v3.26.3
Private Placement
6 Months Ended
Jul. 31, 2026
Private Placement  
Private Placement

Note 4 — Private Placement

 

Simultaneously with the closing of the IPO on April 16, 2026, the Sponsor purchased an aggregate of 270,000 private placement units at a price of $10.00 per unit, for an aggregate purchase price of $2,700,000. On April 21, 2026, simultaneously with the closing of the underwriters’ over-allotment option, the Sponsor purchased an additional 15,000 private placement units at a price of $10.00 per unit, generating additional gross proceeds of $150,000. As a result, the Sponsor purchased an aggregate of 285,000 private placement units for aggregate gross proceeds of $2,850,000.

 

The purchase price of the 270,000 private placement units sold on April 16, 2026 was received in cash. The $150,000 purchase price of the 15,000 private placement units issued on April 21, 2026 was paid into the Trust Account by the Company on April 17, 2026 on behalf of the Sponsor in order to complete the funding of the Trust Account at $10.05 per public unit for the over-allotment units, and had not been reimbursed by the Sponsor as of July 31, 2026. The Company has recorded the amount as a subscription receivable from the Sponsor, presented as a deduction from shareholders’ equity. As of the date these financial statements were issued, the amount had not been received.

 

Each private placement unit consists of one ordinary share and one right. Each right entitles the holder to receive one-fourth (1/4) of one ordinary share upon the consummation of a Business Combination. The private placement units are identical to the public units sold in the IPO, except with respect to certain registration rights and transfer restrictions.

 

If the Company does not complete a Business Combination within the Combination Period, the private placement units and all underlying securities will expire worthless. The private placement units and all underlying securities will not be transferable, assignable or salable until the completion of a Business Combination, subject to certain exceptions.