Bleichroeder Acquisition Corp. I (BACQU) 10-Q 9 Dec 24 2024 Q3 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Sep. 30, 2024	Dec. 09, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Sep. 30, 2024
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Entity Information [Line Items]
Entity Registrant Name	Bleichroeder Acquisition Corp. I
Entity Central Index Key	0002028707
Entity File Number	001-42392
Entity Tax Identification Number	98-1797826
Entity Incorporation, State or Country Code	E9
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	No
Entity Shell Company	true
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Incorporation, Date of Incorporation	Jun. 24, 2024
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	1345 Avenue of the America
Entity Address, Address Line Two	Fl 47
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10105
Entity Phone Fax Numbers [Line Items]
City Area Code	(212)
Local Phone Number	984-3835
Units, each consisting of one Class A ordinary share and one right
Entity Listings [Line Items]
Title of 12(b) Security	Units, each consisting of one Class A ordinary share and one right
Trading Symbol	BACQU
Security Exchange Name	NASDAQ
Class A ordinary shares, par value $0.0001 per share
Entity Listings [Line Items]
Title of 12(b) Security	Class A ordinary shares, par value $0.0001 per share
Trading Symbol	BACQ
Security Exchange Name	NASDAQ
Rights, each right entitling the holder to receive one-tenth (1/10) of one Class A ordinary share
Entity Listings [Line Items]
Title of 12(b) Security	Rights, each right entitling the holder to receive one-tenth (1/10) of one Class A ordinary share
Trading Symbol	BACQR
Security Exchange Name	NASDAQ
Class A Ordinary Shares
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		25,425,000
Class B Ordinary Shares
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		8,333,333

Condensed Balance Sheet

Condensed Balance Sheet	Sep. 30, 2024 USD ($)
Current assets
Prepaid expenses	$ 1,170
Total current assets	1,170
Deferred offering costs	294,036
Total Assets	295,206
Current Liabilities
Accrued expenses	5,533
Accrued offering costs	84,289
Total Liabilities	347,633
Commitments and Contingencies (Note 6)
Shareholder’s Deficit
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding
Additional paid-in capital	24,042
Accumulated deficit	(77,427)
Total Shareholder’s Deficit	(52,427)
Total Liabilities and Shareholder’s Deficit	295,206
Related Party
Current Liabilities
Promissory note - related party	257,811
Class A Ordinary Shares
Shareholder’s Deficit
Ordinary shares, value
Class B Ordinary Shares
Shareholder’s Deficit
Ordinary shares, value	$ 958	[1],[2]
[1] Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Condensed Balance Sheet (Parent

Condensed Balance Sheet (Parentheticals)	Sep. 30, 2024 $ / shares shares
Preference shares, par value (in Dollars per share) | $ / shares	$ 0.0001
Preference shares, authorized	5,000,000
Preference shares, issued
Preference shares, outstanding
Class A Ordinary Shares
Ordinary shares, par value (in Dollars per share) | $ / shares	$ 0.0001
Ordinary shares authorized	500,000,000
Ordinary shares, issued
Ordinary shares, outstanding
Class B Ordinary Shares
Ordinary shares, par value (in Dollars per share) | $ / shares	$ 0.0001	[1],[2]
Ordinary shares authorized	50,000,000	[1],[2]
Ordinary shares, issued	9,583,333	[1],[2]
Ordinary shares, outstanding	9,583,333	[1],[2]
[1] Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($)		3 Months Ended
		Sep. 30, 2024	Sep. 30, 2024
Formation and operational costs		$ 47,447	$ 77,427
Loss from operations		(47,447)	(77,427)
Net loss		$ (47,447)	$ (77,427)
Class B Ordinary Shares
Weighted average shares outstanding (in Shares)	[1],[2]	8,333,333	8,333,333
Basic net loss per share (in Dollars per share)		$ (0.01)	$ (0.01)
Diluted net loss per share (in Dollars per share)		$ (0.01)	$ (0.01)
[1] Excludes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Condensed Statements of Changes

Condensed Statements of Changes in Shareholder’s Deficit (Unaudited) - USD ($)		Ordinary Shares Class A	Ordinary Shares Class B	Additional Paid-in Capital	Accumulated Deficit	Total
Balance at Jun. 24, 2024
Balance (in Shares) at Jun. 24, 2024
Class B ordinary shares issued to Sponsor	[1],[2]		$ 958	24,042		25,000
Class B ordinary shares issued to Sponsor (in Shares)	[1],[2]		9,583,333
Net loss					(29,980)	(29,980)
Balance at Jun. 30, 2024			$ 958	24,042	(29,980)	(4,980)
Balance (in Shares) at Jun. 30, 2024			9,583,333
Net loss					(47,447)	(47,447)
Balance at Sep. 30, 2024			$ 958	$ 24,042	$ (77,427)	$ (52,427)
Balance (in Shares) at Sep. 30, 2024			9,583,333
[1] Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Condensed Statement of Cash Flo

