NOTE 5 — RELATED PARTY TRANSACTIONS

Founder Shares

On June 9, 2026, Sponsor paid $25,000 to cover certain costs of the Company in consideration for 2,156,250 ordinary shares (the “Founder Shares”). On July 6, 2026, the Sponsor surrendered and forfeited 431,250 Founder Shares to the Company for no consideration, following which the Sponsor holds 1,725,000 Founder Shares. All share and per share data have been retrospectively presented. The Founder Shares include an aggregate of up to 225,000 shares that are subject to forfeiture depending on the extent to which the underwriter’s over-allotment option is exercised, so that the number of Founder Shares will equal, on an as-converted basis, approximately 20% of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (assuming the Sponsor does not purchase any Public Shares in the Initial Public Offering and excluding the Private Placement Shares). On August 27, 2026, the underwriter exercised its over-allotment option in full as part of the closing of the Initial Public Offering, as such, the 225,000 Founder Shares are no longer subject to forfeiture.

On August 25, 2026, the Sponsor granted membership interests equivalent to an aggregate of 315,000 Founder Shares to the Company’s officers, directors, and advisor in exchange for their respective professional services to the Company throughout the Company’s initial Business Combination. The Founder Shares will remain with the Sponsor if the holders of the Founder Shares are no longer serving the Company prior to the initial Business Combination. The assignment of the Founder Shares to the holders of such interests are in the scope of FASB ASC Topic 718, “Compensation-Stock Compensation” (“ASC 718”). Under FASB ASC 718, stock-based compensation associated with equity classified awards is measured at fair value upon the assignment date. The total fair value of the 315,000 Founder Shares on August 25, 2026 was $759,780 or $2.412 per share. The Company established the initial fair value of the Founder Shares on August 25, 2026, the date of the grant agreement, using Monte Carlo Simulation Model prepared by a third-party valuation team which takes into consideration the underlying share price of $10.00 and implied market adjustment of 24.1%. Share-based compensation shall be subject to straight-line monthly vesting over the course of 24 months from the date when the registration statement of the Initial Public Offering became effective, provided that the holder continues to work for the Company as an officer, director or advisor. If the holder is an officer, director or advisor of the Company immediately prior to the consummation of a Business Combination, any unvested share interests owned by the holder will vest in full on consummation of the Business Combination. Any share interest that is not vested when a holder ceases to work as an officer, director or advisor to the Company shall be forfeited and cancelled unless the Sponsor decides otherwise, whereby the Sponsor shall make the decision that such share interests shall not be forfeited and cancelled. As of September 30, 2026, the Company recognized stock-based compensation expense of $38,806 and will continue to recognize such expense over the course of 24 months from the effectivity of the Initial Public Offering registration statement.

The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of the Founder Shares until the earliest of (A) 180 days after the completion of a Business Combination and (B) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction that results in all of the Public Shareholders having the right to exchange their Public Shares for cash, securities or other property.

Administrative Services Agreement

The Company entered into an agreement, commencing on August 25, 2026 through the earlier of the Company’s consummation of a Business Combination and its liquidation, to pay the Sponsor or its affiliates, a total of $20,000 per month for officer compensation and administrative services. For the three months ended September 30, 2026 and for the period from April 27, 2026 (inception) through September 30, 2026, the Company incurred $24,516 in fees under this agreement, of which $4,516 is included in accounts payable and accrued expenses in the accompanying unaudited condensed balance sheet.

In connection with the closing of the Company’s Initial Public Offering, the Company’s Chief Financial Officer (“CFO”) received compensation from the Sponsor consisting of a one-time, lump-sum payment of $35,714 for services rendered in connection with the Initial Public Offering.

Promissory Note — Related Party

On June 9, 2026, the Sponsor entered into an agreement to loan the Company an aggregate of up to $300,000 to be used for a portion of the expenses of the Initial Public Offering. The loan is non-interest bearing, unsecured and due at the earlier of December 31, 2026 or the closing of the Initial Public Offering. The Company had borrowed $40,623 under the promissory note which was fully repaid subsequent to the closing of the Initial Public Offering on September 3, 2026. Borrowings under the promissory note are no longer available.

Related Party Loans

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 the Company funds as may be required. If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into Private Placement Shares of the post-Business Combination entity at a price of $10.00 per share. The shares would be identical to the Private Placement Shares. As of September 30, 2026, the Company had no outstanding borrowings under the Working Capital Loans.