Overview

We are a blank check company formed in January 2025 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

From our inception on January 2, 2025 through March 31, 2025, we had a net loss of $70,019, which consisted entirely of general and administrative expenses. We have not generated any operating revenue to date, and we do not expect to generate any until after completing a business combination. Our only income has been interest earned on the funds held in our trust account after the IPO.

Liquidity and Capital Resources

Prior to our IPO, our only source of funding was an initial purchase of Class B ordinary shares by our sponsor and loans from the sponsor.

On May 22, 2025, we completed our IPO of 25,000,000 units at $10 per unit, raising $250 million in gross proceeds. Simultaneously, we sold 430,000 private placement units to our sponsor for $4.3 million.

After the IPO and private placement, we placed a total of $250 million in a trust account. We incurred $14,026,609 in costs related to the offering, 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 funds outside the trust account for working capital, due diligence, and other expenses related to identifying and evaluating potential targets.

We do not believe we will need to raise additional funds to meet our expected expenditures, but we may need more financing if the actual costs of a business combination exceed our estimates. We could also be required to redeem a significant number of our public shares, which would necessitate additional financing.

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 $10,000 per month to an affiliate of our sponsor for office space, utilities, and administrative support.

The underwriters of our IPO are also entitled to a deferred underwriting discount of $11,250,000 (4.5% of the IPO proceeds), 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.