v3.26.1
Stockholders' Deficit
 6 Months Ended
Jun. 30, 2026
Stockholders' Equity Note [Abstract]  
Stockholders' Deficit
NOTE 7. STOCKHOLDERS’ DEFICIT
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 designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2026 and December 31, 2025, there were no shares of preferred stock issued or outstanding.
Class
 A Common Stock
- The Company is authorized to issue 100,000,000 shares of Class A common stock with a par value of $0.0001 per share. Holders of Class A common stock are entitled to one vote for each share. As of June 30, 2026 and December 31, 2025, there were 513,478 and 516,197 shares of the Class A common stock that were classified as temporary equity in the accompanying balance sheets, respectively. In addition, there were 5,500,000 shares of Class A Common Stock outstanding on June 30, 2026 and December 31, 2025 that were issued upon the conversion of 5,500,000 shares of Class B common stock into 5,500,000 shares of Class A common stock on April 28, 2023, which are not subject to redemption.
Class
 B Common Stock
- The Company is authorized to issue 10,000,000 shares of Class B common stock with a par value of $0.0001 per share. Holders of Class B common stock are entitled to one vote for each share. As of June 30, 2026 and December 31, 2025, there were 250,000 shares of Class B common stock issued and outstanding.
Only holders of the Class B common stock will have the right to vote on the election of directors prior to the Business Combination. Holders of Class A common stock and holders of Class B common stock will vote together as a single class on all matters submitted to a vote of our shareholders except as otherwise required by law. In connection with our initial business combination, we may enter into a stockholders agreement or other arrangements with the stockholders of the target or other investors to provide for voting or other corporate governance arrangements that differ from those in effect upon completion of this offering.
The shares of Class B common stock by their terms will automatically convert into Class A common stock at the time of a Business Combination. However, as noted in Note 5 Related Party
Transactions-Non-Redemption
Agreement, in consideration for the
non-redemption
agreements, immediately prior to, and substantially concurrently with, the closing of an initial business combination, (i) the Sponsor (or its designees) will surrender and forfeit to the Company, for no consideration the 250,000 shares of Class B common stock owned by it, and (ii) the Company will issue to the stockholder party to the
non-redemption
agreements 250,000 shares of Class A Common Stock.