UY Scuti Acquisition Corp.

This filing mechanically resets the SPAC’s liquidation and redemption horizon to July 1, 2026. The $450,000 trust deposit increases the pool of funds theoretically available to shareholders electing redemption, though no per-share trust math is calculated or presented in the document. Sponsor conduct is clarified through the forgiveness clause and trust waiver, which contractually tie the sponsor’s lending exposure exclusively to successful deal execution while stripping the lender of priority over public trust assets. The document reaffirms the underlying targets as Isdera Group Limited and Xinghui Automotive Technology (Hainan) Co., Ltd., consistent with prior disclosures, but provides no new data on corporate fundamentals, revenue streams, customer contracts, technology capabilities, or market valuations. Chief Executive Officer Jialuan Ma signed both the 8-K and the promissory note on behalf of the Maker. No litigation, personnel changes, or strategic pivots are reported.

The filing materially shifts the redemption and extension calendar by locking in a final termination date of April 1, 2027 and reducing quarterly extension costs from $575,000 to $450,000, which alters the sponsor’s cash outlay trajectory and future trust account preservation mechanics. The reported redemption of 2,437,288 shares at approximately $10.38 per share removes those units from the public float and demonstrates trust liquidity sufficient to pay a premium over the trust balance, directly impacting per-share economic exposure for remaining holders. By stating that the company would not seek another shareholder vote to approve a further change to extension terms upon approval of these proposals, the filing caps future governance flexibility but provides certainty on voting boundaries. The sponsorship loan and restated note secure bridge financing through the new deadline, while the charter amendment specifying that the company will not withdraw any amounts out of the interest from the Trust Account to pay dissolution expenses preserves maximum trust principal for public distributions. The appointment of Jiawen Zhao as interim CFO introduces a 32-year-old executive with documented investment strategy and due diligence experience at The Balloch (Holding) Group, Shanghai EasyFund Investment Management Co., Ltd., and Jianzhao Investment Management (Nanjing) Co., Ltd. to oversee transaction execution, though the filing notes no material related-party transactions beyond standard letter and indemnity agreements previously disclosed in the July 11, 2025 Form 10-K.

For a SPAC operating past the merger announcement phase, the vacancy of the Chief Financial Officer carries direct execution risk. The CFO is responsible for managing the trust account during the pendency period, certifying financial data for prospectus supplements, overseeing external auditor reviews, and calculating per-share redemption amounts prior to a shareholder vote. A leadership gap can delay the filing of final registration statements, prolong regulatory review, or force scheduling adjustments for special meetings. While the stated absence of governance disputes limits immediate concern over sponsor conduct, investors should monitor for a successor appointment to ensure financial controls remain intact, trust distributions are accurately tracked, and existing transaction timelines are not jeopardized.

The registrant's revision lowers the financial hurdle for the sponsor to pursue extensions, requiring $450,000 per quarter rather than $575,000, thereby increasing the likelihood the SPAC can operate until April 1, 2027. The inclusion of a 30-day cure period softens the immediate liquidation threat following a missed payment deadline, while the ban on using trust interest for wind-down costs safeguards the principal balance available to redeeming shareholders. By codifying these terms now, the company confirmed it will not call another shareholder vote for subsequent adjustments to the extension rules, simplifying future governance steps. Physical attendance for the adjourned meeting is set at Becker and Poliakoff, P.A.'s offices located at 45 Broadway, 17th Floor, New York, NY, 10006. Investor inquiries are directed to proxy solicitor Advantage Proxy, Inc., with contact routed through Karen Smith at (877) 870-8565 or (206) 870-8565. Chief Executive Officer Jialuan Ma executed the filing to attest to these procedural and financial adjustments. The document contains no claims regarding customer bases, revenue trajectories, market sizing, technology developments, strategic partnerships, or active litigation; the entire submission is strictly focused on the mechanics of the business combination extension timeline and associated corporate governance protocols.

