Inception Growth Acquisition Ltd

Tracking investors should note that while the acquisition target AgileAlgo Holdings Ltd. and the underlying merger agreement remain intact, the withdrawal of the Nasdaq listing pathway forces the Company and PubCo to evaluate alternative listing venues and strategic alternatives. Chief Executive Officer Cheuk Hang Chow executed the filing on April 17, 2026, confirming active sponsorship oversight. This development delays the anticipated public-market transition but does not trigger redemption notices, affect the trust balance, or require an immediate extension vote. Shareholders monitoring liquidity and regulatory routing should prepare for subsequent communications detailing new exchange applications or revised commercial timelines.

This filing provides the current trust account value, per-share redemption price, and deadline status, which are critical for investors assessing redemption opportunities and deal progress. It details the extension mechanics, sponsor financial support, and the status of the AgileAlgo merger, including earnout provisions and closing conditions.

This event resets the operational clock for investors monitoring redemption calendars and potential liquidation triggers. Public shareholders must now decide whether to retain positions through May 13, 2026, or prepare for redemption procedures tied to that revised expiration date, directly affecting short-term liquidity and position sizing. The $12,203.33 contribution directly increases the aggregate trust corpus, supporting the per-share trust value without requiring a formal shareholder vote under the provided text. Additionally, the filing reaffirms the active registration of units consisting of common stock ($0.0001 par value), redeemable warrants exercisable at $11.50 per share, and rights entitling holders to receive one-tenth of a share of common stock, all trading on OTC Markets Group, Inc. No specific target acquisition, financial projections, or sponsor conduct deviations were disclosed in this submission.

THEN, regarding whatever else of substance the document contains: nothing. The text holds zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes. It is strictly procedural. Every factual assertion regarding the delay, the contact telephone number 315 636-6638, and the certification of no anticipated operational shifts is attributed exclusively to the registrant’s CEO as recorded on the March 31, 2026 form. No financial figures, valuation adjustments, or trust account movements appear in the text. For investors tracking redemption windows and trust integrity, this notice simply extends the date by which audited financials—and thus granular deal-progress confirmation—will become publicly available, without triggering a trust recalibration, shareholder vote, or liquidity event.

This update directly resets the redemption and liquidation timeline, giving shareholders until April 13, 2026 to decide whether to pursue a pending deal or exercise redemption rights. The $12,203.33 principal addition increases the aggregate trust balance, though the filing calculates or discloses no per-share trust value. Investors should note that the extension is funded via direct cash deposit rather than a discussed shareholder vote in this document. Aside from the calendar shift, the press release contains only standard boilerplate describing the entity as a Delaware-incorporated blank check company and includes forward-looking risk disclaimers; it makes no substantiated claims regarding customer contracts, revenue, market size, technology, partnerships, litigation, or leadership changes.

Investors must update redemption tracking to March 13, 2026, as the SPAC faces liquidation if it does not consummate a deal or secure further extensions by that date. Beyond the mechanical extension, the document contains no substantive commercial disclosures: there are no claims regarding target companies, customer relationships, revenue, market size, proprietary technology, strategic partnerships, pending litigation, or material personnel changes beyond the executive signatory. The sole additional content comprises the Company’s boilerplate statement that it is a Delaware blank check company formed to effect mergers, stock exchanges, asset acquisitions, or reorganizations, a standard forward-looking statements disclaimer, and an investor relations contact listing for (315) 636-6638 at 875 Washington Street, New York, NY 10014. This absence of operational detail confirms the entity remains in a pure search phase, concentrating near-term investor risk entirely on timing and liquidity rather than fundamental valuation or deal execution progress.

The extension recalibrates the redemption calendar, delaying potential liquidation and cash return to remaining shareholders until August 13, 2026, subject to repeated monthly funding obligations by the sponsor as detailed in Exhibit 10.1. The reported trust balance of approximately $2,102,676.81 reflects the immediate reduction in capital available to non-redeeming shareholders following the 13,851-share redemption event. According to the press release filed as Exhibit 99.1, the stated purpose is to secure additional time to finalize a business combination. The filing also provides contact information for the Investor Relations Department and identifies Continental Stock Transfer & Trust Company as the trustee, while Exhibit 10.1 notes correspondence address cc: EF Hutton, division of Benchmark Investments, LLC. Registered securities remain unchanged, with the cover page noting redeemable warrants exercisable at $11.50 and rights entitling holders to one-tenth of a share.

