Black Hawk Acquisition Corporation Units (BKHA) 10-K 7 Feb 25 2024 FY Annual report Financial data

Cover

Cover - USD ($) $ in Thousands	12 Months Ended
	Nov. 30, 2024	Feb. 07, 2025	May 31, 2024
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Nov. 30, 2024
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2024
Current Fiscal Year End Date	--11-30
Entity File Number	001-41667
Entity Registrant Name	Black Hawk Acquisition Corporation
Entity Central Index Key	0002000775
Entity Tax Identification Number	00-0000000
Entity Incorporation, State or Country Code	E9
Entity Address, Address Line One	125 Blackhawk Plaza Circle
Entity Address, Address Line Two	Suite 166
Entity Address, City or Town	Danville
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94506
City Area Code	(915)
Local Phone Number	217-4482
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	true
Entity Public Float			$ 70,000
Entity Common Stock, Shares Outstanding		8,929,500
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Rule 10b5-1 Arrangement Adopted [Flag]	false
Non-Rule 10b5-1 Arrangement Adopted [Flag]	false
Rule 10b5-1 Arrangement Terminated [Flag]	false
Non-Rule 10b5-1 Arrangement Terminated [Flag]	false
Auditor Firm ID	206
Auditor Name	MaloneBailey, LLP
Auditor Location	Houston, Texas
Units, each consisting of one ordinary share, $0.0001 par value, and one-fifth (1/5) of one right entitling the holder thereof to receive one Class A ordinary share upon the consummation of our initial business combination
Title of 12(b) Security	Units, each consisting of one ordinary share, $0.0001 par value
Trading Symbol	BKHAU
Security Exchange Name	NASDAQ
Ordinary shares, par value $0.0001 per share
Title of 12(b) Security	Ordinary shares, par value $0.0001 per share
Trading Symbol	BKHA
Security Exchange Name	NASDAQ
Rights, each right entitling the holder to receive one Class A ordinary share upon the consummation of our initial business combination
Title of 12(b) Security	Rights, each right entitling the holder to receive one Class A ordinary share upon the consummation of our initial business combination
Trading Symbol	BKHAR
Security Exchange Name	NASDAQ

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Nov. 30, 2024	Nov. 30, 2023
Current Assets
Cash	$ 264,842	$ 125,100
Due from related party	0	30,900
Prepaid expenses	49,229
Total Current Assets	314,071	156,000
Deferred offering costs		107,000
Investments held in Trust Account	71,829,264	0
Total Assets	72,143,335	263,000
Current Liabilities
Accrued offering costs and expenses	70,978	6,853
Promissory note – related party		250,000
Total Current Liabilities	70,978	256,853
Deferred underwriting fee payable	2,415,000
Total Liabilities	2,485,978	256,853
Commitments and Contingencies – see Note 6
Class A ordinary shares subject to possible redemption, $0.0001 par value; 500,000,000 shares authorized; 6,900,000 shares and 0 share issued and outstanding at redemption value of $10.41 and $0.00 as of November 30, 2024 and 2023, respectively	71,829,264
Shareholders’ Equity (Deficit)
Additional paid-in capital		24,828
Accumulated deficit	(2,172,110)	(18,853)
Total Shareholders’ Equity (Deficit)	(2,171,907)	6,147
Total Liabilities and Shareholders’ Equity (Deficit)	72,143,335	263,000
Common Class A [Member]
Shareholders’ Equity (Deficit)
Ordinary shares value	203
Common Class B [Member]
Shareholders’ Equity (Deficit)
Ordinary shares value		$ 172

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Nov. 30, 2024	Nov. 30, 2023
Common Class A [Member]
Class A Odinary shares subject to possible redemption, par value	$ 0.0001	$ 0.0001
Class A Odinary shares subject to possible redemption	500,000,000	500,000,000
Class A Odinary shares subject to possible redemption, shares issued	6,900,000	0
Class A Odinary shares subject to possible redemption, shares outstanding	6,900,000	0
Class A Ordinary shares subject to possible redemption, per share	$ 10.41	$ 0
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	450,000,000	450,000,000
Common stock, shares issued	2,029,500	0
Common stock, shares outstanding	2,029,500	0
Common Class B [Member]
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	0	1,725,000
Common stock, shares outstanding	0	1,725,000

