Business Description

We are a blank check company newly incorporated as a Cayman Islands exempted company and incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, or reorganization or engaging in any other similar business combination with one or more businesses or entities, which we refer to throughout this Annual Report as our initial business combination. While we may pursue our initial business combination in any business industry or sector, we have initially focused on seeking high-growth businesses with proven or potential transnational operations or outlooks in order to capitalize on the experience, reputation, and network of our management team. Furthermore, we seek target businesses where we believe we will have an opportunity to drive ongoing value creation after our initial business combination is completed, as our management team has done with multiple investments over a wide range of sectors, industries and geographical locations. Initial Public Offering On May 10, 2022, we consummated the initial public offering (“IPO”) of 23,000,000 units, including the full exercise by the underwriters of their over-allotment option, at a purchase price of $10.00 per unit, generating total gross proceeds of $230,000,000. Simultaneously with the closing of the IPO, we consummated the sale of 8,900,000 private placement warrants, each exercisable to purchase one Class A ordinary share at a price of $11.50 per share, at a price of $1.00 per private placement warrant in a private placement to our sponsor, generating gross proceeds of $8,900,000. Simultaneously with the closing of the IPO, our sponsor loaned us $4,600,000 at no interest. The sponsor loan will be repaid or converted into sponsor loan warrants at a conversion price of $1.00 per sponsor loan warrant, at the sponsor’s discretion. The sponsor loan warrants will be identical to the private placement warrants. If we do not complete an initial business combination, we will not repay the sponsor loan from amounts held in the trust account with Continental Stock Transfer & Trust Company acting as trustee established for the benefit of our public shareholders (the “trust account”), and the proceeds held in the trust account will be distributed to the holders of our Class A ordinary shares. A total of $236,900,000 ($10.30 per unit) of the net proceeds from the IPO, including the full exercise of the over-allotment option, the sale of the private placement warrants and the sponsor loan, was placed in the trust account. Transaction costs of the IPO amounted to $16,804,728, consisting of $4,600,000 of underwriting commissions, $11,500,000 of deferred underwriting commissions and $704,728 of other offering costs. Class B Conversion On September 22, 2023, in accordance with the provisions of our amended and restated memorandum and articles of association the sponsor and directorCo exercised their rights to convert an aggregate of 5,749,998 Class B ordinary shares into an equal number of Class A ordinary shares, on a one-for-one basis (the “Class B Conversion”). First Extension On November 6, 2023, our shareholders approved an amendment to our amended and restated memorandum and articles of association (the “First Extension Charter Amendment”).…