Financial Performance - For the three months ended March 31, 2025, the company reported net income of $10,378, primarily from interest earned on cash held in the Trust Account[135]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of its initial Business Combination[130]. - The company incurred $60,000 in administrative service fees for the three months ended March 31, 2025, all of which was unpaid as of that date[148]. Initial Public Offering (IPO) - The company generated gross proceeds of $150,000,000 from its Initial Public Offering of 15,000,000 Units at $10.00 per Unit[137]. - The company incurred $7,440,804 in transaction costs related to the Initial Public Offering, including $2,660,000 in cash underwriting fees and $4,302,000 in deferred underwriting fees[139]. - The underwriters were entitled to a cash underwriting discount of $0.20 per Unit, totaling $3,000,000 for the Initial Public Offering[150]. Trust Account and Business Combination - As of March 31, 2025, the company had cash held in the Trust Account amounting to $156,875,931, including $3,875,931 of interest income[141]. - The company plans to use substantially all funds in the Trust Account to complete its Business Combination, with remaining proceeds allocated for working capital[141]. - The Business Combination Agreement with TGE was entered into on January 27, 2025, with the merger expected to result in the company becoming a wholly-owned subsidiary of TGE[124]. Share Structure and Earnings Per Share - The Company has two classes of shares: Class A Ordinary Shares and Class B Ordinary Shares, with net income per Ordinary Share calculated based on the weighted average shares outstanding[157]. - The diluted net income calculation excluded the effect of 5,100,000 Public Warrants and 11,120,000 Private Placement Warrants, totaling 16,220,000 shares, due to their contingent exercise[160]. Accounting Standards and Financial Instruments - In November 2023, the FASB issued ASU 2023-07, requiring enhanced segment reporting disclosures effective for fiscal years beginning after December 15, 2023[161]. - The Company does not anticipate that recently issued accounting standards will materially affect its unaudited condensed financial statements[162]. - The Company evaluates its financial instruments to determine if they are derivatives, with changes in fair value reported in the statement of operations[155]. Valuation of Warrants - The fair value of Public Warrants was determined using a Monte Carlo Simulation Model, with an underlying share price of $10.00 and an exercise price of $11.50[156]. - The risk-free rate used in the valuation of Public Warrants is 3.7%, with a volatility of 3.3% and a De-SPAC probability of 20.0%[156]. Registration Rights - The Company is required to register securities for resale under a registration rights agreement, allowing up to three demands for registration[153]. - The registration rights agreement stipulates that no registration will occur until securities are released from lock-up restrictions[153]. - The Company bears the expenses related to the filing of registration statements[153].