Shareholders face a binary path before the February 13, 2026 deadline: redeem at the currently calculated approximately $12.75 per share, or retain shares to absorb future $0.075-per-share extension fees and accept OTC liquidity risks, including potential penny stock designation and restricted secondary market activity. The Board recommends approving the amendments, arguing continued pursuit of a business combination outweighs immediate liquidation. Deal progress remains nonexistent; the Company acknowledges it cannot satisfy the original 36-month window and highlights CFIUS review risks stemming from Sponsor founder Cheuk Hang Chow’s Hong Kong nationality and 42.50% ownership. The redemption window formally closes on February 5, 2026 at 5:00 p.m. Eastern time, requiring both written redemption requests and DTC or physical certificate delivery to Continental Stock Transfer & Trust Company. If extensions are approved and fully funded, the maximum redemption ceiling reaches approximately $13.20 per share, but warrants and rights expire worthless in any liquidation scenario. The Sponsor’s forgiving-loan structure shifts the economic cost of delay away from public shareholders but creates unsecured debt priority for the Sponsor upon a successful combination.

This directly alters the redemption and liquidity timeline for public shareholders, pushing back the point at which trust funds must be released or redeemed without altering the per-share trust composition disclosed elsewhere. The press release attributes the extension strictly to needing ‘additional time’ to execute a merger or acquisition and provides no substantiated updates on pipeline targets, transaction valuations, projected revenues, market share claims, operational partnerships, or litigation. Standard corporate descriptors label the entity a Delaware blank check company under SIC classification 6770 (Real Estate & Construction), yet the filing supplies zero commercial metrics, customer data, technology roadmaps, or executive conduct details beyond the trustee funding mechanism. Investors monitoring the February 13, 2026 cutoff should treat this as a procedural calendar adjustment requiring the stated $13,242.15 cash infusion rather than a strategic development.

Per the filing, the extension mechanism directly ties trust preservation to shareholder behavior: a lower redemption rate triggers higher mandatory monthly capital injections, altering remaining shareholders' pro rata yield. The Sponsor’s loan-funded extension model maintains trust liquidity through August 13, 2026 but converts to direct creditor exposure for Soul Venture Partners LLC upon any future merger. The confirmed Nasdaq delisting and OTC transition carry stated consequences including potential "penny stock" classification, constrained broker quotation rules, diminished secondary liquidity, and loss of “covered security” status under the National Securities Markets Improvement Act of 1996, which the document warns may require state-by-state securities registration and complicate acquisition financing. Management further cautions that control by a Hong Kong national may trigger CFIUS review for U.S. targets, and extended money market holdings increase the risk of being deemed an unregistered investment company under the Investment Company Act of 1940. The compressed February 5 redemption cutoff and February 9 voting date force immediate capital allocation decisions before the February 13, 2026 contractual expiration.

The extension provides public shareholders until January 13, 2026 to decide whether to redeem their shares at pro-rata trust value or wait for a potential merger announcement. By contributing $13,242.15 to cover the extension cost, the company avoids drawing down the main trust corpus for administrative purposes, thereby preserving capital available for outgoing redemptions until the new deadline. The filing does not disclose any new target prospects, financial projections, operational strategy, or management changes beyond reiterating that the entity is a Delaware blank check company seeking a merger, acquisition, or reorganization. Investors must update their redemption and liquidity calendars to reflect the new January cutoff.

Investors need to assess the rapidly declining trust account, high burn rate, and risk of liquidation if the AgileAlgo deal does not close by the deadline. The small trust cushion and cash position indicate limited time to complete the business combination. The material weakness and going concern note are red flags.

Late financial reporting introduces execution risk for shareholders weighing redemption options before the February 2027 deadline. Because the filing contains no substantive disclosures about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, investors lack updated quantitative or qualitative data to assess the target’s viability or the sponsor’s operational performance. CEO Cheuk Hang Chow’s certification that financial preparation simply took longer provides minimal transparency, meaning the upcoming 10-Q will be the first recent document to clarify whether the announced deal timeline, capitalization, or underlying business metrics have materially shifted. Until that report is published, the delay itself becomes a catalyst for uncertainty in redemption calculations and sponsor credibility assessments.