STATEMENTS OF OPERATIONS

STATEMENTS OF OPERATIONS - USD ($)	2 Months Ended	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2024
Income Statement [Abstract]
General and administrative expenses	$ 18,853	$ 492,131
Related party administrative fees		83,945
Loss from Operations	(18,853)	(576,076)
Other income:
Interest income		7,515
Interest earned on marketable securities held in Trust Account		2,484,264
Total other income		2,491,779
Net income (loss)	$ (18,853)	$ 1,915,703
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption		4,769,672
Basic and diluted net income per share, Class A ordinary shares subject to possible redemption		$ 0.29
Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B ordinary shares	1,725,000	1,935,488
Basic and diluted net income per share, non-redeemable Class A and Class B ordinary shares	$ (0.01)	$ 0.29

STATEMENT OF CHANGES IN SHAREHO

STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($)	Ordinary Shares [Member]	Class A Ordinary Shares [Member]	Class B Ordinary Shares [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance – September 28, 2023 (Inception) at Sep. 27, 2023
Founder shares issued to Initial Shareholders, shares at Sep. 27, 2023
Founder shares issued to Initial Shareholders	$ 172			24,828		25,000
Founder shares issued to Initial Shareholders, shares	1,725,000
Net loss					(18,853)	(18,853)
Balance – November 30, 2023 at Nov. 30, 2023	$ 172		$ 172	24,828	(18,853)	6,147
Founder shares issued to Initial Shareholders, shares at Nov. 30, 2023	1,725,000		1,725,000
Proceeds from sale of IPO Units		$ 690		68,999,310		69,000,000
Proceeds from sale of IPO Units Shares		6,900,000
Proceeds from sale of Private Placement Units		$ 24		2,354,976		2,355,000
Proceeds from sale of Private Placement Units, Shares		235,500
Issuance of representative shares		$ 7		689,993		690,000
Issuance of representative shares, Shares		69,000
Common stock subject to possible redemption		$ (690)		(69,344,310)		(69,345,000)
Common stock subject to possible redemption, Shares		(6,900,000)
Conversion of Class B to Class A ordinary shares		$ 172	$ (172)
Conversion of Class B to Class A ordinary shares, Shares		1,725,000	(1,725,000)
Underwriter commissions				(3,795,000)		(3,795,000)
Offering costs				(679,743)	165,250	(514,493)
Accretion of additional paid in capital to accumulated deficit				1,749,946	(1,749,946)
Remeasurement of common stock subject to possible redemption					(2,484,264)	(2,484,264)
Net loss					1,915,703	1,915,703
Balance – November 30, 2023 at Nov. 30, 2024		$ 203			$ (2,172,110)	$ (2,171,907)
Founder shares issued to Initial Shareholders, shares at Nov. 30, 2024		2,029,500

STATEMENT OF CASH FLOWS

STATEMENT OF CASH FLOWS - USD ($)	2 Months Ended	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2024
Cash Flows from Operating Activities:
Net income (loss)	$ (18,853)	$ 1,915,703
Adjustment to reconcile net loss to net cash used in operating activities:
Operating cost paid by the Sponsor	8,900
Interest earned on marketable securities held in Trust Account		(2,484,264)
Changes in operating assets and liabilities:
Prepaid expenses		(49,229)
Accounts payable and accrued expenses	6,853	64,125
Net Cash Used in Operating Activities	(3,100)	(553,665)
Cash Flows from Investing Activities:
Due from Sponsor- over payment of advance	(30,900)
Purchase of investment held in Trust Account		(69,345,000)
Net Cash Used in Investing Activities	(30,900)	(69,345,000)
Cash Flows from Financing Activities:
Proceeds from issuance of promissory note to related party	250,000
Proceeds from issuance of founder shares to the Initial Shareholders	25,000
Proceeds from sale of public units		69,000,000
Proceeds from sale of private placement units		2,355,000
Proceeds from issuance of ordinary shares to underwriter		690,000
Proceeds from due from related party		30,900
Payment of underwriter compensation		(690,000)
Repayment of promissory note - related party		(250,000)
Payment to the Sponsor for offering costs	(115,900)
Payment of offering costs		(1,097,493)
Net Cash Provided by Financing Activities	159,100	70,038,407
Net Change in Cash	125,100	139,742
Cash, Beginning of Year		125,100
Cash, End of Year	125,100	264,842
Supplemental Disclosure of Non-cash Financing Activities:
Conversion of Class B to Class A shares		172
Initial classification of common stock subject to possible redemption		69,345,000
Accretion of additional paid in capital to accumulated deficit		1,749,946
Change in value of Class A common stock subject to possible redemption		2,484,264
Deferred offering cost paid by Sponsor	107,000
Deferred underwriting fee payable		$ 2,415,000

