SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Jun. 30, 2026

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed financial statements are presented in U.S. dollars and have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission, including the instructions to Form 10-Q and Article 8 of Regulation S-X applicable to smaller reporting companies. Accordingly, certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. In management’s opinion, all adjustments, consisting only of normal recurring adjustments, considered necessary for a fair presentation have been included. These unaudited condensed financial statements should be read in conjunction with the audited financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2026. The results for the three months ended June 30, 2026 are not necessarily indicative of results that may be expected for the full fiscal year or any future period.

Emerging Growth Company

The Company is an “emerging growth company,” as defined in Section 2(a) of 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 independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, 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.

Further, 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 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 election to opt out is irrevocable. The Company 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 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.

Use of Estimates

The preparation of the accompanying financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the balance sheet.

Making estimates requires the Company’s management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the balance sheet, which the Company’s management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.

Cash and Cash Equivalents

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had cash of $2,875 and $4,540 as of June 30, 2026 and March 31, 2026, respectively.

At June 30, 2026 and March 31, 2026, the assets held in the Trust Account were maintained in an interest-bearing bank deposit account and a money-market mutual fund that invests primarily in short-term U.S. Treasury securities. The Company considers these holdings to be cash equivalents because they are highly liquid and readily convertible to known amounts of cash. The money-market mutual fund is carried at fair value, which approximates its net asset value, and the bank deposit is carried at cost, which approximates fair value. Dividend income earned on the money-market mutual fund and interest income earned on the bank deposit are recognized in the statements of operations as earned.

As of June 30, 2026 and March 31, 2026, cash and cash equivalents held in the Trust Account were $2,478,814 and $2,456,980, respectively.

The following table reconciles cash and cash equivalents presented in the balance sheets to the total cash and cash equivalents shown in the statements of cash flows:

Period	Cash outside the Trust Account		Cash and cash equivalents held in the Trust Account		Total cash and cash equivalents
June 30, 2026	$	2,875	$	2,478,814	$	2,481,689
March 31, 2026	$	4,540	$	2,456,980	$	2,461,520
June 30, 2025		-	$	2,403,485	$	2,403,485
March 31, 2025	$	1,611	$	2,382,346	$	2,383,957

Offering Costs associated with the Initial Public Offering

The Company complies with ASC 340-10-S99-1 and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering.” Total offering costs were $13,428,526, consisting of $12,650,000 of underwriting commissions and $778,526 of other offering costs. The costs were allocated to the separable financial instruments issued in the Initial Public Offering using the relative fair value method. Of the total, $12,628,021 was allocated to the Class A ordinary shares subject to possible redemption and charged against temporary equity, and $800,505 was allocated to the warrant liabilities and charged to the statements of operations.

Class A Ordinary Shares subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance enumerated in ASC 480. Ordinary shares subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature 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 control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s Class A ordinary shares feature certain redemption rights that are considered by the Company to be outside of the Company’s control and subject to the occurrence of uncertain future events. Accordingly, at June 30, 2026, and March 31, 2026, 204,450 Class A ordinary shares subject to possible redemption in the amount of $2,478,814 and $2,456,980 respectively, are presented as temporary equity, outside of the shareholders’ deficit section of the accompanying balance sheets.

The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable Class A ordinary shares to equal the redemption value at the end of each reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized a measurement adjustment from initial book value to redemption amount value. As of June 30, 2026, the change in the carrying value of redeemable Class A ordinary shares resulted in charges against deficit of approximately $21,834. As of March 31, 2026, the change in the carrying value of redeemable Class A ordinary shares resulted in charges against deficit of approximately $81,077.

At June 30, 2026 and March 31, 2026, the Class A ordinary shares reflected in the accompanying balance sheets is reconciled in the following table:

	Shares			Amount
Gross proceeds		23,000,000		$	230,000,000
Less:
Transaction costs allocated to Class A ordinary shares					(12,628,021	)
Proceeds allocated to Forward Purchase Agreement					(195,732	)
Proceeds allocated to Public Warrants					(13,006,500	)
					(25,830,253	)
Plus:
Remeasurement of carrying value to redemption value					30,446,662
Class A ordinary shares subject to possible redemption – March 31, 2022		23,000,000			234,616,409
Plus:
Current period remeasurement of carrying value to redemption value					5,825,601
Class A ordinary shares subject to possible redemption – March 31, 2023		23,000,000		$	240,442,010
Less:
Redemption of Class A ordinary shares		(21,788,269	)		(230,809,584	)
Plus:
Current period remeasurement of carrying value to redemption value					3,850,608
Class A ordinary shares subject to possible redemption – March 31, 2024		1,211,731			13,483,034
Less:
Redemption of Class A ordinary shares		(1,006,745	)		(11,642,099	)
Plus:
Current period remeasurement of carrying value to redemption value					541,411
Class A ordinary shares subject to possible redemption – March 31, 2025		204,986			2,382,346
Less:
Redemption of Class A ordinary shares		(536	)		(6,442	)
Plus:
Current period remeasurement of carrying value to redemption value					81,077
Class A ordinary shares subject to possible redemption – March 31, 2026		204,450			2,456,980
Plus:
Current period remeasurement of carrying value to redemption value					21,834
Class A ordinary shares subject to possible redemption – June 30, 2026		204,450			2,478,814