The $13,242.15 contribution modifies the trust liquidity balance and delays the earliest mandatory liquidation and redemption threshold by one calendar month, giving public shareholders a longer window before forced dissolution occurs if no deal closes. The press release includes a forward-looking statements disclaimer, which signals that deal progression remains speculative without binding term sheets. Repeated monthly extensions of this scale typically compress sponsor optionality, elevate administrative carry costs, and create downward pressure on warrant and right valuations as the December 13, 2025 deadline approaches without material transaction updates.

Investors monitoring the redemption calendar must update their liquidity window to November 13, 2025, noting the $13,242.15 monthly preservation cost remains unchanged. The press release attributes the extension solely to the corporate need for additional time to negotiate a merger, capital stock exchange, asset acquisition, or reorganization, with zero target naming, financial projections, or operational milestones disclosed. Chief Executive Officer Cheuk Hang Chow executed the report, and the issuer reiterated standard boilerplate regarding forward-looking statements and conversion risks. With no new partnership, technology, litigation, customer concentration, or personnel changes reported, this filing functions purely as a mechanical deadline reset rather than a strategic update, requiring shareholders to evaluate continued trust exposure against the absence of announced deal progress through the new November threshold.

The filing materially alters the redemption and liquidation calendar by pushing the absolute termination date to February 13, 2026. The extension funding mechanism directly links sponsor capital injections to shareholder retention metrics, as the required deposit scales linearly with non-redeemed shares. The post-redemption trust balance of $2,201,073.74 establishes the current liquidity baseline before any extension deposits occur. While the company and press release frame the move as necessary to secure additional time to finalize a business combination, the submission contains no information regarding a target company, transaction valuation, deal progress, or specific strategic plans, indicating the extension serves purely as a timeline reset rather than a marker of advanced deal execution.

Stockholder approval determines whether the trust liquidates after October 13, 2025 or operates for four additional months. The Company projects a pro forma redemption price of approximately $12.73 per share if the extension passes and no further redemptions occur, compared to the September 12, 2025 trailing redemption price of approximately $12.43 based on a trust balance of approximately $2,196,062.62. Management acknowledges Nasdaq delisting under Interpretive Material IM-5101-2 for failing to meet a December 8, 2024 deadline, noting Nasdaq suspension occurred December 17, 2024 with current OTC Markets trading at $11.50 on September 12, 2025 alongside stated unassured secondary market liquidity. The filing outlines substantial regulatory friction, including potential Committee on Foreign Investment in the United States (CFIUS) review due to the Sponsor’s Hong Kong nationality owning 42.50% of shares, and Investment Company Act risks arising from maintaining trust assets in U.S. Treasury Bills and money market funds. Major securityholders listed by the Company include Feis Equities LLC at 13.19%, AQR Capital Management at 12.05%, and Wolverine Asset Management at 9.39%.

The extension preserves the trust estate and delays the default dissolution date by thirty days, maintaining shareholder optionality while deferring any forced redemption or delisting trigger. The filing contains no substantive deal progress beyond the mechanical delay: there are zero disclosed targets, zero transaction milestones, zero revenue or market-size projections, and no disclosure of sponsor conduct other than the scheduled deposit. The press release merely restates the standard corporate purpose to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar combination, followed by a generic forward-looking statements disclaimer. Redemption rights remain intact, but the investment decision horizon shifts to the newly established October 13, 2025 cutoff.

The Company discloses that Nasdaq suspended trading on December 17, 2024, after failing to meet IM-5101-2 requirements, moving shares to OTC Markets where liquidity and market quotations may be limited, potentially classifying them as penny stocks. Management notes regulatory headwinds, including CFIUS review risks because Sponsor-controlled Cheuk Hang Chow is a Hong Kong national holding 44.50% of outstanding shares, and potential classification as an unregistered investment company under the 1940 Act if funds remain in money market funds too long. Historical deposit records show prior extension costs ranging from $100,000 to $13,249.65 monthly, indicating continued cash burn without a target. If the proposals fail or a deal isn't closed by February 13, 2026, warrants and rights expire worthless and the Trust Account liquidates. Public shareholders must verify whether the open market price exceeds the pro rata Trust Account redemption value, which remains partially redacted in this filing.

