Description of Organization, Business Operations and Liquidity	6 Months Ended
Jun. 30, 2026
Accounting Policies [Abstract]
Description of Organization, Business Operations and Liquidity	Note 1 — Description of Organization, Business Operations and Liquidity AlphaTime Acquisition Corp (the “Company”) was incorporated in the Cayman Islands on September 15, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of June 30, 2026, the Company had not commenced any operations. All activity for the period from September 15, 2021 (inception) through June 30, 2026 relates to the Company’s organizational activities, those necessary to prepare for and complete the initial public offering (“IPO”), identifying a target company for a Business Combination, and activities in connection with the proposed Business Combination described below. The Company will not generate any operating revenues until the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in the form of income earned on the proceeds held in the Trust Account (as defined below). The Company has selected December 31 as its fiscal year end. The Company’s sponsor is Alphamade Holding LP, a Delaware limited partnership (the “Sponsor”). The registration statement for the Company’s IPO was declared effective on December 30, 2022. On January 4, 2023, the Company consummated the IPO of 6,000,000 units (the “Units”). Each Unit consists of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), one redeemable warrant (the “Warrants”) and one right (the “Rights”), with each Right entitling the holder thereof to receive one-tenth of one Ordinary Share upon the completion of an initial Business Combination, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $60,000,000. On January 6, 2023, Chardan Capital Markets, LLC exercised its over-allotment option in full, which closed on January 9, 2023, generating additional gross proceeds to the Company of $9,000,000 from the sale of an additional 900,000 Units at $10.00 per Unit. Simultaneously with the closing of the IPO, the Company completed the sale of 370,500 private units to the Sponsor (the “Private Units”) at a purchase price of $10.00 per Private Unit, generating gross proceeds to the Company of $3,705,000. Simultaneously with the closing of the over-allotment, the Company completed the private sale of an additional 38,700 Private Units, generating additional gross proceeds of $387,000. Transaction costs amounted to $4,892,699, consisting of $1,612,500 of underwriting discount, $2,415,000 of deferred underwriting commission and $865,199 of other offering costs. Following the closing of the IPO and the sale of over-allotment Units, an aggregate of $70,242,000 of the proceeds from the IPO and the sale of the Private Units was deposited in a U.S.-based trust account (the “Trust Account”) maintained by Equiniti Trust Company, LLC, acting as trustee, to be invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, having a maturity of 180 days or less, or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act. Except with respect to income earned on the funds held in the Trust Account that may be released to the Company to pay income tax obligations, the proceeds held in the Trust Account will not be released until the earliest of the completion of a Business Combination, the redemption of the Public Shares in connection with a shareholder vote to amend the Company’s governing documents, or the Company’s liquidation. The Company initially had 9 months (or up to 18 months, if we extend the time to complete a business combination) from January 4, 2023, the closing of the Initial Public Offering to consummate a Business Combination (the “Combination Period”). *Proposed Business Combination* On January 5, 2024, the Company entered into an Agreement and Plan of Merger (as amended, the “Merger Agreement”) by and among the Company, HCYC Holding Company (“PubCo”), ATMC Merger Sub 1 Limited, ATMC Merger Sub 2 Limited, HCYC Merger Sub Limited, and HCYC Group Company Limited, a Cayman Islands exempted company (“HCYC”), providing for a business combination by means of a series of mergers among the Company, the merger subsidiaries and HCYC. On November 12, 2025, the registration statement on Form F-4 relating to the proposed business combination with HCYC was declared effective by the SEC. On December 5, 2025, the Company held an extraordinary general meeting of shareholders (the “BC Meeting”) at which the Company’s shareholders approved the Merger Agreement and the transactions contemplated thereunder. In connection with the BC Meeting, shareholders holding an aggregate of 382,091 Ordinary Shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. The Business Combination has not been consummated and such redemptions have not become effective. On September 14, 2025, the Company entered into Securities Purchase Agreements with certain accredited investors for a private placement of an aggregate of $11.5 million of its Ordinary Shares (1,150,000 shares at $10.00 per share) and accompanying warrants to purchase up to 2,300,000 Ordinary Shares at an exercise price of $10.00 per share (the “PIPE Financing”), expected to close substantially concurrently with the closing of the Business Combination. *Extensions and Redemptions* The Company has extended the date by which it must complete an initial Business Combination on a number of occasions through amendments to its governing documents and the Investment Management Trust Agreement, dated as of December 30, 2022, with Equiniti Trust Company, LLC (as amended, the “Trust Agreement”), funded by deposits into the Trust Account in exchange for non-interest bearing, unsecured promissory notes payable upon the consummation of a Business Combination. On September 27, 2023, the Company extended the time to complete its initial business combination from October 4, 