FAIR VALUE MEASUREMENTS (Tables)
|
6 Months Ended |
12 Months Ended |
Jun. 30, 2026 |
Dec. 31, 2025 |
| FAIR VALUE MEASUREMENTS |
|
|
| Schedule of company's liabilities that are measured at fair value on a recurring basis |
The
following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis and indicates
the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
| | |
| | |
June 30, | | |
December 31, | |
| Description | |
Level | | |
2026 | | |
2025 | |
| Liabilities: | |
| | |
| | |
| |
| Warrant liability – Public warrants | |
| 2 | | |
$ | 843,333 | | |
$ | 2,070,000 | |
| Warrant liability – Private Placement Warrants | |
| 3 | | |
$ | 979,000 | | |
$ | 2,403,000 | |
| Convertible Promissory Notes | |
| 3 | | |
$ | 5,202,610 | | |
$ | 5,000,796 | |
|
The
following table presents information about the Company’s liabilities that are measured at fair value on a recurring basis and indicates
the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value:
| | |
| | |
December 31, | | |
December 31, | |
| Description | |
Level | | |
2025 | | |
2024 | |
| Assets: | |
| | |
| | |
| |
| Cash and marketable securities held in Trust Account | |
| 1 | | |
$ | 37,914,438 | | |
$ | 84,565,597 | |
| Liabilities: | |
| | | |
| | | |
| | |
| Warrant liability – Public warrants | |
| 2 | | |
$ | 2,070,000 | | |
$ | 575,767 | |
| Warrant liability – Private Placement Warrants | |
| 3 | | |
$ | 2,403,000 | | |
$ | 668,390 | |
| Convertible Promissory Notes | |
| 3 | | |
$ | 5,000,796 | | |
$ | 4,479,738 | |
|
| Schedule of quantitative information regarding level 3 fair value measurements |
The
following table provides the key inputs used regarding the private placement warrant liability Level 3 fair value measurements:
| | |
June 30,
2026 | | |
December 31,
2025 | |
| Trading stock price | |
$ | 12.71 | | |
$ | 12.15 | |
| Public warrants price | |
$ | 0.11 | | |
$ | 0.27 | |
| Weighted term (in years) | |
| 1.00 | | |
| 1.32 | |
| Volatility | |
| de
minimis | | |
| de
minimis | |
| Risk-free rate | |
| 3.98 | % | |
| 3.48 | % |
|
| | |
December 31,
2025 | | |
December 31,
2024 | |
| Trading stock price | |
$ | 12.15 | | |
$ | 11.66 | |
| Public warrants price | |
$ | 0.27 | | |
$ | 0.08 | |
| Weighted term (in years) | |
| 1.32 | | |
| 1.17 | |
| Volatility | |
| de
minimis | | |
| de
minimis | |
| Risk-free rate | |
| 3.48 | % | |
| 4.18 | % |
|
| Schedule of changes in quantitative information regarding level 3 fair value measurements |
The
following table presents a rollforward of the Company’s warrant liability measured at fair value using Level 3 inputs:
| | |
Public | | |
Private | | |
Total | |
| | |
Warrant | | |
Warrant | | |
Warrant | |
| | |
Liabilities | | |
Liabilities | | |
Liabilities | |
| Fair value as of December 31, 2024 | |
$ | — | | |
$ | 668,390 | | |
$ | 668,390 | |
| Change in fair value | |
| — | | |
| 1,734,610 | | |
| 1,734,610 | |
| Fair value as of December 31, 2025 | |
$ | — | | |
$ | 2,403,000 | | |
$ | 2,403,000 | |
| Change in fair value | |
| — | | |
| (1,691,000 | ) | |
| (1,691,000 | ) |
| Fair value as of March 31, 2026 | |
$ | — | | |
$ | 712,000 | | |
$ | 712,000 | |
| Change in fair value | |
| — | | |
| 267,000 | | |
| 267,000 | |
| Fair value as of June 30, 2026 | |
$ | — | | |
$ | 979,000 | | |
$ | 979,000 | |
|
| | |
Public | | |
Private | | |
Total | |
| | |
