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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2025~~2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________ to __________

Commission File Number 001-42386

Charlton Aria Acquisition Corporation

(Exact name of registrant as specified in its charter)

Cayman Islands		N/A
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

221 W 9th St, #848

Wilmington, Delaware 19801

(Address of principal executive offices and zip code)

~~909~~ (302) 319-~~214-2482~~3177

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Units, consisting of one Class A ordinary share, $0.0001 par value, and one Right to acquire one-eighth of one Class A ordinary share	CHARU	The Nasdaq Stock Market LLC
Class A ordinary shares, $0.0001 par value	CHAR	The Nasdaq Stock Market LLC
Rights, each whole right to acquire one-eighth of one Class A ordinary share	CHARR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☐ No ☒

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

As of ~~November~~June 1116, ~~2025~~2026, there were 8,~~840~~546,~~000~~704 of the registrant’s Class A ordinary shares, par value $0.0001 per share, and 2,125,000 of the registrant’s Class B ordinary shares, par value $0.0001 per share, issued and outstanding.

Charlton Aria Acquisition Corporation

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION	1	1
Item 1. FINANCIAL STATEMENTS (UNAUDITED)	1	1
Balance Sheets as of September 30, 2025 and December 31, 2024 (Unaudited)	1
Balance Sheets as of March 31, 2026 and December 31, 2025 (Unaudited)		1
Statements of Operations for the Three Months Ended September 30, 2025 and 2024, for the Nine Months Ended September 30, 2025, and For The Period from March 22, 2024 (Inception) Through September 30, 2024 (Unaudited)	2
Statements of Operations for the Three Months Ended March 31, 2026 and 2025 (Unaudited)		2
Statements of Changes in Shareholders’ Deficit for the Three and Nine Months Ended September 30, 2025, for the Three Months Ended September 30, 2024, and for the Period from March 22, 2024 (Inception) Through September 30, 2024 (Unaudited)	3
Statements of Changes in Shareholders’ Deficit for the Three Months Ended March 31, 2026 and 2025 (Unaudited)		3
Statements of Cash Flows for the Nine Months Ended September 30, 2025 and for the Period From March 22, 2024 (Inception) Through September 30, 2024 (Unaudited)	4
Statements of Cash Flows for the Three Months Ended March 31, 2026 and 2025 (Unaudited)		4
Notes to Unaudited Financial Statements	5	5
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	17	17
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	21	22
Item 4. CONTROLS AND PROCEDURES	21	22
PART II – OTHER INFORMATION	22	23
Item 1. LEGAL PROCEEDINGS	22	23
Item 1A. RISK FACTORS	22	23
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES	22	23
Item 3. DEFAULTS UPON SENIOR SECURITIES	22	24
Item 4. MINE SAFETY DISCLOSURES	22	24
Item 5. OTHER INFORMATION	22	24
Item 6. EXHIBITS	23	24
SIGNATURES	24	25

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CHARLTON ARIA ACQUISITION CORPORATION

BALANCE SHEETS

(Unaudited)

	September 30,			December 31,
	March 31,			December 31,
	2025			2024
	2026			2025
Assets
Current Assets
Cash	$	104,~~775~~597		$	~~447~~5,~~419~~135
Prepaid expenses		377,~~205~~461			98,~~365~~156
Total Current Assets		4712,~~980~~058			~~456~~13,~~784~~291
Cash and investments held in Trust Account		8890,~~589~~231,~~926~~013			8589,~~870~~444,~~124~~533
Total Assets	$	8890,~~637~~243,~~906~~071		$	8689,~~326~~457,~~908~~824
Liabilities and Shareholders’ Deficit
Current Liabilities
Accounts payable and accrued expenses	$	18139,~~112~~792		$	3533,~~884~~877
Due to related parties		261,~~250~~210			1363,750
Total Current Liabilities		44,362			49,634
Working capital loan - related party		142,881			100,881
Total Current Liabilities		283,883			198,508
Deferred underwriting commission payable		1,700,000			1,700,000
Total Liabilities		1,~~744~~983,~~362~~883			1,~~749~~898,~~634~~508
Commitments and Contingencies
Class A ordinary shares subject to possible redemption, 8,500,000 shares at redemption value of $10.42 and $10.10 per share as of September 30, 2025 and December 31, 2024, respectively		88,589,926			85,870,124
Class A ordinary shares subject to possible redemption, 8,500,000 shares at redemption value of $10.62 and $10.52 per share as of March 31, 2026 and December 31, 2025, respectively		90,231,013			89,444,533
Shareholders’ Deficit
Preference shares, $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding		-			-
Class A ordinary shares, $0.0001 par value, 445,000,000 shares authorized, 340,000 shares issued and outstanding (excluding 8,500,000 shares subject to possible redemption)		34			34
Class B ordinary shares, $0.0001 par value, 50,000,000 shares authorized, 2,125,000 shares issued and outstanding		213			213
Additional paid-in capital		-			-
Accumulated deficit		(1,~~696~~972,~~629~~072	)		(1,~~293~~885,~~097~~464	)
Total Shareholders’ Deficit		(1,~~696~~971,~~382~~825	)		(1,~~292~~885,~~850~~217	)
Total Liabilities and Shareholders’ Deficit	$	8890,~~637~~243,~~906~~071		$	8689,~~326~~457,~~908~~824

The accompanying notes are an integral part of these unaudited financial statements.

CHARLTON ARIA ACQUISITION CORPORATION

STATEMENTS OF OPERATIONS

(Unaudited)

	For The Three Months Ended September 30, 2025			For The Three Months Ended September 30, 2024			For The Nine Months Ended September 30, 2025			For The Period From March 22, 2024 (Inception) Through September 30, 2024
	For The Three			For The Three
Formation and operating costs	$	109,077		$	130,326		$	406,709		$	146,179
	Months Ended			Months Ended
Stock-based compensation expense		-			185,345			-			185,345
	March 31, 2026			March 31, 2025
Loss from operations		(109,077	)		(315,671	)		(406,709	)		(331,524	)
Formation and operating costs	$	86,609		$	170,252
Other income:
Loss from operations		(86,609	)		(170,252	)
Interest and dividends earned on cash and investments held in Trust Account		915,972			-			2,719,802			-
Other income:
Interest income		94			-			3,177			-
Interest and dividends earned on cash and investments held in Trust Account		786,480			899,202
Total other income		916,066			-			2,722,979			-
Interest income		1			2,307
Net income (loss)	$	806,989		$	(315,671	)	$	2,316,270		$	(331,524	)
Total other income		786,481			901,509
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption		8,500,000			-			8,500,000			-
Net income	$	699,872		$	731,257
Basic and diluted income per share, Class A ordinary shares subject to possible redemption	$	0.07		$	-		$	0.21		$	-
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption		8,500,000			8,500,000
Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B ordinary shares		2,465,000			1,875,000	(1)		2,465,000			1,875,000	(1)
Basic and diluted income per share, Class A ordinary shares subject to possible redemption	$	0.06		$	0.07
Basic and diluted net income (loss) per share, non-redeemable Class A and Class B ordinary shares	$	0.07		$	(0.17	)	$	0.21		$	(0.18	)
Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B ordinary shares		2,465,000			2,465,000
Basic and diluted net income per share, non-redeemable Class A and Class B ordinary shares	$	0.06		$	0.07

~~(1)~~The accompanying ~~This~~notes ~~number~~are ~~excludes~~ an ~~aggregate~~integral ~~of up to 281,250 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in~~ part by the underwriters. On November 19, 2024, the underwriters partially exercised the over-allotment option for an additional 1,000,000 Units, reducing the Class B ordinary shares subject to forfeiture to 31,250. On December 9, 2024, the remainder of ~~the~~these ~~over-allotment~~unaudited ~~option~~financial ~~to purchase 125,000 Units expired and the 31,250 Class B ordinary shares were forfeited, resulting in an aggregated of 2,125,000 Class B ordinary shares issued and outstanding (see Note 5)~~statements.

~~The accompanying notes are an integral part of these unaudited financial statements.~~2

2CHARLTON ARIA ACQUISITION CORPORATION

~~CHARLTON~~STATEMENTS OF ~~ARIA~~CHANGES ~~ACQUISITION~~IN ~~CORPORATION~~SHAREHOLDERS’ DEFICIT

~~STATEMENTS~~FOR THE OFTHREE ~~CHANGES~~MONTHS INENDED ~~SHAREHOLDERS’~~MARCH ~~DEFICIT~~31, 2026 AND 2025

~~FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025, FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2024, AND FOR THE PERIOD FROM MARCH 22, 2024~~ (~~INCEPTION~~Unaudited) ~~THROUGH SEPTEMBER 30, 2024~~

(Unaudited)

	Ordinary Shares								Additional					Total
	Class A				Class B				Paid-in		Accumulated			Shareholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance as of December 31, 2025		340,000	$	34		2,125,000	$	213	$	-	$	(1,885,464	)	$	(1,885,217	)
Remeasurement of carrying value to redemption value		-		-		-		-		-		(786,480	)		(786,480	)
Net income		-		-		-		-		-		699,872			699,872
Balance as of March 31, 2026		340,000	$	34		2,125,000	$	213	$	-	$	(1,972,072	)	$	(1,971,825	)

	Ordinary Shares								Additional					Total
	Class A				Class B				Paid-in		Accumulated			Shareholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance as of December 31, 2024		340,000	$	34		2,125,000	$	213	$	-	$	(1,293,097	)	$	(1,292,850	)
Remeasurement of carrying value to redemption value		-		-		-		-		-		(899,202	)		(899,202	)
Net income		-		-		-		-		-		731,257			731,257
Balance as of March 31, 2025		340,000	$	34		2,125,000	$	213	$	-	$	(1,461,042	)	$	(1,460,795	)
Remeasurement of carrying value to redemption value		-		-		-		-		-		(904,628	)		(904,628	)
Net income		-		-		-		-		-		778,024			778,024
Balance as of June 30, 2025		340,000		34		2,125,000		213		-		(1,587,646	)		(1,587,399	)
Remeasurement of carrying value to redemption value		-		-		-		-		-		(915,972	)		(915,972	)
Net income		-		-		-		-		-		806,989			806,989
Balance as of September 30, 2025		340,000	$	34		2,125,000	$	213	$	-	$	(1,696,629	)	$	(1,696,382	)

	Ordinary Shares								Additional					Total
	Class A				Class B				Paid-in		Accumulated			Shareholders’
	Shares		Amount		Shares(1)		Amount		Capital		Deficit			Deficit
Balance as of March 22, 2024 (Inception)		-	$	-		-	$	-	$	-	$	-		$	-
Net loss		-		-		-		-		-		(20	)		(20	)
Balance as of March 31, 2024		-		-		-		-		-		(20	)		(20	)
Insider shares issued to initial shareholder		-		-		2,156,250		216		24,784		-			25,000
Net loss		-		-		-		-		-		(15,833	)		(15,833	)
Balance as of June 30, 2024		-		-		2,156,250		216		24,784		(15,853	)		9,147
Stock-based compensation expense		-		-		-		-		185,345		-			185,345
Net loss		-		-		-		-		-		(315,671	)		(315,671	)
Balance as of September 30, 2024		-	$	-		2,156,250	$	216	$	210,129	$	(331,524	)	$	(121,179	)

The accompanying notes are an integral part of these unaudited financial statements.

(1) This number includes an aggregate of up to 281,250 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters. On November 19, 2024, the underwriters partially exercised the over-allotment option for an additional 1,000,000 Units, reducing the Class B ordinary shares subject to forfeiture to 31,250. On December 9, 2024, the remainder of the over-allotment option to purchase 125,000 Units expired and the 31,250 Class B ordinary shares were forfeited, resulting in an aggregated of 2,125,000 Class B ordinary shares issued and outstanding (see Note 5).3

~~The accompanying notes are an integral part of~~CHARLTON ~~these~~ARIA ~~unaudited~~ACQUISITION ~~financial statements.~~CORPORATION

3STATEMENTS OF CASH FLOWS

~~CHARLTON ARIA ACQUISITION CORPORATION~~(Unaudited)

STATEMENTS OF CASH FLOWS

	For The Three			For The Three
	Months Ended			Months Ended
	March 31, 2026			March 31, 2025
Cash Flows from Operating Activities:
Net income	$	699,872		$	731,257
Adjustments to reconcile net income (loss) to net cash used in operating activities
Interest and dividends earned on cash and investments held in Trust Account		(786,480	)		(899,202	)
Changes in operating assets and liabilities:
Prepaid expenses		695			(95,920	)
Accounts payable and accrued expenses		105,915			2,678
Due to related parties		(62,540	)		-
Net Cash Used in Operating Activities		(42,538	)		(261,187	)

Cash Flows from Financing Activities:
Proceeds from working capital loan from a related party		42,000			-
Net Cash Provided by Financing Activities		42,000			-

Net Change in Cash		(538	)		(261,187	)

Cash, beginning of period		5,135			447,419
Cash, end of period	$	4,597		$	186,232

Supplemental Disclosure of Cash Flow Information:
Remeasurement of carrying value to redemption value	$	786,480		$	899,202

~~(Unaudited)~~The accompanying notes are an integral part of these unaudited financial statements.

	For The Nine Months Ended September 30, 2025			For The Period From March 22, 2024 (Inception) Through September 30, 2024
Cash Flows from Operating Activities:
Net income (loss)	$	2,316,270		$	(331,524	)
Adjustments to reconcile net income (loss) to net cash used in operating activities
Formation and operating cost paid by the Sponsor		-			117,429
Stock-based compensation expense		-			185,345
Interest and dividends earned on cash and investments held in Trust Account		(2,719,802	)		-
Changes in operating assets and liabilities:
Prepaid expenses		(27,840	)		-
Accounts payable and accrued expenses		(17,772	)		-
Due to related parties		12,500			28,750
Net Cash Used in Operating Activities		(436,644	)		-
Net Change in Cash		(436,644	)		-
Cash, beginning of period		447,419			-
Cash, end of period	$	10,775		$	-
Supplemental Disclosure of Cash Flow Information:
Prepaid expenses paid via promissory note - related party	$	-		$	10,000
Deferred offering costs included in accrued offering costs	$	-		$	33,459
Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares	$	-		$	25,000
Deferred offering costs paid via promissory note - related party	$	-		$	141,294
Remeasurement of carrying value to redemption value	$	2,719,802		$	-

~~The~~CHARLTON ARIA ~~accompanying~~ACQUISITION ~~notes are an integral part of~~CORPORATION ~~these~~NOTES ~~unaudited~~TO ~~financial~~UNAUDITED ~~statements.~~FINANCIAL STATEMENTS

4Note 1 — Organization, Business Operation and Going Concern Consideration

~~CHARLTON~~ ~~ARIA~~Charlton ~~ACQUISITION~~Aria ~~CORPORATION NOTES~~Acquisition TOCorporation ~~UNAUDITED~~(the ~~FINANCIAL~~“Company”) ~~STATEMENTS~~is a blank check company incorporated in the Cayman Islands on March 22, 2024 as an exempted company with limited liability. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination involving the Company, with one or more businesses or entities (the “initial business combination”). The Company’s efforts to identify a prospective target business will not be limited to a particular industry or geographic location. The Company has elected December 31 as its fiscal year end.

~~Note~~As of March 31, 2026, the Company had not commenced any operations. For the period from March ~~1 — Organization~~22, ~~Business~~ ~~Operation~~2024 (inception) through March 31, 2026, the Company’s efforts have been limited to organizational activities as well as activities related to the initial public offering (the “IPO”) and ~~Going~~search ~~Concern~~for ~~Consideration~~target for business combination. The Company will not generate any operating revenues until after the completion of an initial business combination, at the earliest. The Company will generate non-operating income in the form of dividend and/or interest income from the proceeds derived from the IPO and private placement (“Private Placement”, see Note 4).

~~Charlton~~The ~~Aria Acquisition Corporation (the “~~Company~~”) is~~’s amanagement ~~blank~~has ~~check~~broad ~~company~~discretion ~~incorporated~~with inrespect to the ~~Cayman~~specific ~~Islands~~application onof ~~March 22,~~the ~~2024~~net asproceeds anof ~~exempted~~the ~~company~~IPO ~~with~~and ~~limited liability. The Company was formed for~~ the ~~purpose~~sale of ~~effecting~~the aPrivate ~~merger,~~Placements ~~share~~Units ~~exchange,~~(as ~~asset~~defined ~~acquisition~~below), ~~share~~although ~~purchase,~~substantially ~~recapitalization,~~all ~~reorganization or~~of ~~similar~~the ~~business~~net ~~combination~~proceeds ~~involving~~are ~~the~~intended ~~Company,~~to ~~with~~be ~~one~~applied orgenerally ~~more~~toward ~~businesses~~consummating oran ~~entities (the “~~initial business combination”). ~~The~~ ~~Company’s~~There ~~efforts~~is tono ~~identify~~assurance athat ~~prospective~~the ~~target~~Company ~~business~~ will ~~not~~ be ~~limited~~able to acomplete ~~particular~~an ~~industry~~initial orbusiness ~~geographic~~combination ~~location~~successfully. ~~The Company has elected December 31 as its fiscal year end.~~

AsThe ~~of September 30, 2025, the~~ Company’s ~~had~~founder ~~not commenced~~and ~~any~~sponsor ~~operations.~~is ~~For~~ST ~~the period from March~~Sponsor ~~22,~~II ~~2024 (inception) through September 30~~Limited, ~~2025,~~a ~~the~~Cayman ~~Company’s~~Islands ~~efforts have~~exempted ~~been~~company ~~limited to organizational activities as well as activities related to the initial public offering~~ (the “~~IPO~~sponsor”) ~~and search for target for business combination~~. The Company’s ~~will~~ability ~~not~~to ~~generate~~commence ~~any~~operations ~~operating~~is ~~revenues~~contingent ~~until~~upon ~~after~~obtaining ~~the~~adequate ~~completion~~financial ofresources anthrough ~~initial business~~IPO ~~combination, at the earliest. The Company will generate non-operating income in the form of dividend~~ and~~/or~~ ~~interest income from~~ the ~~proceeds derived from the IPO and private placement (“~~Private Placement~~”, see Note 4)~~.

~~The~~ ~~Company’s~~On ~~management~~October ~~has~~25, ~~broad~~2024, ~~discretion with~~the ~~respect~~Company toconsummated ~~the~~its ~~specific~~initial ~~application~~public ofoffering (the ~~net~~“IPO”) ~~proceeds~~ of ~~the~~7,500,000 ~~IPO~~units ~~and~~(“Units”). ~~the~~Each ~~sale~~Unit consists of ~~the~~one ~~Private~~Class ~~Placements~~A ~~Units~~ordinary ~~(as~~share, ~~defined~~$0.0001 ~~below)~~par value per share, ~~although~~ ~~substantially~~and ~~all~~one ofright ~~the~~to ~~net~~receive ~~proceeds~~of ~~are~~one-eighth ~~intended~~of toone beClass A ~~applied~~ordinary ~~generally~~share ~~toward~~upon ~~consummating~~the ancompletion of the initial business combination. ~~There~~ isThe noUnits ~~assurance~~were ~~that~~sold ~~the~~at ~~Company~~an ~~will~~offering beprice ~~able~~of to$10.00 ~~complete~~per anUnit, ~~initial~~generating ~~business~~total ~~combination~~gross ~~successfully~~proceeds of $75,000,000.

~~The~~ ~~Company’s~~Simultaneously ~~founder~~with the consummation of the IPO and ~~sponsor~~the issale ~~ST Sponsor II~~of ~~Limited~~the Units, athe ~~Cayman~~Company ~~Islands~~consummated ~~exempted~~the ~~company~~private ~~(the~~placement (“~~sponsor~~Private Placement”). ~~The~~of ~~Company’s~~240,000 ~~ability~~units to(the ~~commence~~“Private ~~operations is~~Placement ~~contingent~~Units”) ~~upon~~to ~~obtaining~~the ~~adequate~~sponsor, ~~financial~~at ~~resources~~a ~~through~~price ~~IPO~~of ~~and~~$10.00 ~~the~~per Private Placement Unit, generating total proceeds of $2,400,000, which is described in Note 4.