This supplemental disclosure materially alters the economic calculus and timeline for investors deciding whether to retain or redeem their positions. By replacing the prior flat $575,000 funding trigger with the lesser of a $240,000 fixed amount or $0.10 per surviving share, the Company substantially lowers the capital the Sponsor must inject to maintain the trust account for non-redeeming shareholders. The procedural shift provides investors until March 23, 2026, to evaluate the revised financing terms, cast votes, or formally revoke redemptions ahead of the March 25, 2026 assembly. The amended governance framework legally secures an extended commercial runway through April 1, 2027, pending shareholder ratification of the reduced-per-share extension fee structure.

The SPAC has until April 1, 2026 to close its announced merger with Isdera Group/Xinghui Automotive Technology, but believes it will not have sufficient time. If the amendments fail and no extension is made, the SPAC will liquidate and redeem public shares, making founder shares and private placement units worthless. Approval could give up to 12 more months to close, but the reduced extension fee may incentivize sponsor to fund; however, sponsor is not obligated to contribute. The redemption offer at ~$10.35 is slightly above the $10.30 closing price on the record date, allowing exit for those who do not wish to wait. Material due to direct impact on deal timeline, trust value, and redemption rights.

Tracking 13G/A amendments remains essential for modeling the post-redeemption share count and pre-vote shareholder alignment. Adjustments by Lighthouse-affiliated and multi-strategy portfolios can reflect synchronized position building, distribution ahead of a merger vote, or internal fund restructuring—all of which shift the baseline public float available for investor redemptions and affect proxy voting mathematics. Until the full exhibit schedules and underlying signature pages are reviewed, the precise scale of these adjustments cannot be quantified, but the regulatory update itself mandates a reassessment of institutional hold assumptions for the upcoming business combination timeline.

The SPAC's current deadline is April 1, 2026; the board believes it cannot close its July 2025 merger with Isdera/Xinghui Automotive Technology by then. The extension and fee reduction give the sponsor more time and lower cost to keep the trust alive, but public shareholders can redeem now. Trust value per share is approximately $10.746 from status, but filing uses placeholders.

Provides key mechanics: redemption price $10.30, deadline April 1, 2026 (extendable to Oct 1, 2026), confirmed merger target and valuation. Trust interest income ($1.7M YTD) covers expenses. Sponsor support via convertible note. Going concern risk noted.

This filing confirms the trust value and redemption mechanics, shows the company is still within its initial 12-month window, and provides the first financial update since the merger agreement was signed. Investors should monitor for progress on the Isdera merger, any redemption requests, and the company's ability to meet the April 1, 2026 deadline.

This document materially recalibrates sponsor leverage, trust protection, and deal sequencing. By contractually surrendering recourse to the trust account, the sponsor eliminates dilution or depletion risks to public shareholder balances if the facility defaults or reaches maturity. The conversion mechanism permits sponsor capitalization at $10.00 without consuming corporate cash, though the maximum conversion amount is strictly capped at $1,000,000.00. Timeline signals embedded in the note reference a 'Merger Agreement entered on July 18, 2025,' and mandate that any conversion become effective no later than one business day prior to the merger effective date, indicating active procedural advancement toward consummation. If the transaction does not close before March 31, 2026, the unpaid balance becomes immediately due, triggering customary default remedies or voluntary/involuntary bankruptcy events under Cayman Islands law. Chief Executive Officer Jialuan Ma executed the instrument. Practical operating terms require minimum drawdown requests of Ten Thousand Dollars ($10,000), with sponsor funding obligations satisfied within five (5) business days of receipt.

This represents the first full quarterly report since the IPO, establishing the baseline trust account value and the Company's latest financial position. The most material event is the announcement of a definitive merger agreement with a specific valuation target ($1 billion). The filing confirms the Company is actively pursuing its business combination and provides the mechanics for shareholders (redemption rights, trust value, timeline). The trust value of ~$10.75 per share is above the $10.00 IPO price, which is favorable for potential redemptions.