Condensed Statement of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2024	Sep. 30, 2024
Cash flows from operating activities:
Net loss	$ (77,427)	$ (47,447)
Adjustments to reconcile net loss to net cash used in operating activities:
Formation costs paid by Sponsor in exchange for issuance of Class B ordinary shares	9,153
Payment of expenses through promissory note - related party	62,741
Changes in operating assets and liabilities:
Accrued expenses	5,533
Net cash used in operating activities
Net change in cash
Cash – beginning of period
Cash – end of period
Non-Cash investing and financing activities:
Deferred offering costs included in accrued offering costs	84,289
Deferred offering costs paid through promissory note – related party	193,900
Deferred offering costs paid by Sponsor in exchange for issuance of Class B ordinary shares	15,847
Prepaid services paid by Sponsor through the promissory note – related party	$ 1,170

Description of Organization and

Description of Organization and Business Operations	3 Months Ended
	Sep. 30, 2024
Description of Organization and Business Operations [Abstract]
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS	NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Bleichroeder Acquisition Corp. I (the “Company”) is a blank check company incorporated as a Cayman Islands exempted corporation on June 24, 2024. The Company was incorporated for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company has not selected any specific Business Combination target and the Company has not, nor has anyone on its behalf, engaged in any substantive discussions, directly or indirectly, with any Business Combination target with respect to an initial Business Combination with the Company. As of September 30, 2024, the Company had not commenced any operations. All activity for the period from June 24, 2024 (inception) through September 30, 2024 relates to the Company’s formation and the initial public offering (the “Initial Public Offering”), which is described below. The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income on investments from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end. The registration statement for the Company’s Initial Public Offering was declared effective on October 31, 2024. On November 4, 2024, the Company consummated the Initial Public Offering of 25,000,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units being offered, the “Public Shares”) at $10.00 per Unit, generating gross proceeds of $250,000,000, which is described in Note 3. Each Unit consists of one Class A ordinary share and one right to receive one tenth (1/10) of a Class A ordinary share upon the consummation of an initial Business Combination (“Public Right”). Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 425,000 private placement units (each, a “Private Placement Unit”) at a price of $10.00 per Private Placement Unit in a private placement to Bleichroeder Sponsor 1 LLC (the “Sponsor”), generating gross proceeds of $4,250,000, which is described in Note 4. Each Private Placement Unit consists of one Class A ordinary share and one right to receive one tenth (1/10) of a Class A ordinary share upon the consummation of an initial business combination (“Private Placement Right”). Transaction costs amounted to $11,403,592, consisting of $2,000,000 of cash underwriting fee, $8,750,000 of deferred underwriting fee, and $653,592 of other offering costs. The Company’s Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80% of the net balance in the Trust Account (as defined below) (excluding the amount of deferred underwriting discounts held and taxes payable on the income earned on the Trust Account) at the time of the signing an agreement to enter into a Business Combination. However, the Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”). There is no assurance that the Company will be able to successfully effect a Business Combination. Following the closing of the Initial Public Offering on November 4, 2024, an amount of $250,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units, and a portion of the net proceeds from the sale of the Private Placement Units, was placed in the trust account (the “Trust Account”), located in the United States, with Continental Stock Transfer & Trust Company acting as trustee. The funds will be held in cash, including in demand deposit accounts at a bank, or invested only in U.S. government treasury obligations with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act which invest only in direct U.S. government treasury obligations; the holding of these assets in this form is intended to be temporary and for the sole purpose of facilitating the intended Business Combination. To mitigate the risk that the Company might be deemed to be an investment company for purposes of the Investment Company Act, which risk increases the longer that the Company holds investments in the Trust Account, the Company may, at any time (based on the management team’s ongoing assessment of all factors related to the Company’s potential status under the Investment Company Act), instruct the trustee to liquidate the investments held in the Trust Account and instead to hold the funds in the Trust Account in cash or in an interest bearing demand deposit account at a bank. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay its taxes, the proceeds from the Initial Public Offering and the sale of the Private Placement Units will not be released from the Trust Account until the earliest of (i) the completion of the Company’s initial Business Combination, (ii) the redemption of the Company’s public shares if the Company is unable to complete the initial Business Combination within 24 months from the closing of the Initial Public Offering or by such earlier liquidation date as the Company’s board of directors may approve (the “Completion Window”), subject to applicable law, or (iii) the redemption of the Company’s public shares properly submitted in connection with a shareholder vote to amend the Company’s amended and restated memorandum and articles of association to (A) modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100% of the Company’s public shares if the Company has not consummated an initial Business Combination within the Completion Window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial Business Combination activity. The proceeds deposited in the Trust Account could become subject to the claims of the Company’s creditors, if any, which could have priority over the claims of the Company’s public shareholders. The Company will provide the Company’s public shareholders with the opportunity to redeem all or a portion of their public shares upon the completion of the initial Business Combination either (i) in connection with a general meeting called to approve the initial Business Combination or (ii) without a shareholder vote by means of a tender offer. The decision as to whether the Company will seek shareholder approval of a proposed initial 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 shares at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account calculated as of two business days prior to the consummation of the initial Business Combination, including interest earned on the funds held in the Trust Account (less taxes payable), divided by the number of then outstanding public shares, subject to the limitations. The ordinary shares subject to redemption were recorded at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering, in accordance with Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480, “Distinguishing Liabilities from Equity.” In such case, if the Company seeks shareholder approval, a majority of the issued and outstanding shares voted are voted in favor of the Business Combination. The Company will have only the duration of the Completion Window to complete the initial Business Combination. However, if the Company is unable to complete its initial Business Combination within the Completion Window, the Company will 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 earned on the funds held in the Trust Account (less the amount of taxes payable and up to $100,000 of interest to pay dissolution expenses), divided by the number of then outstanding public shares, which redemption will constitute full and complete payment for the public shares and completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation or other distributions, if any), subject to the Company’s obligations under Cayman Islands law to provide for claims of creditors and subject to the other requirements of applicable law. The Sponsor, officers and directors have entered into a letter agreement with the Company, pursuant to which they have agreed to (i) waive their redemption rights with respect to their founder shares, private placement shares and public shares in connection with the completion of the initial Business Combination; (ii) waive their redemption rights with respect to their founder shares, private placement shares and public shares in connection with a shareholder vote to approve an amendment to the Company’s amended and restated memorandum and articles of association; (iii) waive their rights to liquidating distributions from the Trust Account with respect to their founder shares and private placement shares if the Company fails to complete the initial Business Combination within the Completion Window, although they will be entitled to liquidating distributions from the Trust Account with respect to any public shares they hold if the Company fails to complete the initial Business Combination within the Completion Window and to liquidating distributions from assets outside the Trust Account; and (iv) vote any founder shares or private placement shares held by them and any public shares purchased during or after the Initial Public Offering (including in open market and privately-negotiated transactions, aside from shares they may purchase in compliance with the requirements of Rule 14e-5 under the Exchange Act, which would not be voted in favor of approving the Business Combination) in favor of the initial Business Combination. The Company’s Sponsor has agreed that it will be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has entered into a written letter of intent, confidentiality or other similar agreement or Business Combination agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per public share and (ii) the actual amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). However, the Company has not asked the Sponsor to reserve for such indemnification obligations, nor has the Company independently verified whether the Sponsor has sufficient funds to satisfy its indemnity obligations and the Company believes that the Sponsor’s only assets are securities of the Company. Therefore, the Company cannot assure that the Sponsor would be able to satisfy those obligations.

