| Schedule of Financial Statements |
| Schedule of Financial Statements |
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Balance
sheet as of March 31, 2026 (unaudited) |
|
As
Previously
Reported |
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|
Adjustment |
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|
As
Revised |
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| |
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|
Class
A common stock subject to possible redemption |
|
$ |
207,000,000 |
|
|
$ |
2,621,481 |
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|
$ |
209,621,481 |
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| |
|
|
|
Class
A & B Ordinary Shares |
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|
849 |
|
|
|
- |
|
|
|
849 |
|
| |
|
|
|
Additional
paid-in capital |
|
$ |
(7,433,994 |
) |
|
$ |
7,433,994 |
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|
$ |
- |
|
| |
|
|
|
Accumulated
deficit |
|
$ |
2,309,868 |
|
|
$ |
(10,055,475 |
) |
|
$ |
(7,745,607 |
) |
| |
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|
Total
Temporary and Permanent Equity |
|
$ |
201,876,723 |
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|
$ |
- |
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|
$ |
201,876,723 |
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Balance
sheet as of June 30, 2026 (unaudited) |
|
As
Previously
Reported |
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|
Adjustment |
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|
As
Revised |
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| |
|
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|
Class
A common stock subject to possible redemption |
|
$ |
207,000,000 |
|
|
$ |
4,478,766 |
|
|
$ |
211,478,766 |
|
| |
|
|
|
Class A & B Ordinary Shares |
|
|
849 |
|
|
|
- |
|
|
|
849 |
|
| |
|
|
|
Additional
paid-in capital |
|
$ |
(7,433,994 |
) |
|
$ |
7,433,994 |
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|
$ |
- |
|
| |
|
|
|
Accumulated
deficit |
|
$ |
3,679,439 |
|
|
$ |
(11,912,760 |
) |
|
$ |
(8,233,321 |
) |
| |
|
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|
Total
Temporary and Permanent Equity |
|
|
203,246,294 |
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|
|
|
|
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|
203,246,294 |
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| Hall
Chadwick Capital LLC [Member] |
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| Revision
of Previously Issued Financial Statements |
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NOTE
2. REVISION OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS
The
Company reported negative additional paid in capital on its December 31, 2025 balance sheet and statement of changes in shareholders’
equity, as well as in the following periods. Had the Company properly reported the information, the negative additional paid
in capital would have been reclassified to retained earnings.
The
Company reported negative additional paid in capital to the Securities and Exchange Commission of its Form 8-K (“Post-IPO
Balance Sheet”) (filed on 26 January 2026) and the Company’s Annual Report on 10-K for the period ending December
31, 2025 (filed on 15 April 2026), as well as the quarterly periods for March 2026 (filed on 26 May 2026) and June 2026 (filed
on 19 August 2026) (“the Affected Periods”). These financial statements revised the Company’s previously issued
financial statements covering periods through December 31, 2025. The Company’s unaudited financial statements for the quarterly
periods ended March 31, 2026 and June 30, 2026 are revised in this amendment for the quarterly periods dated June 30, 2026 filed
with the SEC.
Total
assets, liabilities, operating results, and / or total equity did not change because of the above.
