Business Description

Overview We are a blank check company incorporated on June 27, 2025 as a Cayman Islands exempted company and formed for the purpose of effecting a Business Combination with one or more businesses or entities. We may pursue an initial Business Combination in any business or industry. To date, our efforts have been limited to (i) organizational activities, (ii) activities related to our Initial Public Offering, and (iii) searching for and consummating a Business Combination. As of the date of this Report, we have not selected any specific Business Combination target. We have generated no operating revenues to date, and we do not expect that we will generate operating revenues until we consummate our initial Business Combination. We are concentrating our efforts on technology and software infrastructure companies operating within the blockchain, financial technology (“fintech”), and digital assets ecosystems. We are particularly interested in businesses building core infrastructure that enables next-generation financial services, including areas such as digital asset custody, on-chain data analytics, compliance and identity solutions, tokenization platforms, and institutional trading and settlement systems. Our Management Team and Advisors bring extensive experience across fintech, capital markets, and web3 technologies, positioning us to identify and support high-potential companies at the intersection of technology and finance. While this is our primary focus, we are not limited to these industries and may pursue a Business Combination in a different sector if we believe it offers compelling value. We evaluate both domestic and international targets, and intend to acquire a company with a clear path to long-term growth and public market readiness. Initial Public Offering Our IPO Registration Statement became effective on December 17, 2025. On December 19, 2025, we consummated our Initial Public Offering of 23,00,000 Units, including 3,000,000 Option Units issued pursuant to the full exercise of the Over-Allotment Option. Each Unit consists of one Public Share and one-third of one Public Warrant, with each whole Public Warrant entitling the holder thereof to purchase one Class A Ordinary Share for $11.50 per share. The Units were sold at a price of $10.00 per Unit, generating gross proceeds to our Company of $230,000,000. Simultaneously with the closing of the Initial Public Offering and pursuant to the Private Placement Warrants Purchase Agreements, we completed the private sale of an aggregate of 4,116,667 Private Placement Warrants to our Sponsor and Cantor in the Private Placement, at a purchase price of $1.50 per Private Placement Warrant, generating gross proceeds to our Company of $6,175,000.50. Of those Private Placement Warrants, the Sponsor purchased 2,783,334 Private Placement Warrants and Cantor purchased 1,333,333 Private Placement Warrants. The Private Placement Warrants are identical to the Public Warrants, except as otherwise disclosed in the IPO Registration Statement. A total of $ 230,000,000, comprised of the proceeds from the Initial Public Offering and the Private Placement, was placed in the Trust Account maintained by Continental, acting as trustee. It is the job of our Sponsor and Management Team to complete our initial Business Combination. Our Management Team consists of (i) Max Shapiro, our Chief Executive Officer, and (ii) Jurgen van de Vyver, our Chief Financial Officer. We must complete our initial Business Combination by (i) December 19, 2027, the end of our Combination Period, which is 24 months from the closing of our Initial Public Offering, (ii) such earlier liquidation date as our Board may approve or (iii) such later date as our shareholders may approve pursuant to the Amended and Restated Articles. If our initial Business Combination is not consummated by the end of our Combination Period, our existence will terminate, and we will distribute all amounts in the Trust Account as described elsewhere in this Report. We may seek to extend the Combination Period consistent with applicable laws, regulations and stock exchange rules by amending our Amended and Restated Articles. Any such amendment would require the approval of our shareholders, and our Public Shareholders, who will be provided with the opportunity to redeem all or a portion of their Public Shares in connection with the vote on such approval.…