Overview

We are a blank check company formed in December 2024 for the purpose of merging with or acquiring one or more businesses. We have not engaged in any operations or generated any revenue yet, as our activities have been focused on organizational tasks and preparing for our initial public offering (IPO). We expect to continue incurring significant costs as we pursue a business combination, but we cannot guarantee that our plans will be successful.

Results of Operations

For the three months ended March 31, 2025, we reported a net loss of $60,685, which consisted entirely of general and administrative expenses. We have not generated any operating revenue to date, as we are still in the pre-business combination stage. Our only source of non-operating income has been interest earned on the funds held in our trust account.

Liquidity and Capital Resources

Prior to our IPO, our only source of liquidity was an initial purchase of Class B ordinary shares by our sponsor and loans from the sponsor, which were repaid at the IPO closing.

On April 25, 2025, we completed our IPO of 30,015,000 units at $10 per unit, generating gross proceeds of $300,150,000. Simultaneously, we sold 872,075 private placement units at $10 per unit to our sponsor and Cantor, generating an additional $8,720,750.

After the IPO and private placement, a total of $301,650,750 was placed in our trust account. We incurred $18,631,614 in offering costs, including underwriting fees and other expenses.

We intend to use the funds in the trust account, along with any debt or equity financing, to complete a business combination. We may also use working capital outside the trust account to identify and evaluate target companies, conduct due diligence, and negotiate a deal.

We do not believe we will need to raise additional funds to meet our current expenditures, but we may need to obtain financing to complete a business combination or if we are required to redeem a significant number of our public shares.

Off-Balance Sheet Arrangements and Contractual Obligations

We have no off-balance sheet arrangements as of March 31, 2025. Our only significant contractual obligation is an agreement to pay our sponsor $20,000 per month for office space, utilities, and administrative support services, which began on April 23, 2025 and will continue until we complete a business combination or liquidate.

We also owe the IPO underwriters a cash underwriting discount of $5,220,000 and a deferred underwriting discount of $12,789,000, which will be payable upon completion of our initial business combination.

Critical Accounting Estimates

As of March 31, 2025, we did not have any critical accounting estimates to disclose, as we were still in the pre-business combination stage with limited operations.