Shareholders' Deficit |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Shareholders’ Deficit [Abstract] | |
| SHAREHOLDERS' DEFICIT | NOTE 7: SHAREHOLDERS’ DEFICIT
Preference Shares — The Company is authorized to issue 1,000,000 preference shares, par value $0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors. As of June 30, 2026 and December 31, 2025, there were no preference shares issued or outstanding.
Class A Ordinary Shares — The Company is authorized to issue 200,000,000 Class A ordinary share with a par value of $0.0001 per share. As a result of the Initial Public Offering on May 22, 2026, the Company issued 16,000,000 Class A ordinary shares subject to possible redemption. Simultaneously, the Company consummated the sale of 500,000 Private Placement Units which entitled the holder thereof to one Class A ordinary share.
On May 27, 2026, the underwriters exercised the Over-Allotment Option in full and as a result, the Company consummated the sale of an additional 2,400,000 Class A ordinary shares subject to possible redemption and 30,000 Private Placement Units which entitle the holder thereof to one Class A ordinary share.
As of June 30, 2026, there were 530,000 Class A ordinary shares issued and outstanding (excluding 18,400,000 Class A ordinary shares subject to possible redemption).
Class B Ordinary Shares — The Company is authorized to issue 20,000,000 Class B ordinary shares with a par value of $0.0001 per share. As of June 30, 2026 and December 31, 2025, there were 6,133,333 Class B ordinary shares issued and outstanding, reflecting retroactive presentation of the stock dividend on May 21, 2026 (see Note 5). Initially, up to 800,000 of these shares were subject to forfeiture to the extent that the underwriters’ Over-Allotment Option was not exercised in full or in part. However, effective May 27, 2026, no Class B ordinary shares are subject to forfeiture as the over-allotment was fully exercised.
Holders of the Class B ordinary shares will have the right to appoint all the Company’s directors prior to an initial Business Combination. On any other matter submitted to a vote of the Company’s shareholders, holders of the Class A ordinary shares and holders of the Class B ordinary shares will vote together as a single class, except as required by law or share exchange rule; provided, that the holders of Class B ordinary shares will be entitled to vote as a separate class to increase the authorized number of Class B ordinary shares. Each ordinary share will have one vote on all such matters.
The Class B ordinary shares will automatically convert into Class A ordinary shares at the time of the initial Business Combination, or earlier at the option of the holder, on a one-for-one basis, subject to adjustment for share sub-divisions, share dividends, rights issuances, reorganizations, recapitalizations and the like and will not have any redemption rights or be entitled to liquidating distributions if we do not consummate an initial Business Combination.
Rights — As of June 30, 2026, there were 18,400,000 Public Rights and 530,000 Private Placement Rights issued and outstanding (none as of December 31, 2025).
Except in cases where the Company is not the surviving company in a Business Combination, each holder of a Right will automatically receive one-fourth (1/4) of one Class A ordinary share upon consummation of the initial Business Combination. The Company will not issue fractional shares in connection with an exchange of Rights. Fractional shares will either be rounded down to the nearest whole share or otherwise addressed in accordance with the applicable provisions of Cayman law. In the event the Company is not the surviving company upon completion of the initial Business Combination, each holder of a Right will be required to affirmatively convert his, her or its Rights in order to receive the one-fourth (1/4) of one Class A ordinary share underlying each right upon consummation of the Business Combination. If the Company is unable to complete the initial Business Combination within the required time period and the 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. |