Future Vision II

Investors tracking redemptions and trust value now face explicit conditional payout mechanics: the 3,758,515 tendered shares hold no automatic cash claim if closing conditions are unmet, creating binary execution risk. The trust payout valuation window shifts from the approval date to two business days pre-closing, introducing variable exposure to interest accrual or sponsor extension loan injections until that anchor point. The post-combination capital structure (3,785,485 pre-conversion shares and approximately $21,845,460.57 trust balance) establishes the immediate dilution and liquidity baseline ahead of the September 13, 2026, deadline. Because the filing attributes no commercial, technological, or financial performance claims, current trading and redemption decisions depend entirely on management’s execution of Nasdaq approval and condition waivers rather than disclosed fundamentals.

This extension moves the final redemption window and liquidation trigger to August 13, 2026. Because the Sponsor explicitly waived any claim against the Trust Account for the Note, the cash available to public shareholders for redemptions or dissolution remains protected from this borrowing. However, the Sponsor retains the unilateral right to convert the debt into equity at $10.00 per Unit upon a successful merger, which would dilute existing public shareholders. Meanwhile, the Company confirmed it continues to pursue its merger with MicroTouch Technology Inc. under a Merger Agreement dated January 16, 2026, but management cautioned there can be no assurance that the transaction will close by the new deadline.

Confirms the record date for the vote is June 15, 2026 and that Future Vision's live target is MicroTouch, not the earlier VIWO Technology deal registered in 2025. Hong Kong operating exposure carries HFCAA and PRC-intervention risk despite the U.S.-headquartered auditors.

Documents Future Vision II's replacement target after the earlier VIWO transaction: a Hong Kong ad-tech and software services business acquired through a Cayman holding structure, with the usual PRC-oversight and HFCAA risk factors and no history of cash upstreaming to fund the holding company.

The filing provides definitive terms and mechanics for the shareholder vote and redemption, and confirms the trust value at $61.8M. It includes a detailed ownership dilution table under five redemption scenarios, with MicroTouch shareholders set to own 52.3% (no redemptions) to 78.7% (max redemptions) of the combined company. Crucially, the filing warns that if redemptions exceed 58.6%, the combined company will fail the Nasdaq Rule 5210(l) minimum $25 million unrestricted public float requirement, and its securities would be immediately suspended and delisted without any cure period. The sponsor paid $1.74/share on average for its shares ($0.017 for founder shares) vs. the $10.00 public IPO price, creating a 491% immediate paper gain on the founder stake and a conflict of interest to close the deal. No fairness opinion was obtained, only a valuation report. The target (MicroTouch) is a Cayman/Hong Kong IT services firm with two main business lines: algorithmic real-time ad matching and custom software development; the document warns of all risks associated with Hong Kong operations and states it has no Mainland China operations, no CSRC approval is required but future regulatory risk exists.

The extension resets the redemption and liquidation timeline to July 13, 2026, defining the final window for public shareholders to evaluate their exit options before the SPAC's dissolution. The note issuance and trust waiver signal active sponsor commitment to preserving the trust corpus while funding the extension period. Regarding deal progress, the Company stated it is continuing to pursue its previously announced business combination with MicroTouch Technology Inc. pursuant to a Merger Agreement dated January 16, 2026. The Company simultaneously cautioned that there can be no assurance the business combination will be consummated by July 13, 2026. These updates directly impact shareholder liquidity horizons, redemption pricing mechanics, and execution risk assessment.

This filing confirms that the company's deadline to close the MicroTouch merger is Sept. 13, 2026, with $191,475 monthly extensions (three taken, three remain). The Nasdaq listing deficiency puts the MicroTouch merger at risk; the closing condition requires listed securities. The trust value ($61.76M) is above the $57.5M IPO proceeds but slightly below the stated $10.97/share at filing. Sponsor continues to fund extensions via convertible, forgivable notes. The prior VIWO deal failed, making the MicroTouch deal the only path to avoid liquidation.

This filing mechanically resets the shareholder redemption and survival window by thirty days to June 13, 2026, while temporarily boosting the Trust Account with $191,475 in extension funding. According to the Company's public statements, it continues to pursue its announced merger with MicroTouch Technology Inc. under the Merger Agreement dated January 16, 2026. However, the Company explicitly warns that it cannot guarantee consummation by June 13, 2026. For investors tracking redemption mechanics and trust preservation, this filing confirms the sponsor's continued financial backing to delay a potential liquidation event, clarifies the subordinated nature of the sponsor's claim against trust distributions, and establishes the precise conversion economics if the deal ultimately closes.

