Overview

We are a blank check company incorporated as a Cayman Islands exempted company. Our purpose is to effect a merger, share exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. While we intend to focus our search on businesses in Asia, we are not limited to a particular industry or geographic region. We have not selected any specific business combination target and have not initiated any substantive discussions with any potential targets.

Results of Operations

We have not engaged in any operations or generated any revenues to date. Our activities since inception have been organizational, preparing for the IPO, and identifying a target company for our initial Business Combination. We do not expect to generate any operating revenues until after completing our initial Business Combination. We expect to generate non-operating income in the form of interest on marketable securities held after the IPO. We also expect increased expenses as a public company and for due diligence related to finding and completing a Business Combination.

For the three months ended September 30, 2024, we had a net deficit of $31,278, consisting of $87,519 in formation and operating costs offset by $56,234 in interest earned on investments held in the Trust Account and $7 in bank interest income.

For the period from May 27, 2024 (inception) through September 30, 2023, we had a net deficit of $91,197, consisting of $147,438 in formation and operating costs offset by $56,234 in interest earned on investments held in the Trust Account and $7 in bank interest income.

Liquidity, Capital Resources and Going Concern

Prior to the IPO, our only source of liquidity was advances from our sponsors and the initial purchase of ordinary shares.

On September 23, 2024, we completed our IPO of 6,000,000 Units at $10.00 per Unit, generating gross proceeds of $60,000,000. Simultaneously, we sold 230,000 Private Placement Units at $10.00 per unit to our sponsors, generating $2,300,000.

After the IPO and private placement, $60,000,000 was placed in the Trust Account. We incurred $3,722,528 in transaction costs.

For the period from May 27, 2024 to September 30, 2024, cash used in operating activities was $258,602. As of September 30, 2024, we had $60,056,234 in the Trust Account and $575,870 in cash.

We intend to use the funds in the Trust Account to complete our Business Combination. We may withdraw interest from the Trust Account to pay taxes and up to $200,000 per year for working capital.

As of September 30, 2024, we had a working capital surplus of $596,260. We plan to use these funds primarily for expenses related to finding and evaluating potential target businesses, completing due diligence, and negotiating a Business Combination.

Management believes we may have insufficient funds to sustain operations prior to the initial Business Combination. Our sponsor, officers, directors or affiliates may loan us funds on a non-interest bearing basis if needed. However, there is no guarantee they will provide such funding.

Based on these factors, there is substantial doubt about our ability to continue as a going concern. If we are unable to complete a Business Combination within the required timeframe, our board would proceed with a voluntary liquidation.

Related Party Transactions

See Financial Statement Note 5 for details on related party transactions.

Other Contractual Obligations

We have an agreement to pay $10,000 per month to our Sponsor or an affiliate for office space, utilities and administrative support. We also have a deferred underwriting discount of 3.5% of the IPO gross proceeds, or $2,100,000, payable upon completion of a Business Combination.

Registration Rights

The holders of our Founder Shares, EBC founder shares, and Private Placement Units have registration rights allowing them to demand we register their securities for resale, subject to certain limitations.

Critical Accounting Policies and Estimates

Our financial statements are prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions affecting reported amounts. We have not identified any critical accounting estimates. All significant accounting policies are described in Note 2 of the financial statements.

Recent Accounting Standards

Management does not believe any recently issued but not yet effective accounting standards would have a material effect on our financial statements if currently adopted.