This filing establishes the initial deal framework and redemption calendar. The trust per share is approximately $10.746 as provided. The $1 billion enterprise value is the stated net value of Isdera divided by $10.00 to calculate shares. The outside date of December 31, 2026 provides a long window. The deal requires shareholder approval from both UYSC and Isdera, SEC effectiveness of a Form F-4, CSRC approval, and continued Nasdaq listing. A lock-up of 180 days applies to certain Isdera shareholders, subject to early release if the share price reaches $12.50 for 20 trading days within any 30-day period starting 150 days after closing. The sponsor’s representation that the trust has not less than $57.5 million is confirmed. The target is a Chinese automobile designer that acquired the German ISDERA supercar brand, operating in the ultra-luxury supercar segment with hybrid and electric powertrain technology.

Investors tracking SPAC mechanics should recognize that a filed Schedule 13G legally confirms the Wolverine group aggregates over 5% of UYSC’s outstanding shares, but the absence of a purpose statement or share count leaves redemption intent, voting alignment, or extension posture undefined. Without disclosed position sizing, the stake could reflect passive indexing, pre-deal speculation, or active alignment with UYSC’s sponsors. Tracking subsequent 13D/A amendments, definitive proxy statements, or sponsor correspondence will determine whether this block influences the redemption window, supports the business combination vote, or remains passively held until liquidity events.

Establishes baseline trust value ($10.00/share), redemption timeline, and sponsor economics. Indicates no deal announced and company is still searching. Going concern warning and working capital deficit highlight liquidity risk. Sponsor owns ~22% and has strong incentive to complete a deal. Risk factors emphasize China-related risks given management's ties.

For a SPAC currently at DEAL_ANNOUNCED status carrying a trust share value of $10.746010217610223, this filing functions strictly as a procedural tolling mechanism under SEC Rule 12b-25; it does not recalibrate the cash held per unit, force immediate redemptions, or alter merger consideration terms.

For investors tracking redemption deadlines, trust value, extensions, deal progress, and sponsor conduct, the filing provides no updates to any of those variables. The company did not disclose changes to the trust account balance or per-share value, announce an extension vote, reveal a specific target, advance deal progress, or describe sponsor conduct. The only structural detail with mechanical implications is that each right entitles the holder to receive one-fifth (1/5th) of one ordinary share solely "upon the consummation of the Company’s initial business combination," meaning fractional exposure activates only at merger closing. The filing lists Jialuan Ma as Chief Executive Officer and Shaokang Lu as Chief Financial Officer. Because the submission addresses only Nasdaq listing mechanics and unit separation procedures, investors monitoring capital events or liquidation parameters must consult the original final prospectus or future business combination disclosures rather than this administrative update.

This filing finalizes the SPAC’s initial capital stack and sets the concrete trust valuation base ($57,500,000) covering the 5,750,000 outstanding public shares before any business combination redemption trigger. The complete drawdown of the over-allotment and proportional sponsor purchases confirm the executed funding parameters. The report also documents the issuance of 230,000 representative shares to Maxim Group LLC for underwriter services, a standard compensation mechanism that does not dilute the public trust pool. Regarding other substance, the pro forma balance sheet shows $473,819 in current cash and cash equivalents, $292,582 in prepaid expenses, $52,122,278 in ordinary shares subject to possible redemption, $6,144,123 in total shareholders’ equity, and an accumulated deficit of $(2,021,638). The registrant confirms its Cayman Islands incorporation and emerging growth company status. No new acquisition target, revised redemption deadline, or extension motion is disclosed in this report.

For investors monitoring sponsor conduct and supply dynamics ahead of closure, the filing documents continuous secondary buying by a 10% holder at a fixed $10 execution price, which sits below the referenced trust/share value of $10.746010217610223. While the SEC exhibit itself does not analyze redemption mechanics or voting timelines, such accumulation can affect available float and signals sponsor appetite relative to current market levels. The document contains no revenue projections, customer claims, litigation disclosures, or technology updates beyond the stated share counts and purchase prices.