Net income/(loss) per share

Net income/(loss) per share is computed by dividing net income/(loss) by the weighted average number of ordinary shares outstanding during the period. The Company applies the two-class method in calculating earnings per share. Earnings and losses are shared pro rata between the two classes of shares. The calculation of diluted income per ordinary share does not consider the effect of the warrants issued in connection with the (i) Initial Public Offering and (ii) exercise of over-allotment, since their inclusion would be anti-dilutive under the two-class method. As a result, diluted earnings per ordinary share is the same as basic earnings per ordinary share for the periods presented. The warrants are exercisable to purchase 11,500,000 Class A ordinary shares in the aggregate.

The following table reflects the calculation of basic and diluted net loss per ordinary share (in dollars, except per share amounts):

	Three Months Ended June 30, 2026
	Class A subject to possible redemption			Class A not subject to redemption			Class B
Allocation of net loss		(185	)		(5,217	)		(0	)
Basic and diluted weighted average shares outstanding		204,450			5,749,999			1
Basic and diluted net loss per share		(0.0009	)		(0.0009	)		(0.00	)
	Three Months Ended June 30, 2025
	Class A subject to possible redemption			Class A not subject to redemption			Class B
Allocation of net loss		(30,879	)		(866,166	)		(0	)
Basic and diluted weighted average shares outstanding		204,986			5,749,999			1
Basic and diluted net loss per share		(0.1506	)		(0.1506	)		(0.15	)

Income Taxes

The Company follows the asset and liability method of accounting for income taxes under ASC Topic 740, “Income Taxes” (“ASC 740”). Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions 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. 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 June 30, 2026 and March 31, 2026. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception.

There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman Islands income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the accompanying balance sheets.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. The Company has not experienced losses on this account.

Fair Value of Financial Instruments

“Fair value” is defined as the price that would be received for sale of an asset or paid to transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include:

· “Level 1”, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets;

· “Level 2”, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and

· “Level 3”, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

See Note 9 for additional information regarding liabilities measured at fair value.

Derivative Financial Instruments

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging” (“ASC 815”). The Company’s derivative instruments are recorded at fair value as of the closing date of the Initial Public Offering (December 3, 2021) and re-valued at each reporting date, with changes in the fair value reported in the statements of operations. Derivative assets and liabilities are classified on the accompanying balance sheets as current or non-current based on whether or not net-cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The Company determined that the Public Warrants, the Private Placement Warrants and the Forward Purchase Agreement were each a derivative instrument. Accordingly, these instruments were measured at fair value at issuance and at each reporting date while outstanding in accordance with ASC Topic 820, “Fair Value Measurement,” with changes in fair value recognized in the statement of operations in the period of change. Following the cancellation of the Private Placement Warrants and termination of the Forward Purchase Agreement, only the Public Warrants remain outstanding and subject to recurring fair value measurement as of June 30, 2026.

Warrant Instruments

The Company accounts for the Public Warrants issued in connection with the Initial Public Offering in accordance with the guidance contained in ASC 815, whereby  the Public Warrants do not meet the criteria for equity treatment and must be recorded as  derivative liabilities. Accordingly, the Company classifies the  Public Warrants as  derivative liabilities at fair value and  adjusts the  liability to fair value at each reporting period. This liability will be re-measured at each balance sheet date until the Public Warrants  are exercised or expire, and any change in fair value will be recognized in the Company’s statement of operations.

The fair value  of the Public Warrants was calculated at issuance using a Monte Carlo simulation model. Following the suspension and delisting of the Company’s securities from Nasdaq and the absence of an active market for the Public Warrants, the Company estimates the fair value of the Public Warrants using a binomial lattice model. The valuation models utilize inputs and other assumptions and may not be reflective of the price at which  the Public Warrants can be settled. Such warrant classification is also subject to re-evaluation at each reporting period.

The Private Placement Warrants were accounted for as derivative liabilities while outstanding. On July 11, 2025, all 11,700,000 Private Placement Warrants were cancelled in connection with the sponsor transition and were no longer outstanding as of June 30, 2026 or March 31, 2026. Upon issuance of the Private Placement Warrants, the Company recorded a charge of $1,532,700 for the excess fair value of the Private Placement Warrant liabilities over the proceeds received.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires enhanced disclosures regarding an entity’s effective tax rate reconciliation and income taxes paid. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025, with early adoption permitted. The Company expects to adopt ASU 2023-09 for its fiscal year beginning April 1, 2026 and is currently evaluating the effect of the amended disclosure requirements on its financial statements.

We do not believe that any other recently issued, but not yet effective, accounting pronouncements would have a material effect on our financial statements.