2023 to January 4, 2024 by depositing an aggregate of $690,000 into the Trust Account. In connection with this extension, on September 26, 2023, the Company also entered into a non-interest bearing promissory note with the Sponsor for $690,000, is payable on the earlier of January 4, 2025 or promptly after the completion of an initial business combination. On April 14, 2025, the Company entered into an amended and restated promissory note which extends the maturity date to be due promptly after the completion of the initial business combination. At an extraordinary general meeting of shareholders held on December 28, 2023 (the “Meeting”), the Company adopted the Company’s Third Amended and Restated Memorandum and Articles of Association (the “Third Amended and Restated Memorandum and Articles of Association”) reflecting the extension of the date by which the Company must consummate a business combination from January 4, 2024 (the “Termination Date”) up to ten (10) times, the first extension comprised of three months, and the subsequent nine (9) extensions comprised of one month each (each an “Extension”) up to January 4, 2025 (i.e., for a period of time ending up to 24 months after the consummation of its Initial Public Offering for a total of twelve (12) months after the Termination Date (assuming a business combination has not occurred). The Company also entered into an amendment (the “Trust Agreement Amendment”) to the Investment Management Trust Agreement, dated as of December 30, 2022, with Equiniti Trust Company, LLC (as amended, the “Trust Agreement”). Pursuant to the Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from the Termination Date up to ten (10) times, with the first extension comprised of three months, and the subsequent nine (9) extensions comprised of one month each from the Termination Date, or extended date, as applicable, to January 4, 2025 by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the Trust Account $55,000 for each monthly extension (the “Extension Payment”) until January 4, 2025 (assuming a business combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a business combination. In connection with the shareholders’ vote at the meeting on December 28, 2023, 2,160,774 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, approximately $23,302,146 (approximately $10.78 per share) has been removed from the Trust Account to pay such holders and approximately $51,252,520.37 remained in the Trust Account. Following the Redemption, the Company had 6,873,426 Ordinary Shares outstanding. At an extraordinary general meeting of shareholders held on December 20, 2024 (the “Second Meeting”), the Company adopted an amendment to the Third Amended and Restated Memorandum and Articles of Association (the “Amendment”) reflecting the extension of the date by which the Company must consummate a business combination from January 4, 2025 (the “Termination Date”) up to nine (9) times, each comprised of one month each (each an “Extension”) up to October 4, 2025 (i.e., for a period of time ending up to 33 months after the consummation of its Initial Public Offering for a total of nine (9) months after the Termination Date (assuming a business combination has not occurred). The Company also entered into an amendment (the “Second Trust Agreement Amendment”) to the Trust Agreement. Pursuant to the Second Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from the Termination Date up to nine (9) times, each comprised of one month each from the Termination Date, or extended date, as applicable, to October 4, 2025 by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the Trust Account an Extension Payment of $55,000 per one-month extension until October 4, 2025 (assuming a business combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a business combination. In connection with the shareholders’ vote at the Second Meeting, holders of 3,403,976 Ordinary Shares of the Company exercised their right to redeem such shares (the “Second Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, approximately $38,852,320.60 (approximately $11.41 per share) was removed from the Trust Account to pay such holders and approximately $15,240,284 remained in the Trust Account. Following the aforementioned redemptions, the Company had 3,469,450 Ordinary Shares outstanding. On October 1, 2025, the Company held an extraordinary general meeting (the “Third Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from October 4, 2025 to January 4, 2026, with all three (3) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to three (3) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to January 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $55,000 for each monthly extension until January 4, 2026. In connection with the shareholders’ vote at the Third Meeting, holders of 917,814 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $11,362,537(approximately $12.38 per share) was removed from the Trust Account to pay such holders and approximately $4,763,806.84 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,551,636 Ordinary Shares outstanding. On December 16, 2025, the Company held an extraordinary general meeting (the “Fourth Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from January 4, 2026 to April 4, 2026, with all three (3) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to three (3) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to April 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $1 for each monthly extension until April 4, 2026. In connection with the shareholders’ vote at the Fourth Meeting, holders of 69 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $889.39 (approximately $12.89 per share) was paid from the Trust Account to such holders in January 2026 and approximately $4,814,570.90 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,551,567 