The filing indicates that IGTA is burning cash and has a significant working capital deficit, raising substantial doubt about its ability to continue as a going concern if the business combination does not close by September 13, 2025. The trust value is low, and redemptions continue. The business combination with AgileAlgo has been extended multiple times, with the latest outside closing date pushed to October 14, 2025. Investors should monitor the deal timeline and the company's ability to secure financing. The sponsor's support through loans and advances is critical. The company's securities are now traded on OTC Markets, not Nasdaq, which may affect liquidity.

Approval of these proposals structurally unblocks the final corporate governance steps required before the transaction closes, directly shaping the timing relative to the existing February 13, 2027 deadline. The filing discloses that the surviving entity will adopt the new name 'Prodigy, Inc.' and appoint six directors effective upon closing: Tay Yee Paa Tony, Lee Wei Chiang Francis, Lim Chee Heong, Loo Choo Leong, Seah Chin Siong, and Wee Carmen Yik Cheng. From a capital markets perspective, the filing attributes approval to a financing arrangement with Yorkville that permits the issuance of up to $30,000,000 of PubCo Ordinary Shares over a 36-month period, explicitly reserving 4,500,000 shares for Yorkville Notes. The removal of the $5,000,001 net tangible asset redemption floor immediately alters the mechanical constraints governing future public share withdrawals, which influences residual trust value distribution and dilution projections ahead of the ticker conversion. The filing does not report customer counts, revenue figures, market size estimates, technology disclosures, litigation status, or detailed operational strategy beyond the stated redomestication and exchange mechanics.

The $13,249.65 contribution directly updates the SPAC's redemption calendar by postponing the liquidation trigger that would have activated if the prior August 13, 2025 cutoff passed without a closed transaction. Investors tracking trust value and extension cadence must record this September 13, 2025 milestone and prepare for whether future monthly deposits replicate this pattern. The explicit reiteration of the $11.50 warrant exercise price confirms that no structural changes to the registered securities accompany this liquidity event, leaving existing capitalization terms intact pending a definitive business combination.

The adjournment and shifted deadline give public shareholders an additional two business days to tender at the current trust-backed redemption price of $12.31 ahead of the vote. The disclosure shows the sponsor continuing to fund extensions via $13,249.65 monthly payments to avoid liquidation, while highlighting the mechanical cost of delaying closure relative to the ~$2.18 million trust. The amended agreement's extended closing and altered earnout windows indicate persistent execution delays regarding the AgileAlgo merger, sustaining the risk that warrants and rights may expire worthless if the October deadlines are not met. Regarding other substantive corporate developments, the filing details nine proposals for the upcoming vote, including a redomestication from Delaware to the British Virgin Islands, adoption of the new combined entity name “Prodigy, Inc.,” appointment of six specific directors (Tay Yee Paa Tony, Lee Wei Chiang Francis, Lim Chee Heong, Loo Choo Leong, Seah Chin Siong, and Wee Carmen Yik Cheng), approval of an executive incentive plan, and authorization to issue up to $30,000,000 in shares to Yorkville over a 36-month period. The filing also advances a proposal to permanently eliminate the charter's $5,000,001 net tangible asset limitation on redemptions. The Board unanimously recommends voting FOR all proposals.

The registrants’ disclosure materially shifts the timeline for seller equity realization, pushing the revenue verification window well past the initial close and delaying associated dilution until after the merged entity completes two full quarters of post-transaction operations. The filing’s forward-looking statements section, authored by the registrants and their directors, explicitly warns that there is a 'lack of useful financial information for an accurate estimate of PubCo, AgileAlgo’s or IGTA’s future capital expenditures and future revenue,' meaning the $15,000,000 full earnout target relies entirely on unaudited projections subject to variables like Nasdaq relisting conditions, competitive pressure from larger technology firms, and the potential level of public stockholder redemptions. Because the outside closing date remains anchored to October 14, 2025 while the earnout horizon extends into late 2026, public investors face an extended gap between deal consummation and performance-based payout resolution, requiring continued monitoring of SEC reporting cadence, trust maintenance under current redemption rules, and whether operational execution can still satisfy contingency clauses before the fixed deadline expires.