On ~~October~~In ~~25,~~connection ~~2024~~with the IPO, the ~~Company~~underwriters ~~consummated~~were ~~its initial~~granted ~~public~~an ~~offering~~option to purchase up to 1,125,000 additional Units to cover over-allotments, if any (the “~~IPO~~Over-allotment Option”). ofOn 7November 19,~~500~~ 2024, the Representative exercised the Over-allotment Option in part, and purchased 1,000,000 ~~units~~Units (the “Option Units”)., ~~Each~~generating ~~Unit~~gross ~~consists~~proceeds of ~~one Class A ordinary share,~~ $010,000,000.~~0001~~ ~~par~~Simultaneously ~~value~~with ~~per~~the ~~share,~~issuance and ~~one~~sale ~~right~~of tothe ~~receive~~Option ofUnits, ~~one-eighth~~the ofCompany ~~one~~completed ~~Class A~~a ~~ordinary~~private ~~share~~placement ~~upon~~sale ~~the~~of ~~completion~~15,000 ofPrivate Units (the ~~initial business~~“Additional ~~combination.~~Private ~~The~~Placement Units”) ~~were~~to ~~sold~~the sponsor at ana ~~offering~~purchase price of $10.00 ~~per~~Private ~~Unit~~Units, generating ~~total~~ gross proceeds of $75150,000. The Company also issued an additional 10,000 Representative Shares to the Representative. The remaining Over-allotment Option expired on December 9, 2024.

~~Simultaneously~~ In connection with the ~~consummation~~offering of the ~~IPO~~ Option Units and the sale of ~~the~~Additional Private Placement Units, the ~~Company~~proceeds ~~consummated~~of $10,025,000 from the ~~private~~proceeds ~~placement~~of ~~(“Private~~the ~~Placement”)~~offering of ~~240,000~~the ~~units~~Option (Units and the “sale of Additional Private Placement Units”) towere placed in the ~~sponsor,~~trust ataccount aestablished ~~price~~for ofthe ~~$10.00~~benefit ~~per~~of ~~Private~~the ~~Placement~~Company’s ~~Unit,~~public ~~generating~~shareholders ~~total~~and ~~proceeds~~the underwriters of $2the IPO,~~400,000,~~ ~~which is~~with ~~described~~Continental inStock ~~Note~~Transfer& 4Trust Company acting as trustee.

In ~~connection~~31,250 ~~with~~shares of the ~~IPO~~2,156,250 ~~the~~Class ~~underwriters~~B ~~were granted~~ordinary anshares, ~~option~~par tovalue ~~purchase~~$0.0001 upper toshare ~~1,125,000~~(“Class ~~additional~~B ~~Units~~ordinary toshare” ~~cover~~or ~~over-allotments,~~“founder ifshares”) ~~any~~ (~~the~~see ~~“Over-allotment~~Note ~~Option”~~4)~~. On~~ ~~November~~held ~~19,~~by ~~2024,~~the sponsor were forfeited to the ~~Representative~~extent ~~exercised~~that the ~~Over~~underwriters’ over-allotment ~~Option~~option was exercised in part, ~~and~~so ~~purchased~~that ~~1,000,000~~our ~~Units~~insiders ~~(the~~will ~~“Option Units”),~~collectively ~~generating~~own ~~gross~~20.0% ~~proceeds~~ of ~~$10,000,000.~~our ~~Simultaneously~~issued ~~with the issuance~~ and ~~sale~~outstanding ofshares after the ~~Option~~IPO ~~Units,~~(without ~~the~~given ~~Company~~effect ~~completed a~~to ~~private~~the ~~placement~~ sale of ~~15,000 Private Units (~~the ~~“Additional~~ Private Placement Units”), to the ~~sponsor~~Representative atShares a(as ~~purchase~~defined ~~price of~~below), ~~$10.00~~and ~~Private~~assuming ~~Units~~our directors, ~~generating~~officers, ~~gross~~Sponsor ~~proceeds~~or any of ~~$150,000.~~the ~~The~~foregoing’s ~~Company~~affiliates ~~also~~(collectively, ~~issued~~“insiders”) ando ~~additional~~not ~~10,000~~purchase ~~Representative~~Units ~~Shares~~in to the ~~Representative~~IPO).

In ~~connection~~Transaction ~~with~~costs ~~the~~amounted ~~offering~~to ~~of the Option Units and the sale of Additional Private Placement Units~~$3,408,558, ~~the~~consisting ~~proceeds~~ of $101,~~025~~275,000 ~~from~~of ~~the~~underwriting ~~proceeds~~commissions ofwhich ~~the~~was ~~offering~~paid ofin ~~the~~cash ~~Option Units~~at ~~and~~ the ~~sale~~closing date of ~~Additional Private Placement Units were placed in~~ the ~~trust~~IPO, ~~account~~$1,700,000 ~~established~~of ~~for~~deferred ~~the~~underwriting ~~benefit~~commissions, $92,195 of the ~~Company’s public~~Representative ~~shareholders~~Shares ~~and~~(discussed ~~the~~in ~~underwriters of~~ the ~~IPO~~below), ~~with~~and ~~Continental~~$341,363 ~~Stock~~of ~~Transfer~~other &offering ~~Trust Company acting as trustee~~costs.

~~31,250~~ ~~shares~~In ofconjunction with the 2IPO,~~156,250~~ ~~Class~~the BCompany ~~ordinary shares,~~issued ~~par~~to ~~value~~the ~~$0.0001~~underwriter ~~per~~85,000 ~~share (“~~Class BA ordinary ~~share”~~shares orfor ~~“founder~~no ~~shares”)~~consideration (~~see~~the ~~Note~~“Representative 4Shares”). ~~held~~The byfair ~~the~~value ~~sponsor were~~of ~~forfeited~~the toRepresentative ~~the~~Shares ~~extent~~accounted ~~that~~for ~~the~~as ~~underwriters’~~compensation ~~over-allotment~~under ~~option~~Accounting ~~was~~Standards ~~exercised~~Codification in(“ASC”) ~~part~~718, so“Compensation ~~that~~– ~~our~~Stock ~~insiders~~Compensation” ~~will~~(“ASC ~~collectively own~~718”) ~~20.0%~~is ofincluded ~~our~~in ~~issued and outstanding shares after~~ the ~~IPO~~offering ~~(without~~costs. ~~given~~The ~~effect~~estimated tofair ~~the~~value ~~sale~~ of the ~~Private~~Representative ~~Placement~~Shares ~~Units,~~in ~~the~~connection ~~Representative Shares~~with ~~(as~~the ~~defined~~IPO ~~below),~~ and ~~assuming~~the ~~our~~offering ~~directors, officers, Sponsor or any~~ of the ~~foregoing’s~~Option ~~affiliates (collectively, “insiders”) do not purchase~~ Units intotaled ~~the IPO)~~$92,195.

~~Transaction~~ ~~costs~~The ~~amounted~~Company’s toinitial ~~$3,408,558,~~business ~~consisting~~ combination must occur with one or more target businesses that together have an aggregate fair market value of ~~$1,275,000~~at least 80% of ~~underwriting~~the ~~commissions~~value ~~which~~of ~~was~~the ~~paid~~trust inaccount ~~cash~~(excluding atany deferred underwriters’ fees and taxes payable on the ~~closing~~income ~~date~~earned on the trust account) at the time of the ~~IPO,~~agreement ~~$1,700,000~~to enter into the initial business combination. The Company will complete its initial business combination only if the post-transaction company in which its public shareholders own shares will own or acquire 50% or more of ~~deferred~~the ~~underwriting~~outstanding ~~commissions, $92,195~~voting securities of the ~~Representative~~target ~~Shares~~or ~~(discussed~~otherwise acquires a controlling interest in the ~~below),~~target ~~and~~sufficient ~~$341,363~~for ofit ~~other~~not ~~offering~~to ~~costs~~be required to register as an investment company under the Investment Company Act. There is no assurance that the Company will be able to complete an initial business combination successfully.

In ~~conjunction~~Upon ~~with~~the closing of the IPO, ~~the~~management ~~Company~~has ~~issued to~~agreed that at least $10.025 per Unit sold in the ~~underwriter~~IPO ~~85,000~~will ~~Class~~be Aheld ~~ordinary~~into ~~shares~~a ~~for~~U.S.-based notrust ~~consideration~~account (~~the~~ “~~Representative~~trust ~~Shares~~account”). The ~~fair~~funds ~~value~~held in the trust account will be invested only in U.S. government treasury bills with a maturity of 185 days or less, or in money market funds meeting the ~~Representative~~ ~~Shares~~applicable ~~accounted~~conditions ~~for~~of asRule 2a-7 ~~compensation~~promulgated under ~~Accounting~~the ~~Standards~~Investment ~~Codification~~Company Act which invest solely in direct U.S. government treasury. Except with respect to divided and/or interest earned on the funds held in the trust account that may be released to the Company to pay the Company’s tax obligation, if any, the proceeds from the IPO and the sale of the Private Placement Units that are deposited and held in the trust account will not be released from the trust account until the earliest to occur of (~~“ASC”~~i) the ~~718~~completion of the Company’s initial business combination, ~~“Compensation –~~(ii) the ~~Stock~~redemption ~~Compensation”~~of any public shares properly tendered in connection with a shareholder vote to amend the company’s memorandum and articles of association effective at the time to (~~“ASC~~A) modify ~~718”~~the substance or timing of obligation to redeem 100% of the Company’s public shares if the Company does not complete the Company’s initial business combination by the Combination Deadline (as defined below), or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination activity and (iii) the redemption of all of public shares if the Company is ~~included~~unable into complete their initial business combination by the, ~~offering~~subject ~~costs~~to applicable law. ~~The~~In ~~estimated~~no ~~fair~~other ~~value~~circumstances will a public shareholder have any right or interest of ~~the~~any ~~Representative Shares~~kind to or in ~~connection~~the ~~with~~trust account. The proceeds deposited in the ~~IPO~~trust ~~and~~account could become subject to the ~~offering~~claims of the ~~Option~~Company’s ~~Units~~creditors, ~~totaled~~if ~~$92~~any,~~195~~ which could have priority over the claims of the public shareholders.

The Company’s ~~initial~~will ~~business~~have ~~combination must~~until ~~occur~~April ~~with~~25, ~~one~~2026 (or ~~more~~18 months ~~target~~from ~~businesses~~the ~~that~~consummation ~~together~~of ~~have~~the anIPO) ~~aggregate~~to ~~fair~~consummate ~~market~~its ~~value~~initial ofbusiness atcombination. ~~least~~If ~~80%~~it ofanticipates ~~the~~that ~~value~~it ofmay ~~the~~not ~~trust account~~be ~~(excluding~~able ~~any~~to ~~deferred~~consummate ~~underwriters’~~its ~~fees~~initial ~~and~~business ~~taxes~~combination ~~payable~~by onthen, ~~the~~it ~~income~~may, ~~earned~~but onis ~~the~~not ~~trust~~obligated ~~account)~~to, atextend the ~~time~~period of ~~the agreement~~time to ~~enter~~consummate ~~into~~an ~~the~~ initial business combination. ~~The~~two ~~Company~~times ~~will~~by an additional three months each time (until July 25, 2026 or October 25, 2026, or up to 21 months or 24 months from the consummation of the IPO to complete ~~its~~an initial business combination), ~~only~~provided ifthat the ~~post-transaction company~~sponsor and/or designees must deposit into the trust account for each three months extension, $850,000 ($0.10 per unit in ~~which~~either ~~its~~case), ~~public~~up ~~shareholders~~to ~~own~~an ~~shares~~aggregate ~~will~~of ~~own~~$1,750,000 on or ~~acquire~~prior ~~50%~~to orthe ~~more~~date of the ~~outstanding~~applicable ~~voting~~deadline. ~~securities~~The ofapplicable ~~the~~deadline ~~target or~~to ~~otherwise~~consummate ~~acquires~~the ainitial ~~controlling~~business ~~interest~~combination in ~~the~~each ~~target~~case, ~~sufficient~~April ~~for~~25, it2026, ~~not~~July to25, be2026, ~~required~~or toOctober ~~register~~25, 2026, is referred as anthe ~~investment~~“Combination ~~company~~Deadline”. ~~under~~ On April 24, 2026, the ~~Investment~~sponsor ~~Company~~deposited ~~Act.~~$850,000 ~~There~~into isthe notrust ~~assurance~~account, ~~that~~as a result of which, the Company ~~will~~has beuntil ~~able~~July 25, 2026 to complete anits initial business combination ~~successfully~~.

~~Upon the closing of the IPO, management has agreed that at least $10.025 per Unit sold in the IPO will be held into a U.S.-based trust account (“trust account”).~~ The ~~funds~~Company ~~held in the trust account~~ will beprovide ~~invested~~its ~~only~~public inshareholders ~~U.S. government treasury bills~~ with ~~a maturity of 185 days or less, or in money market funds meeting~~ the ~~applicable~~opportunity ~~conditions of Rule 2a-7 promulgated under the Investment Company Act which invest solely in direct U.S. government treasury. Except with respect~~ to ~~divided~~redeem ~~and/~~all or ~~interest~~a ~~earned~~portion ~~on the funds held in the trust account that may be released to the Company to pay the Company’s tax obligation, if any, the proceeds from the IPO and the sale~~ of ~~the~~their ~~Private~~public ~~Placement Units that~~shares ~~are~~upon ~~deposited and held in~~ the ~~trust account will not be released from the trust account until the earliest to occur of (i) the~~ completion of the ~~Company’s~~ initial business combination, either (iii) ~~the redemption of any public shares properly tendered~~ in connection with a shareholder ~~vote~~meeting tocalled ~~amend the company’s memorandum and articles of association effective at the time~~ to ~~(A) modify the~~approve ~~substance or timing of obligation to redeem 100% of~~ the ~~Company’s public shares if the Company does not complete the Company’s~~ initial business combination ~~by the Combination Deadline (as defined below),~~ or (Bii) ~~with~~by ~~respect~~means ~~to any other provision relating to shareholders’ rights or pre-initial business combination activity and (iii) the redemption~~ of ~~all of public shares if the Company is unable to complete their initial business combination by the, subject to applicable law. In no other circumstances will~~ a ~~public shareholder~~tender ~~have any right or interest of any kind to or in the trust account~~offer. ~~The proceeds deposited in the trust account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the public shareholders.~~

The ~~Company~~ordinary ~~will~~shares ~~have~~subject ~~until April 25, 2026 (or 18 months from the consummation of the IPO)~~ to ~~consummate~~redemption ~~its~~accredited ~~initial business combination. If it anticipates that it may not be able~~ to ~~consummate~~the ~~its~~redemption ~~initial~~value ~~business~~and ~~combination~~classified byas ~~then,~~temporary itequity ~~may,~~upon ~~but is not obligated to, extend~~ the ~~period~~completion of ~~time~~the toIPO, ~~consummate an~~in ~~initial~~accordance ~~business~~with ~~combination~~Financial ~~two~~Accounting ~~times~~Standard byBoard’s an(FASB) ~~additional~~Accounting ~~three months~~Standards ~~each~~Codification ~~time~~ (~~until~~“ASC”) ~~July~~Topic 480 ~~25,~~“Distinguishing ~~2026~~Liabilities ~~or October 25, 2026, or up to 21 months or 24 months~~ from ~~the~~Equity.” ~~consummation~~The ofCompany ~~the~~has ~~IPO~~determined not to ~~complete~~consummate anany initial business combination), ~~provided~~unless ~~that~~ the ~~sponsor and/or~~Company ~~designees~~has ~~must~~net ~~deposit~~tangible ~~into~~assets ~~the~~of ~~trust~~at ~~account~~least ~~for each three months extension,~~ $~~850~~5,000,001 ~~($0.10~~upon ~~per~~such ~~unit~~consummation in ~~either~~order ~~case), up~~ to anavoid ~~aggregate~~being ofsubject ~~$1,750,000 on or prior~~ to ~~the~~Rule 419 ~~date~~promulgated ofunder the ~~applicable~~Securities ~~deadline~~Act. ~~The applicable deadline to consummate the initial business combination in each case, April 25, 2026, July 25, 2026, or October 25, 2026, is referred as the “Combination Deadline”.~~

~~The~~ If the Company ~~will~~does ~~provide~~not complete its ~~public~~initial ~~shareholders with~~business combination by Combination Deadline, the ~~opportunity~~Company towill: ~~redeem~~(i) cease all oroperations aexcept ~~portion~~for the purpose of ~~their~~winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem the public shares, ~~upon~~at a per-share price, payable in cash, equal to the ~~completion~~aggregate amount then on deposit in the trust account, including interest earned on the funds held in the trust account and not previously released to the Company to pay taxes that were paid by the Company or are payable by the Company, if any (less up to $100,000 of interest generated from the ~~initial~~funds ~~business~~held ~~combination~~in ~~either~~ the trust account released to us to pay dissolution expenses) divided by the number of the then-issued and outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (iincluding the right to receive further liquidation distributions, if any); and (iii) as promptly as reasonably possible following such redemption, subject to the approval of its remaining shareholders and its board of directors, liquidate and dissolve, subject in ~~connection~~each case to its obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable time). The sponsor and each member of management team have entered into an agreement with athe ~~shareholder~~Company, ~~meeting~~pursuant ~~called~~to which they have agreed to ~~approve~~waive their rights to liquidating distributions from the trust account with respect to any founder shares they hold if the Company fails to consummate an initial business combination ~~or (ii)~~ by ~~means~~the ofCombination ~~a tender offer~~Deadline.

The ordinary shares subject to redemption accredited to the redemption value and classified as temporary equity upon the completion of the IPO, in accordance with Financial Accounting Standard Board’s (FASB) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” The Company has determined not to consummate any initial business combination unless the Company has net tangible assets of at least $5,000,001 upon such consummation in order to avoid being subject to Rule 419 promulgated under the Securities Act.6

6 The sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement or Business Combination agreement, reduce the amount of funds in the trust account to below the lesser of (i) $10.025 per public share and (ii) the actual amount per public share held in the trust account as of the date of the liquidation of the trust account, if less than $10.025 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the trust account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of this offering against certain liabilities, including liabilities under the Securities Act. However, the Company has not asked the sponsor to reserve for such indemnification obligations, nor have the Company independently verified whether the Company’s sponsor has sufficient funds to satisfy its indemnity obligations and believe that the Sponsor’s only assets are securities of the company. Therefore, it cannot be assured that the sponsor would be able to satisfy those obligations. None of the officers or directors will indemnify the Company for claims by third parties including, without limitation, claims by vendors and prospective target businesses.

