IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250.0 million from the sale of 25,000,000 units at $10.00 per unit, with offering costs of approximately $13.75 million[170]. - An additional 3,250,000 Over-Allotment Units were sold, generating approximately $32.5 million in gross proceeds[170]. - The company placed approximately $282.5 million of net proceeds in a Trust Account, which will be invested in U.S. government securities or money market funds until a business combination is completed[172]. - The company entered into a Subscription Agreement to raise up to $1.5 million for extension payments and working capital, with specific payments scheduled[182]. - The Sponsor may loan up to $1,500,000 to the Company under a promissory note, which may be convertible into warrants at the option of the Sponsor[213]. Business Combination and Extensions - The company extended the deadline to complete a business combination to July 30, 2024, with shareholders redeeming 13,532,591 Class A ordinary shares for approximately $140.8 million[179]. - In a subsequent meeting on January 29, 2024, shareholders approved an extension to January 30, 2025, with 12,433,210 Class A ordinary shares redeemed for approximately $134.1 million[181]. - On January 16, 2025, the company extended the business combination deadline to July 30, 2025, with 2,132,366 Class A ordinary shares redeemed for approximately $24.0 million[183]. - The Company entered into a business combination agreement with Tactical Resources Corp. and Plum III Merger Corp. on August 22, 2024, to amalgamate into one corporate entity[187]. - The Company has until July 30, 2025, to complete its Initial Business Combination, or it will face mandatory liquidation[206]. Financial Performance and Position - The Company recorded a net loss of $364,540 for the three months ended March 31, 2025, compared to a net loss of $148,236 for the same period in 2024, reflecting an increase in operating and formation costs[193][194]. - For the three months ended March 31, 2025, net cash used in operating activities was $285,965, compared to $215,423 for the same period in 2024, indicating higher operational expenses[195][196]. - As of March 31, 2025, the Company had cash of $93,483 held outside the Trust Account and a working capital deficit of $3,597,159, raising concerns about its ability to operate for the next 12 months[205]. - The Company intends to use substantially all remaining funds in the Trust Account to complete its Initial Business Combination, with potential additional financing required for larger target businesses[202][204]. - The Company incurred significant costs in pursuit of its Initial Business Combination and may need to seek additional financing to complete it[204]. Shareholder Actions and Redemptions - Holders of 13,532,591 Class A ordinary shares redeemed their shares for cash at a redemption price of approximately $10.41 per share, totaling approximately $140,838,808[222]. - After redemptions, approximately $153,169,659 remained in the Company's trust account[222]. - The Company has classified all 28,250,000 Class A ordinary shares sold in the IPO outside of permanent equity due to redemption features[222]. Other Financial Matters - The Chief Financial Officer is entitled to a success fee of $50,000 contingent upon the closing of the Initial Business Combination[218]. - The Working Capital Loan was forgiven by the Sponsor on December 27, 2023, with an aggregate fair value of $123,500 upon forgiveness[224]. - The Company entered into a promissory note with the Sponsor for $100,000, which bears no interest and is to be repaid under specific conditions[216]. - The fair value of the embedded conversion feature within the Sponsor Promissory Note is de minimis[224]. - The Company adopted ASU 2023-07 on January 1, 2024, which has not had a material impact on its financial statements and disclosures[230]. Market Activity - Following a delisting from Nasdaq, the Company's Class A ordinary shares began trading on the Pink Current tier of the OTC Markets on January 28, 2025[190][191]. - The Original Sponsor has no further obligations post-closing of the Purchase Agreement, with the Sponsor assuming all responsibilities related to the company[186].