Provides investors with all critical information needed to decide whether to redeem or vote: the exact redemption mechanics, trust account value, extension timeline, sponsor conflicts (massive promote dilution), target business fundamentals and financial projections, and the conditions that could abort the deal (Nasdaq listing thresholds, net tangible assets test). Also reveals prior aborted deal with VIWO, which may affect confidence in management.

While the listing deficiency does not alter redemption mechanics, trust balances, or the sponsor's obligation to complete a business combination, it introduces near-term exchange compliance risk that could impact execution. Per the Company's own statements, it offers no assurance it can regain compliance or satisfy other Nasdaq continued listing standards. Public holder shortfalls often correlate with reduced secondary market liquidity, higher governance and legal expenditures, and increased operational distraction ahead of deal closure. For investors monitoring the 06 Technology business combination, the 45-day plan submission deadline and the potential 180-day extension window establish a time-sensitive catalyst that may influence shareholder sentiment, redemption behavior, and the sponsor's capacity to close the transaction on favorable terms.

This filing provides the first complete picture of the MicroTouch deal, enabling shareholders to assess the merger, redemption mechanics, and risks before the vote. Key actionable items: (1) redemption deadline is two business days before the extraordinary general meeting (date to be set); (2) per-share trust value is ~$10.97 as of status but ~$10.61 as of Dec 31, 2025 (before taxes); (3) public shareholders will be diluted from 76.8% pre-merger to as low as 0% if all redeem; (4) Nasdaq listing condition may fail if redemptions exceed 75.2% (under $15M threshold) or 58.6% (under $25M threshold); (5) sponsor paid $0.017 per founder share and has strong incentive to close; (6) no fairness opinion was obtained; (7) risks of Hong Kong/China regulatory intervention and PCAOB access are disclosed.

Investors now have full deal mechanics including trust value (~$10.62/public share), redemption deadline procedures (two business days before the meeting, date TBD), net tangible asset condition ($5,000,001 minimum), and detailed dilution analysis. The filing reveals sponsor incentives: founder shares purchased at $0.017/share, private units at $10.00, and $382,950 in working capital loans outstanding. Target shows high customer concentration (four customers >50% of Q1 2026 revenue) and material weaknesses in financial reporting and IT controls. The Hong Kong-based holding company structure carries CFIUS, HFCAA, and PRC regulatory risks. No fairness opinion means shareholders rely solely on board judgment.

This filing materially resets the redemption and liquidation horizon, giving the trust until May 13, 2026 before a mandatory dissolution trigger. The trust account receives a direct $191,475 credit restricted solely to extension administration, while the sponsor's absolute waiver ensures public shareholder distributions remain insulated from this debt. The conversion pathway establishes a fixed $10.00 conversion ratio, limiting sponsor-induced dilution to $1,500,000 and creating unregistered equity that will only trade post-closing. Concerning the target, management states the registrant continues to pursue its previously announced business combination with MicroTouch Technology Inc. under a Merger Agreement dated January 16, 2026, but the filing explicitly cautions that it cannot guarantee the deal will close by May 13, 2026. The submission contains no revenue data, customer disclosures, market sizing, or operational metrics.

This filing provides the first comprehensive disclosure of the merger terms, target financials, and risks for FVN shareholders. Investors can now evaluate the deal, assess redemption thresholds, and understand the sponsor's conflicts of interest. The document also reveals significant concentration risks in MicroTouch's customer and vendor base, and the absence of a fairness opinion. The outcome of the shareholder vote and redemption levels will determine whether the merger closes and whether the combined company meets Nasdaq listing standards.

The extension sustains the trust architecture for non-redeeming shareholders while granting a one-month operational buffer. The registrant reported that it 'is continuing to pursue the consummation of its previously announced business combination with MicroTouch Technology Inc. pursuant to the Merger Agreement dated January 16, 2026,' but CEO and Director Danhua Xu, who executed the signatory block, explicitly noted that 'there can be no assurance that the Company will consummate a business combination by April 13, 2026.' The sponsor's funding mechanism and trust waiver insulate redemption balances from depletion during the delay, yet the documented execution caveat confirms ongoing deal uncertainty ahead of the revised April cutoff.