IfGoing ~~the~~Concern Company does not complete its initial business combination by Combination Deadline, the Company will: (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account, including interest earned on the funds held in the trust account and not previously released to the Company to pay taxes that were paid by the Company or are payable by the Company, if any (less up to $100,000 of interest generated from the funds held in the trust account released to us to pay dissolution expenses) divided by the number of the then-issued and outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any); and, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of its remaining shareholders and its board of directors, liquidate and dissolve, subject in each case to its obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable time). The sponsor and each member of management team have entered into an agreement with the Company, pursuant to which they have agreed to waive their rights to liquidating distributions from the trust account with respect to any founder shares they hold if the Company fails to consummate an initial business combination by the Combination Deadline.Consideration

~~The~~ ~~sponsor~~As ~~has~~of ~~agreed~~March ~~that~~31, it2026, ~~will~~the beCompany ~~liable to~~had ~~the~~$4,597 ~~Company~~of ifcash and toa ~~the~~working ~~extent~~capital ~~any~~deficit ~~claims~~of by$271,825. aThe ~~third~~Company ~~party~~expects ~~for~~to ~~services~~incur ~~rendered~~significant orprofessional ~~products~~costs ~~sold~~ to ~~the~~remain ~~Company,~~as or a ~~prospective target~~publicly ~~business~~traded ~~with~~company ~~which~~and ~~the~~to ~~Company~~incur ~~has~~significant ~~entered~~transaction ~~into~~costs ain ~~written~~pursuit ~~letter~~ of ~~intent,~~the ~~confidentiality~~consummation orof ~~similar~~an ~~agreement~~initial orbusiness ~~Business~~combination. ~~Combination agreement,~~In ~~reduce~~connection ~~the~~with ~~amount of funds in~~ the ~~trust~~Company’s ~~account~~assessment toof ~~below~~going ~~the~~concern ~~lesser~~considerations ofin ~~(i) $10.025~~accordance ~~per~~with ~~public~~Accounting ~~share~~Standards ~~and~~Update (ii“ASU”) ~~the actual~~ ~~amount~~2014-15, ~~per~~“Disclosures ~~public~~of ~~share~~Uncertainties ~~held~~about inan ~~the~~Entity’s ~~trust~~Ability ~~account~~to Continue as ofa ~~the~~Going ~~date~~Concern,” ofmanagement ~~the~~has ~~liquidation~~determined ofthat ~~the~~these ~~trust~~conditions ~~account,~~raise ifsubstantial ~~less~~doubt ~~than~~about ~~$10.025 per~~the ~~share~~Company’s ~~due~~ability to ~~reductions~~continue inas ~~the~~a ~~value~~going ofconcern ~~the~~within ~~trust~~one ~~assets,~~year ~~less~~after ~~taxes~~the ~~payable,~~date ~~provided~~ that ~~such~~the ~~liability~~unaudited ~~will~~financial ~~not~~statements ~~apply~~are toissued. ~~any~~Management’s ~~claims by~~plan ain ~~third~~addressing ~~party~~this oruncertainty ~~prospective~~is ~~target~~through ~~business~~the ~~who~~Working ~~executed~~Capital aLoans, ~~waiver~~as ofdefined ~~any~~below ~~and~~(see ~~all~~Note ~~rights~~5). toIn addition, if the ~~monies~~Company ~~held~~is inunable ~~the~~to ~~trust~~complete ~~account~~an ~~(whether or~~initial ~~not~~business ~~such~~combination ~~waiver~~within isthe ~~enforceable)~~Combination ~~nor~~Period ~~will~~by itJuly ~~apply~~25, to2026, ~~any~~unless ~~claims~~further ~~under~~extended, the Company’s ~~indemnity~~board of ~~the~~directors ~~underwriters~~would ofproceed ~~this~~to ~~offering against~~commence ~~certain~~a ~~liabilities,~~voluntary ~~including~~liquidation ~~liabilities~~and ~~under~~thereby ~~the~~a ~~Securities~~formal ~~Act.~~dissolution ~~However,~~of the Company. ~~has~~There ~~not~~is ~~asked~~no assurance that the ~~sponsor~~Company’s plans to ~~reserve for~~consummate ~~such~~an ~~indemnification~~initial ~~obligations,~~business ~~nor~~combination ~~have~~will ~~the~~be ~~Company~~successful ~~independently~~within ~~verified~~the ~~whether~~Combination ~~the~~Period. ~~Company’s~~As ~~sponsor~~a result, management has ~~sufficient~~determined ~~funds to~~that ~~satisfy~~such ~~its~~additional ~~indemnity~~condition ~~obligations~~also ~~and~~raise ~~believe~~substantial ~~that~~doubt about the ~~Sponsor~~Company’s ~~only~~ability ~~assets~~to ~~are~~continue ~~securities~~as ofa ~~the~~going ~~company.~~concern ~~Therefore,~~within itone ~~cannot be~~year ~~assured~~after ~~that~~ the ~~sponsor~~date ~~would~~that bethe ~~able~~unaudited tofinancial ~~satisfy~~statements ~~those~~are ~~obligations~~issued. ~~None~~The ofunaudited ~~the~~financial ~~officers~~statement ordoes ~~directors~~not ~~will~~include ~~indemnify~~any ~~the~~adjustments ~~Company~~that ~~for claims~~might byresult ~~third~~from ~~parties~~the ~~including,~~outcome ~~without~~of ~~limitation,~~this ~~claims by vendors and prospective target businesses~~uncertainty.

~~Going~~Risks ~~Concern~~and ~~Consideration~~Uncertainties

As ofa ~~September~~result ~~30,~~of ~~2025,~~ the ~~Company~~military ~~had~~action ~~$10,775 of~~commenced ~~cash~~in ~~and~~February 2022 aby ~~working~~the ~~capital~~Russian ofFederation ~~$3,618.~~and ~~The~~Belarus ~~Company~~in ~~expects~~the tocountry ~~incur~~of ~~significant~~Ukraine ~~professional~~and ~~costs~~related toeconomic ~~remain~~sanctions, asthe aCompany’s ~~publicly~~ability ~~traded company and~~ to ~~incur~~consummate ~~significant transaction costs in pursuit of the consummation of~~ an initial business combination., Inor ~~connection with~~ the ~~Company’s assessment~~operations of ~~going~~a ~~concern~~target ~~considerations~~business ~~in accordance~~ with ~~Accounting~~which ~~Standards~~the ~~Update~~Company ~~(“ASU”)~~ultimately ~~2014-15,~~consummates ~~“Disclosures of Uncertainties about~~ an ~~Entity’s~~initial ~~Ability~~business ~~to Continue as a Going Concern~~combination,” ~~management~~may ~~has~~be ~~determined~~materially ~~that~~and ~~these~~adversely ~~conditions raise~~affected. ~~substantial~~In ~~doubt~~addition, ~~about~~ the Company’s ability to ~~continue~~consummate as a ~~going~~transaction ~~concern~~may ~~within~~be ~~one~~dependent ~~year~~on ~~after~~ the ~~date~~ability ~~that~~to ~~the~~raise ~~unaudited financial~~equity ~~statements~~and ~~are~~debt ~~issued.~~financing ~~Management’s~~which ~~plan~~may inbe ~~addressing~~impacted ~~this~~by ~~uncertainty~~these ~~is through the Working Capital Loans~~events, including as ~~defined below~~a ~~(see~~result ~~Note~~of ~~5).~~increased Inmarket ~~addition~~volatility, ifor ~~the~~decreased ~~Company~~market isliquidity ~~unable~~in tothird-party ~~complete~~financing anbeing ~~initial~~unavailable ~~business~~on ~~combination~~terms ~~within~~acceptable ~~the~~to ~~Combination Period by April 25, 2026, unless further extended,~~ the Company’s ~~board~~or ofat ~~directors~~all. ~~would~~The ~~proceed~~impact toof ~~commence~~this aaction ~~voluntary liquidation~~ and ~~thereby~~ arelated ~~formal~~sanctions ~~dissolution~~on of the ~~Company.~~world ~~There~~economy isand nothe ~~assurance~~specific ~~that~~impact on the Company’s ~~plans~~financial ~~to consummate an initial business combination will be successful within the Combination Period. As a result~~position, ~~management~~results ~~has~~of ~~determined~~operations ~~that~~and/or ~~such additional condition also raise substantial doubt about the Company’s~~ ability to ~~continue~~consummate asan ainitial ~~going~~business ~~concern~~combination ~~within~~are ~~one~~not ~~year~~yet ~~after the date that the unaudited financial statements are issued~~determinable. The unaudited financial ~~statement~~statements ~~does~~do not include any adjustments that might result from the outcome of this uncertainty.

7Note 2 — Significant accounting policies

~~Risks~~Basis ~~and~~of ~~Uncertainties~~Presentation

AsThe aaccompanying ~~result~~unaudited offinancial ~~the~~statements ~~military~~are ~~action~~presented ~~commenced~~ in ~~February 2022~~ byconformity ~~the~~with ~~Russian~~accounting ~~Federation~~principles ~~and~~generally ~~Belarus~~accepted in the ~~country~~United States of ~~Ukraine~~America ~~and~~(“US ~~related~~GAAP”) ~~economic~~and ~~sanctions,~~pursuant ~~the Company’s ability~~ to ~~consummate~~the anrules and ~~initial~~regulations ~~business~~of ~~combination,~~the orSEC. ~~the~~The ~~operations~~interim offinancial ainformation ~~target~~provided ~~business~~is ~~with~~unaudited ~~which~~but ~~the~~includes ~~Company~~all ~~ultimately~~adjustments ~~consummates an~~which ~~initial~~management ~~business~~considers ~~combination,~~necessary ~~may~~for bethe ~~materially~~fair ~~and~~presentation ~~adversely~~of ~~affected.~~the Inresults ~~addition,~~for the ~~Company’s~~period. ~~ability~~Operating toresults ~~consummate~~for athe ~~transaction may~~interim beperiod ~~dependent~~March on31, ~~the~~2026 ~~ability~~are tonot ~~raise~~necessarily ~~equity~~indicative ~~and~~of ~~debt~~the ~~financing~~results ~~which~~that may be ~~impacted~~expected byfor ~~these~~the ~~events,~~fiscal ~~including~~year asending aDecember ~~result of increased market volatility~~31, or2026. ~~decreased~~The ~~market~~information ~~liquidity~~included in ~~third-party financing being unavailable on terms acceptable to the Company or at all. The impact of~~ this ~~action~~Form ~~and~~10-Q ~~related~~should ~~sanctions~~be onread ~~the~~in ~~world~~conjunction ~~economy~~with ~~and~~information ~~the~~included ~~specific~~in ~~impact on~~ the Company’s ~~financial~~annual ~~position, results~~report ofon ~~operations~~Form ~~and/or~~10-K ~~ability~~for tothe ~~consummate~~year anended ~~initial~~December ~~business~~31, ~~combination~~2025, ~~are~~filed ~~not~~with ~~yet~~the ~~determinable.~~Securities ~~The~~and ~~unaudited~~Exchange ~~financial~~Commission ~~statements do~~on ~~not~~May ~~include~~28, ~~any adjustments that might result from the outcome of this uncertainty~~2026.

~~Note 2 — Significant accounting policies~~7

~~Basis~~Emerging ofGrowth ~~Presentation~~Company Status

The ~~accompanying~~Company ~~unaudited~~is ~~financial~~an ~~statements are~~“emerging ~~presented~~growth incompany,” ~~conformity~~as ~~with~~defined ~~accounting principles generally accepted~~ in Section 2(a) of the ~~United States~~Securities Act of 1933, ~~America~~as amended, (the “USSecurities ~~GAAP~~Act”) ~~and~~, ~~pursuant~~as tomodified by the ~~rules and~~Jumpstart ~~regulations~~Our Business Startups Act of 2012, as amended (the ~~SEC.~~“JOBS ~~The~~Act”), ~~interim~~and ~~financial~~it ~~information~~may ~~provided~~take isadvantage ~~unaudited~~of ~~but~~certain ~~includes~~exemptions ~~all~~from ~~adjustments which~~various ~~management~~reporting ~~considers~~requirements ~~necessary~~that ~~for~~are ~~the~~applicable ~~fair~~to ~~presentation~~other ofpublic ~~the~~companies ~~results~~that ~~for~~are ~~the~~not ~~period.~~emerging ~~Operating~~growth ~~results~~companies ~~for~~including, ~~the~~but ~~interim~~not ~~period September~~limited 30to, ~~2025~~not ~~are~~being ~~not~~required ~~necessarily~~to ~~indicative~~comply ofwith the ~~results~~auditor ~~that~~attestation ~~may~~requirements beof ~~expected~~Section 404 ~~for~~of the ~~fiscal~~Sarbanes-Oxley ~~year~~Act ~~ending~~of ~~December 31~~2002, ~~2025. The~~as ~~information~~amended, ~~included~~reduced indisclosure ~~this~~obligations ~~Form~~regarding ~~10-Q~~executive ~~should~~compensation bein ~~read~~its inperiodic ~~conjunction~~reports ~~with~~and ~~information~~proxy ~~included~~statements, inand ~~the~~exemptions ~~Company’s~~from ~~annual~~the ~~report on~~requirements ~~Form~~of ~~10-K~~holding ~~for~~a ~~the~~nonbinding ~~year~~advisory ~~ended~~vote ~~December~~on ~~31,~~executive ~~2024,~~compensation ~~filed~~and ~~with~~shareholder ~~the~~approval ~~Securities~~of ~~and~~any ~~Exchange~~golden ~~Commission~~parachute onpayments ~~March~~not ~~24,~~previously ~~2025~~approved.

~~Emerging~~Further, ~~Growth~~Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. The Company ~~Status~~has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s unaudited financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

~~The~~Use ~~Company is an “emerging growth company,” as defined in Section 2(a)~~ of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012, as amended (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, as amended, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.Estimates

~~Further,~~The ~~Section 102(b)(1)~~ preparation of ~~the~~unaudited ~~JOBS Act~~financial ~~exempts~~statements ~~emerging~~in ~~growth~~conformity ~~companies from being required to comply~~ with ~~new~~US orGAAP ~~revised~~requires ~~financial~~management ~~accounting~~to ~~standards~~make ~~until~~estimates ~~private~~and ~~companies (that~~assumptions ~~is, those~~ that ~~have~~affect ~~not had a Securities Act registration statement declared effective or do not have a class of securities registered under~~ the ~~Securities~~reported ~~Exchange Act~~amounts of ~~1934,~~assets asand ~~amended~~liabilities ~~(the “Exchange Act”)) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period~~ and ~~comply with~~disclosure ~~the requirements that apply to non-emerging growth companies but any such an election to opt out is irrevocable. The Company has elected not to opt out~~ of ~~such~~contingent ~~extended~~assets ~~transition period which means that when a standard is issued or revised~~ and itliabilities ~~has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard~~ at the ~~time~~date ~~private companies adopt the new or revised standard. This may make comparison~~ of the ~~Company’s~~ unaudited financial statements ~~with~~and ~~another public~~the ~~company~~reported ~~which~~amounts ~~is neither an emerging growth company nor an emerging growth company which has opted out~~ of ~~using~~expenses during the ~~extended~~reporting ~~transition~~ period. ~~difficult~~Actual orresults ~~impossible~~could ~~because~~differ offrom ~~the~~those ~~potential differences in accounting standards used~~estimates.

~~Use~~Cash ~~of Estimates~~

The ~~preparation~~Company ofconsiders ~~unaudited~~all ~~financial~~short-term ~~statements in~~investments ~~conformity~~ with USan ~~GAAP~~original ~~requires~~maturity ~~management~~of tothree months ~~make~~or ~~estimates~~less ~~and~~when ~~assumptions~~purchased ~~that~~to ~~affect~~be ~~the~~cash ~~reported~~equivalents. ~~amounts~~The ofCompany ~~assets~~has ~~and~~cash ~~liabilities and disclosure~~ of ~~contingent~~$4,597 ~~assets~~ and ~~liabilities~~$5,135 atas ~~the date~~ of ~~the~~March ~~unaudited~~31, ~~financial~~2026 ~~statements~~ and ~~the~~December ~~reported~~31, ~~amounts~~2025, ~~of expenses during the reporting period~~respectively. ~~Actual results could differ from those estimates.~~

8Cash and Investments Held in Trust Account

~~Cash~~ As of March 31, 2026 and December 31, 2025, substantially all of the assets of $90,231,013 and $89,444,533 held in the trust account, which are invested primarily in money market funds. These investments are presented on the balance sheet at fair value at the end of each reporting period. Earnings on these investments are included in interest and dividends income in the accompanying statements of operations and is automatically reinvested. The fair value for these investments is determined using quoted market prices in active markets.

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company has cash of $10,775 and $447,419 as of September 30, 2025 and December 31, 2024, respectively.8

~~Cash~~Offering ~~and Investments Held in Trust Account~~Costs

AsThe ofCompany ~~September~~complies ~~30,~~with ~~2025 and December 31, 2024, substantially all of~~ the ~~assets~~requirements of ~~$88,589,926~~ ASC 340-10-S99-1 and ~~$85,870,124~~SEC ~~held~~Staff inAccounting ~~the~~Bulletin ~~trust~~(“SAB”) ~~account,~~Topic 5A — Expenses ~~which~~of ~~are invested primarily in money market funds~~Offering. ~~These~~Deferred ~~investments~~offering ~~are~~costs ~~presented~~consist onof ~~the~~underwriting, ~~balance~~legal, ~~sheet~~and atother ~~fair~~expenses ~~value~~incurred atthrough the ~~end~~balance ofsheet ~~each~~date ~~reporting~~that ~~period. Earnings on these investments~~ are ~~included~~directly inrelated ~~interest~~to ~~and dividends income in~~ the ~~accompanying~~Initial ~~statements~~Public ofOffering ~~operations~~ and iswere ~~automatically~~charged ~~reinvested.~~to ~~The~~shareholders’ ~~fair~~equity ~~value for~~upon ~~these~~the ~~investments~~completion isof ~~determined~~the ~~using~~Initial ~~quoted~~Public ~~market prices in active markets~~Offering.

~~Offering~~Concentration ~~Costs~~of Credit Risk

~~The~~ ~~Company~~Financial ~~complies~~instruments ~~with~~that ~~the~~potentially ~~requirements~~subject ~~of ASC 340-10-S99-1 and~~the ~~SEC~~Company ~~Staff~~to ~~Accounting~~concentrations ~~Bulletin~~of ~~(“SAB”)~~credit ~~Topic 5A — Expenses~~risk consist of ~~Offering. Deferred~~cash ~~offering~~accounts ~~costs~~in ~~consist~~a offinancial ~~underwriting~~institution, ~~legal~~which, ~~and~~at ~~other~~times, ~~expenses~~may ~~incurred~~exceed ~~through~~ the ~~balance~~Federal ~~sheet~~Depository ~~date~~Insurance ~~that~~Coverage ~~are~~(“FDIC”) ~~directly~~of ~~related to~~$250,000. ~~the~~As ~~Initial~~of ~~Public~~March ~~Offering~~31, 2026 and ~~were~~December ~~charged~~31, to2025, ~~shareholders’~~$0 ~~equity~~was ~~upon~~over the ~~completion~~FDIC oflimit. ~~the~~The ~~Initial~~Company ~~Public~~has ~~Offering~~not experienced losses on these accounts.

~~Fair~~Net ~~Value~~Income ofPer ~~Financial Instruments~~Share

The ~~fair~~Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. Net income per ordinary share is computed by dividing net income by the weighted average number of ordinary shares outstanding for the period. Remeasurement of carrying value to redemption value of redeemable ordinary shares is excluded from income per share as the redemption value approximates fair value. For the three months ended March 31, 2026, the Company’s ~~assets~~has ~~and liabilities~~not considered the effect of the 8,755,000 ~~which~~Rights ~~qualify~~included asin ~~financial~~the ~~instruments~~Units, ~~under~~the ~~FASB~~Private ~~ASC 820~~Placement Units, ~~“Fair~~the ~~Value~~Option ~~Measurements~~Units and ~~Disclosures~~the Additional Private Placement Units,” ~~approximates~~ in the ~~carrying~~calculation ~~amounts~~of ~~represented~~diluted net income per share, since the conversion of the Rights is contingent upon the occurrence of future events and the inclusion of such Rights would be anti-dilutive and the Company did not have any other dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the ~~accompanying~~earnings ~~balance~~of ~~sheet~~the Company. As a result, ~~primarily~~diluted ~~due~~income toper ~~their~~share ~~short-term~~is ~~nature~~the same as basic income per share for the periods presented.

Concentration of Credit Risk

	For The Three Months Ended				For The Three Months Ended
	March 31, 2026				March 31, 2025
	Redeemable		Non-Redeemable		Redeemable		Non-Redeemable
	Class A		Class A and Class B		Class A		Class A and Class B
	Ordinary		Ordinary		Ordinary		Ordinary
	Shares		Shares		Shares		Shares
Basic and diluted net income per ordinary share:
Numerators:
Allocation of net income	$	542,536	$	157,336	$	566,866	$	164,391
Denominators:
Basic and diluted weighted average shares outstanding		8,500,000		2,465,000		8,500,000		2,465,000
Basic and diluted net income per ordinary share	$	0.06	$	0.06	$	0.07	$	0.07

~~Financial~~Fair ~~instruments~~Value ~~that potentially subject the Company to concentrations~~ of ~~credit~~Financial risk consist of cash accounts in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage (“FDIC”) of $250,000. As of September 30, 2025 and December 31, 2024, $0 and $197,419, respectively, were over the FDIC limit. The Company has not experienced losses on these accounts.Instruments

~~Net~~The ~~Income~~fair ~~(Loss)~~value ~~Per~~of ~~Share~~the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.

The Company complies with accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding for the period. Remeasurement of carrying value to redemption value of redeemable ordinary shares is excluded from income (loss) per share as the redemption value approximates fair value. For the three and nine months ended September 30, 2025, the Company has not considered the effect of the 8,755,000 Rights included in the Units, the Private Placement Units, the Option Units and the Additional Private Placement Units, in the calculation of diluted net income per share, since the conversion of the Rights is contingent upon the occurrence of future events and the inclusion of such Rights would be anti-dilutive and the Company did not have any other dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted income (loss) per share is the same as basic income (loss) per share for the periods presented. 9

	For The Three Months Ended				For The Three Months Ended
	September 30, 2025				September 30, 2024
	Redeemable		Non-Redeemable		Redeemable		Non-Redeemable
	Class A		Class A and Class B		Class A		Class A and Class B
	Ordinary		Ordinary		Ordinary		Ordinary
	Shares		Shares		Shares		Shares
Basic and diluted net income (loss) per ordinary share:
Numerators:
Allocation of net income (loss)	$	625,573	$	181,416	$	-	$	(315,671	)
Denominators:
Basic and diluted weighted average shares outstanding		8,500,000		2,465,000		-		1,875,000
Basic and diluted net income (loss) per ordinary share	$	0.07	$	0.07	$	-	$	(0.17	)

The Company applies ASC 820, which establishes a framework for measuring fair value and clarifies the definition of fair value within that framework. ASC 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement date. The fair value hierarchy established in ASC 820 generally requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Observable inputs reflect the assumptions that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market participants would use in pricing the asset or liability and are to be developed based on the best information available in the circumstances.

9● Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities.

					For The Period From
					March 22, 2024
	For The Nine Months Ended				(Inception) Through
	September 30, 2025				September 30, 2024
	Redeemable		Non-Redeemable		Redeemable		Non-Redeemable
	Class A		Class A and Class B		Class A		Class A and Class B
	Ordinary		Ordinary		Ordinary		Ordinary
	Shares		Shares		Shares		Shares
Basic and diluted net income (loss) per ordinary share:
Numerators:
Allocation of net income (loss)	$	1,795,558	$	520,712	$	-	$	(331,524	)
Denominators:
Basic and diluted weighted average shares outstanding		8,500,000		2,465,000		-		1,875,000
Basic and diluted net income (loss) per ordinary share	$	0.21	$	0.21	$	-	$	(0.18	)

●

Level 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals.

~~Fair~~● ~~Value~~Level of3 ~~Financial~~— ~~Instruments~~Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.

The ~~fair~~following ~~value~~table ofpresents information about the Company’s assets ~~and liabilities,~~that ~~which~~are ~~qualify~~measured asat ~~financial~~fair ~~instruments~~value ~~under~~on ~~FASB~~March ~~ASC 820~~31, ~~“Fair~~2026 ~~Value~~and ~~Measurements~~December 31, 2025 and ~~Disclosures,”~~indicates ~~approximates~~ the ~~carrying~~fair ~~amounts~~value ~~represented~~hierarchy inof the ~~accompanying~~valuation ~~balance~~inputs ~~sheet,~~the ~~primarily~~Company ~~due~~utilized to ~~their~~determine ~~short-term~~such ~~nature~~fair value.

March 31, 2026	Carrying Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Cash and investments held in trust account	$	90,231,013	$	90,231,013	$	-	$	-
Total	$	90,231,013	$	90,231,013	$	-	$	-

● Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges. Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities.

December 31, 2025	Carrying Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Cash and investments held in trust account	$	89,444,533	$	89,444,533	$	-	$	-
Total	$	89,444,533	$	89,444,533	$	-	$	-

●The ~~Level~~rights 2were —valued, ~~Inputs~~using toa calculation prepared by management which takes into consideration the ~~fair~~probability ~~value~~of ~~measurement~~completion ~~are~~of ~~determined~~the ~~using~~IPO, ~~prices~~an ~~for~~implied ~~recently~~probability ~~traded~~of ~~assets~~the completion of an initial business combination and ~~liabilities~~a ~~with~~Discount ~~similar~~for ~~underlying~~Lack ~~terms,~~of asMarketability ~~well~~calculation. The rights are classified as ~~direct~~Level or3 ~~indirect~~at ~~observable~~the measurement date due to the use of unobservable inputs, ~~such~~including asthe ~~interest~~probability ~~rates~~of ~~and~~an ~~yield~~initial ~~curves~~business ~~that~~combination, ~~are~~the ~~observable~~probability atof ~~commonly~~the ~~quoted~~initial ~~intervals~~public offering, and other risk factors.

●Class A ~~Level~~ordinary 3shares —subject ~~Inputs~~ to ~~the~~possible ~~fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.~~redemption

The ~~following~~Company ~~table~~accounts ~~presents~~for ~~information~~its ~~about~~ Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480, “Distinguishing Liabilities from Equity” (ASC 480). Ordinary shares subject to mandatory redemption (if any) will be classified as a liability instrument and will be measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s ~~assets~~control) ~~that~~will be classified as temporary equity. At all other times, ordinary shares will be classified as shareholders’ equity. In accordance with ASC 480-10-S99, the Company classifies the Class A ordinary shares subject to redemption outside of permanent equity as the redemption provisions are ~~measured~~not atsolely ~~fair~~within the control of the Company. Given that the 8,500,000 Class A ordinary shares sold as part of the Units in the IPO were issued with other freestanding instruments (i.e., rights), the initial carrying value onof ~~September~~Class A 30ordinary shares classified as temporary equity has been allocated to the proceeds determined in accordance with ASC 470-20. If it is probable that the equity instrument will become redeemable, ~~2025~~the ~~and~~Company ~~December~~has 31the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, ~~2024~~if ~~and~~later) ~~indicates~~to the ~~fair~~earliest redemption date of the instrument or (ii) recognize changes in the redemption value ~~hierarchy~~ immediately as they occur and adjust the carrying amount of the ~~valuation~~instrument ~~inputs~~to equal the redemption value at the end of each reporting period. The Company ~~utilized~~has elected to ~~determine~~recognize ~~such~~the ~~fair~~changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period.

September 30, 2025	Carrying Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Assets:
Cash and investments held in trust account	$	88,589,926	$	88,589,926	$	-	$	-
Total	$	88,589,926	$	88,589,926	$	-	$	-

As of March 31, 2026 and December 31, 2025, the Class A ordinary shares subject to possible redemption reflected in the balance sheet are reconciled in the following table:

December 31, 2024	Carrying Value		Quoted Prices in Active Markets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Other Unobservable Inputs (Level 3)
Class A ordinary shares subject to possible redemption, December 31, 2024	$	85,870,124
Assets:
Plus: Remeasurement of carrying value to redemption value		3,574,409
Cash and investments held in trust account	$	85,870,124	$	85,870,124	$	-	$	-
Class A ordinary shares subject to possible redemption, December 31, 2025		89,444,533
Total	$	85,870,124	$	85,870,124	$	-	$	-
Plus: Remeasurement of carrying value to redemption value		786,480
Class A ordinary shares subject to possible redemption, March 31, 2026	$	90,231,013

~~The~~Income rights were valued, using a calculation prepared by management which takes into consideration the probability of completion of the IPO, an implied probability of the completion of an initial business combination and a Discount for Lack of Marketability calculation. The rights are classified as Level 3 at the measurement date due to the use of unobservable inputs including the probability of an initial business combination, the probability of the initial public offering, and other risk factors.Taxes

~~Class~~The Company accounts for income taxes under ASC A740 ~~ordinary~~Income ~~shares~~Taxes ~~subject~~(“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to ~~possible redemption~~be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.

~~The Company accounts for its Class~~ASC A740 ~~ordinary shares~~also ~~subject~~clarifies tothe ~~possible~~accounting ~~redemption~~for uncertainty in ~~accordance~~income ~~with~~taxes ~~the~~recognized ~~guidance~~ in ~~ASC~~an ~~Topic 480,~~enterprise’s ~~“Distinguishing~~financial ~~Liabilities~~statements ~~from~~and ~~Equity” (ASC 480).~~prescribes ~~Ordinary shares subject to mandatory redemption (if any) will be classified as~~ a ~~liability~~recognition ~~instrument~~threshold and ~~will~~measurement beprocess ~~measured at~~for ~~fair~~financial ~~value.~~statement ~~Conditionally~~recognition ~~redeemable~~and ~~ordinary~~measurement ~~shares~~of ~~(including~~a ~~ordinary~~tax ~~shares~~position ~~that~~taken ~~features redemption rights that are either within the control of the holder~~ or ~~subject~~expected to ~~redemption~~be ~~upon~~taken ~~the~~in ~~occurrence~~a oftax ~~uncertain~~return. ~~events~~For ~~not~~those ~~solely~~benefits ~~within~~to ~~the Company’s control) will~~ be ~~classified as temporary equity. At all other times~~recognized, ~~ordinary~~a ~~shares~~tax ~~will~~position must be ~~classified as shareholders’ equity. In accordance with ASC 480~~more-10likely-~~S99,~~than-not ~~the Company classifies the Class A ordinary shares subject~~ to ~~redemption~~be ~~outside~~sustained ofupon ~~permanent~~examination ~~equity~~by ~~as the~~taxing ~~redemption provisions are not solely within the control of the Company~~authorities. ~~Given that the 8,500,000 Class~~ASC A740 ~~ordinary~~also ~~shares~~provides ~~sold as~~guidance ~~part~~on ~~of the Units in the IPO were issued with other freestanding instruments (i.e.~~derecognition, ~~rights)~~classification, ~~the~~interest ~~initial~~and ~~carrying~~penalties, ~~value~~accounting ofin ~~Class A ordinary~~interim ~~shares~~period, ~~classified~~disclosure asand ~~temporary equity has been allocated to the proceeds determined in accordance with ASC 470-20~~transition. IfBased ~~it is~~on ~~probable that~~ the ~~equity~~Company’s ~~instrument will become redeemable~~evaluation, ~~the~~it ~~Company~~ has ~~the~~been ~~option~~concluded ~~to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date~~ that itthere ~~becomes~~are ~~probable~~no ~~that~~significant ~~the~~uncertain ~~instrument~~tax ~~will~~positions ~~become~~requiring ~~redeemable, if~~recognition ~~later) to the earliest redemption date of the instrument or (ii) recognize changes~~ in the ~~redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The~~ Company ~~has~~’s ~~elected~~unaudited tofinancial ~~recognize the changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period~~statements.

11 The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2026 and December 31, 2025. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

AsThere ofis ~~September~~currently ~~30,~~no ~~2025~~taxation ~~and~~imposed ~~December~~on ~~31,~~income ~~2024,~~by the ~~Class~~Government Aof ~~ordinary shares~~the Cayman ~~subject~~Islands. toIn ~~possible~~accordance ~~redemption~~with Cayman ~~reflected~~Islands federal inincome tax regulations, income taxes are not levied on the ~~balance~~Company. ~~sheet~~Consequently, income taxes are ~~reconciled~~not reflected in the ~~following~~Company’s ~~table:~~ unaudited financial statements.

Class A ordinary shares subject to possible redemption, March 22, 2024 (Inception)	$	-
Gross Proceeds		85,000,000
Less:
Proceeds allocated to Public Rights		(1,152,422	)
Proceeds allocated to over-allotment option		(197,896	)
Redeemable Class A ordinary shares issuance cost		(3,350,023	)
Plus:
Initial measurement of carrying value to redemption value		4,912,841
Remeasurement of carrying value to redemption value		657,624
Class A ordinary shares subject to possible redemption, December 31, 2024		85,870,124
Plus: Remeasurement of carrying value to redemption value		2,719,802
Class A ordinary shares subject to possible redemption, September 30, 2025	$	88,589,926

Related parties

~~Income~~Parties, ~~Taxes~~which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions. Companies are also considered to be related if they are subject to common control or common significant influence.

The Company accounts for income taxes under ASC 740 Income Taxes (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.11

~~ASC 740~~Recent ~~also~~Accounting clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim period, disclosure and transition. Based on the Company’s evaluation, it has been concluded that there are no significant uncertain tax positions requiring recognition in the Company’s unaudited financial statements.Pronouncements

~~The~~In ~~Company~~November ~~recognizes~~2024, ~~accrued~~the ~~interest~~FASB ~~and~~issued ~~penalties related~~Accounting toStandards ~~unrecognized~~Update ~~tax~~(“ASU”) ~~benefits~~2024-03, as“Income ~~income~~Statement-Reporting ~~tax~~Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, requiring public entities to disclose additional information about specific expense. ~~There~~categories ~~were~~in nothe ~~unrecognized~~notes ~~tax~~to ~~benefits~~the ~~and~~unaudited nofinancial ~~amounts~~statements ~~accrued~~on ~~for~~an ~~interest~~ interim and ~~penalties~~annual asbasis. ofASU ~~September~~2024-03 ~~30,~~is ~~2025~~effective ~~and~~for fiscal years beginning after December 3115, ~~2024.~~2026, ~~The~~and ~~Company~~for isinterim ~~currently~~periods ~~not~~beginning ~~aware~~after ofDecember ~~any~~15, ~~issues~~2027, ~~under~~with ~~review~~early ~~that~~adoption ~~could result~~permitted. inThe ~~significant~~Company ~~payments,~~is ~~accruals~~currently orevaluating ~~material~~the ~~deviation~~impact ~~from~~of ~~its~~adopting ~~position~~ASU 2024-03.

~~There~~Management isdoes ~~currently~~not nobelieve ~~taxation~~that ~~imposed~~any onrecently ~~income by the Government of the Cayman Islands. In accordance with Cayman Islands federal income tax regulations~~issued, ~~income~~but ~~taxes are~~ not ~~levied~~effective, onaccounting ~~the~~standards, ~~Company.~~if ~~Consequently~~currently adopted, ~~income~~would ~~taxes~~have ~~are~~a ~~not~~material ~~reflected~~effect inon the Company’s unaudited financial statements.

~~Related~~Note 3 — ~~parties~~Initial Public Offering

~~Parties,~~ ~~which~~On ~~can~~October be25, a2024, ~~corporation~~the orCompany ~~individual~~sold 7, ~~are~~500,000 ~~considered~~Units toin beits ~~related~~IPO. ifOn November 19, 2024, the ~~Company~~Representative ~~has~~exercised the ~~ability~~over-allotment option in part, ~~directly~~and orpurchased ~~indirectly~~1,000,000 toUnits. ~~control~~Each ~~the~~Unit ~~other~~has ~~party~~an oroffering ~~exercise~~price ~~significant influence~~of ~~over~~$10.00 ~~the~~and ~~other~~consists ~~party~~of inone ~~making~~share ~~financial~~of the Company’s Class A ordinary share and ~~operational~~one ~~decisions~~right. ~~Companies~~Each ~~are~~right ~~also~~entitles ~~considered~~the holder thereof to bereceive ~~related~~one-eighth ifof ~~they~~one ~~are subject~~Class A ordinary share upon completion of the Company’s initial business combination. The Company will not issue fractional shares. As a result, the holder must hold rights in multiples of 8 in order to ~~common~~receive ~~control~~shares orfor ~~common~~all ~~significant~~of ~~influence~~their rights upon closing of an initial business combination.

~~Recent~~Note 4 — Private ~~Accounting Pronouncements~~Placement

~~Management~~ ~~does~~Simultaneously ~~not~~with ~~believe~~the ~~that~~closing ~~any~~of ~~recently issued~~the IPO and the Option Units in part, ~~but~~the ~~not~~sponsor ~~effective~~purchased an aggregate of 255,000 Units at ~~accounting~~a ~~standards~~price of $10.00 per Unit for an aggregate purchase price of $2,550,000 ifin ~~currently~~the ~~adopted~~Private Placement. Each Private Placement Units was identical to the Units sold in the IPO, ~~would~~except ~~have~~that ait ~~material~~will ~~effect~~not onbe redeemable, transferable, assignable or salable by the ~~Company’s~~sponsor ~~unaudited~~until ~~financial statements~~the completion of its initial business combination (except to certain permitted transferees).

Note 35 — ~~Initial~~ Related ~~Public~~Party ~~Offering~~ Transactions

OnFounder October 25, 2024, the Company sold 7,500,000 Units in its IPO. On November 19, 2024, the Representative exercised the over-allotment option in part, and purchased 1,000,000 Units. Each Unit has an offering price of $10.00 and consists of one share of the Company’s Class A ordinary share and one right. Each right entitles the holder thereof to receive one-eighth of one Class A ordinary share upon completion of the Company’s initial business combination. The Company will not issue fractional shares. As a result, the holder must hold rights in multiples of 8 in order to receive shares for all of their rights upon closing of an initial business combination.Shares

12 On April 23, 2024, the Company issued 2,156,250 Class B ordinary shares, or founder shares, par value $0.0001 per share, to its Sponsor for a purchase price of $25,000, or approximately $0.0116 per share. On November 19, 2024, the underwriters partially exercised the over-allotment option for an additional 1,000,000 Units, reducing the Class B ordinary shares subject to forfeiture to 31,250 shares. On December 9, 2024, the remainder of the over-allotment option to purchase 125,000 Units expired and the 31,250 founder shares were forfeited, resulting in the insiders collectively owning 20.0% of its issued and outstanding shares after the IPO (without given effect to the sale of the Private Placement Units, the Representative Shares, and our insiders did not partially purchase the Units in the IPO).

~~Note 4 — Private~~ ~~Placement~~On September 11, 2024, the sponsor entered into a securities transfer agreement, pursuant to which the sponsor transferred 100,000 founder shares and 60,000 founder shares to Mr. Will Garner, the Company’s former Chairman and CEO, and Ms. Yuanmei Ma, the Company’s former CFO, respectively, for a total consideration of $1,855, or approximately $0.0116 per share. The fair value of the transfer of the 160,000 founder shares accounted for as compensation under Accounting Standards Codification (“ASC”) 718, “Compensation – Stock Compensation” (“ASC 718”). The estimated fair value of the 160,000 founder shares totaled $187,200. On September 11, 2024, the Company recognized a share-based compensation expense of $185,345, net of the nominal cash consideration of $1,855 paid by the officers.

~~Simultaneously~~ ~~with~~On ~~the~~October ~~closing~~24, of2024, the ~~IPO~~effective ~~and~~ date of the ~~Option~~registration ~~Units~~statement inof ~~part~~the IPO, the sponsor ~~purchased~~transferred an aggregate of ~~255~~60,000 ~~Units at~~ aof ~~price~~its founder shares, or 20,000 each to its three independent directors for their board service, for nominal cash consideration, of $10696.00 ~~per~~The ~~Unit~~fair ~~for~~value anof ~~aggregate purchase~~the ~~price~~transfer of $2the 60,~~550,~~000 infounder ~~the~~shares ~~Private~~accounted ~~Placement.~~for ~~Each~~as ~~Private~~compensation ~~Placement~~under ~~Units~~Accounting ~~was~~Standards ~~identical~~Codification to(“ASC”) ~~the~~718, ~~Units sold~~“Compensation in– Stock Compensation” (“ASC 718”). The estimated fair value of the ~~IPO~~60,000 ~~except that~~founder itshares ~~will~~totaled ~~not~~$65,046. beOn ~~redeemable~~October 24, ~~transferable~~2024, ~~assignable~~the orCompany ~~salable~~recognized bya ~~the~~share-based ~~sponsor~~compensation ~~until~~expense ~~the~~of ~~completion~~$64,350, net of ~~its~~the ~~initial~~nominal ~~business~~cash ~~combination (except~~consideration toof ~~certain~~$696 ~~permitted~~paid ~~transferees)~~by the directors.

~~Note 5 — Related Party Transactions~~12

~~Founder~~ ~~Shares~~The Private Placement shares are identical to the Class A ordinary shares included in the Units being sold in this offering. However, the Company’s insiders have agreed, pursuant to written letter agreements with the Company, (A) to vote their founder shares and Private Placement shares (as well as any public shares acquired in or after this offering) in favor of any initial business combination, (B) not to propose, or vote in favor of, an amendment to the Company’s memorandum and articles of association effective at the time that would stop the Company’s public shareholders from redeeming their shares for cash or selling their founder shares and Private Placement shares to the Company in connection with an initial business combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Company’s public shares if the Company do not complete an initial business combination by the Combination Deadline, (C) not to redeem any founder shares and Private Placement shares (as well as any other shares acquired in or after this offering) for cash from the trust account in connection with a shareholder vote to approve the Company’s proposed an initial business combination (or sell any shares they hold to the Company in a tender offer in connection with a proposed initial business combination) or a vote to amend the provisions of the Company’s memorandum and articles of association effective at the time relating to shareholders’ rights or pre-initial business combination activity and (D) that the founder shares and Private Placement shares shall not participate in any liquidating distribution upon winding up if an initial business combination is not consummated.

On ~~April 23,~~The ~~2024~~insiders have agreed not to transfer, assign or sell any of the ~~Company~~founder ~~issued~~shares ~~2,156,250 Class~~(except to certain permitted transferees) until (1) Bwith ~~ordinary~~respect ~~shares,~~to or50% of the founder shares, ~~par~~the ~~value~~earlier ~~$0.0001~~of ~~per~~six months ~~share,~~after tothe ~~its~~date ~~Sponsor~~of ~~for~~the aconsummation ~~purchase~~of the Company’s initial business combination and the date on which the closing price of ~~$25,000,~~the Company’s ordinary shares equals or ~~approximately~~ exceeds $012.~~0116~~50 per share. On(as ~~November~~adjusted 19for share subdivisions, ~~2024~~share capitalizations, reorganizations, recapitalizations and the ~~underwriters~~like) ~~partially~~for ~~exercised~~any ~~the~~20 trading ~~over-allotment~~days ~~option~~within ~~for~~any an30-trading day ~~additional~~period ~~1,000,000~~commencing ~~Units, reducing~~after the ~~Class~~Company’s Binitial ~~ordinary~~business ~~shares~~combination ~~subject~~and to(2) with ~~forfeiture~~respect to ~~31,250.~~the Onremaining ~~December~~50% 9,of ~~2024~~the founder shares, six months after the ~~remainder~~date of the ~~over-allotment~~consummation ~~option to~~of ~~purchase~~the ~~125,000~~Company’s ~~Units~~initial ~~expired~~business ~~and~~combination, ~~the~~or 31earlier,~~250~~ ~~founder~~in ~~shares~~either ~~were~~case, ~~forfeited~~if, ~~resulting~~subsequent into the ~~insiders~~Company’s ~~collectively~~initial ~~owning~~business ~~20.0%~~combination, ~~of its~~the ~~issued~~Company ~~and~~consummate ~~outstanding~~a ~~shares~~liquidation, ~~after~~merger, ~~this~~share ~~offering~~exchange ~~(without~~or ~~given~~other ~~effect~~similar totransaction ~~the~~which ~~sale~~results in all of the ~~Private~~Company’s ~~Placement~~shareholders ~~Units,~~having the ~~Representative Shares,~~right ~~and~~to ~~assuming~~exchange ~~our~~their ~~insiders~~ordinary doshares ~~not~~for ~~purchase~~cash, ~~Units in~~securities ~~the~~or ~~IPO)~~other property.