IPO and Fundraising - The company completed its IPO on July 30, 2021, raising gross proceeds of $250 million from the sale of 25 million units at $10.00 per unit, with offering costs of approximately $13.75 million[19]. - An additional 3,250,000 units were sold through an over-allotment option, generating approximately $32.5 million in gross proceeds[19]. - The company raised $8 million from a private placement of 800,000 units at $10.00 per unit, alongside an additional $650,000 from the sale of 65,000 units[20]. - The net proceeds from the public offering and the sale of private placement units provided the company with $272,612,500 in the trust account for completing its Initial Business Combination[152]. Trust Account and Redemptions - As of the latest report, approximately $153.17 million remains in the company's trust account after redemptions totaling approximately $140.84 million at a redemption price of $10.41 per share[27]. - Public shareholders will have the opportunity to redeem their shares at a per-share price initially anticipated to be $10.00, based on the amount in the Trust Account[65]. - The company will not proceed with redemptions if the Initial Business Combination does not close, and all shares submitted for redemption will be returned to the holders[66]. - If the Initial Business Combination is not approved, shareholders who elected to redeem their shares will not be entitled to redeem for the pro rata share of the Trust Account[81]. - If the Initial Business Combination is not completed by the deadline, the redemption amount per share is expected to be $10.00, but this may be reduced due to creditor claims[86]. - The company anticipates that the funds for redemptions will be distributed promptly after the completion of the Initial Business Combination[80]. Business Combination Agreement - On August 22, 2024, the company entered into a Business Combination Agreement with Tactical Resources Corp., which includes a series of amalgamations[33]. - The business combination will involve the exchange of each Class A and Class B ordinary share on a one-for-one basis for common shares in the new entity[34]. - The Company entered into a Business Combination Agreement with TRC, which includes customary representations and warranties regarding corporate organization, financial statements, and compliance with laws[36]. - The company must complete an Initial Business Combination with a fair market value of at least 80% of the net assets held in the trust account[24]. Deadlines and Extensions - The company extended the deadline to complete a business combination to July 30, 2025, following stockholder approval[29]. - The deadline for the Company to consummate an Initial Business Combination has been extended from January 30, 2025, to July 30, 2025[37]. - The company has until July 30, 2025, to complete an Initial Business Combination, after which it will cease operations and redeem public shares at a price based on the Trust Account balance[82]. Risks and Challenges - An investment in the company's securities involves a high degree of risk, and potential investors should carefully consider all associated risks[99]. - The company faces intense competition from other entities in identifying and selecting a prospective partner for the Initial Business Combination, which may limit its acquisition capabilities[95]. - The company may not be able to meet minimum net worth or cash requirements for a business combination if too many shareholders exercise redemption rights[108]. - The ability to consummate a Business Combination may be adversely affected by global economic and geopolitical events, impacting financing availability[114]. - The company has substantial doubt about its ability to continue as a going concern for at least the next 12 months from the issuance of the financial statements[102]. Shareholder Rights and Approvals - Shareholder approval may not be required for the Initial Business Combination, but the Company may seek it based on various business considerations[55][56]. - A public shareholder can redeem up to 15% of the shares sold in the public offering without prior consent, which aims to prevent large shareholders from blocking the Initial Business Combination[73]. - If shareholder approval is sought, the company will distribute proxy materials and provide redemption rights upon completion of the Initial Business Combination[68]. - The company will not restrict shareholders' ability to vote all their shares for or against the Initial Business Combination, including Excess Shares[74]. Management and Operations - The company currently has two executive officers who will devote time as necessary until the Initial Business Combination is completed, with no full-time employees planned prior to that[97]. - The company is dependent on a small group of executive officers and directors, and their loss could adversely affect operations[192]. - The success of the Initial Business Combination is reliant on key personnel, whose loss could negatively impact post-combination operations and profitability[194]. - The personal and financial interests of the executive officers and directors may influence their motivation in selecting a prospective partner business[149]. Financial Reporting and Compliance - A material weakness in internal control over financial reporting was identified as of December 31, 2024, which could lead to misstatements in financial statements[173]. - Remediation steps have been implemented to improve internal controls, but there is no assurance that these efforts will be effective[175]. - The financial statements do not include adjustments related to the potential inability to continue as a going concern[102]. Potential Conflicts of Interest - The company may engage in business combinations with entities affiliated with its Sponsor, which could raise potential conflicts of interest[146]. - The company has not adopted a policy to prohibit directors and officers from having financial interests in transactions involving the company, leading to potential conflicts[202]. - The company may engage underwriters for additional services, which could lead to potential conflicts of interest[204]. Additional Financing and Securities - The company plans to effectuate its Initial Business Combination using cash from public offering proceeds and may seek additional financing if necessary[41][43]. - The company may incur substantial debt to complete the Initial Business Combination, which could adversely affect its leverage and financial condition[150]. - The company may issue up to 200,000,000 Class A ordinary shares, with 198,983,167 authorized but unissued shares available for issuance[219]. - Additional Class A ordinary shares or preference shares may be issued to complete the Initial Business Combination, potentially diluting existing shareholders' interests[220].

