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Note 1 — Organization and Plan of Business Operations Allegro Merger Corp. (the “Company”) was incorporated in Delaware on August 7, 2017 as a blank check company whose objective is to acquire, through a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or other similar business combination, one or more businesses or entities (a “Business Combination”). All activity through June 30, 2026, relates to the Company’s formation, the Company’s initial public offering of units (“Initial Public Offering”) described below and, since the Initial Public Offering, the search for a prospective initial Business Combination. The registration statement for the Company’s Initial Public Offering was declared effective on July 2, 2018. On July 6, 2018, the Company consummated the Initial Public Offering of 14,950,000 units (“Units” and, with respect to the common stock included in the Units being offered, the “Public Shares”), including 1,950,000 Units issued pursuant to the exercise in full of the underwriters’ overallotment option, generating gross proceeds of $149,500,000, which is described in Note 3. Each Unit consisted of one share of the Company’s common stock, $0.0001 par value, one redeemable common stock purchase warrant (the “Warrants”) and one right (the “Rights”). Each Warrant entitles the holder to purchase one share of common stock at an exercise price of $11.50 per share (see Note 7). Each Right entitles the holder to receive one tenth (1/10) of one share of common stock upon the completion of a Business Combination. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 372,500 units (“Private Units”), at a price of $10.00 per Private Unit in a private placement to certain of the Initial Stockholders (defined below), Cantor Fitzgerald & Co. and Chardan Capital Markets LLC (collectively, the “Insiders”), generating gross proceeds of $3,725,000, which is described in Note 4. Following the closing of the Initial Public Offering on July 6, 2018, an amount of $149,500,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the Private Units was placed in a trust account (“Trust Account”) and was invested in United States government treasury bills, bonds or notes, having a maturity of 180 days or less or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act. On July 6, 2018, in connection with the underwriters’ election to fully exercise their over-allotment option, the Company consummated the sale of an additional 1,950,000 Units, at $10.00 per Unit. Dissolution of Trust Account; Delisting and Deregistration of Securities Pursuant to the Charter, on March 31, 2020, the Company began the process of liquidating and distributing to its public stockholders their pro rata portion of the funds contained in the Trust Account, including interest earned on the amounts on deposit, less amounts that be released to the Company to pay franchise and income taxes and up to $100,000 of interest which may be released to the Company to pay dissolution expenses. On April 21, 2020, all of the public shares were redeemed at a per share redemption price of $10.30. On August 23, 2021, we distributed the remaining restricted cash pro rata, to our former public stockholders in the amount of $129,957. The restricted cash balance represented the unused portion of our dissolution allowance and allowance for taxes. An aggregate of approximately $781,700 of loans made by the initial stockholders to the Company in connection with extensions of time to complete an initial business will not be repaid and will be forgiven if we are unable to consummate a business combination and determine to liquidate and dissolve. The initial stockholders waived their redemption rights with respect to the common stock issued prior to the Company’s initial public offering and the common stock underlying the Private Units. Accordingly, such initial stockholders did not participate in the redemption and an aggregate of 4,110,000 shares of common stock remain outstanding. Additionally, the Company’s rights and warrants remain outstanding. On April 20, 2020, Nasdaq filed a Form 25 to delist and deregister the units, common stock, rights, and warrants. Such securities were delisted from Nasdaq as of April 30, 2020 and deregistered under Section 12(b) of the Exchange Act as of July 9, 2020. Merger Agreement On January 16, 2026, the Company entered into an Agreement and Plan of Merger (“Merger Agreement”) with SEEQC, Inc., a Delaware corporation (“SeeQC”), and SEEQC Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of SeeQC (“Merger Sub”). Pursuant to the Merger Agreement, the Company will merge with and into Merger Sub, with the Company surviving the merger (the “Merger”). As a result of the Merger, the Company will become a direct, wholly-owned subsidiary of SeeQC and the security holders of the Company will become security holders of SeeQC. At the effective time of the Merger (“Effective Time”), each share of common stock of the Company (“Allegro Common Stock”), and each right of the Company (“Allegro Rights”), that is issued and outstanding immediately before the Effective Time (other than shares held by the Company, SeeQC or their subsidiaries and shares as to which statutory dissenter’s rights have been exercised) will be canceled and converted into and become the right to receive one share of SeeQC common stock (multiplied by 1/10th in the case of the Allegro Rights). In connection with the Merger, the Company will seek to amend its redeemable common stock purchase warrants, each entitling the holder thereof to purchase one share of Allegro Common Stock at an exercise price of $11.50 (collectively, “Allegro Warrants”), so that, immediately prior to the Effective Time, each of the issued and outstanding Allegro Warrants will automatically convert into the right to receive a fractional share of SeeQC common stock (the “Allegro Warrant Amendment”). In the event that the Allegro Warrants are not amended and the Merger is consummated, SeeQC will assume them. The consummation of the transactions contemplated by the Merger Agreement is subject to the satisfaction of closing conditions set forth therein. Going Concern As of June 30, 2026, the Company had a cash balance of $226 and a working capital deficit of $1,213,748. In addition, in connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern”, management has determined that the company has substantial doubt about the company’s ability to continue as a going concern because the company has no operations to achieve any revenue and is dependent on obtaining outside capital via debt or equity to fund operating expenses. Thus the company has substantial doubt about the Company’s ability to continue as a going concern. No adjustments have been made to the carrying amounts of assets or liabilities should the Company liquidate after June 30, 2026.

