Business Description

We are a blank check company incorporated on September 18, 2025 as a Cayman Islands exempted company for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). We have 24 months from the closing of our initial public offering (“IPO” or “Initial Public Offering”), or until such earlier liquidation date as our board of directors may approve (the “Completion Window”), to complete our initial Business Combination. We have reviewed, and continue to review, a number of opportunities to enter into a Business Combination, but we are not able to determine at this time whether we will complete a Business Combination with any of the target businesses that we have reviewed or with any other target business. We may pursue an initial Business Combination in any business or industry, but expect to target opportunities and companies that are operating at the infrastructure layer of the blockchain and digital asset ecosystem. We also have neither engaged in any operations nor generated any revenue to date. Based on our business activities, the Company is a “shell company” as defined under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), because we have no operations and nominal assets consisting almost entirely of cash. The registration statement for our IPO was declared effective on February 10, 2026. On February 12, 2026, we consummated the IPO of 35,000,000 units (the “Units” and, with respect to the Class A Ordinary Shares included in the Units being offered, the “Public Shares” or “Class A Ordinary Shares”) at $10.00 per Unit, generating gross proceeds of $350,000,000. Each Unit consists of one Class A Ordinary Share and one-third of one redeemable warrant of the Company (the “Public Warrants”), with each whole warrant entitling the holder thereof to purchase one Class A Ordinary Share at $11.50 per share. Simultaneously with the closing of our IPO, we consummated the sale of an aggregate of 6,000,000 warrants (the “Private Placement Warrants”) at a price of $1.50 per Private Placement Warrant, in a private placement to the Company’s Sponsor, Idea Tender LLC, a Delaware limited liability company (the “Sponsor”), Cantor Fitzgerald & Co. (“Cantor”), the representative of the underwriters of the IPO, and Odeon Capital Group, LLC (“Odeon”, and, together with Cantor, the “Underwriters”), generating gross proceeds of $9,000,000. Of those 6,000,000 Private Placement Warrants, the Sponsor purchased 3,666,667 Private Placement Warrants, Cantor purchased 1,633,333 Private Placement Warrants and Odeon purchased 700,000 Private Placement Warrants. Prior to the consummation of the IPO, on September 22, 2025, our Sponsor made a capital contribution of $25,000, or approximately $0.002 per share, to cover certain expenses on our behalf in exchange for issuance of 10,062,500 Class B Ordinary Shares (the “Founder Shares”). On March 27, 2026, the Underwriters’ over-allotment option expired, resulting in 1,312,500 Founder Shares being forfeited by our Sponsor to us for cancellation for no consideration. Following the closing of the IPO, on February 12, 2026, an amount of $350,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the IPO and the sale of the Private Placement Warrants was placed in the Trust Account (the “Trust Account”) and can be held as cash or invested in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act, which invest only in direct U.S. government treasury obligations and/or held as cash or cash items (including in demand deposit accounts).…