RELATED PARTY TRANSACTIONS |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Related Party Transactions [Abstract] | |
| RELATED PARTY TRANSACTIONS | 4. RELATED PARTY TRANSACTIONS
Founder Shares
On July 15, 2025, the Sponsor purchased 5,750,000 Class B ordinary shares from the Company for an aggregate purchase price of $25,000, paid by Sponsor on behalf of the Company to vendors for deferred transaction costs, or $0.00435 per share, of which up to 750,000 founder shares were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option was exercised during the Initial Public Offering. The forfeiture was adjusted for the partial exercise of the over-allotment option by the Underwriters so that the Sponsor owns 25% of the Company’s issued and outstanding Class A and Class B ordinary shares after the Initial Public Offering resulting in total of 5,616,667, excluding Private Placement Shares and Class B ordinary shares outstanding. On February 4, 2026, the underwriters partially exercised their over-allotment option. As a result of the partial exercise by the underwriter 616,667, Class B ordinary shares are no longer subject to forfeiture and 133,333 were forfeited.
Private Placement Units
The Sponsor pursuant to the Initial Public Offering, has purchased an aggregate of 251,000 private placement units at $10.00 per private placement unit in a private placement that closed simultaneously with the Initial Public Offering for $2,510,000 proceeds from the Sponsor. The underwriters have purchased an aggregate of 187,000 private placement units at a price of $10.00 per private placement unit for $1,870,000 in the aggregate in a private placement that closed simultaneous with the closing of Initial Public Offering.
A portion of the purchase price of the private placement units was added to the proceeds of Initial Public Offering held in the Trust Account. If the initial business combination was not completed within Completion Window, the proceeds from the sale of the private placement units held in the Trust Account will be used to fund the redemption of the public shares (subject to the requirements of applicable law).
Promissory Note — Related Party
On July 15, 2025, the Sponsor had agreed to loan the Company an aggregate of up to $300,000 to be used for a portion of the expenses of the Initial Public Offering. The promissory note is non-interest bearing, unsecured and due at the earlier of December 31, 2025 or the closing of the Initial Public Offering. The Company had borrowed $300,000 under the promissory note plus an additional $99,540 of advances which were fully settled with the purchase of the Private Placement by the Sponsor leaving a subscription receivable of $21,960 as of the IPO date. During the quarter end June 30, 2026 the Sponsor fully funded the subscription receivable, leaving a $0 and $75,806 balance on the Promissory Note as of June 30, 2026 and December 31, 2025, respectively. Borrowings under the Note are no longer available. On April 3, 2026, the Sponsor refunded the Company $21,960 thereby fully satisfying the subscription receivable.
Administration Fee
The Company entered into an agreement, commencing on February 2, 2026, the effective date of the registration statement relating to the Initial Public Offering, with an affiliate of the Sponsor, InCred Global Wealth (DIFC) Limited. The affiliate of the sponsor will charge the Company a total of $20,000 per month for office space, administrative and support services for a period continuing until the earlier of (i) six months following the initial public offering, (ii) the consummation by the Company of an initial business combination, or (ii) the Company’s liquidation. In the event the Company issues Working Capital Loans to permit the payment, the fee shall be paid until the initial Business Combination or liquidation. For the three and six months ended June 30, 2026, the Company incurred $60,000 and $100,000, respectively, under the administrative service agreement. As of June 30, 2026 and December 31, 2025, the Company has an accrued balance of $20,000 and $0 under the administrative service agreement presented in accounts payable and accrued expenses on the condensed balance sheets.
Related Party Loans
In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay the Working Capital Loans but no proceeds from the Trust Account would be used to repay the Working Capital Loans. A portion of such Working Capital Loans may be convertible into private placement units of the post Business Combination entity at the option of the lender. The units would be identical to the Private Placement Units. As of June 30, 2026 and December 31, 2025, the working capital loan arrangements had not yet been executed, therefore, no such Working Capital Loans were outstanding. |