NOTE 1 - DESCRIPTION OF ORGANIZATION BUSINESS OPERATIONS AND GOING CONCERN

Alpex Acquisition Corporation (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company on January 5, 2026. The Company was formed for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (a “Business Combination”). The Company has not selected any specific Business Combination target and, as of June 30, 2026, neither the Company nor anyone acting on its behalf had initiated any substantive discussions, directly or indirectly, with any prospective target. The Company may pursue an initial Business Combination in the broader technology sector, including artificial intelligence, interactive gaming, consumer internet and digital commerce, or in another industry or geographic region.

As of June 30, 2026, the Company had not commenced substantive operations. All activity from January 5, 2026 (inception) through June 30, 2026 related to the Company’s formation, preparation for and completion of its initial public offering (the “Initial Public Offering”), and activities incidental to identifying and evaluating a prospective Business Combination. The Company will not generate operating revenues until after the completion of a Business Combination, at the earliest. The Company generates non-operating income principally from income earned on cash and investments held in the Trust Account. The Company has selected December 31 as its fiscal year end and is an early-stage and emerging growth company subject to the risks associated with such companies.

Hugreat Ltd, a British Virgin Islands business company with limited liability, is the Company’s sponsor (the “Sponsor”).

The registration statement for the Initial Public Offering was declared effective on June 24, 2026. On June 26, 2026, the Company completed the sale of 11,500,000 Units, including 1,500,000 Units issued pursuant to the full exercise of the underwriters’ over-allotment option, at $10.00 per Unit, generating gross proceeds of $115,000,000. Each Unit consists of one Class A ordinary share, one right and one redeemable warrant.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the private sale of 187,500 units (the “Private Placement Units”) to the Sponsor at $10.00 per unit, generating gross proceeds of $1,875,000. Of that amount, $1,800,000 was received in cash and deposited into the Trust Account, and $75,000 was settled through an offset against Sponsor advances. Each Private Placement Unit consists of one Class A ordinary share, one redeemable warrant and one right, with terms generally identical to the corresponding securities included in the Units, subject to certain transfer restrictions and other limited exceptions described in Note 4.

In connection with the Initial Public Offering, the Company issued 230,000 Class A ordinary shares (the “Representative Shares”) to the underwriter and/or its designees as non-cash underwriting compensation. Transaction costs related to the Initial Public Offering amounted to $2,105,134, consisting of $575,000 of cash underwriting fees, $805,000 of deferred underwriting commissions, $251,713 representing the fair value of the Representative Shares, and $473,421 of other offering costs, including legal, registration, filing and other professional fees and expenses. Of the $473,421 of other offering costs, $252,318 represented costs paid in cash in connection with the closing of the Initial Public Offering and $221,103 represented deferred offering costs previously capitalized and reclassified upon the closing of the Initial Public Offering. Offering costs allocated to the Class A ordinary shares subject to possible redemption were charged to temporary equity, while offering costs allocated to equity-classified instruments were charged to additional paid-in capital.

Following the closing of the Initial Public Offering, $115,000,000, or $10.00 per Public Share, was placed in a U.S.-based trust account (the “Trust Account”) maintained by Equiniti Trust Company, LLC, acting as trustee. The funds in the Trust Account may be invested in U.S. government treasury obligations with a maturity of 185 days or less, in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended, or held in cash or an interest-bearing demand deposit account, until the earlier of the completion of a Business Combination or the distribution of the Trust Account. As of June 30, 2026, investments held in the Trust Account amounted to $115,032,370 and consisted of investments in a money market fund that invests in U.S. Treasury obligations.

The Company will provide holders of the Class A ordinary shares sold in the Initial Public Offering (the “Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon completion of a Business Combination, either in connection with a shareholder meeting called to approve the Business Combination or by means of a tender offer. Public shareholders will generally be entitled to redeem their Public Shares for a pro rata portion of the amount then held in the Trust Account, including interest earned thereon, net of taxes payable and permitted withdrawals. There are no redemption rights with respect to the warrants or rights.

The Public Shares contain redemption provisions that are not solely within the Company’s control. Accordingly, the Public Shares are classified outside permanent equity in accordance with ASC 480-10-S99. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying amount of the Public Shares to equal the redemption value at the end of each reporting period. The Public Shares will remain classified as temporary equity until a redemption event occurs or the redemption provisions otherwise lapse.

The Company’s Business Combination must be with one or more target businesses that together have an aggregate fair market value equal to at least 80% of the value of the assets held in the Trust Account, excluding taxes payable on interest earned, at the time the Company signs a definitive agreement for the Business Combination. The Company will complete a Business Combination only if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest sufficient for the combined company not to be required to register as an investment company under the Investment Company Act.

The Company must complete a Business Combination within 12 months from the closing of the Initial Public Offering, subject to any extension permitted under its amended and restated memorandum and articles of association. If the Company is unable to complete a Business Combination within the applicable period, it will cease all operations except for the purpose of winding up, redeem the Public Shares at a per-share price equal to the amount then held in the Trust Account, including interest earned thereon, net of taxes payable and permitted dissolution expenses, and thereafter liquidate, subject to its obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

The Sponsor and the Company’s officers and directors have agreed to waive their rights to liquidating distributions from the Trust Account with respect to the Founder Shares and the Class A ordinary shares included in the Private Placement Units if the Company does not complete a Business Combination within the applicable period. The Sponsor and the Company’s officers and directors will retain redemption rights with respect to any Public Shares they may acquire.

To protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent claims by vendors or prospective target businesses reduce the amount available in the Trust Account below the amount required to redeem the Public Shares, subject to certain exceptions, including claims by third parties that have executed waivers of rights to the Trust Account and claims arising under the Company’s indemnification obligations to the underwriters.

Going Concern Consideration

As of June 30, 2026, the Company had $754,952 in cash held outside the Trust Account and working capital of $636,965. The Company expects to incur significant costs in the pursuit of a Business Combination. In connection with management’s assessment under ASC 205-40, “Presentation of Financial Statements - Going Concern,” management considered the Company’s available cash, access to potential Working Capital Loans and the expected time required to complete a Business Combination. Although the Company may access Working Capital Loans, there is no assurance such financing will be available when needed. Management determined that the Company’s existing liquidity may not be sufficient to meet its obligations for at least one year from the date these unaudited condensed financial statements are issued. Accordingly, management concluded that substantial doubt exists about the Company’s ability to continue as a going concern.