The termination of the Viwo deal and the signing of a new deal with MicroTouch is the central event. Shareholders must assess the new target (MicroTouch, an IT services firm operating entirely through Hong Kong subsidiaries, not a VIE structure) and its $90 million valuation. The trust value per share has grown with interest, providing a stronger floor for redemptions. The going concern qualification (auditor emphasis) underscores the risk that if this deal or another is not completed by September 13, 2026, the SPAC will liquidate. Sponsor conduct is also relevant: the sponsor is funding an administrative services fee, and the company discloses potential conflicts of interest with officer Caihong Chen's role at another SPAC (Wintergreen Acquisition Corp.).

Investors now have complete disclosure on redemption timeline, trust value, extension terms, sponsor conflicts (no fairness opinion, significant promote), CFIUS risk due to non-U.S. sponsor, customer concentration (top 4 customers = 67% of revenue), and Nasdaq listing risk if redemptions exceed thresholds. The filing informs investor decisions on whether to redeem or hold through the merger.

This is a new business combination target after the prior deal with VIWO Technology Inc. was terminated. The trust value per share is $10.97, but the consideration cap of $10.05 per share will affect the number of shares issued to MicroTouch shareholders. The net tangible asset condition of $5,000,001 provides a floor. Investors should evaluate MicroTouch's business (a holding company with Hong Kong and BVI subsidiaries) and the terms; financial statements are not yet provided but will be in a future S-4 filing.

This termination irrevocably cancels the approved merger, meaning Future Vision II will no longer consolidate VIWO Technology Inc.'s operations or cash flows. Because the outside closing date lapsed without a documented extension or waiver, the SPAC's path now leads toward liquidation and shareholder redemption before the stated September 13, 2026 deadline rather than a completed de-SPAC transaction. The termination notice, delivered by VIWO Technology Inc. and countersigned by Future Vision II CEO Danhua Xu, explicitly confirms that no breach of representation, warranty, covenant, or agreement by the target caused the failure to close. The filing discloses no customer lists, revenue figures, market size estimates, technology roadmaps, partnership expansions, or pending litigation. The entity remains classified under SIC code 7373, and the registered ordinary shares retain their stated par value of $0.0001 per share on NASDAQ.

Trust per share has grown above IPO price of $10.00, increasing redemption value; the SPAC continues to burn cash, and the going concern note highlights risk if deal fails; the merger with VIWO remains the key catalyst; no extensions consumed yet, but deadline is 18 months from IPO (March 2026), leaving limited time.

This filing confirms the pending business combination with VIWO Technology Inc. and provides a financial snapshot showing the trust is accumulating interest, but the SPAC is burning cash. The going concern disclosure and the large accretion charge (which reduces book value per share) are the most important items for shareholders evaluating whether to redeem or hold for the deSPAC. No new developments on the merger terms were reported.

This S-4/A is the definitive registration document for the merger vote. It provides shareholders with the critical information needed to decide on the business combination and whether to redeem their shares. Key items for FVN investors: (a) the estimated per-share redemption price is $10.05 (net of taxes), based on March 31, 2025 trust value of $59.2 million; (b) the trust has $59.2 million as of March 31, 2025, and the SPAC has $1.14 million in working capital; (c) the deal values VIWO at $100 million, and VIWO shareholders will receive 9,950,250 shares, owning 54.89% of the combined company (assuming no redemptions); (d) the sponsor owns 23.01% of FVN shares and has agreed to vote in favor, but a maximum of 5,750,000 public shares can be redeemed; (e) the closing condition requires FVN to have at least $5,000,001 in net tangible assets after redemptions — if redemptions exceed ~98.4% (approx. 5,658,000 shares), the deal cannot close unless VIWO secures a $5-$10 million backstop equity commitment; (f) VIWO's CSRC filing is still under review and its completion is a closing condition; (g) the SEC declared the S-4 effective on May 30, 2025, meaning the shareholder meeting can be scheduled; (h) the deadline to consummate a business combination is March 13, 2026, with possible six one-month extensions using sponsor loans of $191,475 each. Sponsor compensation is detailed, including 1,766,400 post-combination shares and $66,333 in accrued service fees. The document also provides audited financials for FVN (through Dec 31, 2024) and VIWO (through Sept 30, 2024, with unaudited updates through March 31, 2025).

For investors tracking Future Vision II's redemption calendar and deal progress, this filing confirms the trust remains funded and earning income, no extension has been exercised, and the company continues to carry substantial going-concern risk. It also confirms the existing VIWO deal structure is unchanged and that ordinary shares subject to redemption remain at 5,750,000, with accretion to redemption value of $1,100,598 in Q1 2025. The filing provides no indication of a near-term closing or shareholder meeting.