What changed: A Form 8-K current report and accompanying press release from Inception Growth Acquisition Limited. Per the company’s press release, on May 11, 2026, Inception Growth Acquisition Limited deposited $12,203.33 into its trust account to shift the business combination deadline from May 13, 2026 to June 13, 2026, a move confirmed by the signature of Chief Executive Officer Cheuk Hang Chow. Why it matters: The cash injection extends the shareholder redemption and liquidation window to June 13, 2026, indicating active sponsor funding rather than reliance on waiver-only extensions. The filing discloses no target identity, transaction value, customer data, revenue forecasts, strategic partnerships, technology developments, or litigation; the registrant limits its operational description to generic SPAC boilerplate stating its purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business combination. Investors tracking the deadline should update their calendars to June 13, 2026 as the revised expiry for the current extension cycle.

What changed: A Form 8-K current report filed as a Rule 425 written communication. Per the filing, the Company and IGTA Merger Sub Limited (PubCo) withdrew a Nasdaq listing application that had been submitted for PubCo’s securities upon closing of the merger. This decision occurred on April 14, 2026, following consultation with Nasdaq. The redomestication merger and associated share-exchange structure outlined in the September 12, 2023, Business Combination Agreement with AgileAlgo Holdings Ltd. remains operative. The filing confirms that securities will continue trading on OTC Markets Group, Inc., and notes that redeemable warrants maintain a stated exercise price of $11.50. Redemption triggers, trust account distributions, and any scheduled extension mechanics are unaltered by this disclosure. Why it matters: Tracking investors should note that while the acquisition target AgileAlgo Holdings Ltd. and the underlying merger agreement remain intact, the withdrawal of the Nasdaq listing pathway forces the Company and PubCo to evaluate alternative listing venues and strategic alternatives. Chief Executive Officer Cheuk Hang Chow executed the filing on April 17, 2026, confirming active sponsorship oversight. This development delays the anticipated public-market transition but does not trigger redemption notices, affect the trust balance, or require an immediate extension vote. Shareholders monitoring liquidity and regulatory routing should prepare for subsequent communications detailing new exchange applications or revised commercial timelines.

What changed: Form 8-K current report (Item 8.01 Other Events) disclosing the voluntary withdrawal of a Nasdaq listing application for the combined company following its proposed business combination. According to the filing, PubCo withdrew its previously submitted Nasdaq listing application on April 14, 2026, after consulting with the exchange. The registrant states that this action does not affect the continued listing of the SPAC’s securities on OTC Markets Group, Inc. under existing trading symbols prior to consummation. The business combination agreement dated September 12, 2023, which outlines a redomiciliation merger into IGTA Merger Sub Limited and an equity exchange for AgileAlgo Holdings Ltd. shares, remains the governing transaction framework. The filing reports no amendments to the redemption calendar, trust per-share balance, or deadline extensions. Why it matters: The registrant and PubCo assert they are currently evaluating alternative listing venues and other strategic alternatives with respect to the transaction. Per the signature block, Chief Executive Officer Cheuk Hang Chow authorized the disclosure. By abandoning the Nasdaq listing track, the parties signal that the combined entity will likely trade over-the-counter post-close, which may alter institutional eligibility, secondary market liquidity profiles, and future shareholder infrastructure. Because the filing explicitly preserves the original September 2023 acquisition structure while redirecting the public trading pathway, investors tracking redemption windows and trust mechanics see no immediate changes to their payout or voting timelines, but must monitor the stated evaluation of alternative venues for potential subsequent filings that could impact deal sequencing or sponsor conduct.

What changed: Annual report on Form 10-K for the fiscal year ended December 31, 2025, filed by Inception Growth Acquisition Ltd. The company extended its business combination deadline to May 13, 2026 (with further extensions possible to August 13, 2026), entered six amendments to the AgileAlgo Business Combination Agreement (extending the outside closing date to October 14, 2025 and adjusting the earnout period), reported a trust account balance of $2,247,283 ($12.73 per public share) as of December 31, 2025, incurred a net loss of $1,007,157 for FY2025, and recorded additional sponsor loans of $1,540,000. The company’s securities were delisted from Nasdaq and now trade on OTC Markets. Why it matters: This filing provides the current trust account value, per-share redemption price, and deadline status, which are critical for investors assessing redemption opportunities and deal progress. It details the extension mechanics, sponsor financial support, and the status of the AgileAlgo merger, including earnout provisions and closing conditions.