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	2 Months Ended	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2024
Pay vs Performance Disclosure [Table]
Net Income (Loss)	$ (18,853)	$ 1,915,703

Insider Trading Arrangements

Insider Trading Arrangements	12 Months Ended
	Nov. 30, 2024
Trading Arrangements, by Individual [Table]
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Description of Organization and

Description of Organization and Business Operations	12 Months Ended
	Nov. 30, 2024
Accounting Policies [Abstract]
Description of Organization and Business Operations	Note 1 — Description of Organization and Business Operations Black Hawk Acquisition Corporation (the “Company”) is a blank check company incorporated under the laws of the Cayman Islands with limited liability on September 28, 2023. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities (“Business Combination”). The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. As of November 30, 2024, the Company had not commenced any operations. All activities through November 30, 2024 are related to the Company’s formation and the initial public offering (“IPO” as defined below), and subsequent to the IPO, identifying a target company for an initial business combination. The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income from the proceeds derived from the IPO. The Company has selected November 30 as its fiscal year end. The Company’s sponsor is Black Hawk Management LLC (the “Sponsor”), a Delaware limited liability company. The registration statement for the Company’s IPO became effective on March 20, 2024. On March 22, 2024, the Company consummated the IPO of 6,900,000 10.00 69,000,000 235,500 10.00 2,355,000 Transaction costs amounted to $ 4,309,493 690,000 2,415,000 690,000 514,493 Upon the closing of the IPO and the private placement on March 22, 2024, a total of $ 69,345,000 Pursuant to Nasdaq listing rules, the Company’s initial Business Combination must occur with one or more target businesses having an aggregate fair market value equal to at least 80% of the value of the funds in the Trust account (excluding any deferred underwriting discounts and commissions and taxes payable on the income earned on the Trust Account), which the Company refers to as the 80 50 The Company will provide its holders of the outstanding Public Shares (the “Public Shareholders”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (initially anticipated to be $ 10.00 The Company will proceed with a Business Combination if the Company has net tangible assets of at least $ 5,000,001 If the Company seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the amended and restated memorandum and articles of association provides that a public shareholder, together with any affiliate of such shareholder or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Initial Shareholders have agreed (a) to waive their redemption rights with respect to the Founder Shares, Private Shares, and Public Shares held by them in connection with the completion of a Business Combination and (b) not to propose, or vote in favor of, an amendment to the Amended and Restated Certificate of Incorporation that would affect the substance or timing of the Company’s obligation to redeem 100% of its Public Shares if the Company does not complete a Business Combination, unless the Company provides the Public Shareholders with the opportunity to redeem their Public Shares in conjunction with any such amendment. The Company will have 15 months (or up to 18 months or up to 21 months if it extends such period) from the closing of the IPO to consummate a Business Combination (the “Combination Period”). If the Company anticipates that that it may not be able to consummate initial business combination within 15 months, the Company’s insiders or their affiliates may, but are not obligated to, extend the period of time to consummate a business combination two times by an additional three months each time (for a total of 21 months to complete a business combination) (the “Combination Period”). In order to extend the time available for the Company to consummate a Business Combination, the Sponsor or its affiliate or designees must deposit into the Trust Account $ 690,000 0.10 1,380,000 If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the public shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the trust account including interest (which interest shall be net of taxes payable and less up to $ 100,000 The Sponsor and the other Initial Shareholders have agreed to waive their liquidation rights with respect to the Founder Shares, and Private Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor or the other Initial Shareholders acquires Public Shares in or after the IPO, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than $10.05. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below $10.05 per Public Share, except as to any claims by a third party who executed a valid and enforceable agreement with the Company waiving any right, title, interest or claim of any kind they may have in or to any monies held in the Trust Account and except as to any claims under the Company’s indemnity of the underwriters of Proposed Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. Going Concern Consideration As of November 30, 2024, the Company had $ 264,842 243,093 25,000 250,000 The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a Business Combination. