B ordinary shares. In addition, because of the anti-dilution protection in the Class B ordinary shares, any equity or equity-linked securities issued in connection with our initial business combination would be disproportionately dilutive to our Class A ordinary shares. Further, while the effective price per security in any PIPE transaction, including the PIPE transaction in which IPF intends to invest $25,000,000, is not currently known, the effective price per security may be less, and potentially significantly less, than $10.00 per share or the market price for our shares at such time, which may result in material dilution to holders of our shares. For more information on risks related to dilution also see “Risk Factors — Risks Relating to our Search for, and Consummation of, or Inability to Consummate, a Business Combination — We may issue additional Class A ordinary shares or preference shares to complete our initial business combination or under an employee incentive plan after completion of our initial business combination. We may also issue Class A ordinary shares upon the conversion of the Class B ordinary shares at a ratio greater than one-to-one at the time of our initial business combination as a result of the anti-dilution provisions contained therein. Any such issuances would dilute the interest of our shareholders and likely present other risks” and ”— We may issue shares to investors in connection with our initial business combination at a price which is less than $10.00 or the prevailing market price of our shares at that time, which could materially dilute the interests of our existing shareholders and add costs.”