What changed: A Form 8-K current report and accompanying press release (Exhibit 99.1) formally announcing a one-month extension of the business combination window funded by a direct cash deposit into the trust account. The company deposited $12,203.33 into the trust account to extend the deadline to complete a business combination from April 13, 2026, to May 13, 2026. As stated in the press release and verified by the signature of Chief Executive Officer Cheuk Hang Chow, the extension applies to the existing business combination period without altering the fundamental structure of the publicly traded securities. Why it matters: This event resets the operational clock for investors monitoring redemption calendars and potential liquidation triggers. Public shareholders must now decide whether to retain positions through May 13, 2026, or prepare for redemption procedures tied to that revised expiration date, directly affecting short-term liquidity and position sizing. The $12,203.33 contribution directly increases the aggregate trust corpus, supporting the per-share trust value without requiring a formal shareholder vote under the provided text. Additionally, the filing reaffirms the active registration of units consisting of common stock ($0.0001 par value), redeemable warrants exercisable at $11.50 per share, and rights entitling holders to receive one-tenth of a share of common stock, all trading on OTC Markets Group, Inc. No specific target acquisition, financial projections, or sponsor conduct deviations were disclosed in this submission.

What changed: Routine compliance exhibit (Form 12b-25 Notification of Late Filing). FIRST, this document IS a routine compliance exhibit. THEN, regarding the mechanics: The SPAC’s regulatory clock has shifted. Executed by Chief Executive Officer Cheuk Hang Chow on the March 31, 2026 signature page, management states the registrant missed the standard March 31, 2026 deadline for its Form 10-K for the fiscal year ended December 31, 2025 due to a delay in completing its financial statements, and now anticipates filing no later than the fifteenth calendar day following that prescribed date. This postponement temporarily delays independent verification of sponsor fund deployment, merger diligence progress, and any December 31, 2025-year-end redemptions or extension elections. It does not rewrite the February 13, 2027, business combination deadline, nor does it adjust the $12.73 per-share trust balance you are tracking. The filing confirms all other Section 13 or 15(d) periodic reports for the preceding twelve months were delivered on time, and attributes the audit delay solely to an inability to finalize financial statements without unreasonable effort or expense. Why it matters: THEN, regarding whatever else of substance the document contains: nothing. The text holds zero claims about customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel changes. It is strictly procedural. Every factual assertion regarding the delay, the contact telephone number 315 636-6638, and the certification of no anticipated operational shifts is attributed exclusively to the registrant’s CEO as recorded on the March 31, 2026 form. No financial figures, valuation adjustments, or trust account movements appear in the text. For investors tracking redemption windows and trust integrity, this notice simply extends the date by which audited financials—and thus granular deal-progress confirmation—will become publicly available, without triggering a trust recalibration, shareholder vote, or liquidity event.

What changed: A Form 8-K Current Report filed under Item 8.01 (Other Events), disclosing a routine withdrawal of earned interest from the SPAC’s trust account to cover corporate tax obligations. Inception Growth Acquisition Limited reports that, as of March 16, 2026, the registrant withdrew $5,269.61 of interest earned on trust account funds to pay taxes. The filing states the remaining trust balance is approximately $2,129,824.68. No modifications to the business combination deadline, redemption mechanics, extension amendments, or sponsor governance are disclosed. The document also confirms the organization name as '05 Real Estate & Construction', identifies Cheuk Hang Chow as Chief Executive Officer, and reiterates registered securities including common stock with $0.0001 par value and redeemable warrants exercisable at an exercise price of $11.50. Why it matters: The withdrawal reduces the absolute dollar reserve backing public shares by the exact $5,269.61 amount paid to tax authorities. This directly lowers the total trust fund balance available for shareholder redemptions or merger consideration, requiring investors tracking trust decay to adjust their valuation models against the remaining approximate balance of $2,129,824.68. Because the company utilizes accumulated interest rather than principal to satisfy ongoing regulatory tax liabilities, the filing signals standard administrative funding of the trust vehicle without indicating financial strain or timeline pressure. It does not amend redemption windows, trigger extension protocols, or provide updated information on deal status, target operations, market positioning, or sponsor conduct.