This report finalizes the SPAC’s trust ceiling and per-share redemption baseline, locking in the extension cost structure and confirming the sponsor’s financial skin-in-the-game and waiver of pro-rata liquidation claims. The audit trail explicitly ties working capital availability and ongoing administrative obligations to deal execution pressure, while the auditor’s going concern paragraph warns that mandatory liquidation raises substantial doubt about continuing operations unless a business combination closes within 12 months of the financial statement issuance. While metadata indicates a dealt-announced status, the filing itself contains zero information regarding target identification, enterprise value, commercial strategy, or partnership agreements; it exclusively documents capital formation, structural protections, and liquidity constraints that govern shareholder exit timing and sponsor leverage. Investors must therefore treat this as a purely mechanical capitalization event rather than a valuation or target-disclosure milestone.

This filing establishes the baseline mechanics for the SPAC. The trust value is $10.00 per public share as of the closing. The initial deadline is April 1, 2026, with two potential 3-month extensions requiring $500,000 per extension from the sponsor. Holders of public shares have redemption rights in connection with a business combination or a charter amendment. The sponsor (UY Scuti Investments Limited) has agreed to a 180-day lock-up on its founder shares and a lock-up of placement units until after a business combination. The representative (Maxim Group LLC) has a right of first refusal to act as underwriter for future offerings for 12 months after a business combination and a tail fee provision for 12 months post-termination. The company has identified no target business and has not initiated substantive discussions. Indemnification agreements with officers and directors include waivers of claims against the trust account.

The $25,000 aggregate cost for founder shares creates immediate dilution relative to the $10.00 public offering price, structuring sponsor economics to favor deal closure even at lower post-combination valuations. Removing shareholder redemption rights during extensions limits investor leverage over prolonged search timelines.

The withdrawal halts the immediate execution calendar targeting late March 2025, delaying any associated public market pricing and settlement activities. Concerning redemption deadlines, trust value, extension mechanisms, or announced merger progress: the filing makes no alterations to these parameters, imposes no new trust distribution conditions, and does not change sponsor voting timelines.

Accelerating the registration statement’s effective date compresses the capital-marketing window, which directly governs when gross proceeds become available to fund the announced combination and initiate post-closing operations. For investors monitoring deal progress, this timeline advance signals coordinated execution pressure from the sponsor’s lead financial advisor to lock in pricing, allocate shares, and close marketing before the original schedule, thereby reducing exposure to interest rate fluctuations or capital market volatility.

What changed: Annual report on Form 10-K for the fiscal year ended March 31, 2026, filed by UY Scuti Acquisition Corp., a blank check company. This is the first annual report since the IPO. Key changes: (1) Completed IPO and private placement, raising $57.5M in trust; (2) Entered into a merger agreement with Isdera Group Limited (target enterprise value $1B); (3) Shareholders approved extension of business combination deadline to April 1, 2027, with sponsor depositing $450,000 per three-month extension; (4) 2,437,288 public shares redeemed at ~$10.38 per share, reducing trust to ~$34.4M; (5) Net income of $783,344 from interest income; (6) Working capital deficit of $1,052,099 and shareholders' deficit of $1,036,501; (7) Auditor expressed substantial doubt about going concern; (8) Sponsor loan of up to $1M and extension loan of $450,000 from designee; (9) Second extension payment of $450,000 from Isdera affiliate on June 30, 2026. Why it matters: Provides audited financials and detailed disclosure on trust account balance, redemption mechanics, extension terms, sponsor financial support, and the Isdera merger progress. The going concern warning and negative working capital highlight liquidity risk. The redemption of 42% of public shares significantly reduces the trust. The filing confirms the extended deadline and the sponsor's commitment to fund extensions. All critical for investors evaluating the probability of deal completion and the value of the trust per share.

