FORM 10-Q FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2025

Overview of the Company’s Financial Performance

This report provides a detailed look at the financial performance of a blank check company, also known as a special purpose acquisition company (SPAC), over the first nine months of its operations. The company was incorporated in July 2024 with the purpose of identifying and completing a merger or acquisition with another business.

The key financial highlights from the report are:

• The company has not yet engaged in any operations or generated any revenue, as it is still in the process of searching for a suitable acquisition target.
• The company’s only source of income has been interest earned on the funds held in its trust account, which was established with the proceeds from its initial public offering (IPO) and private placement of warrants.
• The company has incurred expenses related to being a public company, as well as costs associated with evaluating potential acquisition targets.
• As of September 30, 2025, the company had $238.8 million invested in the trust account and $323,684 in cash held outside the trust account.
• The company faces substantial doubt about its ability to continue as a going concern, as it has incurred and expects to continue incurring significant costs in pursuit of an acquisition without any guarantee of success.

Revenue and Profit Trends

The company has not generated any operating revenue to date, as it has not yet completed a business combination. Its only source of income has been interest earned on the funds held in its trust account.

For the three months ended September 30, 2025, the company reported net income of $2.14 million, which consisted of $2.65 million in interest income offset by $513,304 in formation and operating costs.

For the nine months ended September 30, 2025, the company reported net income of $6.38 million, which included $7.36 million in interest income, a $268,783 gain from the change in fair value of the over-allotment liability, offset by $1.25 million in formation and operating costs.

In the period from inception (July 25, 2024) through September 30, 2024, the company reported a net loss of $90,741, which consisted entirely of formation and operating costs.

Strengths and Weaknesses

Strengths:

• The company has a substantial amount of capital ($238.8 million) held in a trust account, providing it with significant financial resources to pursue a business combination.
• The company has been able to generate interest income on the trust account funds, providing some offset to its operating expenses.
• The company has secured a $300,000 promissory note from its sponsor to cover initial expenses, demonstrating the sponsor’s commitment.

Weaknesses:

• The company has not yet identified a suitable acquisition target, and there is no guarantee it will be able to complete a business combination.
• The company has incurred and expects to continue incurring significant costs in pursuit of an acquisition, which raises substantial doubt about its ability to continue as a going concern.
• The company’s listing on Nasdaq is contingent on completing a business combination within 36 months of its IPO, which it may not be able to achieve.

Outlook and Future Prospects

The company’s ability to continue as a going concern and successfully complete a business combination within the required timeframe is uncertain. The company may seek to extend the combination period by amending its charter, but this would require shareholder approval and could further deplete the funds held in the trust account.

If the company is unable to identify and complete a suitable business combination, it may be forced to liquidate, returning the remaining funds in the trust account to its shareholders. The company’s future prospects are heavily dependent on its ability to find and acquire a target business that can provide a path to profitability and long-term growth.