v3.26.1
FAIR VALUE MEASUREMENTS
 12 Months Ended
Dec. 31, 2025
FAIR VALUE MEASUREMENTS  
FAIR VALUE MEASUREMENTS

NOTE 8. FAIR VALUE MEASUREMENTS

The fair value of the Company’s financial assets and liabilities reflects Management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:

●Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
●Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active.
●Level 3: Unobservable inputs based on an assessment of the assumptions that market participants would use in pricing the asset or liability.

Level 1 assets include investments in a money market fund that invests solely in U.S. government securities. At December 31, 2025, assets held in the Trust Account were comprised of $258,240,938 in money market funds, which were invested primarily in U.S. government securities. At December 31, 2024, assets held in the Trust Account were comprised of $249,760,654 in money market funds, which were invested primarily in U.S. government securities. For the period ended December 31, 2025 and 2024, the Company did not withdraw any of the interest earned on the Trust Account.

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Fair Value Measured as of December 31, 2025

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Level 1

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Level 2

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Level 3

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Total

Assets

 

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Cash and marketable securities held in Trust Account

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$

258,240,938

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$

—

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$

—

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$

258,240,938

Liabilities:

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Subscription agreement liability

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—

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—

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9,075,000

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9,075,000

Total Subscription agreement liability

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$

—

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$

—

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$

9,075,000

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$

9,075,000

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Subscription Agreement Liability

In order to calculate the fair value of the subscription agreement liability, the Company utilized the following inputs:

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October 9,

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2025

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(Initial

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December31,

 

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measurement)

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2025

 

Probability of Business Combination

 

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60

%  

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75

%

Underlying Ordinary Share price

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$

11.27

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$

11.38

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Term (years)

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0.48

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0.25

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Risk-free rate

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3.85

%  

 

3.67

%

Volatility

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2.50

%  

 

10.40

%

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The following table presents the changes in the fair value of the Subscription Agreement liability:

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Subscription

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Agreement

Fair value as of October 9, 2025 (initial measurement)

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$

7,177,500

Change in fair value

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1,897,500

Fair value as of December 31, 2025

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$

9,075,000

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The change in the fair value of the subscription liability for the year ended December 31, 2025 is $1,897,500. There was no subscription liability for the year ended December 31, 2024.

There were no transfers between fair value levels during year ended December 31, 2025 and 2024.