Financial Performance - For the three months ended September 30, 2023, the company recorded a net income of $1,883,025, resulting from interest and dividend income of $2,596,438, offset by operating costs of $470,399 and a loss on fair value of warrant liability of $241,183[135]. - For the nine months ended September 30, 2024, the company reported a net loss of $861,565, with total interest and dividend income of $1,660,800 and operating costs of $2,281,181[136]. - The company recorded a net income of $7,947,874 for the nine months ended September 30, 2023, from interest and dividend income of $9,090,382, partially offset by operating costs of $1,275,093[137]. - The Company recorded a net loss of $1,120,388 for the three months ended September 30, 2024, with interest and dividend income of $285,500 and operating costs of $1,285,296[162]. - For the nine months ended September 30, 2023, net cash used in operating activities was $742,860, with net income of $7,947,874 and interest income of $9,090,382[164]. Cash Flow and Liquidity - As of September 30, 2024, the company had cash of $115,044 held outside the Trust Account and a working capital deficit of $2,322,226, which may not be sufficient for operations for the next 12 months[143]. - The company had net cash used in operating activities of $789,823 for the nine months ended September 30, 2024, primarily due to a net loss of $861,565[138]. - The company had net cash provided by investing activities of $133,609,215 for the nine months ended September 30, 2024, due to cash withdrawn from the Trust Account to pay redeeming shareholders[139]. - The company had net cash used in financing activities of $132,704,348 for the nine months ended September 30, 2024, primarily due to payments to redeeming shareholders[140]. - As of January 29, 2024, 12,433,210 Class A ordinary shares were tendered for redemption, totaling $134,059,215, leaving $24,629,032 in the Trust Account[176]. Business Combination and Future Plans - The company extended the deadline to consummate a business combination from July 30, 2023, to July 30, 2024, with 13,532,591 Class A ordinary shares redeemed for approximately $140,838,808[128]. - The company entered into a business combination agreement on August 22, 2024, to amalgamate with Tactical Resources Corp. under the Business Corporations Act of British Columbia[131]. - The Company intends to use substantially all remaining funds in the Trust Account to complete its initial business combination, with expectations that interest income will cover income tax obligations[166]. - The Company has until January 30, 2025, to complete a business combination, after which mandatory liquidation will occur if not completed[169]. - The Company incurred significant costs in pursuit of its initial business combination and may need additional financing to complete it or to redeem a significant number of Public Shares[168]. Sponsor and Financing - As of September 30, 2024, the outstanding balance under the Sponsor Promissory Note was $1,129,867, which includes deposits made into the Trust Account and payments made by the Sponsor on behalf of the company[147]. - The Sponsor may raise up to $1,500,000 from an Investor to fund extension payments and working capital, with $225,000 due upon execution of the Subscription Agreement[157]. - The Company purchased 3,902,648 founder units from the Original Sponsor for an aggregate price of $1, with the Sponsor entitled to 70% of additional founder units placed in escrow[160]. - The fair value of the embedded conversion feature of the Sponsor Promissory Note is de minimis, with the potential for loans to be convertible into warrants at $1.50 per warrant[173]. Off-Balance Sheet Arrangements - The Company has no off-balance sheet arrangements as of September 30, 2024, or December 31, 2023[171].