Overview

We are a blank check company formed in June 2024 for the purpose of completing a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. We intend to use the proceeds from our initial public offering and private placement to identify and acquire a target company.

As of September 30, 2024, we have not engaged in any operations or generated any revenue. Our activities have been limited to organizational tasks and preparing for the initial public offering. We expect to continue incurring significant costs as we pursue our acquisition plans, but we cannot guarantee that we will be successful in completing a business combination.

Results of Operations

For the three months ended September 30, 2024 and the period from June 19, 2024 (inception) through September 30, 2024, we reported a net loss of $104,287, which consisted entirely of general and administrative expenses. We have not generated any operating revenue to date.

Liquidity and Capital Resources

Prior to our initial public offering, our only source of liquidity was an initial purchase of Class B ordinary shares by our sponsor and advances from a related party, which were repaid at the closing of the offering.

On November 27, 2024, we completed our initial public offering of 17,500,000 units at $10.00 per unit, generating gross proceeds of $175,000,000. Simultaneously, we sold 663,125 private placement units at $10.00 per unit, generating an additional $6,631,250 in gross proceeds.

After transaction costs, a total of $175,875,000 was placed in our trust account. We intend to use substantially all of these funds to complete our business combination, with any remaining amounts used as working capital to finance the operations of the target business.

We do not believe we will need to raise additional funds to meet our expenditures prior to the business combination. However, if our estimates of the costs are lower than the actual amount required, we may need to obtain additional financing, either by issuing debt or equity securities.

Off-Balance Sheet Arrangements and Contractual Obligations

As of September 30, 2024, we had no off-balance sheet arrangements or long-term contractual obligations. The underwriters have a 45-day option to purchase up to an additional 2,625,000 units to cover any over-allotments. They are also entitled to a cash underwriting discount of $0.20 per unit, as well as a deferred fee of $0.40 per unit, payable upon completion of a business combination.

Critical Accounting Estimates

As of September 30, 2024, we did not have any critical accounting estimates to disclose, as we had not yet commenced operations.

In summary, as a newly formed blank check company, we have not generated any revenue or engaged in operations as of September 30, 2024. Our focus has been on preparing for and completing our initial public offering, which provided us with $175,875,000 in proceeds to pursue a future business combination. Going forward, our success will depend on our ability to identify and acquire a suitable target company.