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Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. Operating results for the three and six months ended June 30, 2026, are not necessarily indicative of the results that may be expected for any future period. The accompanying unaudited consolidated condensed financial statements should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 11, 2026. Principles of Consolidation The consolidated condensed financial statements of the Company include its wholly-owned subsidiary, Allegro Merger Sub, Inc., a Delaware corporation incorporated on November 7, 2019. All inter-company accounts and transactions are eliminated in consolidation.Use of Estimates The preparation of consolidated condensed financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the reported amounts of expenses during the periods presented. Actual results could differ from those estimates. Cash The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2026, and December 31, 2025. The Company had a cash balance of $226 and $98 as of June 30, 2026, and December 31, 2025, respectively. Marketable securities held in Trust Account On April 20, 2020 the remaining cash held in the Trust Account was fully liquidated. Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income per share is computed by dividing net income applicable to common stockholders by the weighted average number of shares of common stock outstanding for the period. The Company has not considered the effect of the warrants and rights sold in the Initial Public Offering and Private Placement to purchase an aggregate of 16,854,750 Public Shares in the calculation of diluted earnings per share, since their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted earnings per share is the same as basic earnings per share for the period. Net income per share, basic and diluted for the three and six months ending June 30, 2026, respectively, is calculated dividing the net (loss) of $(30,931) and $(136,396), by the weighted average number of Shares outstanding during the period. Net income per share, basic and diluted for the three and six months ending June 30, 2025, respectively, is calculated dividing the net (loss) of $(4,500) and $(22,283), by the weighted average number of Shares outstanding during the period. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature. The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="white-space: nowrap; width: 48px; text-align: justify;">Level 1:</td> <td style="text-align: justify;">Quoted prices in active markets for identical assets and liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.</td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;"> </td> <td style="text-align: justify;"> </td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;">Level 2:</td> <td style="text-align: justify;">Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.</td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;"> </td> <td style="text-align: justify;"> </td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;">Level 3:</td> <td style="text-align: justify;">Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.</td> </tr></tbody></table> Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statement.

Basis of Presentation The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the SEC. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. Operating results for the three and six months ended June 30, 2026, are not necessarily indicative of the results that may be expected for any future period. The accompanying unaudited consolidated condensed financial statements should be read in conjunction with the financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 11, 2026.