OnThe ~~September~~Private ~~11,~~Placement ~~2024,~~Units (including the ~~sponsor~~underlying ~~entered into a~~ securities) ~~transfer~~will ~~agreement,~~not ~~pursuant~~be ~~to which the sponsor transferred 100~~transferable,~~000~~ ~~founder~~assignable ~~shares~~or ~~and~~saleable ~~60,000~~until ~~founder shares to Mr. Will Garner,~~ the ~~Company’s~~completion ~~Chairman~~of ~~and CEO, and Ms. Yuanmei Ma,~~ the Company’s ~~CFO,~~initial ~~respectively,~~business ~~for~~combination ~~a total consideration of $1,855, or approximately $0.0116 per share. The fair value of the transfer of the 160,000 founder shares accounted for as compensation under Accounting Standards Codification~~ (~~“ASC”)~~except ~~718,~~to ~~“Compensation~~certain –permitted ~~Stock Compensation” (“ASC 718”~~transferees). The estimated fair value of the 160,000 founder shares totaled $187,200. On September 11, 2024, the Company recognized a share-based compensation expense of $185,345, net of the nominal cash consideration of $1,855 paid by the officers.

OnDue ~~October 24, 2024, the effective date of the registration statement of the IPO, the sponsor transferred an aggregate of 60,000 of its founder shares, or 20,000 each~~ to ~~its~~related three independent directors for their board service, for nominal cash consideration, of $696. The fair value of the transfer of the 60,000 founder shares accounted for as compensation under Accounting Standards Codification (“ASC”) 718, “Compensation – Stock Compensation” (“ASC 718”). The estimated fair value of the 60,000 founder shares totaled $65,046. On October 24, 2024, the Company recognized a share-based compensation expense of $64,350, net of the nominal cash consideration of $696 paid by the directors.parties

~~The~~ ~~Private~~On ~~Placement~~June ~~shares~~14, ~~are identical to the Class A ordinary shares included in the Units being sold in this offering. However~~2024, the Company’s ~~insiders~~appointed ~~have~~Mr. ~~agreed, pursuant~~Will toGarner ~~written~~as ~~letter agreements with the Company~~Chairman, ~~(A) to~~Chief ~~vote~~Executive ~~their~~Officer ~~founder shares and Private Placement shares~~ (as“former ~~well as any public shares acquired in or after this offering~~CEO”) inand ~~favor~~a member of ~~any~~board ~~initial business combination, (B) not to propose, or vote in favor~~ of, andirectors ~~amendment to the Company’s memorandum and articles~~ of ~~association effective at~~ the ~~time that would stop the~~ Company~~’s public~~. ~~shareholders~~During ~~from~~his ~~redeeming~~term ~~their~~as ~~shares~~a ~~for~~Chairman ~~cash or selling their founder shares~~ and Private Placement shares to the Company in connection with an initial business combination or affect the substance or timing of the Company’s obligation to redeem 100% of the Company’s public shares if the Company do not complete an initial business combination by the Combination DeadlineCEO, ~~(C) not to~~he ~~redeem~~will ~~any~~receive ~~founder~~annual ~~shares and Private Placement shares (as well as any other shares acquired in or after this offering) for~~ cash ~~from the~~compensation ~~trust account~~ in ~~connection with a shareholder vote to approve~~ the ~~Company’s~~amount ~~proposed~~of an$7,500, ~~initial~~payable ~~business~~each ~~combination~~month. ~~(or~~On ~~sell any~~February ~~shares~~4, ~~they~~2026, ~~hold~~Mr. toWill ~~the~~Garner ~~Company~~resigned inall ~~a tender offer in connection with a proposed initial business combination) or a vote to amend~~ the ~~provisions~~ ofpositions ~~the~~he ~~Company’s~~held ~~memorandum and articles of association effective~~ at the time relating to shareholders’ rights or pre-initial business combination activity and (D) that the founder shares and Private Placement shares shall not participate in any liquidating distribution upon winding up if an initial business combination is not consummatedCompany.

13 As of March 31, 2026 and December 31, 2025, the Company had compensation expenses payable to Mr. Will Garner of $46,250 and $38,750, respectively. Following his resignation, the balance of $46,250 as of March 31, 2026 was reclassified from amounts due to a related party to accrued expenses, as Mr. Garner is no longer considered a related party.

~~The~~ ~~insiders~~On ~~have~~May 25, ~~agreed~~2024, ~~not~~the toCompany ~~transfer,~~appointed ~~assign or~~Ms. ~~sell~~Yuanmei ~~any~~Ma ofas ~~the~~Chief ~~founder~~Financial ~~shares~~Officer (~~except~~“former ~~to certain permitted transferees~~CFO”), ~~until~~in ~~(1) with~~addition ~~respect~~ to ~~50%~~her ofcurrent ~~the~~position ~~founder~~as ~~shares, the~~a ~~earlier~~member of ~~six months after~~ the ~~date~~board of the ~~consummation~~directors. ofDuring ~~the~~her ~~Company’s~~term ~~initial~~as ~~business~~CFO ~~combination~~ and ~~the~~a ~~date~~member ~~on which~~of ~~the~~board ~~closing~~of ~~price~~directors of the Company~~’s ordinary shares equals or exceeds $12.50 per share (as adjusted for share subdivisions~~, ~~share~~ ~~capitalizations,~~she ~~reorganizations,~~will ~~recapitalizations~~receive ~~and~~annual ~~the~~cash ~~like)~~compensation ~~for~~in ~~any 20 trading days within any 30-trading day period commencing after~~ the ~~Company’s~~amount ~~initial business combination and (2) with respect to the remaining 50%~~ of ~~the founder shares~~$5, ~~six months after the date of the consummation of the Company’s initial business combination~~000, orpayable ~~earlier,~~each inmonth. ~~either~~On ~~case,~~March if26, ~~subsequent~~ ~~to the Company’s initial business combination~~2026, ~~the~~Ms. ~~Company~~Yuanmei ~~consummate~~Ma aresigned ~~liquidation, merger, share exchange or other similar transaction which results in~~ all of the ~~Company’s~~positions ~~shareholders~~she ~~having~~held at the ~~right to exchange their ordinary shares for cash, securities or other property~~Company.

~~The~~ ~~Private~~As ~~Placement~~of ~~Units (including~~March 31, 2026 and December 31, 2025, the ~~underlying~~ ~~securities)~~Company ~~will~~had ~~not~~compensation beexpenses ~~transferable~~payable to Ms. Yuanmei Ma of $38,710 ~~assignable~~and or$25,000, ~~saleable~~respectively. ~~until~~Following her resignation, the ~~completion~~balance of ~~the~~$38,710 ~~Company’s~~as ~~initial~~of ~~business~~March ~~combination (except~~31, 2026 was reclassified from amounts due to ~~certain~~a ~~permitted~~related ~~transferees)~~party to accrued expenses, as Ms. Ma is no longer considered a related party.

~~Due to related parties~~13

On ~~June~~March 1426, ~~2024~~2026, the Company appointed Mr. ~~Will Garner~~Jung Min Lee as ~~Chairman,~~the new Chief Executive Officer (“CEO”) and a ~~member~~director of ~~board~~the ofCompany. ~~directors~~The Company also appointed Mr. Jung Min Lee as the acting Chief Financial Officer of the Company until a new full time Chief Financial Officer is appointed. During his ~~Term~~term as a ~~Chairman~~CEO and ~~CEO~~a member of board of directors of the Company, he will receive annual cash compensation in the amount of $7,500, payable each month.

As of ~~September~~March ~~30, 2025 and December~~ 31, ~~2024~~2026, the Company had compensation expenses payable to Mr. ~~Will~~Jung ~~Garner~~Min Lee of $161,~~250 and $8,750, respectively~~210.

OnPromissory ~~May~~Note ~~25,~~— Related 2024, the Company appointed Ms. Yuanmei Ma as Chief Financial Officer, in addition to her current position as a member of the board of the directors. During her Term as Chief Financial Officer and a member of board of directors of the Company, she will receive annual cash compensation in the amount of $5,000, payable each month.Party

On April 18, 2024, the sponsor has agreed to loan the Company up to $500,000 (the “Promissory Note”) to be used for a portion of the expenses of the IPO. The Promissory Note of $273,969 is non-interest bearing, unsecured and is due at the earlier of (1) December 31, 2024 or (2) the date on which the Company consummates an initial public offering. The Promissory Note was repaid upon the closing of the IPO out of the offering proceeds not held in the trust account. As of ~~September~~March 3031, ~~2025~~2026 and December 31, ~~2024~~2025, the Company had ~~compensation~~Promissory ~~expenses~~Note ~~payable~~of ~~to Ms~~$0. ~~Yuanmei~~Following Mathe completion of ~~$10~~the IPO,~~000~~ the Promissory Note was no longer available and ~~$5,000,~~replaced ~~respectively~~with the Working Capital Loans (as defined below).

~~Promissory~~Working ~~Note — Related~~Capital ~~Party~~Loans

On ~~April 18,~~In ~~2024~~addition, in order to meet the ~~sponsor~~Company’s ~~has~~working ~~agreed~~ capital needs following the consummation of the initial public offering if the funds not held in the trust account are insufficient, or to extend its life, its insiders, officers and directors or their affiliates/designees may, but are not obligated to, loan the Company upfunds, from time to ~~$500~~time or at any time,~~000~~ ~~(the~~in ~~“Promissory~~whatever ~~Note”)~~amount they deem reasonable in their sole discretion. Each loan to meet the Company’s working capital needs would be ~~used~~deposited ~~for~~into the operating account and evidenced by a ~~portion~~promissory ofnote. Each loan to extend the ~~expenses~~Company’s ofbusiness combination date would be deposited into the ~~IPO~~trust account and evidenced by a promissory note. The ~~Promissory Note~~notes would either be paid upon consummation of ~~$273~~the Company’s initial business combination,~~969~~ iswithout ~~non-~~interest, ~~bearing~~or, ~~unsecured~~at ~~and~~the islender’s ~~due~~discretion, atup ~~the~~to ~~earlier~~$3,000,000 of the notes (1“Working Capital Loans”) ~~December 31,~~ ~~2024~~may orbe ~~(2) the~~converted ~~date on~~upon ~~which~~consummation of the Company’s ~~consummates an~~ initial ~~public~~business ~~offering.~~combination ~~The~~into ~~Promissory~~Private ~~Note~~Placement ~~was~~Units ~~repaid~~at ~~upon~~a ~~the~~price ~~closing~~ of ~~the~~$10.00 ~~IPO~~per ~~out~~Unit. ofIf the ~~offering proceeds~~Company does not ~~held~~complete inan initial business combination, the ~~trust~~loans ~~account.~~would Asbe repaid out of ~~September~~funds ~~30,~~not ~~2025~~held ~~and~~in ~~December~~the ~~31,~~trust ~~2024~~account, ~~the~~and ~~Company~~only ~~had~~to ~~Promissory~~the ~~Note~~extent ~~of $0~~available.

As of March 31, 2026 and December 31, 2025, the Company had $142,881 and $100,881 borrowings under the Working Capital Loans from the sponsor, respectively.

In addition, in order to meet the Company’s working capital needs following the consummation of the initial public offering if the funds not held in the trust account are insufficient, or to extend its life, its insiders, officers and directors or their affiliates/designees may, but are not obligated to, loan the Company funds, from time to time or at any time, in whatever amount they deem reasonable in their sole discretion. Each loan would be evidenced by a promissory note. The notes would either be paid upon consummation of the Company’s initial business combination, without interest, or, at the lender’s discretion, up to $3,000,000 of the notes (“Working Capital Loans”) may be converted upon consummation of the Company’s initial business combination into working capital UnitsNote ~~at a price of $10.00 per Unit. If the Company does not complete an initial business combination, the loans would be repaid out of funds not held in the trust account,~~ 6 — Commitments and ~~only to the extent available.~~Contingencies

AsRegistration ~~of September 30, 2025 and December 31, 2024, the Company had no borrowings under the Working Capital Loans.~~Rights

~~Note~~The holders of the founder shares, Private Placement Units 6(including securities contained therein) and Units ~~— Commitments~~ (including securities contained therein) that may be issued on conversion of working capital loans or extension loans will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of this offering requiring the Company to register such securities for resale. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the Company’s completion of the Company’s initial business combination and ~~Contingencies~~ rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. The Company will bear the expenses incurred in connection with the filing of any such registration statements.

~~Registration~~Underwriting ~~Rights~~Agreement

The ~~holders~~Company ofhad granted the ~~founder~~underwriter shares, Private Placement Units (including securities contained therein) and Units (including securities contained therein) that may be issued on conversion of working capital loans or extension loans will be entitled to registration rights pursuant to a ~~registration~~45-day ~~rights~~option ~~agreement~~ to ~~be signed~~purchase ~~prior to or on the effective date of this offering requiring the Company to register such securities for resale. The holders of these securities are entitled to make~~ up to ~~three~~an ~~demands,~~additional ~~excluding short form demands~~1, ~~that the Company register such securities. In addition~~125,000 ~~the~~Units solely ~~holders~~to ~~have~~cover ~~certain “piggy~~over-~~back”~~allotments, ~~registration~~if rights with respect to registration statements filed subsequent to the Company’s completion of the Company’s initial business combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Actany. The underwriters ~~Company~~had ~~will~~exercised ~~bear~~ the ~~expenses~~1,000,000 ~~incurred~~Option Units in ~~connection~~part ~~with the~~on ~~filing~~November of19, ~~any such registration statements~~2024.

14 The underwriter was entitled to a cash underwriting discounts and commissions of $0.15 per Unit, or $1,275,000, and paid at the closing of the IPO and the Option Units in part. In connection with the IPO, the underwriter was issued an aggregate of 85,000 Class A ordinary shares, or Representative Shares, with a fair value of $92,195. The Representative Shares were valued using a market approach based on the quoted trading price of Class A ordinary shares of $9.96 per share, adjusted for the probability of a business combination between a Special Purpose Acquisition Company and a private operating company of 11.0% and a discount for lack of marketability of 1.0%.

~~Underwriting Agreement~~14

~~The~~ ~~Company~~Additionally, ~~had granted~~ the underwriter awill ~~45-day option~~be entitled to ~~purchase~~a upcash tounderwriting andiscounts ~~additional~~and commissions of $0.20 per Unit, or $1,~~125~~700,000, ~~Units~~at the closing of the initial business combination as deferred underwriting fee. If the Company does not complete its initial business combination within the time period required by its second amended and restated memorandum and articles of association, the underwriters have agreed that (i) ~~solely~~they will forfeit any rights or claims to ~~cover~~their ~~over-allotments~~deferred underwriting discounts and commissions, ifincluding any. ~~The underwriters~~accrued ~~had~~interest ~~exercised~~ thereon, then in the 1trust account,~~000,000~~ ~~Option~~and ~~Units~~(ii) that the deferred underwriters’ discounts and commissions will be included with the funds held in ~~part~~the ontrust ~~November~~account ~~19,~~that ~~2024~~will be available to fund the redemption of our public shares.

~~The~~ ~~underwriter~~As ~~was~~of ~~entitled~~March to31, a2026 ~~cash underwriting discounts~~ and ~~commissions~~December ~~of $0.15 per Unit~~31, ~~or $1~~2025,~~275,000,~~ ~~and~~deferred ~~paid~~underwriting atdiscounts ~~the closing of the IPO~~ and ~~the~~commissions ~~Option~~amounted ~~Units~~to ~~in part. In connection with the IPO~~$1, ~~the underwriter was issued an aggregate of 85~~700,000 ~~Class~~payable upon Aconsummation ~~ordinary~~of ~~shares,~~the orCompany’s ~~Representative~~initial ~~Shares,~~business ~~with a fair value of $92,195~~combination.

Additionally, the underwriter will be entitled to a cash underwriting discounts and commissions of $0.20 per Unit, or $1,700,000, at the closing of the initial business combination as deferred underwriting fee. If the Company does not complete its initial business combination within the time period required by its second amended and restated memorandum and articles of association, the underwriters have agreed that (i)Note ~~they will forfeit any rights or claims to their deferred underwriting discounts and commissions, including any accrued interest thereon, then in the trust account, and (ii)~~7 ~~that the deferred underwriters~~— Shareholder’s ~~discounts and commissions will be included with the funds held in the trust account that will be available to fund the redemption of our public shares.~~Equity

As ofPreference ~~September~~Share — The 30Company is authorized to issue 5,000,000 ~~2025~~shares ~~and~~of ~~December~~preference 31share, ~~2024~~$0.0001 par value, ~~deferred~~ ~~underwriting~~with ~~discounts~~such designations, voting and ~~commissions~~other ~~amounted~~rights toand ~~$1,700,000~~preferences ~~payable upon~~as ~~consummation~~may ofbe determined from time to time by the Company’s ~~initial~~board ~~business combination~~of directors. As of March 31, 2026 and December 31, 2025, there were no preference shares issued or outstanding.

~~Note~~ Class 7A Ordinary Share — ~~Shareholder’s Equity~~The Company is authorized to issue 445,000,000 Class A ordinary share with $0.0001 par value. As of March 31, 2026 and December 31, 2025, there were 340,000 shares of Class A ordinary share issued or outstanding, excluding 8,500,000 Class A ordinary shares subject to possible redemption.

~~Preference~~ Class B Ordinary Share — The Company is authorized to issue 550,000,000 ~~shares~~Class B ofordinary ~~preference~~ share, with $0.0001 par value. In April 2024, ~~with~~the ~~such~~Company ~~designations~~issued an aggregate of 2,156,250 ~~voting~~founder ~~and~~shares ~~other~~to ~~rights and~~the ~~preferences~~sponsor asfor ~~may~~an beaggregate ~~determined~~purchase ~~from~~price ~~time~~of $25,000, or approximately $0.01 per share. Of the aggregate 2,156,250 Class B ordinary share outstanding, an aggregate of 31,250 shares were forfeited to ~~time~~the Company by the sponsor for no consideration to the extent that the underwriter’s over-allotment option was exercised in part, so that the initial shareholder will collectively own 20.0% of the Company’s ~~board~~issued and outstanding shares of ~~directors~~ordinary share after the IPO (without given effect to the sale of the Private Placement Units, the Representative Shares, and assuming our insiders do not purchase Units in the IPO). As of ~~September~~March 3031, ~~2025~~2026 and December 31, ~~2024~~2025, there were no2,125,000 ~~preference~~ shares of Class B ordinary share issued or outstanding.

~~Class A~~ ~~Ordinary~~On ~~Share~~September 11, 2024, ~~— The Company~~the issponsor ~~authorized~~transferred toan ~~issue~~aggregate ~~445~~of 160,000 of its founder shares,~~000~~ ~~Class A~~or ~~ordinary~~100,000 ~~share~~of ~~with~~its ~~$0.0001~~founder ~~par~~shares ~~value.~~and As60,000 of ~~September~~its ~~30,~~founder ~~2025~~shares ~~and~~to ~~December~~Mr. 31Garner, ~~2024,~~ ~~there~~the ~~were~~Company’s ~~340,000~~former ~~shares~~Chairman ofand ~~Class A~~former ~~ordinary~~CEO, ~~share~~and ~~issued~~Ms. orMa, ~~outstanding~~the Company’s former CFO, ~~excluding~~ 8respectively,~~500,000~~ ~~Class A~~for ~~ordinary~~their ~~shares subject~~officer toservices ~~possible~~(See ~~redemption~~Note 5).