Significant Accounting Policies

Significant Accounting Policies	3 Months Ended
	Sep. 30, 2024
Significant Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	NOTE 2. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on November 1, 2024, as well as the Company’s Current Report on Form 8-K, as filed with the SEC on November 8, 2024. The interim results for the three months ended September 30, 2024 and for the period from June 24, 2024 (inception) through September 30, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any future periods. Liquidity and Capital Resources As of September 30, 2024, the Company had no The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating its business. However, if the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the initial Business Combination. 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 an emerging growth 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 an 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 The preparation of financial statements in conformity with U.S. GAAP requires management to make 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 amounts of 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 no cash and cash equivalents as of September 30, 2024. 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 Deposit Insurance Corporation coverage limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows. Deferred Offering Costs The Company complies with the requirements of FASB ASC Topic 340-10-S99 and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering.” Offering costs consist principally of professional and registration fees that are related to the Initial Public Offering. FASB ASC 470-20, “Debt with Conversion and Other Options,” addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this guidance to allocate Initial Public Offering proceeds from the Units between Class A ordinary shares and rights (“Rights”), using the residual method by allocating Initial Public Offering proceeds first to assigned value of the Rights and then to the Class A ordinary shares. Offering costs allocated to Class A ordinary shares subject to redemption were charged to temporary equity and offering costs allocated to the Public Rights and Private Placement Units were charged to shareholders’ deficit as Public Rights and Private Placement Units after management’s evaluation were accounted for under equity treatment. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature. Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statements and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statements 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’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2024, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The underwriters’ over-allotment option is deemed to be a freestanding financial instrument indexed on the contingently redeemable shares and will be accounted for as a liability pursuant to ASC 480 if not fully exercised at the time of the Initial Public Offering. Rights The Company accounts for the Public Rights and Private Placement Rights issued in connection with the Initial Public Offering and the private placement in accordance with the guidance contained in FASB ASC Topic 815, “Derivatives and Hedging”. Accordingly, the Company evaluated and classified the Rights under equity treatment at their assigned values. Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 1,250,000 ordinary shares that are subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised (see Note 5). At September 30, 2024, 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 loss per ordinary share is the same as basic loss per ordinary share for the periods presented. Recent Accounting Pronouncements Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Initial Public Offering