What changed: A Form 8-K Current Report containing Item 2.03 (Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant) and Item 8.01 (Other Events) filed by UY Scuti Acquisition Corp. and executed by Chief Executive Officer Jialuan Ma. According to the registrant's disclosure, the Company caused an aggregate of $450,000 to be deposited into the Trust Account on June 30, 2026. The filing states that the $450,000 extension payment was loaned to the Company by Isdera HK Limited. Management asserts that the Company will expect to issue a promissory note to that lender. Per the registrant's report, as a result of the $450,000 deposit, the deadline to consummate the initial business combination has been extended for the second three-month extension period from July 1, 2026, to October 1, 2026. Why it matters: The registrant cites the extension to preserve time for the previously disclosed July 18, 2025 merger agreement with Isdera Group Limited, which the Company identifies as the entity that shall become the parent company of Xinghui Automotive Technology (Hainan) Co., Ltd. By documenting the target's affiliate as the financing source, the filing introduces a direct financial obligation while confirming execution continuity. Through forward-looking statement disclosures authored by the registrant and Isdera Group, management warns that actual outcomes may differ materially from projections due to uncertainties including potential delays in obtaining PRC regulatory approvals, the risk of failing to maintain Nasdaq listing post-combination, and conditions precedent to closing. The Company also advises security holders that a registration statement on Form F-4 or S-4 containing a proxy statement and preliminary prospectus will be filed and distributed to eligible voters prior to any special meeting, with participant interest disclosures to be included therein.

What changed: This filing is a Form 8-K Current Report submitted as a written communication pursuant to Rule 425 under the Securities Act of 1933. On June 30, 2026, the Company deposited $450,000 into its Trust Account to secure a second three-month extension, moving the deadline to consummate its initial business combination from July 1, 2026, to October 1, 2026. Per the filing, this $450,000 extension payment was loaned to the Company by Isdera HK Limited, an affiliate of merger partner Isdera Group Limited, and the Company expects to issue a promissory note to the lender. Why it matters: The deposit directly extends the SPAC’s redemption and liquidation timeline, pushing the final date for trust dissolution or mandatory redemption voting to October 1, 2026. Financing the extension through a loan from a merging counterparty creates a related-party obligation that will be detailed in the upcoming Registration Statement and proxy statement. The filing contains no operational claims, customer data, revenue figures, market size estimates, technology descriptions, or partnership announcements; instead, it attributes all forward-looking performance expectations, anticipated financial impacts, and closing contingencies—including risks regarding shareholder approval, inability to satisfy contract conditions, delays in obtaining PRC regulatory approvals, and potential Nasdaq delisting—to the Company and Isdera Group. Chief Executive Officer Jialuan Ma signed the report on July 6, 2026, formally attesting to the extension mechanics and associated risk disclosures.

What changed: Form 12b-25 Notification of Late Filing seeking regulatory relief to submit the Annual Report on Form 10-K for the fiscal year ended March 31, 2026 past its statutory deadline. This is a routine compliance exhibit notifying the Securities and Exchange Commission of a delayed annual report. Concerning mechanics, Company management states it requires additional time to complete its review of financial statements and disclosures, and projects filing within the fifteen calendar day following the prescribed due date extension window. Why it matters: For SPAC investors tracking redemption deadlines, trust value preservation, and deal progress, administrative 10-K delays frequently compress transaction windows, necessitate formal extension votes, or trigger exchange compliance warnings if the extension expires unremedied. Because the company attributes the lag to internal financial review rather than auditor disagreement or executive turnover, the probability of fundamental valuation disputes remains low, yet stakeholders must verify whether the announced merger agreement conditions closing on the delivery of audited financials.

What changed: Amendment to Schedule 13G (beneficial ownership report). The excerpt identifies an amended beneficial ownership filing for Hudson Bay Capital Management LP and Sander Gerber, but contains no share counts, percentage thresholds, acquisition or disposition dates, or purpose statements to quantify how the amended filing differs from the prior schedule. Why it matters: Because the provided text lacks numerical holdings or transaction details, it provides no actionable data on shareholder movement that would affect redemption window pressure, trust NAV implications, extension voting dynamics, or deal-closing timelines. It functions only as a procedural registry update to existing >5% ownership disclosures until the complete exhibit is reviewed.(flagged for human review)