Principles of Consolidation The consolidated condensed financial statements of the Company include its wholly-owned subsidiary, Allegro Merger Sub, Inc., a Delaware corporation incorporated on November 7, 2019. All inter-company accounts and transactions are eliminated in consolidation.

Use of Estimates The preparation of consolidated condensed financial statements in conformity with U.S. GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the reported amounts of expenses during the periods presented. Actual results could differ from those estimates.

Cash The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of June 30, 2026, and December 31, 2025. The Company had a cash balance of $226 and $98 as of June 30, 2026, and December 31, 2025, respectively.

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Net Income (Loss) Per Share The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income per share is computed by dividing net income applicable to common stockholders by the weighted average number of shares of common stock outstanding for the period. The Company has not considered the effect of the warrants and rights sold in the Initial Public Offering and Private Placement to purchase an aggregate of 16,854,750 Public Shares in the calculation of diluted earnings per share, since their inclusion would be anti-dilutive under the treasury stock method. As a result, diluted earnings per share is the same as basic earnings per share for the period. Net income per share, basic and diluted for the three and six months ending June 30, 2026, respectively, is calculated dividing the net (loss) of $(30,931) and $(136,396), by the weighted average number of Shares outstanding during the period. Net income per share, basic and diluted for the three and six months ending June 30, 2025, respectively, is calculated dividing the net (loss) of $(4,500) and $(22,283), by the weighted average number of Shares outstanding during the period.

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Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheets, primarily due to their short-term nature. The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured and reported at fair value at each reporting period, and non-financial assets and liabilities that are re-measured and reported at fair value at least annually. The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="white-space: nowrap; width: 48px; text-align: justify;">Level 1:</td> <td style="text-align: justify;">Quoted prices in active markets for identical assets and liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.</td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;"> </td> <td style="text-align: justify;"> </td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;">Level 2:</td> <td style="text-align: justify;">Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.</td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;"> </td> <td style="text-align: justify;"> </td> </tr><tr style="vertical-align: top;"><td> </td> <td style="white-space: nowrap; text-align: justify;">Level 3:</td> <td style="text-align: justify;">Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability.</td> </tr></tbody></table>

Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statement.

Note 3 — Initial Public Offering On July 6, 2018, the Company consummated the Initial Public Offering and sold 14,950,000 Units, including 1,950,000 Units issued pursuant to the exercise in full of the underwriters’ over-allotment option, at a purchase price of $10.00 per Unit. Each Unit consisted of one share of the Company’s common stock, $0.0001 par value, one Warrant and one Right. Each Warrant entitles the holder to purchase one share of common stock at an exercise price of $11.50 per share (see Note 7). Each Right entitles the holder to receive one tenth (1/10) of one share of common stock upon the completion of a Business Combination. 14950000 1950000

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1 1 Note 4 — Private Placement Simultaneously with the Initial Public Offering, the Insiders purchased an aggregate of 372,500 Private Units, at $10.00 per Private Unit for an aggregate purchase price of $3,725,000. Each Private Unit consists of one Private Share, one warrant (“Private Warrant”) and one right (“Private Right”). The proceeds from the Private Units were added to the proceeds from the Initial Public Offering held in the Trust Account. The proceeds from the sale of the Private Units were used to fund the redemption of the Public Shares. The Private Units are identical to the Units sold in the Public Offering, except that the holders have agreed to vote the Private Shares in favor of any Business Combination. Additionally, the holders have agreed not to transfer, assign or sell any of the Private Units or underlying securities (except to certain permitted transferees) until the completion of the initial Business Combination. The holders of the Private Units (or underlying shares of common stock) are entitled to registration rights described in Note 6. 372500