Initial Public Offering	3 Months Ended
	Sep. 30, 2024
Initial Public Offering [Abstract]
INITIAL PUBLIC OFFERING	NOTE 3. INITIAL PUBLIC OFFERING In the Initial Public Offering closed on November 4, 2024, the Company sold 25,000,000 Units at a price of $10.00 per Unit. Each Unit has a price of $10.00 and consists of one Class A ordinary share and one Public Right entitling the holder thereof to receive one tenth (1/10) of one Class A ordinary share upon the consummation of an initial Business Combination.

Private Placement

Private Placement	3 Months Ended
	Sep. 30, 2024
Class of Stock Disclosures [Abstract]
PRIVATE PLACEMENT	NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased an aggregate of 425,000 Private Placement Units, at a price of $10.00 per Private Placement Unit, for an aggregate purchase price of $4,250,000. Each Private Placement Unit consists of one Class A ordinary share and one Private Placement Right. Inflection Point Fund I LP (which is not affiliated with any member of the Company’s management) (“Inflection Point”), indirectly purchased, through the purchase of non-managing sponsor membership interests, all 425,000 of the Private Placement Units at a price of $10.00 per unit ($4,250,000 in the aggregate) in the private placement. Subject to Inflection Point purchasing, through the Sponsor, the Private Placement Units allocated to it in connection with the closing of the Initial Public Offering, the Sponsor issued membership interests at a nominal purchase price to Inflection Point reflecting interests in an aggregate of 5,266,667 founder shares held by the Sponsor. In addition, it is expected that as a non-managing member of the Sponsor group, Inflection Point can assist the Sponsor in administrative and ongoing efforts related to the completion of the Business Combination. The Private Placement Units are identical to the Public Units sold in the Initial Public Offering except that, so long as they are held by the Sponsor or their permitted transferees, the Private Placement Units (including their component securities) (i) may not (including the Class A ordinary shares issuable upon conversion of these Private Placement Rights), subject to certain limited exceptions, be transferred, assigned or sold by the holders until 30 days after the completion of the initial Business Combination and (ii) are entitled to registration rights. The Sponsor, officers and directors have entered into a letter agreement with the Company, pursuant to which they have agreed to (i) waive their redemption rights with respect to their founder shares, private placement shares and public shares in connection with the completion of the initial Business Combination; (ii) waive their redemption rights with respect to their founder shares, private placement shares and public shares in connection with a shareholder vote to approve an amendment to the Company’s amended and restated memorandum and articles of association (A) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the initial Business Combination or to redeem 100% of the public shares if the Company has not consummated an initial Business Combination within the Completion Window or (B) with respect to any other material provisions relating to shareholders’ rights or pre-initial Business Combination activity; (iii) waive their rights to liquidating distributions from the Trust Account with respect to their founder shares and private placement shares if the Company fails to complete the initial Business Combination within the Completion Window, although they will be entitled to liquidating distributions from the Trust Account with respect to any public shares they hold if the Company fails to complete the initial Business Combination within the Completion Window and to liquidating distributions from assets outside the Trust Account; and (iv) vote any founder shares or private placement shares held by them and any public shares purchased during or after the Initial Public Offering (including in open market and privately-negotiated transactions, aside from shares they may purchase in compliance with the requirements of Rule 14e-5 under the Exchange Act, which would not be voted in favor of approving the Business Combination) in favor of the initial Business Combination.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Sep. 30, 2024
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares On June 25, 2024, the Sponsor made a capital contribution of $25,000, or approximately $0.004 per share, to cover certain of the Company’s deferred offering costs and expenses, for which the Company issued 7,187,500 founder shares to the Sponsor. On October 2, 2024, the Company capitalized and issued an additional 2,395,833 founder shares to the Sponsor, resulting in the Sponsor holding an aggregate of 9,583,333 founder shares (up to 1,250,000 shares of which were subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised), for a purchase price of approximately $0.003 per share. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor in order for the Sponsor to maintain ownership of 25% of the issued and outstanding shares of the Company (excluding the Class A Ordinary Shares underlying the Private Placement Units held by the Sponsor). Such surrendered shares were cancelled by the Company. The Company’s initial shareholders have agreed not to transfer, assign or sell any of their founder shares and any Class A ordinary shares issued upon conversion thereof until the earlier to occur of (i) one year after the completion of the initial Business Combination or (ii) the date on which the Company completes a liquidation, merger, share exchange or other similar transaction after the initial Business Combination that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for cash, securities or other property. Any permitted transferees will be subject to the same restrictions and other agreements of the Company’s initial shareholders with respect to any founder shares (the “Lock-up”). Notwithstanding the foregoing, if (1) the closing price of the Class A ordinary shares equals or exceeds $12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like) 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 consummates a transaction after the initial Business Combination which results in the Company’s shareholders having the right to exchange their shares for cash, securities or other property, the founder shares will be released from the Lock-up. Promissory Note — Related Party The Sponsor had agreed to loan the Company an aggregate of up to $750,000 to be used for a portion of the expenses of the Initial Public Offering. The loan was non-interest bearing and unsecured. The promissory note (the “Promissory Note”) was payable on the date the Company consummated the Initial Public Offering. As of September 30, 2024, the Company had borrowed $257,811 under the Promissory Note. On November 4, 2024, the Company repaid the total outstanding balance of the Promissory Note amounting to $399,760. Borrowings under the Promissory Note are no longer available. Working Capital Loans In order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (the “Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans. In the event that a Business Combination does not close, the Company may use a portion of the working capital held outside the Trust Account to repay the Working Capital Loans but no proceeds from the Trust Account would be used to repay the Working Capital Loans. Up to $2,500,000 of such Working Capital Loans may be convertible into private placement units of the post Business Combination entity at a price of $10.00 per unit at the option of the lender, including up to $750,000 in working capital loans which may be made by Inflection Point. The units would be identical to the Private Placement Units. As of September 30, 2024, no such Working Capital Loans were outstanding.