Ordinary Shares outstanding. On March 27, 2026, the Company held an extraordinary general meeting (the “Fifth Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from April 4, 2026 to December 4, 2026, with all eight (8) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to eight (8) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to December 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $15,000 for each monthly extension until December 4, 2026. In connection with the shareholders’ vote at the Fifth Meeting, holders of 6,135 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $79,701.15 (approximately $12.99 per share) was paid from the Trust Account to such holders in April 2026 and approximately $4,776,621.79 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,545,432 Ordinary Shares outstanding. During the six months ended June 30, 2026, an aggregate of 6,204 Ordinary Shares were redeemed for an aggregate of $80,590.54, and as of June 30, 2026, 411,232 Ordinary Shares remained subject to possible redemption. On January 4, 2024, the Company deposited $165,000 into the Trust Account to extend the deadline to complete the business combination from January 4, 2024 to April 4, 2024. In connection with this extension, on December 28, 2023, the Company entered into a non-interest bearing promissory note with the Sponsor for $660,000, that is payable promptly after the completion of an initial business combination. Further, the Company has deposited a total of $489,979 into the Trust Account to extend the deadline to complete the business combination from April 4, 2024 to January 4, 2025. The total deposits made to date were $5,021 less than the amount required to fully fund the extensions through February 4, 2025, and, as a result, a portion of the extensions remained unfunded as of June 30, 2026. Thereafter, the Company entered into additional extension letters with respect to monthly extensions of the timeline of the business combination, and the Company’s shareholders have authorized extensions through December 4, 2026. Because the required extension deposits had not been made in full, there can be no assurance that each such extension was validly effected in accordance with the Company’s amended and restated memorandum and articles of association and the investment management trust agreement. As of June 30, 2026, the extension payments in aggregate totaling $610,144 had not yet been deposited into the Trust Account and, accordingly, did not accrue interest income during the period. These extension payments were also not included in the common stock subject to possible redemption as of June 30, 2026. *Nasdaq Delisting* On January 8, 2026, The Nasdaq Stock Market LLC (“Nasdaq”) notified the Company that on January 13, 2026, it would announce that it will delist the Company’s ordinary shares, warrants, rights and units as a result of the Company exceeding the maximum three-year period permitted for a special purpose acquisition company to complete an initial business combination following its initial public offering. Trading in the Company’s securities was suspended on January 7, 2026, and the Company’s securities have not traded on Nasdaq since December 9, 2025. On January 15, 2026, Nasdaq filed a Form 25 with the SEC to remove the Company’s ordinary shares, rights, units and warrants from listing on Nasdaq and to withdraw the registration of such securities under Section 12(b) of the Exchange Act, and the delisting became effective ten days after the Form 25 was filed. As of the date of this report, the Company’s securities are not listed on any national securities exchange. *Liquidity and Going Concern* As of June 30, 2026, the Company had $1,233 in cash held outside of the Trust Account and a working capital deficit of $4,591,305. In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors, may, but are not obligated to, loan funds to the Company as may be required. As of June 30, 2026, there was $1,262,500 outstanding under promissory notes issued to the Sponsor and $892,301 outstanding under amounts borrowed from HCYC. In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the Company’s working capital deficit, the unpaid extension deposits described above and the uncertainty as to whether the applicable extensions were validly effected, and the mandatory liquidation and subsequent dissolution that would be required should the Company be unable to complete a Business Combination within the applicable period raise substantial doubt about the Company’s ability to continue as a going concern. In response to these conditions, management has adopted plans intended to address the substantial doubt about the Company’s ability to continue as a going concern. Management intends to continue to pursue the consummation of the Business Combination with HCYC. Prior to the consummation of a Business Combination, the Company intends to cover any working capital shortfalls through extension loans and other financing arrangements. In addition, the Company is seeking alternative ways to complete the Business Combination, including applying to have the Company’s securities quoted on the OTC market, in order to maintain the Company’s public trading status and facilitate the completion of the Business Combination. Notwithstanding these plans, management cannot conclude that it is probable that its plans will be effectively implemented within one year after the date that the unaudited condensed financial statements are available to be issued, or that, if implemented, the plans will mitigate the conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern. Accordingly, management has concluded that its plans do not alleviate the substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Description of Organization, Business Operations and Liquidity