~~Class B~~ ~~Ordinary~~On ~~Share — The~~October ~~Company is authorized to issue 50~~24,~~000,000~~ ~~Class B ordinary share with $0.0001 par value. In April~~ 2024, the ~~Company~~effective ~~issued~~date ~~an aggregate~~ of ~~2,156,250~~ ~~founder shares to~~ the ~~sponsor~~registration ~~for an~~statement ~~aggregate purchase price~~ of ~~$25,000, or approximately $0.01 per share. Of~~ the ~~aggregate 2~~IPO,~~156,250 Class~~ Bthe ~~ordinary~~sponsor ~~share outstanding,~~transferred an aggregate of 3160,~~250~~000 ~~shares~~of ~~were~~its ~~forfeited~~founder toshares, ~~the~~or ~~Company~~20,000 byeach ~~the sponsor for no consideration~~ to the ~~extent that the underwriter’s over-allotment option was exercised in part, so that the initial shareholder will collectively own 20.0% of the~~ Company’s ~~issued and~~three ~~outstanding~~independent ~~shares~~directors offor ~~ordinary~~their ~~share~~board ~~after~~service ~~the IPO~~ (~~without~~See ~~given~~Note ~~effect to the sale of the Private Placement Units, the Representative Shares, and assuming our insiders do not purchase Units in the IPO~~5). ~~As of September 30, 2025 and December 31, 2024, there were 2,125,000 shares of Class B ordinary share issued or outstanding.~~

OnPrior ~~September~~to ~~11,~~the ~~2024~~Company’s initial business combination, ~~the~~ ~~sponsor~~pursuant ~~transferred an~~to ~~aggregate~~its second amended and restated memorandum and articles of ~~160~~association,~~000~~ only holders of ~~its~~Class B ~~founder~~ordinary shares, or ~~100,000~~founder ofshares ~~its~~will ~~founder~~have ~~shares~~the ~~and~~right ~~60,000~~to vote on the appointment of ~~its~~directors. ~~founder~~Holders of our Class A ordinary shares will not be entitled to ~~Mr.~~vote ~~Garner,~~on the appointment of directors as long as the Company~~’s Chairman~~ has Class B ordinary shares issued and ~~CEO~~outstanding. In addition, ~~and~~prior Msto its initial business combination, only holders of a majority of our Class B ordinary shares may remove a member of the board of directors for any reason. MaAccordingly, holders of Class A ordinary shares may not have any say in selecting management of the Company’s ~~CFO,~~prior ~~respectively,~~to ~~for~~the ~~their~~consummation ~~officer~~of ~~services~~an ~~(See~~initial ~~Note~~business 5)combination as long as the Company has Cass B ordinary shares issued and outstanding.

15The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial business combination at a one-to-one ratio.

On October 24, 2024, the effective date of the registration statement of the IPO, the sponsor transferred an aggregate of 60,000 of its founder shares, or 20,000 each to the Company’s three independent directors for their board service (See Note 5).Rights

~~Prior~~ toAs of March 31, 2026 and December 31, 2025, there were 8,500,000 Public Rights and 255,000 private rights included in the Private Placement Units (“Private Rights”) outstanding. Except in cases where the Company’s ~~initial~~is ~~business combination,~~not ~~pursuant~~the tosurviving ~~its~~company ~~second~~in ~~amended~~an ~~and~~initial ~~restated~~business ~~memorandum~~combination, ~~and~~each ~~articles~~holder of ~~association,~~a ~~only~~right ~~holders~~will automatically receive one-eighth of one Class BA ordinary ~~shares,~~ orshare ~~founder~~upon ~~shares~~consummation ~~will~~of ~~have~~the Company’s initial business combination. In the ~~right~~event tothe ~~vote~~Company onwill not be the ~~appointment~~surviving ofcompany ~~directors.~~upon ~~Holders~~completion of ~~our~~the ~~Class A~~Company’s ~~ordinary~~initial ~~shares~~business combination, each right will ~~not~~ automatically be ~~entitled~~converted to ~~vote~~receive on the ~~appointment~~kind and amount of ~~directors~~securities asor ~~long~~properties asof the ~~Company~~surviving ~~has~~entity that each one-eighth of one Class BA ordinary ~~shares~~share ~~issued~~underlying ~~and~~each ~~outstanding. In~~right ~~addition,~~is ~~prior~~entitled to ~~its~~upon consummation of the initial business combination, ~~only~~subject ~~holders~~to ofany adissenter ~~majority~~rights ofunder ~~our~~the ~~Class B~~applicable ~~ordinary~~law. The Company will not issue fractional shares ~~may~~in ~~remove~~connection with a ~~member~~ conversion of rights. Fractional shares will either be rounded down to the ~~board~~nearest whole share or otherwise addressed in accordance with the applicable provisions of ~~directors~~the ~~for~~Companies Act and any ~~reason~~other applicable Cayman Islands law. ~~Accordingly~~As a result, holders must hold rights in multiples of eight in order to receive shares for all of their Class A ordinary shares ~~may~~underlying ~~not~~the ~~have~~rights ~~any~~upon ~~say~~closing inof ~~selecting~~an ~~management of~~initial business combination. If the Company ~~prior~~is unable to ~~the~~complete ~~consummation of~~ an initial business combination aswithin ~~long~~the asrequired time period and the Company ~~has~~redeems ~~class~~the Bpublic ~~ordinary~~ shares ~~issued~~ for the funds held in the trust account, holders of rights will not receive any of such funds for their rights and ~~outstanding~~the rights will expire worthless. The Company shall reserve such amount of its profits or share premium in order to pay up the par value of each share issuable in respect of the rights.

~~The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial business combination at a one-to-one ratio.~~15

~~Rights~~Note 8 — Segment Information

AsASC ofTopic ~~September 30~~280, ~~2025~~“Segment ~~and December 31~~Reporting,” ~~2024, there~~establishes ~~were 8,500,000 Public~~standards ~~Rights~~for ~~and 255,000 private~~companies ~~rights~~to ~~included~~report in ~~the~~their ~~Private~~financial ~~Placement~~statement ~~Units~~information ~~outstanding. Except~~about inoperating ~~cases~~segments, ~~where~~products, ~~the~~services, ~~Company~~geographic ~~is not the surviving company in an initial business combination~~areas, ~~each~~and ~~holder~~major ~~of a right will automatically receive one-eighth of one Class A ordinary share upon consummation of the Company’s initial business combination~~customers. InOperating ~~the~~segments ~~event the~~are ~~Company~~defined ~~will~~as ~~not~~components ~~be the surviving company upon completion~~ of ~~the~~an ~~Company’s~~enterprise ~~initial~~for ~~business~~which ~~combination,~~separate ~~each~~financial ~~right~~information ~~will~~is ~~automatically be~~available ~~converted to receive the kind and amount of securities or properties of the surviving entity~~ that ~~each one-eighth of one Class A ordinary share underlying each right~~ is ~~entitled~~regularly toevaluated ~~upon~~by ~~consummation of~~ the ~~initial business combination subject to any dissenter rights under the applicable law. The~~ Company’s ~~will~~chief ~~not~~operating ~~issue~~decision ~~fractional~~maker, ~~shares in connection with a conversion of rights. Fractional shares will either be rounded down to the nearest whole share~~ or ~~otherwise addressed in accordance with the applicable provisions of the Companies Act and any other applicable Cayman Islands law. As a result~~group, ~~you must hold rights~~ in ~~multiples~~deciding ofhow ~~eight in order~~ to ~~receive~~allocate ~~shares~~resources for all of your Class A ordinary shares underlying the rights upon closing of an initial business combination. If the Company is unable to complete an initial business combination within the required time period and ~~the~~assess ~~Company redeems the public shares for the funds held in the trust account, holders of rights will not receive any of such funds for their rights and the rights will expire worthless~~performance. ~~The Company shall reserve such amount of its profits or share premium in order to pay up the par value of each share issuable in respect of the rights.~~

~~Note 8 — Segment~~ ~~Information~~The Company’s chief operating decision maker has been identified as the Chief Executive Officer (“CODM”), who reviews the operating results for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management has determined that the Company only has one operating segment.

~~ASC~~When ~~Topic~~evaluating ~~280,~~the ~~“Segment~~Company’s ~~Reporting,” establishes~~performance ~~standards~~and ~~for~~making ~~companies~~key todecisions ~~report~~regarding inresource ~~their~~allocation, ~~financial~~the ~~statement~~CODM ~~information~~reviews ~~about~~the ~~operating~~key ~~segments~~metric, ~~products,~~formation ~~services, geographic areas,~~ and ~~major~~operating ~~customers.~~costs ~~Operating~~and ~~segments~~interest ~~are~~income ~~defined~~and asdividends ~~components~~earned ofon ancash ~~enterprise~~and ~~for~~investment ~~which~~held ~~separate~~in ~~financial~~Trust ~~information~~Account ~~is available~~which ~~that~~include ~~is regularly evaluated by~~ the ~~Company’s~~accompanying ~~chief~~statement ~~operating~~of ~~decision maker, or group, in deciding how to allocate resources and assess performance~~operations.

The ~~Company’s~~key ~~chief~~measures of segment profit or loss reviewed by our CODM are interest and dividends earned on cash and investment held in Trust Account and formation and operating ~~decision~~costs. ~~maker has~~The ~~been~~CODM ~~identified~~reviews asinterest and dividends earned on cash and investment held in Trust Account to measure and monitor shareholder value and determine the ~~Chief~~most ~~Executive~~effective ~~Officer~~strategy ~~(“CODM”),~~of ~~who~~investment ~~reviews~~with the Trust Account funds while maintaining compliance with the trust agreement. Formation and operating ~~results~~costs ~~for~~are reviewed and monitored by the ~~Company~~CODM asto amanage ~~whole~~ and forecast cash to ~~make~~ensure ~~decisions~~enough ~~about~~capital ~~allocating~~is ~~resources~~available to complete a business combination within the business combination period. The CODM also reviews formation and ~~assessing~~operating ~~financial~~costs ~~performance~~to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget. ~~Accordingly~~The CODM also specifically reviews professional service fees in connection with the business combination, ~~management~~which ~~has~~are ~~determined~~a ~~that~~significant segment expense as these represent significant costs affecting the Company ~~only~~’s ~~has~~consummation ~~one~~of ~~operating~~the ~~segment~~business combination. However, for the three months ended March 31, 2026 and 2025, professional service fees in connection with the business combination amounted to $0.

~~When~~Note 9 — Subsequent evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM reviews the key metric, formation and operating costs and interest income and dividends earned on investment held in Trust Account which include the accompanying unaudited statement of operations.Events

The ~~key~~Company ~~measures~~evaluated ofsubsequent ~~segment~~events ~~profit or loss reviewed by our CODM are interest~~ and ~~dividends~~transactions ~~earned~~that onoccurred ~~investment~~after ~~held in Trust Account and formation and operating costs. The CODM reviews interest and dividends earned on investment held in Trust Account to measure and monitor shareholder value and determine~~ the ~~most~~balance ~~effective strategy~~sheet ofdate ~~investment~~through ~~with~~ the ~~Trust~~date ~~Account~~when funds while maintaining compliance with the trust agreement. Formation and operating costs are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete a business combination within the business combination period. The CODM also reviews formation and operating costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget. The CODM also specifically reviews professional service fees in connection with the business combination, which are a significant segment expense as these ~~represent~~unaudited ~~significant~~financial ~~costs~~statements ~~affecting~~were ~~the Company’s consummation of the business combination~~issued. ~~However,~~Based ~~for~~on ~~the~~this ~~three and nine months ended September 30~~review, ~~2025,~~other ~~for~~than the ~~three~~events ~~months~~described ~~ended September 30~~below, ~~2024 and for~~ the ~~period~~Company ~~from~~did ~~March~~not ~~22,~~identify ~~2024~~any ~~(inception)~~subsequent ~~through~~events ~~September~~that ~~30,~~would ~~2024,~~require ~~professional~~adjustment ~~service~~or ~~fees~~disclosure in ~~connection with~~ the ~~business~~unaudited ~~combination~~financial ~~amounted to $0~~statements.

~~Note 9 — Subsequent~~ ~~Events~~On April 17, 2026, the sponsor agreed to loan the Company up to $500,000 (“Working Capital Loan 1”) to meet the Company’s working capital needs. The loan was evidenced by a promissory note that was non-interest bearing and unsecured, and it was to be paid upon the earlier of (1) the date on which the Company consummates a business combination or merger with a qualified target company, and (2) the date of the liquidation of the Company. The sponsor has the right, but not the obligation, to convert this loan, in whole or in part, into Private Placement Units of the Company, each consisting of one Class A ordinary share, one right to receive one-eighth of one Class A ordinary share. The number of Private Placement Units to be received by the Sponsor in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to the sponsor by (y) $10.00. As of the date when these unaudited financial statements were issued, the Company borrowed approximately $0.3 million under the working capital loan.

~~The~~ ~~Company~~On ~~evaluated~~April ~~subsequent~~24, ~~events~~2026, ~~and~~the ~~transactions that~~sponsor ~~occurred~~deposited ~~after~~$850,000 into the ~~balance~~trust ~~sheet~~account, ~~date~~as ~~through~~a result of which, the ~~date~~Company ~~when~~has ~~these~~until ~~unaudited~~July ~~financial~~25, ~~statements~~2026 ~~were~~to ~~issued.~~complete ~~Based~~its oninitial ~~this~~business ~~review~~combination. The $850, 000 loan from sponsor to extend the Company’s ~~did~~business ~~not~~combination ~~identify~~date ~~any~~(“Working ~~subsequent~~Capital ~~events~~Loan ~~that~~2”) ~~would~~was ~~require~~evidenced ~~adjustment~~by ora ~~disclosure~~promissory innote ~~the~~with ~~unaudited~~terms ~~financial~~consistent ~~statements~~with those of Working Capital Loan 1.

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

References in this report (the “Quarterly Report”) to “we,” “us” or the “Company” refer to Charlton Aria Acquisition Corporation. References to our “management” or our “management team” refer to our officers and directors, and references to the “Sponsor” refer to ST Sponsor II Limited. The following discussion and analysis of the Company’s ~~financial~~ financial condition and results of operations should be read in conjunction with the unaudited financial statements and the notes thereto ~~contained~~ contained elsewhere in this Quarterly Report. Certain information contained in the discussion and analysis set forth below includes forward-looking statements that involve risks and uncertainties.

Special Note Regarding Forward-Looking Statements

This Quarterly Report includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. All statements, other than statements of historical fact included in this Quarterly Report including, without limitation, statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” regarding the Company’s financial position, business strategy and the plans and objectives of management for future operations, are forward-looking statements. Words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would” and variations thereof and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking statements relate to future events or future performance, but reflect management’s current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward-looking statements, please refer to the Risk Factors section of the Company’s final prospectus for its initial public offering (the “IPO” described below) filed with the Securities Exchange Commission (the “SEC”) on October 24, 2024 (File No. 333-282313) (the “Prospectus”). The Company’s securities filings can be accessed on the EDGAR section of the SEC’s website at www.sec.gov. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise.

Overview

Charlton Aria Acquisition Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on March 22, 2024 as an exempted company with limited liability. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, ~~share~~ share purchase, recapitalization, reorganization or similar business combination involving the Company, with one or more businesses or entities (the “~~Business Combination~~initial business combination”). We intend to effectuate our ~~Business~~initial ~~Combination~~business combination using cash from the proceeds of our IPO (as defined below), Private Placement (as defined below), and the sale of our shares, debt or a combination of cash, equity and debt. We expect to continue to incur significant costs in the pursuit of our acquisition plans. We cannot assure you that our plans to complete aan ~~Business~~initial ~~Combination~~business combination will be successful.

Our Initial Public Offering

On October 25, 2024, we consummated our IPO of 7,500,000 units (the “Public Units”), each Public Unit consisting of one Class A ordinary share (the “Class A Ordinary Shares”) of the Company, par value $0.0001 per share (the “Public Shares”), and one right (the “Rights”) of the Company, each right entitling the holder to receive one-eighth of one Class A Ordinary ~~Share for $11.50 per share~~ (the “Public Rights”). The Public Units were sold at a price of $10.00 per Unit, and the IPO generated gross proceeds of $75,000,000. Simultaneously with the closing of the IPO, we consummated a private placement (the “Private Placement”) with ST Sponsor II Limited, our sponsor (the “~~Sponsor~~sponsor”), of an aggregate of 240,000 units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds to the Company of $2,400,000. Each Private Placement Unit consists of one Class A ordinary share (the “Private Placement Shares”), and one Right (the “Private Placement Rights”). The terms and provisions of the Private Placement Shares and Private Placement Rights in the Private Placement Units are identical to the Public Shares and Public Rights, respectively, except that, subject to certain limited exceptions, the Private Placement Shares are subject to transfer restrictions until the consummation of the Company’s ~~Business~~initial ~~Combination~~business combination. On October 25, 2024, a total of $75,187,500 of the net proceeds from the IPO and the Private Placement was deposited in a trust account (the “~~Trust~~trust ~~Account~~account”) established for the benefit of the Company’s Public Shareholders at a U.S. based trust account, with Continental Stock Transfer & Trust Company, acting as trustee.

We also issued to Clear Street LLC, the representative of the underwriters of the IPO (the “Representative”), 75,000 Class A Ordinary Shares as part of the underwriting compensation (the “Representative Shares”) on the closing of the IPO. The Representative Shares are identical to the Class A Ordinary Shares included in the Units, with certain exceptions.

The underwriters have been granted a 45-day option to purchase up to an additional 1,125,000 units offered by the Company to cover over-allotments, if any. ~~Up to~~ 281,250 shares of the 2,156,250 Class B ordinary shares, par value $0.0001 per share (“Class B ordinary share”) of the Company held by our Sponsor (the “Founder Shares”) will be forfeited to the extent that the underwriters’ over-allotment option is not exercised in full or in part, so that our insiders will collectively own 20.0% of our issued and outstanding shares after the IPO (without given effect to the sale of the Private Placement Units, the Representative Shares, and assuming our directors, officers, Sponsor or any of the foregoing’s affiliates (collectively, the “insiders”) do not purchase Public Units in the IPO). On November 19, 2024, the Representative exercised the Over-allotment Option in part, and purchased 1,000,000 Units (the “Option Units”), generating gross proceeds of $10,000,000. Simultaneously with the issuance and sale of the Option Units, the Company completed a private placement sale of 15,000 Private Placement Units (the “Additional Private Placement Units”) to the sponsor at a purchase price of $10.00 Private Placement Units, generating gross proceeds of $150,000. The Company also issued additional 10,000 Representative Shares to the Representative.

Since our IPO, our sole business activity has been identifying, evaluating suitable acquisition transaction candidates and preparing for consummation of aan ~~Business~~initial ~~Combination~~business combination. We presently have no revenue and have had losses since inception from incurring formation and operating costs. We have relied upon the sale of our securities and loans from the ~~Sponsor~~sponsor and other parties to fund our operations.

~~Separation~~In connection with the offering of the Option Units and the sale of Additional Private Placement Units, the proceeds of $10,025,000 from the proceeds of the offering of the Option Units and the sale of Additional Private Placement Units were placed in the trust account established for the benefit of the Company’s public shareholders and the underwriters of the IPO, with Continental Stock Transfer& Trust Company acting as trustee.

~~On November 25, 2024, the~~The ~~Company~~sales ~~announced that holders~~ of the ~~Company’s~~Private ~~Public~~Placement Units ~~may~~issued ~~elect~~pursuant to ~~separately~~the ~~trade~~exemption ~~the~~from ~~Public~~registration ~~Shares~~contained ~~and~~in ~~Public~~Section ~~Rights~~4(a)(2) ~~from~~ of the ~~Public~~Securities Act. ~~Units,~~No ~~commencing~~commissions onwere orpaid ~~about~~in ~~November~~connection ~~26,~~with ~~2024~~such sales.

~~The Class A ordinary shares~~Separation ~~and~~of ~~rights trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “CHAR” and “CHARR”, respectively.~~ Units ~~not separated continue to trade on Nasdaq under the symbol “CHARU.”~~

~~Cancellation~~On November 25, 2024, the Company announced that holders of ~~Founder~~the Company’s Public Units may elect to separately trade the Public Shares and Public Rights from the Public Units, commencing on or about November 26, 2024.

On December 9, 2024, after the expiration of the Over-Allotment Option, pursuant to the IPO Prospectus and the founder share purchase agreement between the Company and the sponsor, the Company and the sponsor agreed to cancel 31,250 Class B ordinary shares of the Company so that our insiders would collectively own 20.0% of our issued and outstanding shares after the IPO. As a result, 2,125,000 founder shares remained issued and outstanding.18

~~Sponsor~~The Class ~~Change~~A ordinary shares and rights trade on the Nasdaq Global Market (“Nasdaq”) under the symbols “CHAR” and “CHARR”, respectively. Units not separated continue to trade on Nasdaq under the symbol “CHARU.”