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that these conditions raise substantial doubt about the Company’s ability to continue as a going concern. In addition, if the Company is unable to complete a Business Combination within the Combination Period, the Company’s board of directors would proceed to commence voluntary liquidation and thereby a formal dissolution of the Company. There is no assurance that the Company’s plans to consummate a Business Combination will be successful within the Combination Period. As a result, management has determined that such additional condition also raises substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. Risks and Uncertainties As a result of the military action commenced in February 2022 by the Russian Federation and Belarus in the country of Ukraine and related economic sanctions as well as the impact of armed conflict in Israel and the Gaza Strip commenced in October 2023, the Company’s ability to consummate a Business Combination, or the operations of a target business with which the Company ultimately consummates a Business Combination, may be materially and adversely affected. In addition, the Company’s ability to consummate a transaction may be dependent on the ability to raise equity and debt financing which may be impacted by these events, including as a result of increased market volatility, or decreased market liquidity in third-party financing being unavailable on terms acceptable to the Company or at all. The impact of this action and related sanctions on the world economy and the specific impact on the Company’s financial position, results of operations and/or ability to consummate a Business Combination are not yet determinable. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Nov. 30, 2024
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2 — Summary of Significant Accounting Policies Basis of Presentation The accompanying audited financial statements are presented in U.S. Dollars and in conformity the U.S. GAAP and pursuant to the rules and regulations of the SEC. Accordingly, they include all of the information and footnotes required by the U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. They should be read in conjunction with the Company’s Current Report on Form 8-K, as filed with the SEC on March 26, 2024. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Use of Estimates In preparing these financial statements in conformity with U.S. GAAP, the Company’s management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $ 264,842 125,100 none Investment Held in Trust Account As of November 30, 2024 and 2023, the Company had $ 71,829,264 none Investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Earnings on investments held in the Trust Account are included in interest earned on investments held in the Trust Account in the accompanying statement of operations. The estimated fair value of investments held in the Trust Account is determined using available market information. Deferred Offering Costs The Company complies with the requirements of FASB ASC Topic 340-10-S99-1, “Other Assets and Deferred Costs – SEC Materials” (“ASC 340-10-S99”) and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering”. Deferred offering costs were $ 4,309,493 3,795,000 514,493 Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that is included in the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There was no no There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements. Net Income (Loss) Per Ordinary Share The Company complies with the accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. Net income per ordinary is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares subject to forfeiture by the Initial Shareholders. As of November 30, 2024 and 2023, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted income (loss) per ordinary share is the same as basic income (loss) per ordinary share for the periods presented. Schedule of basic income (loss) per share For the Year Ended For the Period from September 28, 2023 (inception) to November 30, Redeemable Non- Redeemable Non- Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss) $ 1,362,723 $ 552,980 $ - $ (18,853 ) Denominator: Basic and diluted weighted average shares outstanding 4,769,672 1,935,488 - 1,725,000 Basic and diluted net income (loss) per ordinary share $ 0.29 $ 0.29 $ - $ (0.01 ) Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000 Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 825, “Financial Instruments,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature. Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. If it is probable that the equity instrument will become redeemable, we have the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to recognize the changes immediately. The accretion or remeasurement will be treated as a deemed dividend (i.e., a reduction to retained earnings, or in absence of retained earnings, additional paid-in capital). Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07. Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	12 Months Ended
	Nov. 30, 2024
Initial Public Offering
Initial Public Offering	Note 3 — Initial Public Offering On March 22, 2024, the Company sold 6,900,000 10.00 69,000,000

Private Placement

Private Placement	12 Months Ended
	Nov. 30, 2024
Private Placement
Private Placement	Note 4 — Private Placement Simultaneously with the closing of the IPO, the Sponsor purchased an aggregate of 235,500 10.00 2,355,000