3725000

Note 5 — Related Party Transactions Promissory Notes — Related Parties The Company issued seven unsecured promissory notes totaling $130,731 to Eric S. Rosenfeld, the Company’s Chief Executive Officer, in January, February, May, and June 2026 for $20,000, $60,931.01, $22,300, $6,500, $7,000, $7,000 and $7,000 respectively. The notes are non-interest bearing, and payable on the earlier of (i) demand by Payee, (ii) the date on which Maker consummates a merger or acquisition or (iii) the date on which Maker elects to dissolve and is outstanding as of June 30, 2026. The Company issued three unsecured promissory notes totaling $22,200 to Eric S. Rosenfeld, the Company’s Chief Executive Officer, in January, March, and May 2025, respectively. The notes are non-interest bearing, and payable on the earlier of (i) demand by Payee, (ii) the date on which Maker consummates a merger or acquisition or (iii) the date on which Maker elects to dissolve and is outstanding as of June 30, 2025. Notes Payable — Related Parties Certain individuals and entities (the “Contributors”) that participated in the private placement of units that occurred simultaneously with the Company’s initial public offering contributed to the Company an aggregate amount of $781,700, representing contributions covering a prorated amount of $0.02 per unconverted public share for the partial month of January 2020 and $0.025 per unconverted public share for each of February 2020 and March 2020 (each, a “Contribution”). The Contributions will not bear any interest and will be repayable by the Company to the Contributors upon consummation of an initial business combination. The Contributions will be forgiven if the Company is unable to consummate an initial business combination except to the extent of any funds held outside of the Company’s trust account. The Company deposited $223,342, the first contribution on January 6, 2020, into the trust account established in connection with the Company’s initial public offering. The Company deposited the second Contribution of $279,178 on January 31, 2020, and deposited the third Contribution of $279,180 on March 2, 2020, in each case, to the same trust account; provided that any such additional Contribution was only to be made if the previously announced merger agreement with TGI Fridays is still then in effect, or, if such agreement is earlier terminated, the Board of Directors of the Company by majority vote determines to require such additional Contribution. On March 31, 2020, the Company and Holdings mutually determined, due to extraordinary market conditions and the failure to meet necessary closing conditions, to terminate the Merger Agreement. The loans made by the Contributors will not be repaid and will be forgiven if we are unable to consummate a business combination and determine to liquidate and dissolve. The balance of $781,700 remains outstanding as of June 30, 2026.