6 Months Ended

Jun. 30, 2026

Description of Organization, Business Operations and Liquidity

Note 1 — Description of Organization, Business Operations and Liquidity

AlphaTime Acquisition Corp (the “Company”) was incorporated in the Cayman Islands on September 15, 2021. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies.

As of June 30, 2026, the Company had not commenced any operations. All activity for the period from September 15, 2021 (inception) through June 30, 2026 relates to the Company’s organizational activities, those necessary to prepare for and complete the initial public offering (“IPO”), identifying a target company for a Business Combination, and activities in connection with the proposed Business Combination described below. The Company will not generate any operating revenues until the completion of its initial Business Combination, at the earliest. The Company generates non-operating income in the form of income earned on the proceeds held in the Trust Account (as defined below). The Company has selected December 31 as its fiscal year end.

The Company’s sponsor is Alphamade Holding LP, a Delaware limited partnership (the “Sponsor”). The registration statement for the Company’s IPO was declared effective on December 30, 2022. On January 4, 2023, the Company consummated the IPO of 6,000,000 units (the “Units”). Each Unit consists of one ordinary share of the Company, par value $0.0001 per share (the “Ordinary Shares”), one redeemable warrant (the “Warrants”) and one right (the “Rights”), with each Right entitling the holder thereof to receive one-tenth of one Ordinary Share upon the completion of an initial Business Combination, subject to adjustment. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to the Company of $60,000,000. On January 6, 2023, Chardan Capital Markets, LLC exercised its over-allotment option in full, which closed on January 9, 2023, generating additional gross proceeds to the Company of $9,000,000 from the sale of an additional 900,000 Units at $10.00 per Unit.

Simultaneously with the closing of the IPO, the Company completed the sale of 370,500 private units to the Sponsor (the “Private Units”) at a purchase price of $10.00 per Private Unit, generating gross proceeds to the Company of $3,705,000. Simultaneously with the closing of the over-allotment, the Company completed the private sale of an additional 38,700 Private Units, generating additional gross proceeds of $387,000. Transaction costs amounted to $4,892,699, consisting of $1,612,500 of underwriting discount, $2,415,000 of deferred underwriting commission and $865,199 of other offering costs.

