v3.26.1
Subsequent Events
12 Months Ended
Dec. 31, 2025
Subsequent Events [Abstract]  
Subsequent Events

Note 9 — Subsequent Events

 

The Company evaluated subsequent events and transactions that occurred after the accompanying balance sheet date, up to March 20, 2026, the date the accompanying financial statements were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would have required adjustments or disclosure in the accompanying financial statements.

 

On January 28, 2026, the Company consummated the Initial Public Offering of 36,000,000 Public Units, which includes the partial exercise by the Underwriters of their Over-Allotment Option in the amount of 4,680,000 Option Units, at $10.00 per Public Unit, generating gross proceeds of $360,000,000.

 

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of an aggregate of 980,000 Private Placement Units, in the Private Placement to the Sponsor and BTIG, at a price of $10.00 per Private Placement Unit, generating gross proceeds of $9,800,000. Of those 980,000 Private Placement Units, the Sponsor purchased 510,000 Private Placement Units and BTIG purchased 470,000 Private Placement Units.

 

Following the closing of the Initial Public Offering on January 28, 2026, an amount of $360,000,000 ($10.00 per Unit) from the net proceeds of the Initial Public Offering and the Private Placement was placed in the Trust Account.

 

On January 28, 2026, the Company had borrowed $362,938 pursuant to the IPO Promissory Note, which was paid in full by the Company at the closing of the Initial Public Offering and the borrowings under the IPO Promissory Note are no longer available.

 

On January 28, 2026, a related party paid for expenses on behalf of the Company totaling $29,911, which was repaid in full by the Company at the closing of the Initial Public Offering.

 

The Company agreed, commencing on the closing of the Initial Public Offering through the earlier of consummation of the initial Business Combination and the liquidation, to pay the (i) Chairman and Chief Executive Officer and (ii) Chief Financial Officer and Director a total of $20,000 per month for their services as executive officers and directors of the Company.

 

On January 28, 2026, the Underwriters partially exercised their Over-Allotment Option in the amount of 4,680,000 Option Units as part of the closing of the Initial Public Offering. On March 11, 2026, the Underwriters forfeited the remaining unexercised balance of 18,000 Option Units. As a result of the partial exercise of the Over-Allotment Option and forfeiture of unexercised Over-Allotment Option by the Underwriters, 6,000 Founder Shares were forfeited by the Sponsor for no consideration.

 

Commencing on March 19, 2026, the holders of the Public Shares and Public Warrants may elect to separately trade the Public Shares and the Public Warrants. No fractional Public Warrants will be issued upon separation of the Public Units and only whole Public Warrants will trade. Any Public Units not separated will continue to trade on the Global Market tier of The Nasdaq Stock Market LLC (“Nasdaq”) under the symbol “MLAAU.” The Public Shares and the Public Warrants will trade on the Global Market tier of Nasdaq under the symbols “MLAA” and “MLAAW,” respectively.