Related Party Transactions

Related Party Transactions	12 Months Ended
	Nov. 30, 2024
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 — Related Party Transactions Founder Shares On October 16, 2023, the Company issued 17,250,000 0.0001 25,000 0.0145 17,250,000 1,725,000 1,725,000 1,725,000 1,983,750 0.0126 1,725,000 The Initial Shareholders have agreed, subject to certain limited exceptions, not to transfer, assign or sell any of their Founder Shares for a time period ending on the date that is the earlier of (A) six months after the completion of the Company’s initial business combination or (B) the date on which we complete a liquidation, merger, stock exchange or other similar transaction after our initial business combination that results in all of the public shareholders having the right to exchange their shares of ordinary shares for cash, securities or other property. Notwithstanding the foregoing, the converted shares of our Class A ordinary shares will be released from the lock-up if (1) the last reported sale price of the Company’s Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganizations, recapitalizations and other similar transactions) for any 20 trading days within any 30-trading day period commencing at least 150 days after the initial business combination or (2) if the Company complete a transaction after the initial business combination which results in all of the shareholders having the right to exchange their shares for cash, securities or other property. The Initial Shareholders also agree not to transfer any ownership interest in, except to permitted transferees, their private placement until at least 30 days following the completion of the business combination. However, if after a business combination there is a transaction whereby all the outstanding shares are exchanged or redeemed for cash (as would be the case in a post-asset sale liquidation) or another issuer’s shares, then the Founder Shares or the private placement units (or any shares of ordinary shares thereunder) shall be permitted to participate. Due from Related Party The Company reimbursed the Sponsor for its payment of $ 30,900 0 30,900 Promissory Note — Related Party On October 16, 2023, the Sponsor agreed to loan the Company up to an aggregate amount of $ 250,000 0 250,000 Related Party Loans In addition, in order to finance transaction costs in connection with an intended initial Business Combination, the Initial Shareholders or their affiliates may, but are not obligated to, loan us funds as may be required. If the Company completes an initial Business Combination, it will repay such loaned amounts. In the event that the initial Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay such loaned amounts but no proceeds from the Trust Account would be used for such repayment. Certain amount of such loans may be converted into private at $10.00 per share at the option of the lender. As of November 30, 2024 and 2023, the Company had no Administrative Services Agreement The Company entered into an Administrative Services Agreement with the Sponsor on December 4, 2023, commencing on the effective date of the registration statement of IPO through the later of the Company’s consummation of a Business Combination or 21 months from such effective date, to pay the Sponsor a total of $ 10,000 83,945 0 83,945 no

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Nov. 30, 2024
Commitments and Contingencies – see Note 6
Commitments and Contingencies	Note 6 — Commitments and Contingencies Registration Rights The holders of the Founder Shares issued and outstanding on the date of this prospectus, as well as the holders of the private units and any shares of the Company’s insiders, officers, directors or their affiliates may be issued in payment of working capital loans and extension loans made to the Company (and any shares of ordinary shares issuable upon conversion of the underlying the private rights), will be entitled to registration rights pursuant to an agreement to be signed prior to or on the effective date of the registration statement. The holders of a majority of these securities are entitled to make up to two demands that we register such securities. The holders of the majority of the Founder Shares can elect to exercise these registration rights at any time commencing three months prior to the date on which these shares of ordinary shares are to be released from trust. The holders of a majority of the private units and units issued in payment of working capital loans made to us can elect to exercise these registration rights at any time commencing on the date that the Company consummate an initial business combination. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the consummation of an initial business combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Right of First Refusal The Company has granted EF Hutton for a period of 18 months after the date of the consummation of the Company’s Business Combination, an irrevocable right of first refusal to act as lead left book-running managing underwriter or lead left placement agent with at least 50% of the economics; or, in the case of a three-handed deal, 40% of the economics, for any and all future public and private equity, convertible and debt offerings. Underwriting Agreement The Company granted EF Hutton, the representative of the underwriters, a 45-day option from March 22, 2024, to purchase up to 1,035,000 93,150 no The underwriters were paid a cash underwriting discount of 1.0% of the gross proceeds of the IPO or $ 690,000 2,415,000 Additionally, the Company issued the underwriters 69,000

Shareholders_ Deficit

Shareholders’ Deficit	12 Months Ended
	Nov. 30, 2024
Equity [Abstract]
Shareholders’ Deficit	Note 7 — Shareholders’ Deficit Ordinary Shares 450,000,000 50,000,000 0.0001 1,725,000 1,725,000 1,983,750 0.0126 2,029,500 6,900,000 0 1,725,000 Rights If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of rights will not receive any of such funds with respect to their rights, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such rights, and the rights will expire worthless. Further, there are no contractual penalties for failure to deliver securities to the holders of the rights upon consummation of a Business Combination. Additionally, in no event will the Company be required to net cash settle the rights. Accordingly, holders of the rights might not receive the shares of common stock underlying the rights.