Following the closing of the IPO and the sale of over-allotment Units, an aggregate of $70,242,000 of the proceeds from the IPO and the sale of the Private Units was deposited in a U.S.-based trust account (the “Trust Account”) maintained by Equiniti Trust Company, LLC, acting as trustee, to be invested only in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, having a maturity of 180 days or less, or in money market funds meeting certain conditions under Rule 2a-7 promulgated under the Investment Company Act. Except with respect to income earned on the funds held in the Trust Account that may be released to the Company to pay income tax obligations, the proceeds held in the Trust Account will not be released until the earliest of the completion of a Business Combination, the redemption of the Public Shares in connection with a shareholder vote to amend the Company’s governing documents, or the Company’s liquidation.

The Company initially had 9 months (or up to 18 months, if we extend the time to complete a business combination) from January 4, 2023, the closing of the Initial Public Offering to consummate a Business Combination (the “Combination Period”).

Proposed Business Combination

On January 5, 2024, the Company entered into an Agreement and Plan of Merger (as amended, the “Merger Agreement”) by and among the Company, HCYC Holding Company (“PubCo”), ATMC Merger Sub 1 Limited, ATMC Merger Sub 2 Limited, HCYC Merger Sub Limited, and HCYC Group Company Limited, a Cayman Islands exempted company (“HCYC”), providing for a business combination by means of a series of mergers among the Company, the merger subsidiaries and HCYC. On November 12, 2025, the registration statement on Form F-4 relating to the proposed business combination with HCYC was declared effective by the SEC.

On December 5, 2025, the Company held an extraordinary general meeting of shareholders (the “BC Meeting”) at which the Company’s shareholders approved the Merger Agreement and the transactions contemplated thereunder. In connection with the BC Meeting, shareholders holding an aggregate of 382,091 Ordinary Shares exercised their right to redeem such shares for a pro rata portion of the funds in the Trust Account. The Business Combination has not been consummated and such redemptions have not become effective. On September 14, 2025, the Company entered into Securities Purchase Agreements with certain accredited investors for a private placement of an aggregate of $11.5 million of its Ordinary Shares (1,150,000 shares at $10.00 per share) and accompanying warrants to purchase up to 2,300,000 Ordinary Shares at an exercise price of $10.00 per share (the “PIPE Financing”), expected to close substantially concurrently with the closing of the Business Combination.

Extensions and Redemptions

The Company has extended the date by which it must complete an initial Business Combination on a number of occasions through amendments to its governing documents and the Investment Management Trust Agreement, dated as of December 30, 2022, with Equiniti Trust Company, LLC (as amended, the “Trust Agreement”), funded by deposits into the Trust Account in exchange for non-interest bearing, unsecured promissory notes payable upon the consummation of a Business Combination.

On September 27, 2023, the Company extended the time to complete its initial business combination from October 4, 2023 to January 4, 2024 by depositing an aggregate of $690,000 into the Trust Account. In connection with this extension, on September 26, 2023, the Company also entered into a non-interest bearing promissory note with the Sponsor for $690,000, is payable on the earlier of January 4, 2025 or promptly after the completion of an initial business combination. On April 14, 2025, the Company entered into an amended and restated promissory note which extends the maturity date to be due promptly after the completion of the initial business combination.

At an extraordinary general meeting of shareholders held on December 28, 2023 (the “Meeting”), the Company adopted the Company’s Third Amended and Restated Memorandum and Articles of Association (the “Third Amended and Restated Memorandum and Articles of Association”) reflecting the extension of the date by which the Company must consummate a business combination from January 4, 2024 (the “Termination Date”) up to ten (10) times, the first extension comprised of three months, and the subsequent nine (9) extensions comprised of one month each (each an “Extension”) up to January 4, 2025 (i.e., for a period of time ending up to 24 months after the consummation of its Initial Public Offering for a total of twelve (12) months after the Termination Date (assuming a business combination has not occurred). The Company also entered into an amendment (the “Trust Agreement Amendment”) to the Investment Management Trust Agreement, dated as of December 30, 2022, with Equiniti Trust Company, LLC (as amended, the “Trust Agreement”). Pursuant to the Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from the Termination Date up to ten (10) times, with the first extension comprised of three months, and the subsequent nine (9) extensions comprised of one month each from the Termination Date, or extended date, as applicable, to January 4, 2025 by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the Trust Account $55,000 for each monthly extension (the “Extension Payment”) until January 4, 2025 (assuming a business combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a business combination.

