Commitments and Contingencies	6 Months Ended
Jun. 30, 2026
Commitments and Contingencies
Commitments and Contingencies	Note 6 — Commitments and Contingencies *Registration Rights* The holders of Founder Shares, Private Placement Warrants (and their underlying securities) and warrants that may be issued upon conversion of working capital loans (the “Working Capital Loans”) (and their underlying securities), if any, and any ordinary shares issuable upon conversion of the Founder Shares and any ordinary shares held by the initial shareholders at the completion of the Initial Public Offering or acquired prior to or in connection with the initial business combination, are entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the registration statement for the Initial Public Offering. These holders are entitled to make up to three demands and have “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements. *Underwriting Agreement* The Company granted the underwriters a 45-day option to purchase up to 4,110,000 additional Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions. On May 18, 2026, the underwriters fully exercised their over-allotment option. The underwriters were entitled to (1) an upfront underwriting fee of an aggregate amount of approximately $1.1 million, paid upon the closing of the Initial Public Offering, and (2) deferred underwriting commissions of approximately $12.3 million (the “Deferred Fee”). The Deferred Fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes an Initial Business Combination, subject to the terms of the underwriting agreement and will be based on the amount of funds remaining in the Trust Account after shareholder redemptions of Public Shares in connection with the consummation of an Initial Business Combination, less funds sourced by Initial Shareholders, or any cash remaining in the Trust Account pursuant to structured agreements such as forward purchase agreements, non-redemption agreements, any agreements or arrangements alike, or any other incentivization provided to the shareholders to not to redeem. *Consulting Agreement* On December 31, 2025, the Company entered into a consulting agreement with Meteora, pursuant to which Meteora agreed to provide consulting, advisory and related services to the Company with respect to general special purpose acquisition company structuring and capital markets matters through the earlier of the consummation of the initial business combination or the Company’s liquidation. As consideration for such services, the Company agreed to (1) sell 300,000 Founder Shares to Meteora for an aggregate purchase price of $1,043.48 upon the effective date and (2) pay Meteora a $500,000 cash fee upon closing of the Initial Public Offering, provided that the Initial Public Offering was consummated. The Founder Shares issued to Meteora were fully vested and nonforfeitable on the grant date, and no specific performance was required for Meteora to retain the shares. Accordingly, the Company recognized the grant-date fair value of the shares as a prepaid offering cost with a corresponding credit to additional paid-in capital on December 31, 2025. Upon closing of the Initial Public Offering, the Company paid the $500,000 cash fee to Meteora and recorded the amount as offering cost, which was allocated in accordance with the Company’s accounting policy for offering costs as described in Note 2. The Company estimated the grant date fair value of such shares to be approximately $3.037 per share, or approximately $911,000 in the aggregate, using a combination of Black-Scholes and Monte Carlo simulation model calibrated to the implied value of the Company’s Units. Net stock-based compensation cost measured at issuance, net of cash consideration, was approximately $910,000. The amount was recognized as a prepaid asset for the right to receive future advisory services and is being recognized as stock-based compensation expenses for such services, within general and administrative expense, over the estimated service period. As of June 30, 2026, the remaining unamortized prepaid balance of approximately $705,000 was recorded in the accompanying balance sheet, consisting of approximately $412,000 included in prepaid expenses (current) and approximately $293,000 included in prepaid consulting fees, non-current. The significant assumptions used in the valuation models as of the grant date of December 31, 2025 included: (i) an underlying stock price of $9.90 representing the implied value of the Company’s ordinary shares based on a proforma unit value calibration; (ii) an expected term of 7.21 years for the public warrant component and 0.20 years for the founder share component; (iii) an estimated volatility of 5.0% derived from a peer group of guideline public companies; and (iv) a risk-free interest rate of 3.88% for the public warrant component and 3.67% for the founder share component. Additionally, the fair value reflects a market adjustment of approximately 30.9% to account for the likelihood of the Initial Business Combination and the post-acquisition market perception of the shares.

