Note 5 — Related Party Transactions

Founder Shares

In December 2025, an aggregate of 7,187,500 ordinary shares were issued for an aggregate purchase price of $25,000. On May 15, 2026, the Company capitalized $69.00 standing to the credit of the Company’s share premium account, or additional paid-in capital, and issued an additional 690,000 ordinary shares, increasing the total outstanding ordinary shares from 7,187,500 to 7,877,500 (of which up to 1,027,500 shares held by the Sponsor and its affiliates were subject to forfeiture depending on the extent to which the underwriters’ overallotment option was exercised). These ordinary shares are referred to herein as the “Founder Shares.”

These 7,877,500 Founder Shares were sold by the Company for an aggregate purchase price of $25,000, and consisted of (i) 7,527,500 ordinary shares purchased by the Sponsor and its affiliates, (ii) 50,000 ordinary shares purchased by Oanh Truong, and (iii) 300,000 ordinary shares purchased by Meteora Capital LLC (the “Consultant” or “Meteora”, whose managing member, Vikas Mittal, is the Company’s Executive Chairman). Out of the total 7,527,500 Founder Shares held by the Sponsor and its affiliates, the Sponsor, Harry You and Robert You held 2,779,808, 2,532,102 and 2,215,590 Founder Shares, respectively.

The Sponsor and its affiliates have agreed to forfeit up to an aggregate of 1,027,500 Founder Shares to the extent that the over-allotment option was not exercised in full by the underwriters so that the Founder Shares would represent 20% of the Company’s issued and outstanding shares upon the consummation of the Initial Public Offering. On May 18, 2026, the underwriters fully exercised their over-allotment option, thus, these shares were no longer subject to forfeiture.

The initial shareholders agreed not to transfer, assign or sell any of their Founder Shares until the earlier to occur of (i) eighteen (18) months after the completion of the initial business combination or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial business combination that results in all of the Company’s shareholders having the right to exchange their ordinary shares for cash, securities or other property; except to certain permitted transferees and under certain circumstances, or (iii) if the closing price of the ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within any 30 trading-day period commencing at least 150 days after the Company’s initial business combination. Any permitted transferees will be subject to the same restrictions and other agreements of the initial shareholders with respect to any Founder Shares.

Administrative Support Agreement

Upon closing of the Initial Public Offering, the Company entered into an administrative support agreement, pursuant to which it would reimburse the Sponsor and/or its affiliate thereof in an amount equal to $15,000 per month for office space, utilities and secretarial and administrative support. Upon completion of the initial business combination or the Company’s liquidation, the Company would cease paying these monthly fees. The Company recorded $30,000 in expenses for such fees during the three and six months ended June 30, 2026 in the accompanying unaudited condensed statements of operations. As of June 30, 2026, the related unpaid balance of $30,000 was included in accrued expenses – related parties in the accompanying unaudited condensed balance sheet.

The Sponsor, executive officers and directors, or any of their respective affiliates may be reimbursed for any out-of-pocket expenses incurred in connection with activities on the Company’s behalf such as identifying potential target businesses and performing due diligence on suitable business combinations. The Company may pay cash compensation to its independent directors for services rendered to the Company. Additionally, the Company may pay consulting, success, advisory, or finder’s fees to the Sponsor, the Company’s officers or directors, its advisors, or affiliates thereof in connection with the consummation of the initial business combination. The Company’s audit committee will review on a quarterly basis all payments that were made to the Sponsor, executive officers or directors, or the Company’s or their affiliates.

Related Party Loans

Due to Related Parties

The Company and the Sponsor entered into a loan agreement on July 15, 2025, whereby the Sponsor agreed to loan the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering pursuant to a promissory note. This loan was non-interest bearing and payable upon closing of the Initial Public Offering. The Company borrowed approximately $167,000 under the promissory note and fully repaid on May 20, 2026. Subsequent to the consummation of the Initial Public Offering, the note was no longer available.

Subsequent to the closing of the Initial Public Offering, the Sponsor and/or its affiliates paid for expenses on behalf of the Company for an aggregate of approximately $49,000. The advance amount is outstanding and due on demand.

Working Capital Loans

In addition, in order to finance transaction costs in connection with its initial business combination, the Sponsor or an affiliate of the Sponsor, or the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes its initial business combination, the Company would repay the Working Capital Loans. In the event that the initial business combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. If the Sponsor makes any Working Capital Loans, up to $1.5 million of such loans may be convertible into warrants of the post business combination entity at a price of $1.00 per warrant at the option of the lender. The warrants and their underlying securities would be identical to the Private Placement Warrants. As of June 30, 2026, the Company had not entered into any Working Capital Loan agreements and had no outstanding borrowings under any such arrangements.