In connection with the shareholders’ vote at the meeting on December 28, 2023, 2,160,774 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, approximately $23,302,146 (approximately $10.78 per share) has been removed from the Trust Account to pay such holders and approximately $51,252,520.37 remained in the Trust Account. Following the Redemption, the Company had 6,873,426 Ordinary Shares outstanding.

At an extraordinary general meeting of shareholders held on December 20, 2024 (the “Second Meeting”), the Company adopted an amendment to the Third Amended and Restated Memorandum and Articles of Association (the “Amendment”) reflecting the extension of the date by which the Company must consummate a business combination from January 4, 2025 (the “Termination Date”) up to nine (9) times, each comprised of one month each (each an “Extension”) up to October 4, 2025 (i.e., for a period of time ending up to 33 months after the consummation of its Initial Public Offering for a total of nine (9) months after the Termination Date (assuming a business combination has not occurred). The Company also entered into an amendment (the “Second Trust Agreement Amendment”) to the Trust Agreement. Pursuant to the Second Trust Agreement Amendment, the Company has extended the date by which it has to complete a business combination from the Termination Date up to nine (9) times, each comprised of one month each from the Termination Date, or extended date, as applicable, to October 4, 2025 by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the Trust Account an Extension Payment of $55,000 per one-month extension until October 4, 2025 (assuming a business combination has not occurred) in exchange for a non-interest bearing, unsecured promissory note payable upon the consummation of a business combination.

In connection with the shareholders’ vote at the Second Meeting, holders of 3,403,976 Ordinary Shares of the Company exercised their right to redeem such shares (the “Second Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, approximately $38,852,320.60 (approximately $11.41 per share) was removed from the Trust Account to pay such holders and approximately $15,240,284 remained in the Trust Account. Following the aforementioned redemptions, the Company had 3,469,450 Ordinary Shares outstanding.

On October 1, 2025, the Company held an extraordinary general meeting (the “Third Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from October 4, 2025 to January 4, 2026, with all three (3) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to three (3) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to January 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $55,000 for each monthly extension until January 4, 2026.

In connection with the shareholders’ vote at the Third Meeting, holders of 917,814 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $11,362,537(approximately $12.38 per share) was removed from the Trust Account to pay such holders and approximately $4,763,806.84 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,551,636 Ordinary Shares outstanding.

On December 16, 2025, the Company held an extraordinary general meeting (the “Fourth Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from January 4, 2026 to April 4, 2026, with all three (3) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to three (3) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to April 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $1 for each monthly extension until April 4, 2026.

In connection with the shareholders’ vote at the Fourth Meeting, holders of 69 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $889.39 (approximately $12.89 per share) was paid from the Trust Account to such holders in January 2026 and approximately $4,814,570.90 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,551,567 Ordinary Shares outstanding.

On March 27, 2026, the Company held an extraordinary general meeting (the “Fifth Meeting”), solely with respect to voting on (i) the proposal to extend the date by which the Company must complete its initial business combination from April 4, 2026 to December 4, 2026, with all eight (8) extensions comprised of one month each and (ii) the proposal to amend the Company’s investment management trust agreement, dated as of December 30, 2022, by and between the Company and Equiniti Trust Company, LLC to allow the Company to extend the Termination Date up to eight (8) times, with each extension comprised of one month each from the Termination Date, or extended date, as applicable, to December 4, 2026, by providing five days’ advance notice to the trustee prior to the applicable Termination Date, or extended date, and depositing into the trust account $15,000 for each monthly extension until December 4, 2026.