130731

20000

60931.01

22300

6500

7000

22200

781700

0.02 0.025 0.025

223342

279178

279180

781700

Note 6 — Commitments and Contingencies Registration Rights The holders of the Founder Shares, Private Shares, Private Warrants, Private Rights, and any shares, warrants and rights that may be issued upon conversion of working capital loans (and any shares issued upon the exercise of such warrants or conversion of such rights) will be entitled to registration rights pursuant to a registration rights agreement executed prior to the Initial Public Offering. The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities, except that Cantor, Chardan, and/or their designees may only make a demand registration (i) on one occasion and (ii) during the five year period beginning on July 2, 2018, the effective date of Allegro’s registration statement in connection with Allegro’s initial public offering. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to our consummation of an initial Business Combination. Cantor, Chardan, and/or their designees may participate in a “piggy-back” registration only during the seven year period beginning on July 2, 2018. The Company will bear the costs and expenses of filing any such registration statements. Underwriting Agreement The Company entered into an agreement with the underwriters of the Initial Public Offering (“Underwriting Agreement”), pursuant to which the Company paid an underwriting discount of 2.0% of the gross proceeds of the Initial Public Offering, excluding the over-allotment option, or $2,600,000 in the aggregate, to the underwriters at the closing of the Initial Public Offering, with an additional fee (the “Deferred Underwriting Discount”) of 3.5% of the gross offering proceeds of the Initial Public Offering, excluding the over-allotment option, and 5.5% of the gross proceeds of the over-allotment option, or $5,622,500 in the aggregate. The Underwriting Agreement provided that the Deferred Underwriting Discount would only be payable to the underwriters from the amounts held in the Trust Account solely in the event the Company would complete its initial Business Combination. As previously indicated, the Company was unable to consummate its initial Business Combination in the time period prescribed by the Charter and, accordingly, the Company distributed the proceeds held in the Trust Account to public stockholders. As a result, the Deferred Underwriting Discount is no longer owed. Subscription Agreements In connection with the execution of the Merger Agreement, the Company entered into subscription agreements (“Subscription Agreements”) with certain accredited investors (collectively, the “Investors”), pursuant to which the Company will, substantially concurrently with, and contingent upon, the consummation of the Merger, issue an shares of Allegro Common Stock to the Investors at a price of $5.00 per share, for aggregate gross proceeds to the Company of approximately $65 million. The shares of Allegro Common Stock sold in the financing will be converted into shares of SeeQC Common Stock in connection with the Merger. The closing of the Subscription Agreements is conditioned upon, among other things, (i) the substantially concurrent consummation of the Merger and (ii) the accuracy of all representations and warranties of the Company in the Subscription Agreements (subject to certain bring-down standards). Support Agreements Concurrently with the execution of the Merger Agreement, SeeQC, Allegro and certain of the initial stockholders of Allegro (who collectively hold more than 50% of the Allegro Common Stock) entered into an agreement (the “SeeQC Support Agreement”) pursuant to which they agreed to vote or cause to be voted all shares of Allegro Common Stock and Allegro Warrants beneficially held by them (i) in favor of all proposals necessary to effectuate the Transactions; (ii) in favor of Allegro Warrant Amendment, and (iii) against (x) any proposal or offer from any other person (other than SeeQC or its affiliates) with respect to certain competing transactions; and (y) any action, proposal, transaction, or agreement that could reasonably be expected to materially impede, interfere with, delay, discourage, adversely affect or inhibit the timely consummation of the Transactions or the fulfillment of Allegro’s obligations under the Merger Agreement or change in any manner the voting rights of any class of shares of Allegro (other than as contemplated by the Merger Agreement). Pursuant to the Allegro Support Agreement, such stockholders also agreed to waive any appraisal or dissenters’ rights under applicable law and not to exercise any right to redeem shares of capital stock of Allegro.