Fair Value Measurements

Fair Value Measurements	12 Months Ended
	Nov. 30, 2024
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 8 — Fair Value Measurements The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The following table presents information about the Company’s assets that are measured at fair value on a recurring basis as of November 30, 2024 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value. Schedule of Assets measured at fair value on a recurring basis November 30, Quoted Significant Significant Assets Investments held in Trust Account $ 71,829,264 $ 71,829,264 - -

Subsequent Events

Subsequent Events	12 Months Ended
	Nov. 30, 2024
Subsequent Events [Abstract]
Subsequent Events	Note 9 — Subsequent Events The Company evaluated subsequent events and transactions that occurred after the balance sheet date up the date that the financial statement was issued. Based on the review as further disclosed in the footnotes, management did not identify any material subsequent event requiring disclosure in the financial statement.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Nov. 30, 2024
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying audited financial statements are presented in U.S. Dollars and in conformity the U.S. GAAP and pursuant to the rules and regulations of the SEC. Accordingly, they include all of the information and footnotes required by the U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered for a fair presentation have been included. They should be read in conjunction with the Company’s Current Report on Form 8-K, as filed with the SEC on March 26, 2024.
Emerging Growth Company	Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statements with another public company that is neither an emerging growth company nor an emerging growth company that has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.
Use of Estimates	Use of Estimates In preparing these financial statements in conformity with U.S. GAAP, the Company’s management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported expenses during the reporting period. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company had $ 264,842 125,100 none
Investment Held in Trust Account	Investment Held in Trust Account As of November 30, 2024 and 2023, the Company had $ 71,829,264 none Investments in money market funds are presented on the balance sheets at fair value at the end of each reporting period. Earnings on investments held in the Trust Account are included in interest earned on investments held in the Trust Account in the accompanying statement of operations. The estimated fair value of investments held in the Trust Account is determined using available market information.
Deferred Offering Costs	Deferred Offering Costs The Company complies with the requirements of FASB ASC Topic 340-10-S99-1, “Other Assets and Deferred Costs – SEC Materials” (“ASC 340-10-S99”) and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering”. Deferred offering costs were $ 4,309,493 3,795,000 514,493
Income Taxes	Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that is included in the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There was no no There is currently no taxation imposed on income by the Government of the Cayman Islands. In accordance with Cayman income tax regulations, income taxes are not levied on the Company. Consequently, income taxes are not reflected in the Company’s financial statements.
Net Income (Loss) Per Ordinary Share	Net Income (Loss) Per Ordinary Share The Company complies with the accounting and disclosure requirements of FASB ASC 260, Earnings Per Share. Net income per ordinary is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares subject to forfeiture by the Initial Shareholders. As of November 30, 2024 and 2023, the Company did not have any dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company. As a result, diluted income (loss) per ordinary share is the same as basic income (loss) per ordinary share for the periods presented. Schedule of basic income (loss) per share For the Year Ended For the Period from September 28, 2023 (inception) to November 30, Redeemable Non- Redeemable Non- Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss) $ 1,362,723 $ 552,980 $ - $ (18,853 ) Denominator: Basic and diluted weighted average shares outstanding 4,769,672 1,935,488 - 1,725,000 Basic and diluted net income (loss) per ordinary share $ 0.29 $ 0.29 $ - $ (0.01 )
Concentration of Credit Risk	Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000
Fair Value of Financial Instruments	Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 825, “Financial Instruments,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to their short-term nature.
Ordinary Shares Subject to Possible Redemption	Ordinary Shares Subject to Possible Redemption The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC Topic 480 “Distinguishing Liabilities from Equity.” Ordinary shares subject to mandatory redemption (if any) are classified as a liability instrument and are measured at fair value. Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that is either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, ordinary shares are classified as shareholders’ equity. The Company’s ordinary shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events. If it is probable that the equity instrument will become redeemable, we have the option to either (i) accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or (ii) recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period. The Company has elected to recognize the changes immediately. The accretion or remeasurement will be treated as a deemed dividend (i.e., a reduction to retained earnings, or in absence of retained earnings, additional paid-in capital).
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2023-07. Management does not believe that any recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Nov. 30, 2024
Accounting Policies [Abstract]
Schedule of basic income (loss) per share	Schedule of basic income (loss) per share For the Year Ended For the Period from September 28, 2023 (inception) to November 30, Redeemable Non- Redeemable Non- Basic and diluted net income (loss) per ordinary share Numerator: Allocation of net income (loss) $ 1,362,723 $ 552,980 $ - $ (18,853 ) Denominator: Basic and diluted weighted average shares outstanding 4,769,672 1,935,488 - 1,725,000 Basic and diluted net income (loss) per ordinary share $ 0.29 $ 0.29 $ - $ (0.01 )