Sets the record date and meeting date for shareholder vote; provides redemption deadline procedures and trust account details essential for investors deciding whether to redeem. Highlights key deal risks: (1) VIWO has not completed CSRC filing, which could prevent closing; (2) high redemptions could cause net tangible assets to fall below $5M minimum; (3) sponsor has significant incentive to close any deal (founder shares worth $25K at risk). Includes performance-based lock-up for VIWO shares (2-3 year release based on revenue growth). Also provides pro forma financials showing net income of $2.59M for year ended Dec 31, 2024.

What changed: Quarterly report on Form 10-Q for the period ended June 30, 2026, for Future Vision II Acquisition Corp., a SPAC. The document reports the SPAC's progress toward its business combination with MicroTouch Technology INC (MicroTouch). It discloses that: (1) Shareholders approved the MicroTouch merger at an EGM on July 23, 2026, subsequent to the balance sheet date. (2) The SPAC has used four one-month extensions (First through Fourth) and the Fifth Extension was effected on July 8, 2026, moving the deadline from July 13, 2026 to August 13, 2026, with a $191,475 deposit from the Sponsor. (3) The trust value per share is roughly $10.93 ($62,882,640 / 5,750,000 redeemable shares), and the SPAC has a working capital deficit of $151,600 as of June 30, 2026. (4) The SPAC received a Nasdaq notice on May 5, 2026 for failing the minimum public holders rule (300 holders), needing to submit a compliance plan by June 22, 2026. (5) A prior deal with VIWO Technology was terminated on December 29, 2025. Why it matters: This filing is highly material because it confirms the shareholder vote to approve the MicroTouch merger, moving the SPAC to the final stages of its de-SPAC transaction. It also documents the critical deadline extension mechanism and the trust value at the quarter end, providing investors with the data needed to assess redemption economics. The disclosure of the Nasdaq non-compliance risk is a significant warning that, if uncured, could trigger liquidation.

What changed: Definitive proxy statement (DEF 14A) for an extraordinary general meeting to approve amendments to the charter and trust agreement to extend the deadline to complete a business combination. Shareholders are asked to approve an extension of the deadline to complete a business combination from September 13, 2026 to up to September 13, 2027 via up to 12 monthly extensions, each funded by the sponsor at the lesser of $65,000 or $0.0333 per public share. The MicroTouch business combination was approved by shareholders on July 23, 2026, but its closing remains subject to Nasdaq listing approval; the board is uncertain whether it can close by September 13, 2026. Shareholders who do not vote for the extension may redeem at approximately $10.97 per share by August 19, 2026. Why it matters: Without the extension, the SPAC would be forced to liquidate if the MicroTouch deal does not close by September 13, 2026. The extension provides up to 12 additional months to close the deal or pursue an alternative. The filing details redemption rights, the coordination with prior redemptions from the business combination vote, sponsor incentives (founder shares worth ~$18.5M if deal closes vs $0 in liquidation, $830,900 in extension loans), and significant beneficial ownership information (sponsor 23%, Mizuho 8.9%, Karpus 6.48%). The outcome directly affects shareholder liquidity and the SPAC's survival.

What changed: Routine compliance exhibit: a Schedule 13G/A amendment to a beneficial ownership report filed by Karplus Management, Inc. The provided excerpt designates the submission as an amendment to a Schedule 13G beneficial ownership report for Karplus Management, Inc., but contains no disclosed share quantities, ownership percentages, acquisition dates, or stated purpose for the amendment. Consequently, it bears no reported impact on redemption deadlines, trust value mechanics, extension proposals, deal progress, or sponsor conduct. Beyond standard regulatory reporting, the excerpt discloses zero substantive claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Why it matters: As a routine ownership disclosure amendment, this filing does not independently modify redemption windows, alter trust distribution schedules, or signal changes to the target acquisition or sponsor behavior. Without the accompanying schedule of securities owned, purchase prices, or aggregate percentage thresholds, the text offers no actionable data for tracking liquidity events, voting dynamics, or capital commitment adjustments beyond confirming Karplus Management, Inc. remains a reported beneficial owner.