Commitments And Contingencies

Commitments And Contingencies	3 Months Ended
	Sep. 30, 2024
Commitments And Contingencies [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties The United States and global markets are experiencing volatility and disruption following the geopolitical instability resulting from the ongoing Russia-Ukraine conflict and the recent escalation of the Israel-Hamas conflict. In response to the ongoing Russia-Ukraine conflict, the North Atlantic Treaty Organization (“NATO”) deployed additional military forces to eastern Europe, and the United States, the United Kingdom, the European Union and other countries have announced various sanctions and restrictive actions against Russia, Belarus and related individuals and entities, including the removal of certain financial institutions from the Society for Worldwide Interbank Financial Telecommunication payment system. Certain countries, including the United States, have also provided and may continue to provide military aid or other assistance to Ukraine and to Israel, increasing geopolitical tensions among a number of nations. The invasion of Ukraine by Russia and the escalation of the Israel-Hamas conflict and the resulting measures that have been taken, and could be taken in the future, by NATO, the United States, the United Kingdom, the European Union, Israel and its neighboring states and other countries have created global security concerns that could have a lasting impact on regional and global economies. Although the length and impact of the ongoing conflicts are highly unpredictable, they could lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain interruptions and increased cyberattacks against U.S. companies. Additionally, any resulting sanctions could adversely affect the global economy and financial markets and lead to instability and lack of liquidity in capital markets. Any of the above mentioned factors, or any other negative impact on the global economy, capital markets or other geopolitical conditions resulting from the Russian invasion of Ukraine, the escalation of the Israel-Hamas conflict and subsequent sanctions or related actions, could adversely affect the Company’s search for an initial Business Combination and any target business with which the Company may ultimately consummate an initial Business Combination. Registration Rights The holders of the founder shares, Private Placement Units and the Class A ordinary shares underlying such Private Placement Units and Private Placement Rights and units that may be issued upon conversion of the Working Capital Loans have registration rights to require the Company to register a sale of any of the Company’s securities held by them and any other securities of the Company acquired by them prior to the consummation of the initial Business Combination pursuant to a registration rights agreement signed on October 31, 2024. The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company registers such securities. In addition, the holders have certain piggyback registration rights with respect to registration statements filed subsequent to the completion of the initial Business Combination. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The underwriters had a 45-day option from the date of the Initial Public Offering to purchase up to an additional 3,750,000 units to cover over-allotments, if any. On November 4, 2024, the underwriters forfeited the over-allotment option to purchase the additional 3,750,000 units. The underwriters were entitled to a cash underwriting discount of $0.08 per Unit, or $2,000,000 in the aggregate. Of this amount, $1,000,000 was paid to the underwriters upon the closing of the Initial Public Offering and $1,000,000 will be payable to the underwriters from working capital in equal amounts monthly starting on the 16 th th Additionally, the underwriters are entitled to a deferred underwriting discount of $0.35 per Unit, up to $8,750,000 payable to the underwriters for deferred underwriting commissions on amounts remaining in the Trust Account after all redemptions by public shareholders have been met. The deferred underwriting discount will become payable to the underwriters from the amounts held in the Trust Account solely in the event the Company completes its Initial Business Combination.