Financial Condition and Capital Availability - As of December 31, 2024, approximately $2,117,016 is available outside the trust account to fund working capital requirements, expected to last for at least the next 24 months [171]. - Offering expenses are estimated at $650,000, with potential adjustments impacting the funds available outside the trust account [172]. - The company has approximately $148.7 million available from its initial public offering and private placement of warrants to complete its initial business combination, after accounting for approximately $4.3 million in deferred underwriting commissions [259]. - The company may require additional financing to complete its proposed business combination with aWME, which has an enterprise value exceeding the net proceeds from the initial public offering [276]. - The company may face significant income, withholding, and other tax obligations in multiple jurisdictions if a business combination occurs [231]. Redemption and Shareholder Rights - If the initial business combination is not completed, public shareholders may receive an estimated $10.00 per share or possibly less upon redemption [173]. - The trust account funds may be subject to claims from third parties, potentially reducing the per-share redemption amount below $10.00 [175]. - If the initial business combination is not completed within 24 months, public shareholders may have to wait longer for redemption from the trust account [203]. - Shareholders may only receive their pro rata portion of the funds in the trust account if the initial business combination is not completed [276]. - There is no specified maximum redemption threshold, allowing for the completion of a business combination even if a substantial majority of shareholders disagree [265]. Business Combination Risks - The company may face write-downs or restructuring charges post-business combination, negatively affecting financial condition and share price [173]. - The company may not have sufficient funds to satisfy indemnification claims of directors and officers, affecting shareholder interests [181]. - The company may only be able to complete one business combination with the proceeds from its initial public offering, leading to a lack of diversification that could negatively impact operations and profitability [259]. - The company may face challenges in completing simultaneous business combinations, which could increase costs and risks, negatively impacting operations and profitability [261]. - The company may engage in business combinations with target businesses affiliated with its sponsor, officers, or directors, which could raise potential conflicts of interest [252]. Regulatory and Compliance Issues - The company may be required to register as an investment company under the Investment Company Act, which could impose burdensome compliance requirements and restrict its activities [187]. - The SEC's new SPAC Rules, effective January 24, 2024, require additional disclosures related to business combination transactions and could increase costs and time needed for negotiations [200]. - The company is subject to compliance obligations under the Sarbanes-Oxley Act starting with its Annual Report for the year ending December 31, 2025, which may increase costs and complexity in completing business combinations [296]. - The company may be classified as a Passive Foreign Investment Company (PFIC), which could lead to adverse U.S. federal income tax consequences for U.S. investors [227]. - The company may face limitations on potential business combinations due to foreign ownership restrictions and CFIUS review, which could limit the attractiveness of transactions [324]. Market and Economic Conditions - Current geopolitical conditions, such as the Russia-Ukraine conflict, may lead to market volatility and affect the company's ability to find suitable business combinations [317]. - Inflationary pressures in various economies could prompt government actions that may significantly decrease profitability post-business combination [313]. - Military conflicts may increase price volatility for publicly traded securities, complicating the identification of potential target companies [320]. - Economic, political, and legal conditions in the country of operations could significantly impact the company's results and prospects post-business combination [331]. Cybersecurity and Data Protection - Cyber incidents could lead to information theft, operational disruption, and financial loss, particularly as the company lacks significant investments in data security [303]. - Compliance with PRC cybersecurity and data protection laws may result in significant legal liabilities and penalties if not adhered to [363]. - Personal information and important data must be stored in China, and certain operators must apply for cybersecurity review when going public abroad [364]. - Companies may face heightened regulatory scrutiny regarding cybersecurity, which could delay potential business combinations [365]. Shareholder Influence and Governance - Initial shareholders own approximately 20% of the issued and outstanding ordinary shares, potentially exerting significant influence over shareholder votes [277]. - The company’s initial shareholders may influence amendments to the memorandum and articles of association, which could affect shareholder rights [271]. - The company has not adopted a policy prohibiting its directors and officers from having financial interests in transactions, which may lead to conflicts of interest [247]. - The existence of registration rights for initial shareholders may complicate the completion of the initial business combination and adversely affect the market price of Class A ordinary shares [212]. Tax and Financial Obligations - The tax structuring considerations related to the initial business combination are complex and may result in significant tax obligations for shareholders [230]. - The company does not intend to make cash distributions to shareholders or warrant holders to cover taxes related to the business combination [230]. - The company may incur substantial debt to complete a business combination, which could adversely affect its leverage and financial condition, potentially impacting shareholder value [256]. - The company may face challenges in enforcing legal rights if it relocates its jurisdiction or acquires a business in the PRC, potentially resulting in significant losses [340].

Financial Performance - The company had a net income of $711,859 for the three months ended September 30, 2024, primarily from interest earned on cash held in the Trust Account[103]. - Total gross proceeds from the Initial Public Offering amounted to $150,000,000, with an additional $3,000,000 generated from the partial exercise of the over-allotment option[106][107]. - As of September 30, 2024, the company had cash held in the Trust Account totaling $153,675,282, including $675,282 of interest income[110]. - The company incurred $7,395,804 in transaction costs related to the Initial Public Offering, which included $2,660,000 in cash underwriting fees[108]. - For the period from May 9, 2024, through September 30, 2024, cash used in operating activities was $259,843[109]. - As of September 30, 2024, the company had $2,128,294 in cash available for working capital purposes[111]. Business Strategy - The company intends to use substantially all funds in the Trust Account to complete its Business Combination[110]. - The company does not anticipate needing to raise additional funds to meet operating expenditures prior to the Business Combination[113]. Debt and Financial Obligations - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2024[114][115]. - The company incurred $26,000 in administrative support services fees for the three months ended September 30, 2024[116]. Internal Controls and Risk Management - Disclosure controls and procedures were effective as of September 30, 2024[124]. - No changes in internal control over financial reporting during the fiscal quarter of 2024[125]. - No material changes to risk factors since the Initial Public Offering[126].

Financial Performance - The company had a net loss of $53,179 for the period from May 9, 2024, through June 30, 2024, primarily due to general and administrative expenses[90]. - The company does not expect to generate operating revenues until after the completion of its Business Combination[89]. Initial Public Offering (IPO) - The company completed its Initial Public Offering on August 29, 2024, raising gross proceeds of $150,000,000 from the sale of 15,000,000 Units at $10.00 per Unit[92]. - An additional 300,000 Units were sold on September 26, 2024, generating an extra $3,000,000 in gross proceeds[93]. - A total of $153,000,000 was placed in the Trust Account following the Initial Public Offering and the partial exercise of the over-allotment option[110]. - The company incurred $7,395,804 in costs related to the Initial Public Offering, including underwriting fees and other offering costs[94]. Trust Account and Fund Utilization - The company intends to use substantially all funds in the Trust Account to complete its Business Combination[95]. - The company generated non-operating income in the form of interest income on marketable securities held in the Trust Account[89]. - The company plans to use funds held outside the Trust Account primarily for identifying and evaluating target businesses[96]. - The company has no long-term debt or off-balance sheet arrangements as of June 30, 2024[99][100].