0.02

2600000

0.035 0.055

5622500

5 65000000

Note 7 — Stockholders’ Equity Preferred Stock The Company is authorized to issue 1,000,000 shares of preferred stock with a par value of $0.0001 per share with such designation, rights and preferences as may be determined from time to time by the Company’s board of directors. At June 30, 2026, and December 31, 2025, there were no shares of preferred stock issued or outstanding. Common Stock The Company is authorized to issue 40,000,000 shares of common stock with a par value of $0.0001 per share. Holders of the Company’s common stock are entitled to one vote for each share. At June 30, 2026, and December 31, 2025, there were 4,110,000 shares of common stock issued and outstanding. Certain of the holders of the shares of Allegro Common Stock issued prior to Allegro’s Initial Public Offering have agreed to restrictions on transfer with respect to 23% of the shares of SeeQC Common Stock to be received by them in the Merger and pursuant to the Allegro Warrant Amendment (other than shares of SeeQC Common Stock to be received by them in respect of the private placement units purchased by them simultaneously with the Initial Public Offering), with such restrictions to be released as follows: <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">●</td> <td style="text-align: justify;">If, during Earnout Period 1, the First Base Target is achieved, then 1/3 of the restricted shares will be released from the restrictions;</td> </tr></tbody></table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">●</td> <td style="text-align: justify;">If, during Earnout Period 2, the Second Base Target is achieved, then 1/3 of the restricted shares will be released from the restrictions, plus any shares not released in respect of Earnout Period 1; and</td> </tr></tbody></table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">●</td> <td style="text-align: justify;">If, during Earnout Period 3, the Third Base Target is achieved, then all of the restricted shares will be released from the restrictions.</td> </tr></tbody></table> If, at the end of Earnout Period 3, any restricted shares have not been released, then such shares will be forfeited by the initial stockholders of Allegro and cancelled by SeeQC. Prior to the closing of the Merger, certain initial stockholders of the Company will enter into a lock-up agreement with SeeQC (collectively, the “Lock-Up Agreements”), pursuant to which such stockholders will agree not to transfer the shares of SeeQC Common Stock received by them in exchange for the founder shares until 180 days after the Closing, subject to certain exceptions. Following termination of the Merger Agreement, the Company liquidated the funds held in the Trust Account. Pursuant to the Charter, all outstanding Public Shares were redeemed at a per share redemption price of approximately $10.30 per Public Share (the “Redemption Amount”). The cash used for common stock redemptions was $153,755,272 and the change in the value of common stock due to redemptions was ($145,250,653). The initial redemption occurred on April 21, 2020. As of the close of business on such date, the Public Shares were deemed cancelled and will represent only the right to receive the per share Redemption Amount. The Company’s officers, directors, initial stockholders, and the purchasers of Private Units have waived their redemption rights with respect to the common stock issued prior to the Company’s initial public offering and the common stock underlying the Private Units. Rights Each holder of a Right will receive one-tenth (1/10) of one common stock upon consummation of a Business Combination. No fractional shares will be issued upon exchange of the Rights. No additional consideration will be required to be paid by a holder of Rights in order to receive its additional shares upon consummation of a Business Combination as the consideration related thereto has been included in the Unit purchase price paid for by investors in the Initial Public Offering. If the Company enters into a definitive agreement for a Business Combination in which the Company will not be the surviving entity, the definitive agreement will provide for the holders of Rights to receive the same per share consideration the holders of the common stock will receive in the transaction on an as-converted into common stock basis and each holder of Rights will be required to affirmatively covert its rights in order to receive 1/10 of a share underlying each right (without paying additional consideration). The common stock issuable upon exchange of the Rights was registered at the time of our initial public offering. Accordingly, when issued, such shares will not be restricted securities (except to the extent held by affiliates of the Company). Warrants The Company has accounted for both the Public and Private Warrants as a liability. The Warrants will become exercisable 30 days after the consummation of a Business Combination. No Warrants will be exercisable for cash unless the Company has an effective and current registration statement covering the shares of common stock issuable upon exercise of the Warrants and a current prospectus relating to such shares. Notwithstanding the foregoing, if a registration statement covering the shares of common stock issuable upon the exercise of the Warrants is not effective within 20 business days from the consummation of a Business Combination, the holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise the Warrants on a cashless basis pursuant to an available exemption from registration under the Securities Act. If an exemption from registration is not available, holders will not be able to exercise their Warrants on a cashless basis. The Warrants will expire five years from the consummation of a Business Combination or earlier upon redemption or liquidation. The Placement Warrants are identical to the Warrants underlying the Units sold in the Initial Public Offering, except the Placement Warrants are exercisable for cash (even if a registration statement covering the shares of common stock issuable upon exercise of such Placement Warrants is not effective) or on a cashless basis, at the holder’s option, and not redeemable by the Company, in each case so long as they are still held by the original purchasers or their affiliates. The Company may call the Warrants for redemption (excluding the Placement Warrants but including any outstanding Warrants issued upon exercise of the unit purchase option issued to its underwriter), in whole and not in part, at a price of $.01 per Warrant: <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">-</td> <td style="text-align: justify;">upon not less than 30 days’ prior written notice of redemption to each Warrant holder,</td> </tr></tbody> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">-</td> <td style="text-align: justify;">if, and only if, the reported last sale price of the shares of common stock (or the closing bid price of our common stock in the event shares of our common stock are not traded on any specific day) equals or exceeds $18.00 per share, for any 20 trading days within a 30 trading day period ending on the third business day prior to the notice of redemption to Warrant holders, and</td> </tr></tbody> </table> <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%;"> <tbody><tr style="vertical-align: top;"><td style="width: 24px;"> </td> <td style="width: 24px;">-</td> <td style="text-align: justify;">if, and only if, there is a current registration statement in effect with respect to the shares of common stock underlying such Warrants at the time of redemption and for the entire 30-day redemption period and continuing each day thereafter until the date of redemption.</td> </tr></tbody> </table> If the Company calls the Warrants for redemption, management will have the option to require all holders that wish to exercise the Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of common stock issuable upon exercise of the Warrants may be adjusted in certain circumstances including in the event of a stock dividend, extraordinary dividend or recapitalization, reorganization, merger or consolidation. However, the Warrants will not be adjusted for issuances of shares of common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Warrants.