Shareholders_ Deficit

Shareholders’ Deficit	3 Months Ended
	Sep. 30, 2024
Shareholders’ Deficit [Abstract]
SHAREHOLDERS’ DEFICIT	NOTE 7. SHAREHOLDERS’ DEFICIT Preference Shares no Class A Ordinary Shares no Class B Ordinary Shares The founder shares will automatically convert into Class A ordinary shares concurrently with or immediately following the consummation of the initial Business Combination or earlier at the option of the holder on a one-for-one basis, subject to adjustment for share sub-divisions, share capitalizations, reorganizations, recapitalizations and the like, and subject to further adjustment as provided herein. In the case that additional Class A ordinary shares, or any other equity-linked securities, are issued or deemed issued in excess of the amounts sold in this offering and related to or in connection with the closing of the initial Business Combination, the ratio at which Class B ordinary shares convert into Class A ordinary shares will be adjusted (unless the holders of a majority of the outstanding Class B ordinary shares agree to waive such adjustment with respect to any such issuance or deemed issuance) so that the number of Class A ordinary shares issuable upon conversion of all Class B ordinary shares will equal, in the aggregate, 25% of the sum of (i) the total number of all Class A ordinary shares outstanding upon the completion of the Initial Public Offering (including any Class A ordinary shares issued pursuant to the underwriters’ over-allotment option and excluding the Class A ordinary shares underlying the private placement units issued to the Sponsor), plus (ii) all Class A ordinary shares and equity-linked securities issued or deemed issued, in connection with the closing of the initial Business Combination (excluding any shares or equity-linked securities issued, or to be issued, to any seller in the initial Business Combination and any private placement-equivalent units issued to the Sponsor or any of its affiliates or to the Company’s officers or directors upon conversion of working capital loans) minus (iii) any redemptions of Class A ordinary shares by public shareholders in connection with an initial Business Combination; provided that such conversion of founder shares will never occur on a less than one-for-one basis. Holders of record of the Company’s Class A ordinary shares and Class B ordinary shares are entitled to one vote for each share held on all matters to be voted on by shareholders. Unless specified in the amended and restated memorandum and articles of association or as required by the Companies Act or stock exchange rules, an ordinary resolution under Cayman Islands law and the amended and restated memorandum and articles of association, which requires the affirmative vote of at least a majority of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting of the company is generally required to approve any matter voted on by the Company’s shareholders. Approval of certain actions requires a special resolution under Cayman Islands law, which (except as specified below) requires the affirmative vote of at least two-thirds of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting, and pursuant to the Company’s amended and restated memorandum and articles of association, such actions include amending the amended and restated memorandum and articles of association and approving a statutory merger or consolidation with another company. There is no cumulative voting with respect to the appointment of directors, meaning, following the Company’s initial Business Combination, the holders of more than 50% of the ordinary shares voted for the appointment of directors can elect all of the directors. Prior to the consummation of the initial Business Combination, only holders of the Class B ordinary shares will (i) have the right to vote on the appointment and removal of directors and (ii) be entitled to vote on continuing the Company in a jurisdiction outside the Cayman Islands (including any special resolution required to amend the constitutional documents or to adopt new constitutional documents, in each case, as a result of approving a transfer by way of continuation in a jurisdiction outside the Cayman Islands). Holders of the Class A ordinary shares will not be entitled to vote on these matters during such time. These provisions of the amended and restated memorandum and articles of association may only be amended if approved by a special resolution passed by the affirmative vote of at least 90% (or, where such amendment is proposed in respect of the consummation of the initial Business Combination, two-thirds) of the votes cast by such shareholders as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at the applicable general meeting of the Company. Rights

Subsequent Events

Subsequent Events	3 Months Ended
	Sep. 30, 2024
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 8. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed financial statements. On October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented. On November 4, 2024, the Company consummated the Initial Public Offering of 25,000,000 Units at $10.00 per Unit, generating gross proceeds of $250,000,000. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 425,000 Private Placement Units at a price of $10.00 per Private Placement Unit in a private placement to the Sponsor, generating gross proceeds of $4,250,000. On November 4, 2024, in connection with the closing of the Initial Public Offering, the underwriters were entitled to a cash underwriting discount of $0.08 per Unit or $2,000,000 in the aggregate, $1,000,000 of which was paid at the closing of the Initial Public Offering, while the remaining balance of $1,000,000 is payable to the underwriters in equal amounts monthly starting on the 16th month following the closing of the Initial Public Offering until the 24th month following the closing of the Initial Public Offering. On November 4, 2024, the Company repaid all outstanding amounts under the Promissory Note.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)		3 Months Ended
	Jun. 30, 2024	Sep. 30, 2024	Sep. 30, 2024
Pay vs Performance Disclosure
Net Income (Loss)	$ (29,980)	$ (47,447)	$ (77,427)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
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