What changed: A Form 8-K Current Report disclosing the entry into a material definitive agreement and the creation of a direct financial obligation, specifically detailing the execution of an unsecured promissory note to finance a first three-month extension vote. According to the filing, UY Scuti Acquisition Corp. reports that Sun Peisha, described as an individual and designee of Sponsor UY Scuti Investments Limited, loaned the Company $450,000 effective March 31, 2026. The Company states these proceeds were deposited into the trust account to extend the deadline to consummate an initial business combination to July 1, 2026. The promissory note, dated April 13, 2026, and executed on April 25, 2026, bears no interest, is unsecured, and stipulates that repayment triggers solely upon closing the merger outlined in the July 18, 2025 Agreement and Plan of Merger. The document states that if the merger is not consummated, the note will not be repaid and all amounts owed will be forgiven. At maturity, the entire principal balance converts into securities at a stated conversion price of $10.00 per unit, where each unit consists of one Ordinary Share and one right convertible into one-fifth of one Ordinary Share. Under Section 12 of the attached note, the Payee formally waived any claim against the trust account. Why it matters: This filing mechanically resets the SPAC’s liquidation and redemption horizon to July 1, 2026. The $450,000 trust deposit increases the pool of funds theoretically available to shareholders electing redemption, though no per-share trust math is calculated or presented in the document. Sponsor conduct is clarified through the forgiveness clause and trust waiver, which contractually tie the sponsor’s lending exposure exclusively to successful deal execution while stripping the lender of priority over public trust assets. The document reaffirms the underlying targets as Isdera Group Limited and Xinghui Automotive Technology (Hainan) Co., Ltd., consistent with prior disclosures, but provides no new data on corporate fundamentals, revenue streams, customer contracts, technology capabilities, or market valuations. Chief Executive Officer Jialuan Ma signed both the 8-K and the promissory note on behalf of the Maker. No litigation, personnel changes, or strategic pivots are reported.

What changed: Form 8-K Current Report documenting an extraordinary general meeting, approval of charter and trust amendments, an extension of the business combination deadline, shareholder redemptions, amendment of a sponsor promissory note, and the appointment of an interim chief financial officer. According to the filing, at an extraordinary general meeting held on March 31, 2026, holders of 6,489,286 ordinary shares representing approximately 84.73% of issued and outstanding shares voted. Shareholders approved proposals to amend the Second Amended and Restated Memorandum and Articles of Association and the Investment Management Trust Agreement to extend the business combination deadline from April 1, 2026 to April 1, 2027. Under the amended framework disclosed in the proxy statement dated March 2, 2026, the company may now extend the deadline up to four times by three-month periods, requiring the sponsor or its designees to deposit $450,000 into the Trust Account for each extension, down from the previously stated $575,000 threshold. The company reports that holders of 2,437,288 ordinary shares exercised their redemption right at a price of approximately $10.38 per share. In connection with the extension, Sun Peisha, a sponsor designee, agreed to lend the company $450,000 to fund the first extension period. Concurrently, the company amended and restated its unsecured promissory note with UY Scuti Investments Limited, originally issued September 12, 2025 for up to $1,000,000 with zero interest, to extend the maturity date to the earlier of March 31, 2027 or the business combination consummation date, preserving the conversion option at $10.00 per unit. On April 5, 2026, the board passed a resolution appointing Jiawen Zhao, who has served as Chief Investment Officer and Director since August 2024, as interim chief financial officer effective immediately. Why it matters: The filing materially shifts the redemption and extension calendar by locking in a final termination date of April 1, 2027 and reducing quarterly extension costs from $575,000 to $450,000, which alters the sponsor’s cash outlay trajectory and future trust account preservation mechanics. The reported redemption of 2,437,288 shares at approximately $10.38 per share removes those units from the public float and demonstrates trust liquidity sufficient to pay a premium over the trust balance, directly impacting per-share economic exposure for remaining holders. By stating that the company would not seek another shareholder vote to approve a further change to extension terms upon approval of these proposals, the filing caps future governance flexibility but provides certainty on voting boundaries. The sponsorship loan and restated note secure bridge financing through the new deadline, while the charter amendment specifying that the company will not withdraw any amounts out of the interest from the Trust Account to pay dissolution expenses preserves maximum trust principal for public distributions. The appointment of Jiawen Zhao as interim CFO introduces a 32-year-old executive with documented investment strategy and due diligence experience at The Balloch (Holding) Group, Shanghai EasyFund Investment Management Co., Ltd., and Jianzhao Investment Management (Nanjing) Co., Ltd. to oversee transaction execution, though the filing notes no material related-party transactions beyond standard letter and indemnity agreements previously disclosed in the July 11, 2025 Form 10-K.