Impact
of the Revision
The
impact of the revision on the Post IPO Balance Sheet at November 24, 2025 and Annual Financial Statements as of December 31,
2025 is presented below: |
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|
Balance
sheet as of November 24, 2025 (audited) |
|
As
Previously
Reported |
|
|
Adjustment |
|
|
As
Revised |
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| |
|
Class
A common stock subject to possible redemption |
|
$ |
207,000,000 |
|
|
$ |
- |
|
|
$ |
207,000,000 |
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|
|
|
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| |
|
Class
A & B Ordinary Shares |
|
|
849 |
|
|
|
- |
|
|
|
849 |
|
|
|
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| |
|
Additional
paid-in capital |
|
$ |
(7,559,118 |
) |
|
$ |
7,559,118 |
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|
$ |
- |
|
|
|
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| |
|
Accumulated
earnings (deficit) |
|
$ |
(20,338 |
) |
|
$ |
(7,559,118 |
) |
|
$ |
(7,579,456 |
) |
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Total
Temporary and Permanent Equity |
|
$ |
199,421,393 |
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|
$ |
- |
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|
$ |
199,421,393 |
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|
Balance
sheet as of December 31, 2025 (audited) |
|
As
Previously
Reported |
|
|
Adjustment |
|
|
As
Revised |
|
|
|
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| |
|
Class
A common stock subject to possible redemption |
|
$ |
207,000,000 |
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|
$ |
786,276 |
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|
$ |
207,786,276 |
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|
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| |
|
Class
A & B Ordinary Shares |
|
|
849 |
|
|
|
- |
|
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|
849 |
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| |
|
Additional
paid-in capital |
|
$ |
(7,433,994 |
) |
|
$ |
7,433,994 |
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|
$ |
- |
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| |
|
Accumulated
earnings (deficit) |
|
$ |
652,922 |
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|
$ |
(8,220,269 |
) |
|
$ |
(7,567,347 |
) |
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Total
Temporary and Permanent Equity |
|
$ |
200,219,777 |
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|
$ |
- |
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|
$ |
200,219,777 |
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| Schedule of class A ordinary shares subject to possible redemption reflected in the balance sheet |
| Schedule of class A ordinary shares
subject to possible redemption reflected in the balance sheet |
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|
Shares |
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Amount |
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| Gross proceeds from Initial Public Offering |
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|
20,700,000 |
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|
$ |
207,000,000 |
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| Less: |
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| Proceeds allocated to Public Rights |
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- |
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(3,630,627 |
) |
| Offering costs allocated to Class A ordinary shares subject to redemption |
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|
- |
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(13,598,144 |
) |
| Plus: |
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| Accretion of Class A ordinary shares subject to redemption |
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|
- |
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17,228,771 |
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| Class A Ordinary Shares subject
to possible redemption, November 24, 2025 |
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|
20,700,000 |
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|
|
207,000,000 |
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| Plus: |
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| Class A Ordinary Shares subject to possible redemption, November 24, 2025 |
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| Accretion of Class A ordinary shares subject to redemption |
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|
- |
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|
4,478,766 |
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| Class A Ordinary Shares subject
to possible redemption, June 30, 2026 |
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|
20,700,000 |
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|
$ |
211,478,766 |
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| Schedule of net income loss per ordinary share |
| Schedule of net income loss per
ordinary share |
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For the
Three Months Ended
30-Jun-26 |
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For the
Six Months Ended
30-Jun-26 |
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For the
Period from
May 22, 2025
(inception) through
30-Jun-25 |
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Class A |
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|
Class A and
Class B |
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|
Class A |
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|
Class A
and
Class B |
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|
Class A |
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Class A
and
Class B |
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| |
|
Ordinary
Shares
(Subject to
redemption) |
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|
Ordinary
Shares
(Not subject to
redemption) |
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|
Ordinary
Shares
(Subject to
redemption) |
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|
Ordinary
Shares
(Not subject to
redemption) |
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|
Ordinary
Shares
(Subject to
redemption) |
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|
Ordinary
Shares
(Not subject to
redemption) |
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| Basic and diluted net income per ordinary share |
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| Numerator: |
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| Allocation of net income, as adjusted |
|
$ |
1,857,285 |
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|
$ |
(483,047 |
) |
|
$ |
3,692,490 |
|
|
$ |
(665,973 |
) |
|
$ |
- |
|
|
$ |
(20,313 |
) |
| |
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| Denominator: |
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| Basic and diluted weighted average ordinary shares outstanding |
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|
20,700,000 |
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|
|
8,497,293 |
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|
20,700,000 |
|
|
|
8,497,293 |
|
|
|
- |
|
|
|
7,883,293 |
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| Basic and diluted net income per ordinary share |
|
$ |
0.09 |
|
|
$ |
(0.06 |
) |
|
$ |
0.18 |
|
|
$ |
(0.08 |
) |
|
$ |
- |
|
|
$ |
(0.003 |
) |
|