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Sep. 30, 2024
Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for the periods presented. The accompanying unaudited condensed financial statements should be read in conjunction with the Company’s prospectus for its Initial Public Offering as filed with the SEC on November 1, 2024, as well as the Company’s Current Report on Form 8-K, as filed with the SEC on November 8, 2024. The interim results for the three months ended September 30, 2024 and for the period from June 24, 2024 (inception) through September 30, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024 or for any future periods.
Liquidity and Capital Resources	Liquidity and Capital Resources As of September 30, 2024, the Company had no The Company does not believe it will need to raise additional funds in order to meet the expenditures required for operating its business. However, if the estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination are less than the actual amount necessary to do so, the Company may have insufficient funds available to operate its business prior to the initial Business Combination.
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 an emerging growth 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 an 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 The preparation of financial statements in conformity with U.S. GAAP requires management to make 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 amounts of 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 no cash and cash equivalents as of September 30, 2024.
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 Deposit Insurance Corporation coverage limit of $250,000. Any loss incurred or a lack of access to such funds could have a significant adverse impact on the Company’s financial condition, results of operations, and cash flows.
Deferred Offering Costs	Deferred Offering Costs The Company complies with the requirements of FASB ASC Topic 340-10-S99 and SEC Staff Accounting Bulletin Topic 5A, “Expenses of Offering.” Offering costs consist principally of professional and registration fees that are related to the Initial Public Offering. FASB ASC 470-20, “Debt with Conversion and Other Options,” addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this guidance to allocate Initial Public Offering proceeds from the Units between Class A ordinary shares and rights (“Rights”), using the residual method by allocating Initial Public Offering proceeds first to assigned value of the Rights and then to the Class A ordinary shares. Offering costs allocated to Class A ordinary shares subject to redemption were charged to temporary equity and offering costs allocated to the Public Rights and Private Placement Units were charged to shareholders’ deficit as Public Rights and Private Placement Units after management’s evaluation were accounted for under equity treatment.
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 FASB ASC 820, “Fair Value Measurements and Disclosures,” approximates the carrying amounts represented in the balance sheet, primarily due to their short-term nature.
Income Taxes	Income Taxes The Company accounts for income taxes under ASC Topic 740, “Income Taxes,” which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed for differences between the financial statements and tax bases of assets and liabilities that will result in future taxable or deductible amounts, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC Topic 740 prescribes a recognition threshold and a measurement attribute for the financial statements 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’s management determined that the Cayman Islands is the Company’s major tax jurisdiction. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. As of September 30, 2024, there were no unrecognized tax benefits and no amounts accrued for interest and penalties. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States. As such, the Company’s tax provision was zero for the period presented.
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the fair value reported in the statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified in the balance sheet as current or non-current based on whether or not net cash settlement or conversion of the instrument could be required within 12 months of the balance sheet date. The underwriters’ over-allotment option is deemed to be a freestanding financial instrument indexed on the contingently redeemable shares and will be accounted for as a liability pursuant to ASC 480 if not fully exercised at the time of the Initial Public Offering.
Rights	Rights The Company accounts for the Public Rights and Private Placement Rights issued in connection with the Initial Public Offering and the private placement in accordance with the guidance contained in FASB ASC Topic 815, “Derivatives and Hedging”. Accordingly, the Company evaluated and classified the Rights under equity treatment at their assigned values.
Net Loss per Ordinary Share	Net Loss per Ordinary Share Net loss per ordinary share is computed by dividing net loss by the weighted average number of ordinary shares outstanding during the period, excluding ordinary shares subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 1,250,000 ordinary shares that are subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised (see Note 5). At September 30, 2024, 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 loss per ordinary share is the same as basic loss per ordinary share for the periods presented.
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial statements.