What changed: A Form 8-K reporting a change in executive leadership under Item 5.02, specifically the resignation of the Company's Chief Financial Officer. UY Scuti Acquisition Corp. received a resignation letter from Shaokang Lu, effective March 27, 2026. The filing states the departure is not the result of any disagreement with the Company on operations, policies, or practices. Chief Executive Officer Jialuan Ma signed the report on March 30, 2026. The document contains no updates to the trust account valuation, redemption calendar, voting deadlines, proxy distribution, or pending business combination mechanics. Why it matters: For a SPAC operating past the merger announcement phase, the vacancy of the Chief Financial Officer carries direct execution risk. The CFO is responsible for managing the trust account during the pendency period, certifying financial data for prospectus supplements, overseeing external auditor reviews, and calculating per-share redemption amounts prior to a shareholder vote. A leadership gap can delay the filing of final registration statements, prolong regulatory review, or force scheduling adjustments for special meetings. While the stated absence of governance disputes limits immediate concern over sponsor conduct, investors should monitor for a successor appointment to ensure financial controls remain intact, trust distributions are accurately tracked, and existing transaction timelines are not jeopardized.

What changed: A Form 8-K current report functioning as an amendment and supplement to a definitive proxy statement. It formally documents the third adjournment of an extraordinary general meeting and discloses revised proposals to amend the company's charter and trust agreement to extend the timeframe for consummating a business combination. Per the registrant's disclosure, the extraordinary general meeting has been rescheduled from March 25, 2026 to Tuesday, March 31, 2026 at 10:00 a.m. Eastern Time. As a direct result, the deadline for shareholders to redeem their ordinary shares has been extended to March 27, 2026. The voting record date remains February 19, 2026, and previously submitted proxies will carry over unless revoked. The most significant mechanical alteration involves the extension framework: the company is now proposing to allow four additional three-month extension periods, moving the final termination date to April 1, 2027. Crucially, the required sponsorship deposit has been lowered to $450,000 for each extension period, reducing the prior proposal's $575,000 requirement. A new 30-day cure period was also introduced; if the updated fee is not deposited on schedule, the company receives a 30-day window to remit the overdue amount before the trust account is mandatorily liquidated. Furthermore, the amended trust agreement explicitly prohibits the company from withdrawing any accrued trust interest to cover dissolution expenses. Why it matters: The registrant's revision lowers the financial hurdle for the sponsor to pursue extensions, requiring $450,000 per quarter rather than $575,000, thereby increasing the likelihood the SPAC can operate until April 1, 2027. The inclusion of a 30-day cure period softens the immediate liquidation threat following a missed payment deadline, while the ban on using trust interest for wind-down costs safeguards the principal balance available to redeeming shareholders. By codifying these terms now, the company confirmed it will not call another shareholder vote for subsequent adjustments to the extension rules, simplifying future governance steps. Physical attendance for the adjourned meeting is set at Becker and Poliakoff, P.A.'s offices located at 45 Broadway, 17th Floor, New York, NY, 10006. Investor inquiries are directed to proxy solicitor Advantage Proxy, Inc., with contact routed through Karen Smith at (877) 870-8565 or (206) 870-8565. Chief Executive Officer Jialuan Ma executed the filing to attest to these procedural and financial adjustments. The document contains no claims regarding customer bases, revenue trajectories, market sizing, technology developments, strategic partnerships, or active litigation; the entire submission is strictly focused on the mechanics of the business combination extension timeline and associated corporate governance protocols.