1000000

0.0001

40000000

0.0001

one

4110000

0.23

10.3

153755272

-145250653

one

P30D P20D

P5Y

0.01 P30D 18 P20D P30D P30D

Note 8 — Fair Value Measurements The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at June 30, 2026, and December 31, 2025, and it indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: June 30, 2026 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: bottom;"><td style="border-bottom: black 1.5pt solid;">Description</td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Quoted Price in Active Market (Level 1)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Observable Inputs (Level 2)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Unobservable Inputs (Level 3)</td> <td> </td> </tr><tr style="vertical-align: bottom;"><td>Liabilities:</td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> </tr><tr style="vertical-align: bottom; background-color: #CCEEFF;"> <td style="width: 64%;">Derivative warrant liabilities</td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;"> -</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">-</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">40</td> <td style="width: 1%;"> </td> </tr></tbody></table> December 31, 2025 <table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: bottom;"><td style="border-bottom: black 1.5pt solid;">Description</td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Quoted Price in Active Market (Level 1)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Observable Inputs (Level 2)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Unobservable Inputs (Level 3)</td> <td> </td> </tr><tr style="vertical-align: bottom;"><td>Liabilities:</td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> </tr><tr style="vertical-align: bottom; background-color: #CCEEFF;"> <td style="width: 64%;">Derivative warrant liabilities</td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;"> -</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">-</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">40</td> <td style="width: 1%;"> </td> </tr></tbody></table> There were no transfers to/from Levels 1, 2, and 3 securities at the end of the reporting period. There were no change to the fair value as of the warrants as of June 30, 2026, and December 31, 2025 as the total value was deemed immaterial. The following table provides quantitative information regarding Level 3 fair value measurements inputs utilized to measure the fair value of the Private Placement Warrants at the measurement dates as of June 30, 2026, and December 31, 2025: <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif;"> <tbody><tr style="vertical-align: bottom;"><td style="text-align: justify;"> </td> <td style="font-weight: bold; padding-bottom: 1.5pt;"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid;">June 30, 2026</td> <td style="padding-bottom: 1.5pt; font-weight: bold;"> </td> <td style="font-weight: bold; padding-bottom: 1.5pt;"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid;">December 31, 2025</td> <td style="padding-bottom: 1.5pt; font-weight: bold;"> </td> </tr><tr style="vertical-align: bottom; background-color: rgb(204,238,255);"> <td style="width: 76%; text-align: justify;">Volatility</td> <td style="width: 1%;"> </td> <td style="width: 1%; text-align: left;"> </td> <td style="width: 9%; text-align: right;">25.0</td> <td style="width: 1%; text-align: left;">%</td> <td style="width: 1%;"> </td> <td style="width: 1%; text-align: left;"> </td> <td style="width: 9%; text-align: right;">25.0</td> <td style="width: 1%; text-align: left;">%</td> </tr><tr style="vertical-align: bottom; background-color: White;"> <td style="text-align: justify;">Risk Free Rate</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">4.19</td> <td style="text-align: left;">%</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">3.73</td> <td style="text-align: left;">%</td> </tr><tr style="vertical-align: bottom; background-color: rgb(204,238,255);"> <td style="text-align: justify;">Estimated Term Remaining</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">6.50</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">6.50</td> <td style="text-align: left;"> </td> </tr></tbody></table>