In connection with the shareholders’ vote at the Fifth Meeting, holders of 6,135 ordinary shares of the Company exercised their right to redeem such shares (the “Redemption”) for a pro rata portion of the funds held in the Trust Account. As a result, $79,701.15 (approximately $12.99 per share) was paid from the Trust Account to such holders in April 2026 and approximately $4,776,621.79 remained in the Trust Account. Following the aforementioned redemptions, the Company had 2,545,432 Ordinary Shares outstanding. During the six months ended June 30, 2026, an aggregate of 6,204 Ordinary Shares were redeemed for an aggregate of $80,590.54, and as of June 30, 2026, 411,232 Ordinary Shares remained subject to possible redemption.

On January 4, 2024, the Company deposited $165,000 into the Trust Account to extend the deadline to complete the business combination from January 4, 2024 to April 4, 2024. In connection with this extension, on December 28, 2023, the Company entered into a non-interest bearing promissory note with the Sponsor for $660,000, that is payable promptly after the completion of an initial business combination. Further, the Company has deposited a total of $489,979 into the Trust Account to extend the deadline to complete the business combination from April 4, 2024 to January 4, 2025. The total deposits made to date were $5,021 less than the amount required to fully fund the extensions through February 4, 2025, and, as a result, a portion of the extensions remained unfunded as of June 30, 2026. Thereafter, the Company entered into additional extension letters with respect to monthly extensions of the timeline of the business combination, and the Company’s shareholders have authorized extensions through December 4, 2026. Because the required extension deposits had not been made in full, there can be no assurance that each such extension was validly effected in accordance with the Company’s amended and restated memorandum and articles of association and the investment management trust agreement. As of June 30, 2026, the extension payments in aggregate totaling $610,144 had not yet been deposited into the Trust Account and, accordingly, did not accrue interest income during the period. These extension payments were also not included in the common stock subject to possible redemption as of June 30, 2026.

Nasdaq Delisting

On January 8, 2026, The Nasdaq Stock Market LLC (“Nasdaq”) notified the Company that on January 13, 2026, it would announce that it will delist the Company’s ordinary shares, warrants, rights and units as a result of the Company exceeding the maximum three-year period permitted for a special purpose acquisition company to complete an initial business combination following its initial public offering. Trading in the Company’s securities was suspended on January 7, 2026, and the Company’s securities have not traded on Nasdaq since December 9, 2025. On January 15, 2026, Nasdaq filed a Form 25 with the SEC to remove the Company’s ordinary shares, rights, units and warrants from listing on Nasdaq and to withdraw the registration of such securities under Section 12(b) of the Exchange Act, and the delisting became effective ten days after the Form 25 was filed. As of the date of this report, the Company’s securities are not listed on any national securities exchange.

Liquidity and Going Concern

As of June 30, 2026, the Company had $1,233 in cash held outside of the Trust Account and a working capital deficit of $4,591,305. In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors, may, but are not obligated to, loan funds to the Company as may be required. As of June 30, 2026, there was $1,262,500 outstanding under promissory notes issued to the Sponsor and $892,301 outstanding under amounts borrowed from HCYC.

In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the Company’s working capital deficit, the unpaid extension deposits described above and the uncertainty as to whether the applicable extensions were validly effected, and the mandatory liquidation and subsequent dissolution that would be required should the Company be unable to complete a Business Combination within the applicable period raise substantial doubt about the Company’s ability to continue as a going concern. In response to these conditions, management has adopted plans intended to address the substantial doubt about the Company’s ability to continue as a going concern. Management intends to continue to pursue the consummation of the Business Combination with HCYC. Prior to the consummation of a Business Combination, the Company intends to cover any working capital shortfalls through extension loans and other financing arrangements. In addition, the Company is seeking alternative ways to complete the Business Combination, including applying to have the Company’s securities quoted on the OTC market, in order to maintain the Company’s public trading status and facilitate the completion of the Business Combination. Notwithstanding these plans, management cannot conclude that it is probable that its plans will be effectively implemented within one year after the date that the unaudited condensed financial statements are available to be issued, or that, if implemented, the plans will mitigate the conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern. Accordingly, management has concluded that its plans do not alleviate the substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.