| De-SPAC, Compensation, Prospectus Summary, Terms [Text Block] |
Compensation of the Sponsor and its affiliates in connection with the Business Combination: Set forth below is a summary of the amount of compensation and securities received or to be received by the Sponsor, its affiliates and SSAC’s directors, officers and their affiliates in connection with the Business Combination.
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| Sponsor |
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At Closing, the Sponsor will hold a total of 5,250,000 shares of Combined Company Common Stock, which will be issued in exchange for Founder Shares currently held by the Sponsor. The Sponsor initially acquired 5,750,000 Founder Shares prior to the Initial Public Offering for an aggregate price of $25,000 (or $0.004 per share). In connection with the Initial Shareholders’ purchase of the SSAC Private Placement Securities allocated to them in connection with the Initial Public Offering, the Sponsor sold, assigned and transferred to the Initial Shareholders an aggregate 500,000 Founder Shares at a nominal purchase price. |
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Commencing on February 5, 2026, SSAC entered into an agreement with the Sponsor to pay an aggregate of $10,000 per month for office space, utilities, and secretarial and administrative support and will cease paying until the earlier of the consummation of the Business Combination or its liquidation. As of the date of this proxy statement/prospectus, an aggregate of approximately $55,000 is owed to the Sponsor in exchange for office space, utilities and secretarial and administrative support services. |
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At Closing, the Sponsor will hold a total of 906,387 shares of Combined Company Common Stock and 114,732 Combined Company Warrants to purchase shares of Combined Company Common Stock, which will be issued in exchange for 229,465 Private Placement Units and 631,029 restricted Class A Ordinary Shares, which it acquired in a private placement consummated simultaneously with the IPO for an aggregate purchase price of $2,294,650. |
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The Sponsor and SSAC’s officers and directors will also be reimbursed for expenses related to identifying, investigating and consummating an initial business combination, and repayment of any other loans, if any, and on such terms as to be determined by SSAC from time to time, made by the Sponsor or certain of SSAC’s officers and directors to finance transaction costs in connection with an intended initial business combination. As of the date of this proxy statement/prospectus, no reimbursable expenses were outstanding. |
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If any such loans are issued by the Sponsor and remain unpaid prior to Closing, Working Capital Loans by the Sponsor to SSAC, up to $1,000,000 of which may be convertible at the Closing into newly-issued private units of SSAC with terms equivalent to existing Private Placement Units, would, if not so converted, be repaid (or converted) at the Closing; provided, however, that, under the Business Combination Agreement, upon consummation of the Business Combination, SSAC would repay the Working Capital Loans out of the proceeds of the Trust Account released to SSAC up to $250,000. As of the date of this proxy statement/prospectus, no Working Capital Loans are outstanding. |
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