Warrant | | |
Warrant | | |
Warrant | |
| | |
Liabilities | | |
Liabilities | | |
Liabilities | |
| Fair value as of December 31, 2023 | |
$ | — | | |
$ | 1,165,656 | | |
$ | 1,165,656 | |
| Change in fair value | |
| — | | |
| (497,266 | ) | |
| (497,266 | ) |
| Fair value as of December 31, 2024 | |
| — | | |
| 668,390 | | |
| 668,390 | |
| Change in fair value | |
| — | | |
| 1,734,610 | | |
| 1,734,610 | |
| Fair value as of December 31, 2025 | |
$ | — | | |
$ | 2,403,000 | | |
$ | 2,403,000 | |
|
| Convertible Promissory Notes |
|
|
| FAIR VALUE MEASUREMENTS |
|
|
| Schedule of quantitative information regarding level 3 fair value measurements |
The
following table provides key inputs used regarding the convertible promissory notes Level 3 fair value measurements:
| |
|
June 30,
2026 |
|
December
31,
2025 |
|
| Trading
stock price |
|
$ |
12.71 |
|
$ |
12.15 |
|
| Exercise
price |
|
$ |
11.50 |
|
$ |
11.50 |
|
| Expected
term (in years) |
|
|
1.00 |
|
|
0.56 |
|
| Expected
term of warrant conversion (in years) |
|
|
5.42 |
|
|
5.56 |
|
| Volatility |
|
|
de
minimis |
|
|
de
minimis |
|
| Risk-free
rate |
|
|
3.96 - 4.19 |
% |
|
3.58 – 3.73 |
% |
|
| |
|
December 31,
2025 |
|
December
29,
2025 |
|
November
19,
2025 |
|
May
27,
2025 |
|
December 31,
2024 |
|
| Trading
stock price |
|
$ |
12.15 |
|
$ |
12.15 |
|
$ |
12.26 |
|
$ |
11.93 |
|
$ |
11.66 |
|
| Exercise
price |
|
$ |
11.50 |
|
$ |
11.50 |
|
$ |
11.50 |
|
$ |
11.50 |
|
$ |
11.50 |
|
| Expected
term (in years) |
|
|
0.56 |
|
|
0.56 |
|
|
0.67 |
|
|
0.68 |
|
|
0.51 |
|
| Expected
term of warrant conversion (in years) |
|
|
5.56 |
|
|
5.56 |
|
|
5.67 |
|
|
5.68 |
|
|
5.51 |
|
| Volatility |
|
|
de
minimis |
|
|
de
minimis |
|
|
de
minimis |
|
|
de
minimis |
|
|
de
minimis |
|
| Risk-free
rate |
|
|
3.58 – 3.73 |
% |
|
3.58 – 3.67 |
% |
|
3.71 – 3.76 |
% |
|
4.04 - 4.27 |
% |
|
4.24 |
% |
|
| Schedule of changes in quantitative information regarding level 3 fair value measurements |
The
following table provides a rollforward of the convertible promissory notes measured using Level 3 inputs:
| Fair value as of December 31, 2024 | |
$ | 4,479,738 | |
| Initial measurement on May 27, 2025 | |
| 250,000 | |
| Initial measurement on November 19, 2025 | |
| 250,000 | |
| Initial measurement on December 29, 2025 | |
| 200,000 | |
| Change in fair value | |
| (178,942 | ) |
| Fair value as of December 31, 2025 | |
$ | 5,000,796 | |
| Change in fair value | |
| 41,078 | |
| Fair value as of March 31, 2026 | |
$ | 5,041,874 | |
| Initial measurement on May 5, 2026 | |
| 250,000 | |
| Change in fair value | |
| (89,264 | ) |
| Fair value as of June 30, 2026 | |
$ | 5,202,610 | |
|
| Fair value as of December 31, 2023 | |
$ | 3,676,685 | |
| Initial measurement on January 19, 2024 | |
| 250,000 | |
| Initial measurement on July 12, 2024 | |
| 250,000 | |
| Initial measurement on November 6, 2024 | |
| 250,000 | |
| Initial measurement on December 16, 2024 | |
| 250,000 | |
| Change in fair value | |
| (196,947 | ) |
| Fair value as of December 31, 2024 | |
| 4,479,738 | |
| Initial measurement on May 27, 2025 | |
| 250,000 | |
| Initial measurement on November 19, 2025 | |
| 250,000 | |
| Initial measurement on December 29, 2025 | |
| 200,000 | |
| Change in fair value | |
| (178,942 | ) |
| Fair value as of December 31, 2025 | |
$ | 5,000,796 | |
|