~~On May 12, 2025, Sunny Tan~~Cancellation ~~Kah Wei, then director and sole shareholder~~ of ~~the~~Founder Sponsor, entered into a share purchase agreement with Sovereign Global Trust LLC (“Investor”), a Delaware limited liability company, under which Mr. Tan agreed to (x) sell all 100 issued and outstanding ordinary shares of the Sponsor to the Investor, and (y) appoint the Investor as the new director of the Sponsor on the same day; in exchange, Mr. Tan would receive (x) $4 million in cash and (y) resign as director of the Sponsor upon closing (the “Closing”) of the transactions contemplated under the share purchase agreement on May 13, 2025. It is expected that upon Closing, the Investor shall become sole director and shareholder of the Sponsor and shall have exclusive investment and management authority over the Sponsor.Shares

18On December 9, 2024, after the expiration of the Over-Allotment Option, pursuant to the IPO Prospectus and the founder share purchase agreement between the Company and the sponsor, the Company and the sponsor agreed to cancel 31,250 Class B ordinary shares of the Company so that our insiders would collectively own 20.0% of our issued and outstanding shares after the IPO. As a result, 2,125,000 founder shares remained issued and outstanding as a result.

~~Results~~Change in Control of ~~Operations~~Sponsor

~~We have neither engaged in~~On ~~any~~May ~~operations nor generated any revenues to date. Our only activities from March 22~~13, ~~2024 (inception) to September 30,~~ 2025 ~~were organizational activities~~, ~~those~~Sunny ~~necessary~~Tan toKah ~~prepare for the IPO~~Wei, ~~described below, and, after~~ the ~~IPO,~~sole ~~identifying~~shareholder ~~a target company for an initial business combination. We do not expect to generate any operating revenues until after the completion~~ of our ~~initial~~sponsor ~~business~~closed ~~combination.~~upon ~~We may generate non-operating income in~~ the ~~form~~transaction ofprovided ~~interest~~for ~~and~~by ~~dividends~~a ~~earned~~Share onPurchase ~~investments held in~~ Agreement (the ~~trust~~“Sponsor ~~account.~~Sale WeSPA”), ~~incur~~dated ~~expenses~~ as ~~a result~~ of ~~being~~May ~~a public company (for legal~~12, ~~financial reporting~~2025, ~~accounting~~with ~~and~~Sovereign ~~auditing~~Global ~~compliance)~~Trust LLC, asa ~~well~~Delaware aslimited ~~for~~liability ~~due diligence~~company ~~expenses in connection with completing an initial business combination~~(“Buyer”).

~~For~~Pursuant to the ~~three~~Sponsor ~~months~~Sale ~~ended September 30~~SPA, ~~2025,~~Mr. weWei ~~had~~sold aall ~~net~~of ~~income~~his ofshares ~~$806~~in the sponsor,~~989,~~ ~~which~~representing ~~consisted~~a of100% interest ~~and~~therein, ~~dividends~~to ~~earned~~Buyer, onand ~~investments~~Buyer ~~held~~became the insole ~~trust~~shareholder ~~account~~ of ~~$915,972~~our ~~and~~sponsor. ~~interest~~The ~~income~~purchase ofprice was $944,000,000 ~~which~~consisting ~~was~~of ~~partially~~funds ~~offset~~held by ~~formation~~Buyer ~~and~~for ~~operating~~investment ~~costs~~purposes, ofpaid in ~~$109~~cash at closing,~~077~~ plus customary transaction costs. This transaction is referred to below as the “Sponsor Transaction.”

~~For~~Buyer’s sole ~~the~~member ~~three~~and ~~months~~sole ~~ended September~~manager 30is Valley Point Limited, ~~2024~~a British Virgin Islands corporation (“Valley Point”). Accordingly, Valley wePoint ~~had~~is now the sole shareholder of the sponsor and as such is deemed to have sole voting and investment discretion with respect to our shares and other securities held by the sponsor. Valley Point’s sole member and sole manager is Chen Siak Chan, a ~~net~~resident and ~~loss~~citizen of ~~$315~~Singapore. Accordingly,~~671~~ Chen Siak Chan, ~~which~~in ~~consisted~~his ofcapacity ~~formation~~as sole member and ~~operating~~sole ~~costs~~manager of ~~$130~~Valley Point,~~326~~ ~~and~~the ~~stock-based~~sole ~~compensation~~shareholder ~~expense~~ of ~~$185~~the sponsor,~~345~~ is also deemed to have sole voting and investment discretion with respect to our shares and other securities held by the sponsor.

~~For the nine months ended~~Results ~~September 30, 2025, we had a net income~~ of $2,316,270, which consisted of interest and dividends earned on investments held in trust account of $2,719,802 and interest income of $3,177, which was partially offset by formation and operating costs of $406,709.Operations

~~For~~We ~~the~~have ~~period~~neither engaged in any operations nor generated any revenues to date. Our only activities from March 22, 2024 (inception) ~~through~~to ~~September~~March 3031, ~~2024~~2026 were organizational activities, wethose ~~had~~necessary ato ~~net~~prepare for ~~loss~~the ofIPO, ~~$331~~described below,~~524~~ and, ~~which~~after ~~consisted~~the ofIPO, ~~formation~~identifying ~~and~~a target company for an initial business combination. We do not expect to generate any operating ~~costs~~revenues until after the completion of ~~$146,179~~our initial business combination. We may generate non-operating income in the form of interest and ~~stock-based~~dividends ~~compensation~~earned ~~expense~~on cash and investments held in trust account. We incur expenses as a result of being ~~$185~~a public company (for legal,~~345~~ financial reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with completing an initial business combination.

~~Liquidity~~For the three months ended March 31, 2026, we had a net income of $699,872, which consisted of interest and ~~Capital~~dividends ~~Resources~~ earned on cash and investments held in trust account of $786,480 and interest income of $1, which was partially offset by formation and operating costs of $86,609.

~~The~~For ~~Company’s~~the ~~liquidity needs~~three upmonths toended ~~September~~March 3031, 2025, we had ~~been~~a ~~satisfied~~net ~~through~~income aof ~~payment~~$731,257, which ~~from~~consisted ~~the~~of ~~sponsor~~interest ofand ~~$25,000~~dividends ~~for~~earned ~~the~~on ~~founder~~investments ~~shares~~held toin ~~cover~~trust ~~certain offering~~account ~~costs~~of $899,202 and ~~the~~interest ~~proceeds~~income ~~from~~of ~~the~~$2,307, ~~public~~which was ~~offering~~partially offset by formation and ~~private~~operating ~~placements~~costs of $170,252.

~~As of September 30, 2025,~~Liquidity ~~the Company had cash of $10,775~~ and ~~working~~Capital ~~capital of $3,618.~~Resources

~~For~~The Company’s ~~the~~liquidity ~~nine~~needs ~~months~~up ~~ended September~~to ~~30,~~March ~~2025~~31, ~~there~~2026 ~~was~~had ~~$436,644~~been ofsatisfied ~~cash~~through ~~used~~a inpayment ~~operating activities resulting~~ from ~~dividend earned on investments held in trust account of $2,719,802,~~ the ~~increase~~sponsor ~~in prepaid expenses~~ of $2725,~~840,~~000 ~~and~~for the ~~decrease in accounts payable and accrued expenses of $17,772.~~founder ~~The~~shares ~~changes~~to ~~were~~cover ~~partially~~certain ~~offset~~offering bycosts ~~net income of $2,316,270~~ and the ~~increase~~proceeds infrom ~~due~~the topublic ~~related~~offering ~~parties~~and ofprivate ~~$12,500~~placements.

For the period from March 22, 2024 (inception) through September 30, 2024, there was $0 of cash used in or provided by operating activities. However, during the period, we incurred net loss of $331,524, our Sponsor paid for the formation and operating costs of $117,429, we incurred stock-based compensation expense of $185,345 and increased our due to related parties of $28,750 on officer salaries.19

~~For~~Following the closing of the ~~nine~~IPO ~~months~~and ~~ended~~sale of the Private Placement Units on October 25, 2024 and the exercising of over-allotment option in part ~~September~~on 30November 19, ~~2025~~2024, a total of $85,212,500 was placed in the trust account, and we had $564,299 of cash held outside of the trust account, after payment of costs related to the IPO, and available for working capital purposes. In connection with the ~~period~~IPO, ~~from~~we ~~March~~incurred 22$3,408,558 in ~~2024~~transaction ~~(inception)~~costs, ~~through~~consisting ~~September~~of 30$1,275,000 ~~2024~~of underwriting fees, ~~there~~$1,700,000 ~~was~~of nodeferred ~~investing~~underwriting ~~activities~~fees, $92,195 of the Representative Shares (as discussed below), and $341,363 of other offering costs.

~~For~~In conjunction with the ~~nine~~IPO ~~months~~and ~~ended September~~the 30exercising of over-allotment option in part, ~~2025~~the ~~and~~Company issued to the underwriter 85,000 Class A ordinary shares for no consideration (the ~~period~~“Representative ~~from~~Shares”). ~~March~~The 22fair value of the Representative Shares accounted for as compensation under the Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 718, ~~2024~~“Compensation – Stock Compensation” (~~inception~~“ASC 718”) ~~through~~is ~~September~~included ~~30,~~in ~~2024,~~the ~~there~~offering ~~was~~costs. noThe ~~financing~~estimated ~~activities~~fair value of the Representative Shares as of the IPO date totaled $92,195.

WeAs ~~intend~~of toMarch ~~use~~31, 2026, the ~~funds~~Company had cash of $4,597 and working capital ~~held~~deficit ~~outside~~of ~~the~~$271,825. ~~Trust~~The ~~Account~~Company expects to ~~primarily~~incur ~~identify~~significant professional costs to remain as a publicly traded company and ~~evaluate~~to ~~target~~incur ~~businesses,~~significant transaction ~~perform~~costs in pursuit of the consummation of an initial business ~~due~~combination. ~~diligence~~In onconnection ~~prospective~~with ~~target~~the Company’s assessment ~~businesses~~of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, ~~travel~~“Disclosures of Uncertainties about an Entity’s Ability to ~~and~~Continue ~~from~~as ~~the~~a ~~offices~~Going Concern,” ~~plants~~management orhas ~~similar~~determined ~~locations~~that ofthese ~~prospective~~conditions ~~target~~raise ~~businesses~~substantial doubt orabout ~~their~~the ~~representatives~~Company’s orability ~~owners,~~to continue as a going concern within one year after the date that the unaudited financial ~~review~~statements ~~corporate~~are ~~documents~~issued. ~~and~~Management’s ~~material~~plan ~~agreements~~in addressing this uncertainty is through the Working Capital Loans, as defined in Note 5 of ~~prospective~~the ~~target~~financial ~~businesses~~statements. In addition, ~~structure~~if the Company is unable to complete an initial business combination within the Combination Period by July 25, ~~negotiate~~2026, unless further extended, the Company’s board of directors would proceed to commence a voluntary liquidation and ~~complete~~thereby a formal dissolution of the Company. There is no assurance that the Company’s plans to consummate an initial business combination will be successful within the Combination Period. As a result, management has determined that such additional condition also raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the unaudited financial statements are issued. The unaudited financial statement does not include any adjustments that might result from the outcome of this uncertainty.

19For the three months ended March 31, 2026, there was $42,538 of cash used in operating activities resulting from interest and dividends earned on cash and investments held in trust account of $786,480 and the decrease in due to related parties of $62,540. The changes were partially offset by net income of $699,872, the decrease in prepaid expenses of $695, and the increase in accounts payable and accrued expenses of $105,915.

InFor ~~order~~the tothree ~~fund~~months ~~working capital~~ended ~~deficiencies~~March ~~or finance transaction costs in connection with a Business Combination~~31, ~~our Insiders or their affiliates or designees may~~2025, ~~but~~there ~~are~~was ~~not obligated to~~$261,187 ~~loan~~of ~~us funds as may be required. If the Company completes the Business Combination, it would repay such~~cash ~~loaned~~used ~~amounts.~~in Inoperating ~~the~~activities ~~event~~resulting ~~that~~from ~~the~~interest ~~Business~~and ~~Combination~~dividends ~~does~~earned ~~not~~on ~~close,~~cash weand ~~may~~investments ~~use a portion of the working capital~~ held ~~outside~~in ~~the Trust~~trust ~~Account~~account toof ~~repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Up to~~ $3899,~~000,000~~202 ofand ~~such loans (~~the ~~“Working~~increase ~~Capital~~in ~~Loans”)~~prepaid ~~may~~expenses beof ~~convertible~~$95,920. ~~into~~The ~~Units~~changes ofwere ~~the~~partially ~~Company,~~offset atby anet ~~price~~income of $~~10.00~~731,257 ~~per~~and ~~Unit (~~the increase ~~“Working~~in ~~Capital~~accounts ~~Units”)~~payable atand ~~the~~accrued ~~option~~expenses of ~~the lender~~$2,678.

~~We do not believe we will~~For ~~need to raise additional funds in order to meet~~ the ~~expenditures~~three ~~required~~months ~~for~~ended ~~operating~~March ~~our business. However~~31, if2026 ~~our estimate of the costs of identifying a target business, undertaking in-depth due diligence~~ and ~~negotiating a Business Combination are less than the actual amount necessary to do so~~2025, wethere ~~may~~were ~~have~~no ~~insufficient~~investing ~~funds available to operate our business prior to our Business Combination~~activities. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of our Public Shares upon completion of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.

~~In connection with our assessment~~For of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Codification Subtopic 205-40, Presentation of Financial Statements - Going Concern,” management has determined that these conditions raise substantial doubt about our ability to continue as a going concern. The management’s plan in addressing this uncertainty is through the ~~Working Capital~~three ~~Loans.~~months Inended ~~addition,~~March ~~if we are unable to complete a Business Combination within the Combination Period by April 25~~31, 2026, ifthere ~~not further~~was ~~extended~~$42,000 ~~our board~~ of ~~directors~~cash ~~would~~provided ~~proceed~~by tofinancing ~~commence~~activities aresulting ~~voluntary~~from ~~liquidation and thereby a formal dissolution of us. There is no assurance that our plans to consummate a Business Combination will be successful within~~ the ~~Combination~~proceeds ~~Period.~~from ~~As a result, management~~working ~~has~~capital ~~determined~~loan ~~that~~from ~~such conditions raise substantial doubt about our ability to continue as~~ a ~~going~~related ~~concern within one year after the date that the unaudited financial statements are issued~~party. ~~The unaudited financial statements do not include any adjustments that might result from the outcome of this uncertainty.~~

~~Off-Balance~~For the ~~Sheet~~three ~~Financing~~months ~~Arrangements~~ended March 31, 2025, there were no financing activities

We intend ~~have~~to nouse ~~obligations,~~the ~~assets or~~funds ~~liabilities,~~held ~~which~~outside ~~would~~the betrust ~~considered~~account ~~off-balance~~to ~~sheet~~primarily ~~arrangements~~identify asand ofevaluate ~~September~~target 30businesses, ~~2025.~~perform Webusiness dodue ~~not participate in transactions~~diligence ~~that~~on ~~create~~prospective ~~relationships~~target ~~with unconsolidated entities or financial partnerships~~businesses, ~~often~~travel ~~referred~~ to asand ~~variable~~from ~~interest~~the ~~entities~~offices, ~~which would~~plants ~~have~~or ~~been~~similar ~~established~~locations ~~for the purpose~~ of ~~facilitating~~prospective ~~off-balance~~target ~~sheet~~businesses ~~arrangements.~~or Wetheir representatives ~~have~~or ~~not~~owners, ~~entered~~review ~~into~~corporate ~~any~~documents ~~off-balance~~and ~~sheet financing~~material ~~arrangements,~~agreements ~~established~~of ~~any~~prospective ~~special~~target ~~purpose~~businesses, ~~entities~~structure, ~~guaranteed~~negotiate and ~~any~~complete ~~debt~~an orinitial ~~commitments~~business ~~of other entities, or purchased any non-financial assets~~combination.

~~Contractual~~In ~~Obligations~~order to fund working capital deficiencies or finance transaction costs in connection with an initial business combination, our directors, officers and the sponsor (together, the “insiders”) or their affiliates or designees may, but are not obligated to, loan us funds as may be required. If the Company completes the initial business combination, it would repay such loaned amounts. In the event that the initial business combination does not close, we may use a portion of the working capital held outside the trust account to repay such loaned amounts but no proceeds from the trust account would be used for such repayment. Up to $3,000,000 of such loans (the “Working Capital Loans”) may be convertible into Units of the Company, at a price of $10.00 per Unit (the “Working Capital Units”) at the option of the lender. As of March 31, 2026 and December 31, 2025, the Company had borrowings of $142,881 and $100,881 under the Working Capital Loans, respectively.

~~Registration Rights~~20

~~The~~We believe ~~holders~~we ofwill need to raise additional funds in order to meet the ~~founder shares~~expenditures ~~and~~required ~~Private~~for ~~Placement~~operating ~~Units,~~our ~~including~~business. ~~any~~If ~~Working~~our ~~Capital~~estimate of ~~Units~~the costs of ~~those~~identifying ~~issued~~a ~~upon~~target ~~conversion~~business, ofundertaking ~~Working~~in-depth ~~Capital~~due ~~Loans~~diligence ~~will~~and negotiating an initial business combination are beless ~~entitled~~than tothe ~~registration~~actual ~~rights~~amount ~~pursuant~~necessary to ado ~~registration~~so, ~~rights~~we ~~agreement~~may ~~signed~~have oninsufficient ~~October~~funds ~~24,~~available ~~2024~~to byoperate ~~and~~our ~~among~~business ~~the~~prior ~~Company~~to ~~and~~our initial ~~the~~business ~~insiders~~combination. ~~The~~Moreover, ~~holders~~we ofmay ~~these~~need ~~securities~~to ~~are~~obtain ~~entitled~~additional financing either to ~~make~~complete upour toinitial ~~three~~business ~~demands,~~combination ~~excluding~~or ~~short~~because we ~~form~~become ~~demands,~~obligated ~~that~~to ~~the~~redeem ~~Company register~~a ~~such~~significant ~~securities.~~number Inof ~~addition,~~our ~~the~~Public ~~holders~~Shares ~~have~~upon ~~certain~~completion ~~“piggy-back”~~of ~~registration~~our ~~rights~~initial ~~with~~business ~~respect~~combination toin ~~registration~~which ~~statements~~case ~~filed~~we ~~after~~may ~~the~~issue ~~completion~~additional ofsecurities ~~our~~or incur debt in connection with such initial business combination. ~~and~~In ~~rights~~addition, if we are unable to ~~require~~complete an initial business combination within the ~~Company~~Combination toPeriod ~~register~~by ~~for~~July ~~resale~~25, ~~such~~2026, unless further extended, the board of directors ~~securities~~would ~~pursuant~~proceed to ~~Rule~~commence ~~415~~a ~~under~~voluntary ~~the~~liquidation ~~Securities~~and ~~Act~~thereby a formal dissolution. ~~The~~There ~~Company~~is no assurance that our plans to consummate an initial business combination will ~~bear~~be successful within the ~~costs~~Combination ~~and~~Period. ~~expenses~~As ofa ~~filing~~result, ~~any~~management has determined that such ~~registration~~additional ~~statements~~condition also raise substantial doubt about our ability to continue as a going concern.

~~Underwriting~~Off-Balance Sheet ~~Agreement~~Financing Arrangements

We have ~~granted~~no ~~the~~obligations, ~~underwriters a~~assets ~~45-day~~or ~~option~~liabilities, ~~from~~which ~~the~~would ~~date~~be ofconsidered ~~the~~off-balance ~~IPO~~sheet toarrangements ~~purchase~~as upof toMarch 131,~~125,000~~ ~~additional~~2026. ~~Public~~We ~~Units~~do tonot participate ~~cover~~in ~~over-allotments,~~transactions ifthat ~~any~~create relationships with unconsolidated entities or financial partnerships, atoften ~~the~~referred to as variable ~~IPO~~interest ~~price~~entities, ~~less~~which would have been established for the ~~underwriting~~purpose ~~discounts~~of ~~and~~facilitating ~~commissions~~off-balance sheet arrangements. ~~The underwriters~~We ~~had~~have ~~exercised~~not ~~the~~entered into ~~over~~any off-~~allotment~~balance ~~option~~sheet infinancing ~~part~~arrangements, ~~and~~established ~~purchased 1~~any special purpose entities,~~000,000~~ ~~Public~~guaranteed ~~Units~~any ondebt ~~November~~or 19commitments of other entities, ~~2024~~or purchased any non-financial assets.