What changed: Form 8-K current report and accompanying press release (Exhibit 99.1) announcing a trust account cash infusion to extend the SPAC's business combination window. According to the press release issued by the Company, it deposited $12,203.33 into the Trust Account on March 12, 2026. The Company states this contribution extends the period available to complete a business combination by one month, shifting the deadline from March 13, 2026 to April 13, 2026. The filing discloses no merger target, enterprise value, or transaction milestone. Why it matters: This update directly resets the redemption and liquidation timeline, giving shareholders until April 13, 2026 to decide whether to pursue a pending deal or exercise redemption rights. The $12,203.33 principal addition increases the aggregate trust balance, though the filing calculates or discloses no per-share trust value. Investors should note that the extension is funded via direct cash deposit rather than a discussed shareholder vote in this document. Aside from the calendar shift, the press release contains only standard boilerplate describing the entity as a Delaware-incorporated blank check company and includes forward-looking risk disclaimers; it makes no substantiated claims regarding customer contracts, revenue, market size, technology, partnerships, litigation, or leadership changes.

What changed: This filing is a Form 8-K current report accompanied by an Exhibit 99.1 press release announcing a deposit into the trust account to extend the business combination period. The Company states it deposited $12,203.33 into the Trust Account on February 12, 2026, extending the deadline to complete a business combination from February 13, 2026 to March 13, 2026. This extension shifts the redemption calendar and delays the potential liquidation trigger by thirty days. The announcement was issued by the Company and formally reported in the signatures section by Chief Executive Officer Cheuk Hang Chow on February 13, 2026. No adjustments to warrant exercise prices, share structures, or sponsor conduct were noted. Why it matters: Investors must update redemption tracking to March 13, 2026, as the SPAC faces liquidation if it does not consummate a deal or secure further extensions by that date. Beyond the mechanical extension, the document contains no substantive commercial disclosures: there are no claims regarding target companies, customer relationships, revenue, market size, proprietary technology, strategic partnerships, pending litigation, or material personnel changes beyond the executive signatory. The sole additional content comprises the Company’s boilerplate statement that it is a Delaware blank check company formed to effect mergers, stock exchanges, asset acquisitions, or reorganizations, a standard forward-looking statements disclaimer, and an investor relations contact listing for (315) 636-6638 at 875 Washington Street, New York, NY 10014. This absence of operational detail confirms the entity remains in a pure search phase, concentrating near-term investor risk entirely on timing and liquidity rather than fundamental valuation or deal execution progress.

What changed: This is a Form 8-K Current Report filed on February 11, 2026, disclosing events dated February 9, 2026, specifically a Special Meeting of Stockholders that approved amendments to the company’s amended and restated certificate of incorporation and investment management trust agreement, alongside associated voting results and trust account adjustments. Per the company’s 8-K disclosures and Exhibit 99.1, stockholders approved extending the deadline to consummate a business combination or liquidate the trust account from February 13, 2026 to August 13, 2026, authorizing up to six one-month extensions contingent upon depositing $0.075 multiplied by the number of unredeemed public shares for each extension month. Concurrently, the company reports that 13,851 shares were tendered for redemption ahead of the vote, reducing the trust account balance to approximately $2,102,676.81. The proposals received 1,877,329 votes in favor, 102 against, and 20 abstentions out of 1,877,451 shares present or represented at the February 9, 2026 meeting (record date January 13, 2026), with a total of 2,814,062 shares entitled to vote. Why it matters: The extension recalibrates the redemption calendar, delaying potential liquidation and cash return to remaining shareholders until August 13, 2026, subject to repeated monthly funding obligations by the sponsor as detailed in Exhibit 10.1. The reported trust balance of approximately $2,102,676.81 reflects the immediate reduction in capital available to non-redeeming shareholders following the 13,851-share redemption event. According to the press release filed as Exhibit 99.1, the stated purpose is to secure additional time to finalize a business combination. The filing also provides contact information for the Investor Relations Department and identifies Continental Stock Transfer & Trust Company as the trustee, while Exhibit 10.1 notes correspondence address cc: EF Hutton, division of Benchmark Investments, LLC. Registered securities remain unchanged, with the cover page noting redeemable warrants exercisable at $11.50 and rights entitling holders to one-tenth of a share.