What changed: Preliminary proxy statement (PRE 14A) soliciting shareholder approval to amend the company's charter and trust agreement to extend the deadline to complete a business combination up to September 13, 2027, with monthly extension fees paid by sponsor. The company proposes to extend the initial business combination deadline from September 13, 2026 to up to September 13, 2027 (12 additional monthly extensions), with each extension requiring a deposit of the lesser of $65,000 or $0.0333 per public share by the sponsor. The trust agreement will be amended accordingly. Shareholders have redemption rights with a deadline of August 26, 2026. The meeting is scheduled for August 2026. Why it matters: This filing provides the redemption deadline (August 26, 2026) and details the extension mechanism. The trust value is $10.97 per share. The deal is approved but not yet closed; the extension is needed to satisfy remaining closing conditions, including Nasdaq listing approval. Sponsor has $830,900 in extension loans outstanding. The board recommends voting for the extension. This is critical for investors tracking redemption windows and the likelihood of deal completion.

What changed: A Form 8-K current report detailing extraordinary general meeting voting outcomes, shareholder redemption submissions, and post-vote trust mechanics. Mechanics: At the July 23, 2026 meeting, shareholders approved the Merger Agreement (5,688,865 for, 123,691 against), a name change to “MicroTouch Inc.” (5,688,865 for, 123,691 against), charter amendments removing pre-combination provisions (5,489,514 for, 323,042 against), Nasdaq Rule 5635 share issuances, and an adjournment resolution. Five directors were elected—Aijiao Tian, Jinyan Han, Kai Lun Wong, Shuding Zeng, and Maria Borg (each receiving 5,688,865 votes for, 123,691 withheld). Regarding redemptions, 3,758,515 public shares were tendered. Per the filing, had closing occurred on the meeting date, the estimated redemption price would have been approximately $10.97 per share for an aggregate of approximately $41,228,654.43. However, Article 37.6 specifies the final per-share price calculates two business days prior to actual consummation, allowing for interest accrual or sponsor deposit of extension loans. If closing conditions (including Nasdaq listing approval) fail, these 3,758,515 tenders are canceled, shares remain outstanding, and the company may hold an Extension Meeting or liquidate. Assuming consummation, 1,991,485 public shares remain, approximately $21,845,460.57 stays in trust, and 3,785,485 total ordinary shares exist before consideration shares and rights convert. Other Substance: The filing contains zero operational disclosures regarding customers, revenue, market size, technology, partnerships, litigation, or corporate strategy. It is purely a structural/governance report signed by CEO and Director Danhua Xu, noting the registrant’s SIC code as 7373 and principal executive offices in Shanghai, China, with Cayman Islands incorporation. Why it matters: Investors tracking redemptions and trust value now face explicit conditional payout mechanics: the 3,758,515 tendered shares hold no automatic cash claim if closing conditions are unmet, creating binary execution risk. The trust payout valuation window shifts from the approval date to two business days pre-closing, introducing variable exposure to interest accrual or sponsor extension loan injections until that anchor point. The post-combination capital structure (3,785,485 pre-conversion shares and approximately $21,845,460.57 trust balance) establishes the immediate dilution and liquidity baseline ahead of the September 13, 2026, deadline. Because the filing attributes no commercial, technological, or financial performance claims, current trading and redemption decisions depend entirely on management’s execution of Nasdaq approval and condition waivers rather than disclosed fundamentals.

What changed: Form 8-K reporting the approval of a one-month extension of the business combination deadline, funded by an unsecured promissory note from the sponsor. According to the filing, the Board of Directors approved extending the Business Combination Deadline from July 13, 2026, to August 13, 2026. To fund this extension, the Company’s sponsor, HWei Super Speed Co. Ltd., advanced $191,475 via an unsecured promissory note dated July 8, 2026. The Sponsor agreed to deposit these funds directly into the Trust Account and waived all rights or claims to the Trust Account regarding this Note. The Note bears no interest, matures at the closing of a business combination, and will be forgiven if no combination occurs. At the Sponsor’s option, up to $1,500,000 in aggregate convertible debt may be exchanged for Units at $10.00 per Unit upon consummation. Why it matters: This extension moves the final redemption window and liquidation trigger to August 13, 2026. Because the Sponsor explicitly waived any claim against the Trust Account for the Note, the cash available to public shareholders for redemptions or dissolution remains protected from this borrowing. However, the Sponsor retains the unilateral right to convert the debt into equity at $10.00 per Unit upon a successful merger, which would dilute existing public shareholders. Meanwhile, the Company confirmed it continues to pursue its merger with MicroTouch Technology Inc. under a Merger Agreement dated January 16, 2026, but management cautioned there can be no assurance that the transaction will close by the new deadline.