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	12 Months Ended
	Nov. 30, 2024
Fair Value Disclosures [Abstract]
Schedule of Assets measured at fair value on a recurring basis	Schedule of Assets measured at fair value on a recurring basis November 30, Quoted Significant Significant Assets Investments held in Trust Account $ 71,829,264 $ 71,829,264 - -

Description of Organization a_2

Description of Organization and Business Operations (Details Narrative) - USD ($)	1 Months Ended	2 Months Ended	12 Months Ended
	Mar. 22, 2024	Nov. 30, 2023	Nov. 30, 2024	Mar. 20, 2024
Subsidiary, Sale of Stock [Line Items]
Sale of units in public offering			1,035,000
Sale of units per share				$ 0.0126
Proceeds from sale of IPO Units			$ 69,000,000
Transaction costs			4,309,493
Cash underwriting			690,000
Deferred underwriting fees			2,415,000
Issuance of representative shares			690,000
Other offering costs			514,493
Proceeds from sale of public units	$ 69,345,000		$ 69,000,000
Percentage of asset held in trust account			80%
Business combination, percentage of voting securities			50%
Net tangible assets			$ 5,000,001
Deposits			690,000
Dissolution expenses			100,000
Cash			264,842
Working capital deficit			243,093
Payments from the sponser			25,000
Unsecured promissory note from sponsor			$ 250,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units in public offering	6,900,000
Sale of units per share	$ 10
Proceeds from sale of IPO Units	$ 69,000,000
Proceeds from sale of private placements	2,355,000
Share price			$ 10
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units in public offering	235,500
Sale of units per share	$ 10
Over-Allotment Option [Member]
Subsidiary, Sale of Stock [Line Items]
Share price			$ 0.10
Aggregate amount			$ 1,380,000

Summary of Significant Accoun_4

Summary of Significant Accounting Policies (Details) - USD ($)	2 Months Ended	12 Months Ended
	Nov. 30, 2023	Nov. 30, 2024
Redeemable Shares [Member]
Numerator:
Allocation of net income (loss)		$ 1,362,723
Denominator:
Basic and diluted weighted average shares outstanding		4,769,672
Basic and diluted net income (loss) per ordinary share		$ 0.29
Non Redeemable Shares [Member]
Numerator:
Allocation of net income (loss)	$ (18,853)	$ 552,980
Denominator:
Basic and diluted weighted average shares outstanding	1,725,000	1,935,488
Basic and diluted net income (loss) per ordinary share	$ (0.01)	$ 0.29

Summary of Significant Accoun_5

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	12 Months Ended
	Nov. 30, 2024	Nov. 30, 2023
Cash and Cash Equivalents [Line Items]
Cash	$ 264,842
Cash and cash equivalents	0	$ 0
Investments held in Trust Account	71,829,264	0
Deferred cost	4,309,493
Underwriting fees	3,795,000
Legal and other expense	514,493
Unrecognized tax benefits	0
Accrued for interest and penalties	0
FDIC Coverage limit	250,000
Cash Equivalents [Member]
Cash and Cash Equivalents [Line Items]
Cash	$ 264,842	$ 125,100

Initial Public Offering (Detail

Initial Public Offering (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Mar. 22, 2024	Nov. 30, 2024	Mar. 20, 2024
Subsidiary, Sale of Stock [Line Items]
Sale of units in public offering		1,035,000
Sale of units per share			$ 0.0126
Gross proceeds from Initial Public Offering		$ 2,415,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units in public offering	6,900,000
Sale of units per share	$ 10
Gross proceeds from Initial Public Offering	$ 69,000,000

