Overview

The report provides an overview of a blank check company, which was incorporated in the Cayman Islands on July 11, 2025, with the purpose of entering into a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses. The company expects to continue to incur significant costs in the pursuit of its acquisition plans, but cannot assure that its plans to complete a Business Combination will be successful.

Results of Operations

The company has not engaged in any operations or generated any revenues to date. Its activities have been limited to organizational activities, preparing for the Initial Public Offering, and identifying a target company for a Business Combination. The company does not expect to generate any operating revenues until after the completion of its Business Combination.

For the three months ended June 30, 2026, the company had a net income of $486,081, which consists of interest earned on investments held in the Trust Account of $628,525, offset by general and administrative expenses of $142,444. For the six months ended June 30, 2026, the company had a net income of $444,673, which consists of interest earned on investments held in the Trust Account of $628,525, offset by general and administrative expenses of $183,852.

Liquidity and Capital Resources

On May 18, 2026, the company consummated the Initial Public Offering of 15,000,000 units at $10.00 per unit, generating gross proceeds of $150,000,000. Simultaneously, the company consummated the sale of 5,375,000 warrants in a private placement at a price of $1.00 per warrant, generating gross proceeds of $5,375,000.

Following the Initial Public Offering and the sale of the units, a total of $150,750,000 was placed in the Trust Account. The company incurred $9,598,172, consisting of $3,000,000 of cash underwriting fees, $6,000,000 of deferred underwriting fees, and $598,172 of other offering costs.

As of June 30, 2026, the company had marketable securities held in the Trust Account of $151,378,525 (including approximately $629,000 of interest income) and cash of $747,253. The company intends to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform due diligence, and structure, negotiate, and complete a Business Combination.

The company does not believe it will need to raise additional funds to meet the expenditures required for operating its business. However, if the actual amount necessary to complete a Business Combination is less than the amount available, the company may have insufficient funds available to operate its business prior to the Business Combination. Moreover, the company may need to obtain additional financing to complete its Business Combination or because it becomes obligated to redeem a significant number of its Public Shares upon consummation of the Business Combination.

Off-Balance Sheet Arrangements and Contractual Obligations

The company has no off-balance sheet arrangements as of June 30, 2026. The company’s only contractual obligation is an agreement to pay the Sponsor up to $20,000 per month for general and administrative services, including office space and administrative services, during the 18-month (or 24-month period, as applicable) to complete a Business Combination. Upon completion of the initial Business Combination or liquidation, the company will cease paying these monthly fees.

The Underwriters were entitled to a cash underwriting discount of $0.20 per unit, or $3,000,000 in the aggregate, paid upon the closing of the Initial Public Offering. Additionally, the Underwriters are entitled to a deferred underwriting discount of $0.40 per unit, or $6,000,000 in the aggregate, payable from the amounts held in the Trust Account solely in the event that the company completes a Business Combination.

Critical Accounting Policies

The company’s preparation of the unaudited condensed financial statements and related disclosures requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and income and expenses during the reported periods. As of June 30, 2026, the company did not have any critical accounting estimates to be disclosed.