What changed: Refiled definitive 424(b)(3) proxy statement/prospectus (Reg. No. 333-295750) for Future Vision II Acquisition Corp.'s merger with MicroTouch Technology Inc. under a Merger Agreement dated January 16, 2026, filed solely to correct a typographical error in the record date that appeared in the June 29, 2026 original; the corrected record date is June 15, 2026, with the closing price on that date updated accordingly, and the filing otherwise conforms in all material respects. Future Vision will be renamed MicroTouch Inc. and the prospectus registers 6,325,000 ordinary shares. MicroTouch is a Cayman holding company whose IT services business (algorithmic real-time traffic matching for digital advertising and custom enterprise software) is run through Hong Kong subsidiaries Fast Joyful Technology Limited and Shuang Long Technology Limited, with no mainland China operations and no VIE structure; counsel Jason and Cole LLP advises no CSRC or CAC approval is currently required. Auditors are HYYH CPA LLC (Baltimore) for MicroTouch and ZH CPA LLC (Denver) for Future Vision, both PCAOB-inspectable. Why it matters: Confirms the record date for the vote is June 15, 2026 and that Future Vision's live target is MicroTouch, not the earlier VIWO Technology deal registered in 2025. Hong Kong operating exposure carries HFCAA and PRC-intervention risk despite the U.S.-headquartered auditors.

What changed: Original definitive 424(b)(3) proxy statement/prospectus (Reg. No. 333-295750) filed June 29, 2026 for Future Vision II Acquisition Corp.'s merger with MicroTouch Technology Inc. under the January 16, 2026 Merger Agreement; MicroTouch merges with Future Vision II Acquisition Merger Subsidiary Corp. and survives, and Future Vision is renamed MicroTouch Inc. subject to Cayman Registrar approval, with 6,325,000 ordinary shares registered. MicroTouch provides algorithmic real-time traffic matching for digital advertising and full-lifecycle custom software development through Hong Kong subsidiaries Fast Joyful Technology Limited and Shuang Long Technology Limited; New MT will be a Cayman holding company with no direct operations and no mainland China presence or VIE, and MicroTouch has never made intercompany transfers or paid dividends to the holding company. This version was superseded the next day by a refiling correcting the record date. Why it matters: Documents Future Vision II's replacement target after the earlier VIWO transaction: a Hong Kong ad-tech and software services business acquired through a Cayman holding structure, with the usual PRC-oversight and HFCAA risk factors and no history of cash upstreaming to fund the holding company.

What changed: Amendment No. 1 to Registration Statement on Form S-4 (proxy statement/prospectus) for the business combination between SPAC Future Vision II Acquisition Corp. and target MicroTouch Technology Inc. This S-4/A was filed to register the securities (ordinary shares and rights) to be issued in connection with the merger. Compared to the initial S-4 filing, this amendment includes updated disclosures regarding the redemption deadline (June [rdeadline], 2026 at 5:00 PM Eastern), the record date ([rcdate], 2026), the meeting date ([mtdate], 2026), the trust value ($61,762,576 as of March 31, 2026, equal to approximately $10.74 per public share), the trust/share value ($10.97), the outstanding shares (7,544,000 ordinary shares, including 5,750,000 public shares subject to redemption), the extension loans ($765,900 outstanding to the Sponsor), and detailed pro forma financial statements under three redemption scenarios. The filing also states that the Sponsor has funded four monthly extensions (through July 13, 2026) and that the deadline is 2026-09-13. Why it matters: The filing provides definitive terms and mechanics for the shareholder vote and redemption, and confirms the trust value at $61.8M. It includes a detailed ownership dilution table under five redemption scenarios, with MicroTouch shareholders set to own 52.3% (no redemptions) to 78.7% (max redemptions) of the combined company. Crucially, the filing warns that if redemptions exceed 58.6%, the combined company will fail the Nasdaq Rule 5210(l) minimum $25 million unrestricted public float requirement, and its securities would be immediately suspended and delisted without any cure period. The sponsor paid $1.74/share on average for its shares ($0.017 for founder shares) vs. the $10.00 public IPO price, creating a 491% immediate paper gain on the founder stake and a conflict of interest to close the deal. No fairness opinion was obtained, only a valuation report. The target (MicroTouch) is a Cayman/Hong Kong IT services firm with two main business lines: algorithmic real-time ad matching and custom software development; the document warns of all risks associated with Hong Kong operations and states it has no Mainland China operations, no CSRC approval is required but future regulatory risk exists.