Note 5 — Related Party Transactions

Nature of relationship with the related party:

The following is a list of the related party, with which the Company has transactions:

Transactions with the related party:

(i) Founder Shares

On February 27, 2024, the Sponsor acquired 1,437,500 ordinary shares (“Founder shares”) for an aggregate purchase price of $25,000, among which, up to 187,500 Founder Shares are subject to forfeiture if the underwriters’ over-allotment is not exercised. On September 13, 2024, the over-allotment option was exercised and none of the Founder Shares were subject to forfeiture.

The Sponsor has agreed not to transfer, assign or sell their Founder Shares (excluding any units or shares comprising the units acquired in the offering) until the earlier to occur of (a) twelve months after the completion of the Company’s initial Business Combination and (b) upon completion of the Company’s initial Business Combination, (x) if the last reported sale price of the Company’s ordinary shares equals or exceeds $12.00 per unit (as adjusted for share subdivisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, share exchange, reorganization or other similar transaction after the Company’s initial Business Combination that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property. Any permitted transferees would be subject to the same restrictions and other agreements of our sponsor, directors and executive officers with respect to any Founder Shares.

(ii) Promissory Note — Related Party (IPO)

On February 22, 2024, the Company issued a promissory note to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $500,000 (the “Promissory Note”) to be used for a portion of the expenses for the IPO. This loan is non-interest bearing, unsecured and is due at the earlier of (1) September 30, 2024 or (2) the closing of the IPO. The loan will be repaid upon the closing of the IPO out of the offering proceeds not held in the Trust Account.

For the period from January 30, 2024 (inception) through December 31, 2024, the Company had borrowed $375,000 under the Promissory Note with the Sponsor for its IPO. Shortly after completion of the IPO, such amount was fully repaid.

(iii) Promissory Note — Related Party (Extension)

On March 4, 2026, April 7, 2026, May 7, 2026, June 7, 2026 and July 7, 2026, the Company’s Board of Directors approved the First, Second, Third, Fourth and Fifth Extensions, respectively, extending the deadline to consummate a Business Combination from March 13, 2026 to April 13, 2026, from April 13, 2026 to May 13, 2026, from May 13, 2026 to June 13, 2026, from June 13, 2026 to July 13, 2026, and from July 13, 2026 to August 13, 2026, respectively. On March 9, 2026, April 11, 2026, May 11, 2026, June 11, 2026 and July 13, 2026, in connection with each Extension, the Company issued an unsecured promissory note to the Sponsor in the principal amount of $191,475 each (collectively the “Extension Promissory Notes”). The Extension Promissory Notes bear no interest and are payable on the earlier of: (i) the consummation of the Company’s initial Business Combination, or (ii) the date the Company is wound up and liquidates. If the Company fails to consummate a Business Combination by the expiration of its prescribed timeframe and liquidates, the Extension Promissory Notes will be forgiven and the Sponsor will have no right to payment.

At the Sponsor’s option, prior to full repayment, all or any portion of the unpaid principal may be converted into units of the Company at $10.00 per unit upon consummation of a Business Combination. The conversion units are identical to the Placement Units issued to the Sponsor in the private placement concurrent with the Company’s IPO. The Sponsor’s conversion right, when aggregated with other similar working capital or extension loans, shall not exceed $1,500,000 in aggregate principal.

The Sponsor has waived any claim to or from the Trust Account and agreed not to seek recourse against the Trust Account for any reason. An event of default occurs if the Company fails to pay within five business days of the due date or commences voluntary bankruptcy proceedings.

As of June 30, 2026, the proceeds of the Extension Promissory Notes of $191,475 each (aggregating $765,900 in total) were deposited directly into the Company’s Trust Account to fund the corresponding Extensions.

(iv) Working Capital Loans

In addition, in order to finance transaction costs in connection with an intended initial Business Combination, the Sponsor, the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required. If the Company completes the initial Business Combination, it intends to repay such loaned amount at closing. In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to $1,500,000 of such working capital loans (“Working Capital Loans”) made by the Sponsor, the Company’s officers and directors, or the Company’s or their affiliates to the Company prior to or in connection with its initial Business Combination may be convertible into units, at a price of $10.00 per unit at the option of the lender, upon consummation of its initial Business Combination. The units would be identical to the Placement Units.

For the three and six months ended June 30, 2026 and 2025, the Company had no borrowings under the Working Capital Loans.

(v) Administrative Services Arrangement

Commencing on the effective date of the registration statement of the IPO, the Company has agreed to pay an affiliate of the Sponsor a total of $10,000 per month for office space, utilities and secretarial and administrative support. Upon completion of its initial Business Combination or its liquidation, the Company will cease paying these monthly fees.

For the three months ended June 30, 2026 and 2025, the Company has accrued $30,333 and $30,333 for the service provided by the Sponsor, respectively. For the six months ended June 30, 2026 and 2025, the Company has accrued $60,333 and $60,333 for the service provided by the Sponsor, respectively.

Balance with the related party:

The amount due to the related party is non-interest bearing and due on demand.