~~The underwriters received~~Contractual a cash underwriting discount of $0.15 per Public Unit, or $1,275,000 in the aggregate and paid at the closing of the IPO and the exercising of over-allotment option in part. In addition, the underwriters will be entitled to a deferred fee of $0.20 per Public Unit, or approximately $1,700,000 in the aggregate upon the consummation of an initial business combination. The deferred fee will become payable to the underwriters from the amounts held in the trust account solely in the event that the Company completes its initial business combination, subject to the terms of the underwriting agreement dated October 24, 2024, by and between the Company and Clear Street LLC.Obligations

~~Critical Accounting Policies~~Registration Rights

The holders ~~preparation~~ of ~~unaudited financial~~the ~~statements~~founder inshares ~~conformity~~and ~~with~~Private ~~accounting~~Placement ~~principles~~Units, ~~generally~~including ~~accepted~~any inWorking ~~the~~Capital ~~United~~Units ~~States~~ of ~~America~~those ~~(the~~issued ~~“US~~upon ~~GAAP”)~~conversion of Working ~~requires~~Capital ~~management~~Loans towill ~~make~~be ~~estimates~~entitled ~~and~~to ~~assumptions~~registration ~~that~~rights ~~affect~~pursuant ~~the~~to ~~reported~~a ~~amounts~~registration ofrights ~~assets~~agreement ~~and~~signed ~~liabilities~~on ~~and~~October ~~disclosure~~24, of2024 ~~contingent assets~~by and ~~liabilities~~among the atCompany and the ~~date~~insiders. The holders of ~~the~~these ~~unaudited~~securities ~~financial~~are ~~statements~~entitled ~~and~~to ~~the~~make ~~reported~~up ~~amounts~~to ofthree ~~expenses~~demands, ~~during~~excluding ~~the~~short ~~reporting~~form ~~period.~~demands, ~~Actual~~that ~~results~~the ~~could~~Company ~~differ~~register ~~from~~such ~~those estimates~~securities. ~~Making~~In ~~estimates~~addition, ~~requires~~the ~~management~~holders tohave ~~exercise~~certain ~~significant~~“piggy-back” ~~judgment.~~registration Itrights iswith ~~at least~~respect ~~reasonably~~to ~~possible~~registration ~~that~~statements ~~the~~filed ~~estimate~~after of the ~~effect~~completion of aour ~~condition,~~initial ~~situation~~business orcombination ~~set~~and ofrights ~~circumstances~~to ~~that~~require ~~existed at~~ the ~~date~~Company ofto ~~the~~register ~~unaudited~~for ~~financial~~resale ~~statements,~~such ~~which~~securities ~~management~~pursuant ~~considered~~to inRule ~~formulating~~415 ~~its~~under ~~estimate, could change in~~ the ~~near~~Securities ~~term~~Act. ~~due~~The toCompany ~~one~~will orbear ~~more future~~the ~~confirming~~costs ~~events.~~and Weexpenses ~~did~~of ~~not~~filing ~~identify~~ any such ~~critical~~registration ~~accounting estimates~~statements.

20Underwriting Agreement

~~Recent~~We granted ~~Accounting~~the ~~Pronouncements~~underwriters a 45-day option from the date of the IPO to purchase up to 1,125,000 additional Public Units to cover over-allotments, if any, at the IPO price less the underwriting discounts and commissions. The underwriters had exercised the over-allotment option in part and purchased 1,000,000 Public Units on November 19, 2024.

~~Management~~The underwriters ~~does~~received ~~not~~a ~~believe~~cash underwriting discount of $0.15 per Public Unit, or $1,275,000 in the aggregate and paid at the closing of ~~that~~the ~~any~~IPO ~~recently~~and ~~issued~~the exercising of over-allotment option in part. In addition, ~~but~~the ~~not~~underwriters ~~effective~~will be entitled to a deferred fee of $0.20 per Public Unit, ~~accounting~~or ~~standards~~approximately $1,700,000 ifin ~~currently~~the ~~adopted~~aggregate upon the consummation of an initial business combination. The deferred fee will become payable to the underwriters from the amounts held in the trust account solely in the event that the Company completes its initial business combination, ~~would~~subject ~~have~~to athe ~~material~~terms ~~effect~~of onthe ~~our~~underwriting ~~unaudited~~agreement dated October 24, 2024, by and between the Company ~~financial~~and ~~statements~~Clear Street LLC.

~~ITEM~~Critical Accounting ~~3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK~~Estimates

WeThe preparation ~~are~~of aunaudited ~~smaller~~financial ~~reporting~~statements in conformity with accounting principles generally accepted in the United States of ~~company~~America as(the ~~defined~~“US byGAAP”) ~~Rule~~requires ~~12b-2~~management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the ~~Exchange~~date ~~Act~~of the unaudited financial statements and ~~are~~the reported ~~not~~amounts ~~required~~of expenses during the reporting period. Actual results could differ from those estimates. Making estimates requires management to ~~provide~~exercise significant judgment. It is at least reasonably possible that the ~~information~~estimate ~~otherwise~~of ~~required~~the ~~under~~effect ~~this~~of ~~item~~a condition, situation or set of circumstances that existed at the date of the unaudited financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. We did not identify any critical accounting estimates.

~~ITEM 4. CONTROLS AND PROCEDURES~~21

~~Evaluation~~Recent Accounting ~~of Disclosure Controls and Procedures~~Pronouncements

~~Disclosure controls are procedures~~In ~~that~~November ~~are~~2024, ~~designed with~~ the ~~objective~~FASB ofissued ~~ensuring~~Accounting ~~that~~Standards ~~information~~Update ~~required~~(“ASU”) to2024-03, be“Income ~~disclosed~~Statement-Reporting inComprehensive Income-Expense ~~our~~Disaggregation ~~reports~~Disclosures ~~filed~~(Subtopic ~~under~~220-40): ~~the~~Disaggregation ~~Exchange~~of ~~Act, such~~Income asStatement ~~this Report~~Expenses”, isrequiring ~~recorded,~~public ~~processed,~~entities to ~~summarized,~~disclose ~~and~~additional ~~reported~~information ~~within~~about ~~the~~specific ~~time~~expense ~~period~~categories ~~specified~~ in the ~~SEC’s~~notes ~~rules and forms.~~to ~~Disclosure controls are also designed with~~ the ~~objective~~unaudited offinancial ~~ensuring~~statements ~~that~~on ~~such~~an ~~information is accumulated and communicated to our~~interim ~~management, including the chief executive officer~~ and ~~chief~~annual ~~financial~~basis. ~~officer,~~ASU as2024-03 ~~appropriate~~is toeffective ~~allow~~for ~~timely~~fiscal ~~decisions~~years ~~regarding~~beginning ~~required disclosure.~~after ~~Our~~December ~~management evaluated~~15, ~~with the participation of our current chief executive officer and chief financial officer) (our “Certifying Officers”)~~2026, ~~the effectiveness of our disclosure controls~~ and ~~procedures~~for asinterim ~~of September~~periods ~~30,~~beginning ~~2025, pursuant~~after toDecember ~~Rule 13a-~~15~~(b) under~~, ~~the Exchange Act. Based upon that evaluation~~2027, ~~our~~with ~~chief~~early ~~executive~~adoption ~~officer~~permitted. ~~and~~The ~~chief~~Company ~~financial~~is ~~officer concluded~~currently ~~that,~~evaluating ~~have concluded that during~~ the ~~period~~impact ~~covered~~of byadopting ~~this~~ASU ~~report, our disclosure controls and procedures were not effective~~2024-03.

WeManagement does do not ~~expect~~believe that ~~our disclosure~~any ~~controls~~recently ~~and procedures will prevent all errors and all instances of fraud. Disclosure controls and procedures~~issued, nobut ~~matter how well conceived and operated, can provide only reasonable,~~ not ~~absolute~~effective, ~~assurance~~accounting ~~that the objectives of the disclosure controls and procedures are met. Further~~standards, ~~the~~if ~~design~~currently ~~of disclosure controls and procedures must reflect the fact that there are resource constraints~~adopted, ~~and~~would the benefits must be considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have ~~detected~~a ~~all~~material ~~our control deficiencies and~~effect ~~instances of fraud, if any. The design of disclosure controls and procedures also is based partly~~ on ~~certain~~our ~~assumptions~~unaudited ~~about~~financial ~~the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions~~statements.

~~This quarterly report on~~ITEM ~~Form 10-Q~~3. ~~(the~~QUANTITATIVE ~~“Quarterly~~AND ~~Report”)~~QUALITATIVE ~~does~~DISCLOSURES ~~not~~ABOUT ~~include~~MARKET ~~an attestation report of internal controls from our independent registered public accounting firm due to our status as an emerging growth company under the JOBS Act.~~RISK

~~Changes~~We are ina ~~Internal~~smaller ~~Control~~reporting ~~Over~~company ~~Financial~~as ~~Reporting~~defined by Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this item.

~~During the period covered~~ITEM by4. ~~this~~CONTROLS ~~Quarterly~~AND ~~Report on Form 10-Q, there has been no changes in our internal control over financial reporting (as such term is defined in Rules~~PROCEDURES 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter covered by this report that has materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

21Evaluation of Disclosure Controls and Procedures

~~PART~~Disclosure controls IIare procedures that are designed with the objective of ensuring that information required to be disclosed in our reports filed under the Exchange Act, such as this Report, is recorded, processed, summarized, and reported within the time period specified in the SEC’s rules and forms. Disclosure controls are also designed with the objective of ensuring that such information is accumulated and communicated to our management, including the chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. Our management evaluated, with the participation of our current chief executive officer and chief financial officer) (our “Certifying Officers”), the effectiveness of our disclosure controls and procedures as of March 31, 2026, pursuant to Rule 13a-15(b) ~~OTHER~~under ~~INFORMATION~~the Exchange Act. Based upon that evaluation, our chief executive officer and chief financial officer concluded that, have concluded that during the period covered by this report, our disclosure controls and procedures were not effective.

~~ITEM~~We do 1not expect that our disclosure controls and procedures will prevent all errors and all instances of fraud. ~~LEGAL~~Disclosure ~~PROCEEDINGS~~controls and procedures, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the disclosure controls and procedures are met. Further, the design of disclosure controls and procedures must reflect the fact that there are resource constraints, and the benefits must be considered relative to their costs. Because of the inherent limitations in all disclosure controls and procedures, no evaluation of disclosure controls and procedures can provide absolute assurance that we have detected all our control deficiencies and instances of fraud, if any. The design of disclosure controls and procedures also is based partly on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

WeThis quarterly ~~are~~report ~~not~~on aForm ~~party~~10-Q to(the ~~any material~~“Quarterly ~~legal~~Report”) ~~proceedings~~does ~~and~~not noinclude ~~material~~an ~~legal~~attestation ~~proceedings~~report ~~have~~of ~~been~~internal ~~threatened~~controls byfrom usour independent ~~or,~~registered topublic ~~the~~accounting ~~best~~firm ofdue to our ~~knowledge,~~status ~~against~~as usan emerging growth company under the JOBS Act.

~~ITEM~~Changes in ~~1A.~~Internal ~~RISK~~Control ~~FACTORS.~~Over Financial Reporting

~~As a smaller reporting company,~~During wethe ~~are~~period ~~not~~covered ~~required~~by ~~to include risk factors in~~ this ~~Report. However, factors that could cause our actual results to differ materially from those in this~~ Quarterly Report ~~are~~on ~~any~~Form of10-Q, ~~the~~there ~~risks~~has ~~described~~been inno ~~our~~changes ~~Prospectus. Any of these factors could result~~ in ~~a significant or material adverse effect on~~ our ~~results~~internal ofcontrol ~~operations~~over or financial ~~condition.~~reporting (as ~~Additional~~such ~~risk~~term ~~factors~~is ~~not~~defined ~~presently~~in ~~known~~Rules to13a-15(f) usand or15d-15(f) ~~that we~~under ~~currently~~the ~~deem~~Exchange ~~immaterial~~Act) ~~may~~during ~~also~~the ~~impair~~fiscal ~~our~~quarter ~~business~~covered orby ~~results~~this ofreport ~~operations.~~that has Asmaterially ~~of the date of this Quarterly Report~~affected, ~~there~~or ~~have been~~are noreasonably ~~material~~likely ~~changes~~ to ~~the~~materially ~~risk~~affect, ~~factors~~our ~~disclosed~~internal incontrol ~~our~~over ~~Prospectus~~financial reporting.

~~ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES.~~22

~~Unregistered~~PART II ~~Sales~~- ofOTHER ~~Equity Securities~~INFORMATION

~~On October 25, 2024, simultaneously~~ITEM ~~with the closing of the IPO, the Company completed the Private Placement of 240,000 Private Placement Units to the Company’s sponsor, at a purchase price of $10~~1.00 ~~per~~LEGAL ~~Private Placement Units, generating gross proceeds to the Company of $2,400,000~~PROCEEDINGS.

~~The~~We are ~~above~~not ~~sales~~a ~~were~~party ~~issued pursuant~~ to ~~the~~any ~~exemption~~material ~~from~~legal ~~registration~~proceedings ~~contained~~and inno ~~Section 4(a)(2) of~~material ~~the~~legal ~~Securities~~proceedings ~~Act.~~have Nobeen ~~commissions~~threatened ~~were~~by ~~paid~~us ~~in connection~~or, ~~with~~to ~~such~~the ~~sales~~best of our knowledge, against us.

~~In connection with the IPO,~~ITEM ~~the underwriters were granted an option to purchase up to 1,125,000 additional Units to cover over-allotments, if any (the “Over-allotment Option”)~~1A. OnRISK ~~November 19, 2024, the Representative exercised the Over-allotment Option in part, and purchased 1,000,000 Units (the “Option Units”), generating gross proceeds of $10,000,000~~FACTORS. Simultaneously with the issuance and sale of the Option Units, the Company completed a private placement sale of 15,000 Private Placement Units (the “Additional Private Placement Units”) to the sponsor at a purchase price of $10.00 Private Placement Units, generating gross proceeds of $150,000.

~~The~~As a ~~sales~~smaller ofreporting ~~the~~company, ~~Additional Private~~we ~~Placement~~are ~~Units~~not ~~issued~~required ~~pursuant~~to include risk factors in this Report. However, factors that could cause our actual results to ~~the~~differ ~~exemption~~materially from ~~registration~~those ~~contained~~in this Quarterly Report are any of the risks described in ~~Section 4(~~our Prospectus. Any of these factors could result in a~~)(2)~~ significant or material adverse effect on our results of ~~the~~operations ~~Securities~~or ~~Act~~financial condition. Additional risk factors Nonot ~~commissions~~presently ~~were~~known ~~paid~~to inus ~~connection~~or ~~with~~that ~~such~~we ~~sales~~currently deem immaterial may also impair our business or results of operations. As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in our Prospectus.

~~Use~~ITEM 2. ofUNREGISTERED ~~Proceeds~~SALES OF EQUITY SECURITIES AND USE OF PROCEEDS FROM REGISTERED SECURITIES.

~~On October 25, 2024, we consummated~~Unregistered ~~the~~Sales ~~IPO~~ of ~~7,500,000~~Equity Public Units, at a price of $10.00 per Unit, generating gross proceeds of $75,000,000. Simultaneously with the closing of the IPO, we consummated the sale of 240,000 Private Placement Units, to our sponsor in Private Placement, generating gross proceeds of $2,400,000.Securities

~~The~~On October ~~net~~25, ~~proceeds~~2024, ofsimultaneously ~~$75,187,500 from~~with the ~~IPO~~closing ~~and~~of the ~~Private~~IPO, ~~Placement~~the ~~were~~Company ~~placed~~completed in the ~~Trust~~Private ~~Account~~Placement ~~established~~of ~~for~~240,000 ~~the~~Private ~~benefit~~Placement Units ofto the Company’s ~~public~~sponsor, ~~shareholders and~~at ~~the~~a ~~underwriters~~purchase price of ~~the~~$10.00 ~~IPO~~per ~~with~~Private ~~Continental~~Placement ~~Stock~~Units, ~~Transfer~~generating &gross ~~Trust~~proceeds ~~Company~~to ~~acting~~the asCompany of ~~trustee~~$2,400,000.

~~On November 19, 2024, in~~The ~~connection~~above ~~with~~sales ~~the~~were ~~offering~~issued ofpursuant ~~the~~to ~~Option Units and~~ the ~~sale~~exemption offrom ~~Additional~~registration ~~Private~~contained ~~Placement~~in ~~Units,~~Section ~~the~~4(a)(2) ~~proceeds~~ of ~~$10,025,000 from~~ the ~~proceeds~~Securities ofAct. ~~the~~No ~~offering of the Option Units and the sale of Additional Private Placement Units~~ commissions were ~~placed~~paid in ~~the~~connection ~~trust account established for the benefit of the Company’s public shareholders and the underwriters of the IPO,~~ with ~~Continental~~such ~~Stock Transfer & Trust Company acting as trustee~~sales.

~~ITEM~~In connection 3with the IPO, the underwriters were granted an option to purchase up to 1,125,000 additional Units to cover over-allotments, if any (the “Over-allotment Option”). ~~DEFAULTS~~On ~~UPON~~November ~~SENIOR~~19, ~~SECURITIES~~2024, the Representative exercised the Over-allotment Option in part, and purchased 1,000,000 Units (the “Option Units”), generating gross proceeds of $10,000,000. Simultaneously with the issuance and sale of the Option Units, the Company completed a private placement sale of 15,000 Private Placement Units (the “Additional Private Placement Units”) to the sponsor at a purchase price of $10.00 Private Placement Units, generating gross proceeds of $150,000.

~~None~~The sales of the Additional Private Placement Units issued pursuant to the exemption from registration contained in Section 4(a)(2) of the Securities Act. No commissions were paid in connection with such sales.

~~ITEM~~Use of ~~4. MINE SAFETY DISCLOSURES.~~Proceeds

~~Not~~On October ~~applicable~~25, 2024, we consummated the IPO of 7,500,000 Public Units, at a price of $10.00 per Unit, generating gross proceeds of $75,000,000. Simultaneously with the closing of the IPO, we consummated the sale of 240,000 Private Placement Units, to our sponsor in Private Placement, generating gross proceeds of $2,400,000.

~~ITEM~~The net 5.proceeds ~~OTHER~~of ~~INFORMATION~~$75,187,500 from the IPO and the Private Placement were placed in the Trust Account established for the benefit of the Company’s public shareholders and the underwriters of the IPO with Continental Stock Transfer & Trust Company acting as trustee.

~~Not~~On November ~~applicable~~19, 2024, in connection with the offering of the Option Units and the sale of Additional Private Placement Units, the proceeds of $10,025,000 from the proceeds of the offering of the Option Units and the sale of Additional Private Placement Units were placed in the trust account established for the benefit of the Company’s public shareholders and the underwriters of the IPO, with Continental Stock Transfer & Trust Company acting as trustee.

2223

ITEM 6 3. ~~EXHIBITS~~DEFAULTS UPON SENIOR SECURITIES.

~~The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q~~None.

Exhibit No.		Description
31.1*		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*		Inline XBRL Instance Document
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH*		Inline XBRL Taxonomy Extension Schema Document
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (embedded within the Inline XBRL document)

ITEM 4. MINE SAFETY DISCLOSURES.

* Filed herewith ** FurnishedNot applicable.

23ITEM 5. OTHER INFORMATION.

~~SIGNATURES~~ Not applicable.

~~Pursuant to the requirements~~ITEM ~~of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized~~6. EXHIBITS

	Charlton Aria Acquisition Corporation
Date: November 12, 2025	By:	/s/ Robert W. Garner
		Robert W. Garner
		Chief Executive Officer
Date: November 12, 2025	By:	/s/ Yuanmei Ma
		Yuanmei Ma
		Chief Financial Officer

The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.

Exhibit No.		Description
31.1*		Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*		Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules 13a-14(a) and 15(d)-14(a), as adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1**		Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**		Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS*		Inline XBRL Instance Document
101.CAL*		Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.SCH*		Inline XBRL Taxonomy Extension Schema Document
101.DEF*		Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB*		Inline XBRL Taxonomy Extension Labels Linkbase Document
101.PRE*		Inline XBRL Taxonomy Extension Presentation Linkbase Document
104*		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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*	Filed herewith
**	Furnished.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Charlton Aria Acquisition Corporation

Date: June 17, 2026	By:	/s/ Jung Min Lee
		Jung Min Lee
		Chief Executive Officer and acting Chief Financial Officer

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