v3.26.1
Private Placement
6 Months Ended
Jun. 30, 2026
Private Placement [Abstract]  
PRIVATE PLACEMENT

NOTE 4 - PRIVATE PLACEMENT

 

Simultaneously with the closing of the Initial Public Offering on June 26, 2026, Hugreat Ltd, the Company’s Sponsor, purchased an aggregate of 187,500 Private Placement Units, at a purchase price of $10.00 per unit, generating gross proceeds of $1,875,000. As of June 26, 2026, out of such gross proceeds, $1,800,000 was deposited into the Trust Account, and the remaining $75,000 was applied to settle the promissory note.

 

Each Private Placement Unit consists of one Class A ordinary share, one right to receive one-fourth (1/4) of one Class A ordinary share upon the consummation of the Company’s initial business combination, and one redeemable warrant (the “Private Placement Warrants”).

 

The Private Placement Units are identical to the units sold in the Initial Public Offering, except that, so long as they are held by the Sponsor or its permitted transferees: (i) the Private Placement Units, including the securities underlying such units, may not be transferred, assigned or sold until 30 days after the completion of the Company’s initial business combination, subject to certain limited exceptions; (ii) the Private Placement Warrants are not redeemable by the Company; and (iii) the Private Placement Warrants may be exercised on a cashless basis at the option of the holder.

 

The Sponsor, officers and directors have entered into a letter agreement with the Company pursuant to which they have agreed to: (i) waive their redemption rights with respect to any founder shares and Public Shares held by them in connection with the completion of the Company’s initial business combination; (ii) waive their redemption rights with respect to any founder shares and Public Shares held by them in connection with certain amendments to the Company’s amended and restated memorandum and articles of association; (iii) waive their rights to liquidating distributions from the Trust Account with respect to any founder shares if the Company fails to complete an initial business combination within the prescribed time period, although they will be entitled to liquidating distributions with respect to any Public Shares they hold; and (iv) vote any founder shares and Public Shares held by them in favor of the Company’s initial business combination.

 

If the Company does not complete an initial business combination within the required time period, the Private Placement Rights and Private Placement Warrants will expire worthless, and the Private Placement Shares will not participate in liquidating distributions from the Trust Account.