Commitments and Contingencies

6 Months Ended

Jun. 30, 2026

Note 6 — Commitments and Contingencies

Registration Rights

The holders of Founder Shares, Private Placement Warrants (and their underlying securities) and warrants that may be issued upon conversion of working capital loans (the “Working Capital Loans”) (and their underlying securities), if any, and any ordinary shares issuable upon conversion of the Founder Shares and any ordinary shares held by the initial shareholders at the completion of the Initial Public Offering or acquired prior to or in connection with the initial business combination, are entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the registration statement for the Initial Public Offering. These holders are entitled to make up to three demands and have “piggyback” registration rights. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The Company granted the underwriters a 45-day option to purchase up to 4,110,000 additional Units to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions. On May 18, 2026, the underwriters fully exercised their over-allotment option.

The underwriters were entitled to (1) an upfront underwriting fee of an aggregate amount of approximately $1.1 million, paid upon the closing of the Initial Public Offering, and (2) deferred underwriting commissions of approximately $12.3 million (the “Deferred Fee”). The Deferred Fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes an Initial Business Combination, subject to the terms of the underwriting agreement and will be based on the amount of funds remaining in the Trust Account after shareholder redemptions of Public Shares in connection with the consummation of an Initial Business Combination, less funds sourced by Initial Shareholders, or any cash remaining in the Trust Account pursuant to structured agreements such as forward purchase agreements, non-redemption agreements, any agreements or arrangements alike, or any other incentivization provided to the shareholders to not to redeem.

Consulting Agreement

On December 31, 2025, the Company entered into a consulting agreement with Meteora, pursuant to which Meteora agreed to provide consulting, advisory and related services to the Company with respect to general special purpose acquisition company structuring and capital markets matters through the earlier of the consummation of the initial business combination or the Company’s liquidation.

As consideration for such services, the Company agreed to (1) sell 300,000 Founder Shares to Meteora for an aggregate purchase price of $1,043.48 upon the effective date and (2) pay Meteora a $500,000 cash fee upon closing of the Initial Public Offering, provided that the Initial Public Offering was consummated. The Founder Shares issued to Meteora were fully vested and nonforfeitable on the grant date, and no specific performance was required for Meteora to retain the shares. Accordingly, the Company recognized the grant-date fair value of the shares as a prepaid offering cost with a corresponding credit to additional paid-in capital on December 31, 2025. Upon closing of the Initial Public Offering, the Company paid the $500,000 cash fee to Meteora and recorded the amount as offering cost, which was allocated in accordance with the Company’s accounting policy for offering costs as described in Note 2.

The Company estimated the grant date fair value of such shares to be approximately $3.037 per share, or approximately $911,000 in the aggregate, using a combination of Black-Scholes and Monte Carlo simulation model calibrated to the implied value of the Company’s Units. Net stock-based compensation cost measured at issuance, net of cash consideration, was approximately $910,000. The amount was recognized as a prepaid asset for the right to receive future advisory services and is being recognized as stock-based compensation expenses for such services, within general and administrative expense, over the estimated service period. As of June 30, 2026, the remaining unamortized prepaid balance of approximately $705,000 was recorded in the accompanying balance sheet, consisting of approximately $412,000 included in prepaid expenses (current) and approximately $293,000 included in prepaid consulting fees, non-current.

The significant assumptions used in the valuation models as of the grant date of December 31, 2025 included: (i) an underlying stock price of $9.90 representing the implied value of the Company’s ordinary shares based on a proforma unit value calibration; (ii) an expected term of 7.21 years for the public warrant component and 0.20 years for the founder share component; (iii) an estimated volatility of 5.0% derived from a peer group of guideline public companies; and (iv) a risk-free interest rate of 3.88% for the public warrant component and 3.67% for the founder share component. Additionally, the fair value reflects a market adjustment of approximately 30.9% to account for the likelihood of the Initial Business Combination and the post-acquisition market perception of the shares.