The following table presents information about the Company’s assets that are measured at fair value on a recurring basis at June 30, 2026, and December 31, 2025, and it indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:<table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: bottom;"><td style="border-bottom: black 1.5pt solid;">Description</td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Quoted Price in Active Market (Level 1)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Observable Inputs (Level 2)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Unobservable Inputs (Level 3)</td> <td> </td> </tr><tr style="vertical-align: bottom;"><td>Liabilities:</td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> </tr><tr style="vertical-align: bottom; background-color: #CCEEFF;"> <td style="width: 64%;">Derivative warrant liabilities</td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;"> -</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">-</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">40</td> <td style="width: 1%;"> </td> </tr></tbody></table><table cellpadding="0" cellspacing="0" style="font: 10pt Times New Roman, Times, Serif; width: 100%; border-collapse: collapse;"> <tbody><tr style="vertical-align: bottom;"><td style="border-bottom: black 1.5pt solid;">Description</td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Quoted Price in Active Market (Level 1)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Observable Inputs (Level 2)</td> <td> </td> <td> </td> <td colspan="2" style="border-bottom: black 1.5pt solid; text-align: center;">Significant Other Unobservable Inputs (Level 3)</td> <td> </td> </tr><tr style="vertical-align: bottom;"><td>Liabilities:</td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> <td> </td> <td colspan="2" style="text-align: right;"> </td> <td> </td> </tr><tr style="vertical-align: bottom; background-color: #CCEEFF;"> <td style="width: 64%;">Derivative warrant liabilities</td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;"> -</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">-</td> <td style="width: 1%;"> </td> <td style="width: 1%;"> </td> <td style="width: 1%;">$</td> <td style="width: 9%; text-align: right;">40</td> <td style="width: 1%;"> </td> </tr></tbody></table>

The following table provides quantitative information regarding Level 3 fair value measurements inputs utilized to measure the fair value of the Private Placement Warrants at the measurement dates as of June 30, 2026, and December 31, 2025: <table cellpadding="0" cellspacing="0" style="border-collapse: collapse; width: 100%; font: 10pt Times New Roman, Times, Serif;"> <tbody><tr style="vertical-align: bottom;"><td style="text-align: justify;"> </td> <td style="font-weight: bold; padding-bottom: 1.5pt;"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid;">June 30, 2026</td> <td style="padding-bottom: 1.5pt; font-weight: bold;"> </td> <td style="font-weight: bold; padding-bottom: 1.5pt;"> </td> <td colspan="2" style="font-weight: bold; text-align: center; border-bottom: Black 1.5pt solid;">December 31, 2025</td> <td style="padding-bottom: 1.5pt; font-weight: bold;"> </td> </tr><tr style="vertical-align: bottom; background-color: rgb(204,238,255);"> <td style="width: 76%; text-align: justify;">Volatility</td> <td style="width: 1%;"> </td> <td style="width: 1%; text-align: left;"> </td> <td style="width: 9%; text-align: right;">25.0</td> <td style="width: 1%; text-align: left;">%</td> <td style="width: 1%;"> </td> <td style="width: 1%; text-align: left;"> </td> <td style="width: 9%; text-align: right;">25.0</td> <td style="width: 1%; text-align: left;">%</td> </tr><tr style="vertical-align: bottom; background-color: White;"> <td style="text-align: justify;">Risk Free Rate</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">4.19</td> <td style="text-align: left;">%</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">3.73</td> <td style="text-align: left;">%</td> </tr><tr style="vertical-align: bottom; background-color: rgb(204,238,255);"> <td style="text-align: justify;">Estimated Term Remaining</td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">6.50</td> <td style="text-align: left;"> </td> <td> </td> <td style="text-align: left;"> </td> <td style="text-align: right;">6.50</td> <td style="text-align: left;"> </td> </tr></tbody></table>

4.19

3.73

6.5

Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date and up to the date the unaudited condensed interim financial statements were issued. The Company issued one unsecured promissory note to Eric S. Rosenfeld, the Company’s Chief Executive Officer, in August 2026 for $9,000. The note is non-interest bearing and payable on demand.

9000

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