Private Placement (Details Narr

Private Placement (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Mar. 22, 2024	Nov. 30, 2024	Mar. 20, 2024
Subsidiary, Sale of Stock [Line Items]
Sale of units in initial public offering		1,035,000
Sale of units per share			$ 0.0126
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units in initial public offering	235,500
Sale of units per share	$ 10
Sale of units in initial public offering aggregate amount	$ 2,355,000

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	1 Months Ended			2 Months Ended	12 Months Ended
	Mar. 20, 2024	Mar. 18, 2024	Oct. 16, 2023	Nov. 30, 2023	Nov. 30, 2024	Mar. 22, 2024
Related Party Transaction [Line Items]
Adjusted class B ordinary shares	1,983,750
Sale of units per share	$ 0.0126
Founder shares issued				1,725,000	1,725,000
Founder shares outstanding				1,725,000	1,725,000
Professional fees					$ 30,900
Due from related party				$ 30,900	0
Debt Instrument, Face Amount			$ 250,000
Promissory note				250,000	0
Working capital loans				0	0
General and administrative expenses					10,000
Administrative expense paid to the Sponsor				$ 0	83,945
Paid to sponsor					83,945
Due to sponsor					$ 0
Common Class B [Member]
Related Party Transaction [Line Items]
Converted common shares		1,725,000
Common Class A [Member]
Related Party Transaction [Line Items]
Converted common shares		1,725,000
IPO [Member]
Related Party Transaction [Line Items]
Share Price					$ 10
Sale of units per share						$ 10
Sponsor [Member]
Related Party Transaction [Line Items]
Number of shares issued, shares			17,250,000
Sponsor [Member] | IPO [Member]
Related Party Transaction [Line Items]
Share Price			$ 0.0001
Founder Shares [Member]
Related Party Transaction [Line Items]
Share Price			$ 0.0145
Aggregated consideration			$ 25,000
Converted common shares			17,250,000
Founder Shares [Member] | Common Class B [Member]
Related Party Transaction [Line Items]
Converted common shares		1,725,000	1,725,000
Founder Shares [Member] | Common Class A [Member]
Related Party Transaction [Line Items]
Converted common shares		1,725,000

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	Mar. 22, 2024	Nov. 30, 2024
Subsidiary, Sale of Stock [Line Items]
Sale of units in initial public offering		1,035,000
Over-allotment option estimated	$ 93,150
Accrued liability		$ 0
Gross proceeds from Initial Public Offering		2,415,000
Proposed Public Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Gross proceeds from proposed Public Offering		$ 690,000
IPO [Member]
Subsidiary, Sale of Stock [Line Items]
Sale of units in initial public offering	6,900,000
Gross proceeds from Initial Public Offering	$ 69,000,000
Additional shares issued	69,000

Shareholders_ Deficit (Details

Shareholders’ Deficit (Details Narrative) - $ / shares	1 Months Ended
	Mar. 20, 2024	Mar. 18, 2024	Nov. 30, 2024	Nov. 30, 2023
Class of Stock [Line Items]
Adjusted class B ordinary shares	1,983,750
Sale of units per share	$ 0.0126
Class A ordinary shares subject to redemption			6,900,000	0
Common Class A [Member]
Class of Stock [Line Items]
Common stock, shares authorized			450,000,000	450,000,000
Common stock, par value			$ 0.0001	$ 0.0001
Converted shares		1,725,000
Common stock, shares issued			2,029,500	0
Common stock, shares outstanding			2,029,500	0
Common Class B [Member]
Class of Stock [Line Items]
Common stock, shares authorized			50,000,000	50,000,000
Common stock, par value			$ 0.0001	$ 0.0001
Converted shares		1,725,000
Common stock, shares issued			0	1,725,000
Common stock, shares outstanding			0	1,725,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - Fair Value, Recurring [Member]	Nov. 30, 2024 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash held in Trust Account	$ 71,829,264
Fair Value, Inputs, Level 1 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash held in Trust Account	71,829,264
Fair Value, Inputs, Level 2 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash held in Trust Account
Fair Value, Inputs, Level 3 [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash held in Trust Account