Description of Organization a_2

Description of Organization and Business Operations (Details) - USD ($)		3 Months Ended
	Nov. 04, 2024	Sep. 30, 2024
Description of Organization and Business Operations [Line Items]
Incorporation date		Jun. 24, 2024
Share price (in Dollars per share)		$ 10
Sale of private placement units		$ 4,250,000
Transaction costs		11,403,592
Cash underwriting fee		2,000,000
Deferred underwriting fee		8,750,000
Other offering costs		653,592
Public Shares [Member]
Description of Organization and Business Operations [Line Items]
Interest dissolution expenses		$ 100,000
Business Combination [Member]
Description of Organization and Business Operations [Line Items]
Share price (in Dollars per share)		$ 10
Net balance percentage		80%
Voting interest acquired		90%
Business Combination [Member] | Rights [Member]
Description of Organization and Business Operations [Line Items]
Number of shares per unit (in Shares)		1
Post-Business Combination [Member]
Description of Organization and Business Operations [Line Items]
Voting interest acquired		50%
Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Sale of private placement units	$ 4,250,000
Maturity term of U.S government securities	185 days
Subsequent Event [Member] | Business Combination [Member]
Description of Organization and Business Operations [Line Items]
Percentage of redeem initial business combination	100%
Class A Ordinary Shares [Member]
Description of Organization and Business Operations [Line Items]
Share price (in Dollars per share)		$ 12
Class A Ordinary Shares [Member] | Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Share price (in Dollars per share)	$ 10
IPO [Member] | Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Sponsor additional shares (in Shares)	25,000,000
Share price (in Dollars per share)	$ 10
Gross proceeds	$ 250,000,000
Cash underwriting fee	$ 1,000,000
IPO [Member] | Subsequent Event [Member] | Rights [Member]
Description of Organization and Business Operations [Line Items]
Number of shares per unit (in Shares)	1
IPO [Member] | Class A Ordinary Shares [Member] | Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Sponsor additional shares (in Shares)	25,000,000
Share price (in Dollars per share)	$ 10
Gross proceeds	$ 250,000,000
Number of shares per unit (in Shares)	1
IPO [Member] | Class A Ordinary Shares [Member] | Subsequent Event [Member] | Business Combination [Member]
Description of Organization and Business Operations [Line Items]
Number of shares per unit (in Shares)	1
Private Placement [Member]
Description of Organization and Business Operations [Line Items]
Sale of stock units (in Shares)		425,000
Sale of private placement units		$ 4,250,000
Private Placement [Member] | Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Sale of stock units (in Shares)	425,000
Price of per share (in Dollars per share)	$ 10
Sale of private placement units	$ 4,250,000
Private Placement [Member] | Subsequent Event [Member] | Rights [Member]
Description of Organization and Business Operations [Line Items]
Number of shares per unit (in Shares)	1
Private Placement [Member] | Class A Ordinary Shares [Member] | Subsequent Event [Member]
Description of Organization and Business Operations [Line Items]
Number of shares per unit (in Shares)	1

Significant Accounting Polici_2

Significant Accounting Policies (Details)	3 Months Ended
	Sep. 30, 2024 USD ($) shares
Significant Accounting Policies [Abstract]
Cash
Working capital deficit	(346,463)
FDIC limit amount	$ 250,000
Weighted average number of shares forfeited (in Shares) | shares	1,250,000

Initial Public Offering (Detail

Initial Public Offering (Details) - Subsequent Event [Member]	Nov. 04, 2024 $ / shares shares
Common Class A [Member]
Initial Public Offering [Line Items]
Purchase price, per unit (in Dollars per share) | $ / shares	$ 10
IPO [Member]
Initial Public Offering [Line Items]
Issuance of ordinary shares	25,000,000
Purchase price, per unit (in Dollars per share) | $ / shares	$ 10
IPO [Member] | Rights [Member]
Initial Public Offering [Line Items]
Number of ordinary shares in a unit	1
IPO [Member] | Common Class A [Member]
Initial Public Offering [Line Items]
Issuance of ordinary shares	25,000,000
Purchase price, per unit (in Dollars per share) | $ / shares	$ 10
Number of ordinary shares in a unit	1
IPO [Member] | Common Class A [Member] | Business Combination [Member]
Initial Public Offering [Line Items]
Number of ordinary shares in a unit	1

Private Placement (Details)

Private Placement (Details)	3 Months Ended
	Sep. 30, 2024 USD ($) $ / shares shares
Subsidiary, Sale of Stock [Line Items]
Private placement amount (in Dollars) | $	$ 4,250,000
Public shares redemption percentage	100%
Sponsor [Member]
Subsidiary, Sale of Stock [Line Items]
Price per share (in Dollars per share) | $ / shares	$ 10
Class A Ordinary Shares [Member]
Subsidiary, Sale of Stock [Line Items]
Number of ordinary shares	1
Founder shares [Member]
Subsidiary, Sale of Stock [Line Items]
Aggregate founder shares	5,266,667
Private Placement [Member]
Subsidiary, Sale of Stock [Line Items]
Aggregate units	425,000
Private placement amount (in Dollars) | $	$ 4,250,000
Number of ordinary shares	1
Private Placement [Member] | Sponsor [Member]
Subsidiary, Sale of Stock [Line Items]
Aggregate units	425,000
Price per share (in Dollars per share) | $ / shares	$ 10

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)						3 Months Ended
		Nov. 04, 2024	Oct. 02, 2024	Jun. 30, 2024	Jun. 25, 2024	Sep. 30, 2024
Related Party Transaction [Line Items]
Capital contribution	[1],[2]			$ 25,000
Share issued price						$ 10
Restrictions on transfer period of time after business combination completion						1 year
Working capital loan amount						$ 750,000
Business Combination [Member]
Related Party Transaction [Line Items]
Share issued price						$ 10
Threshold period after business combination.						150 days
Business combination price						$ 10
Business Combination [Member] | Minimum [Member]
Related Party Transaction [Line Items]
Trading days						20 days
Business Combination [Member] | Maximum [Member]
Related Party Transaction [Line Items]
Trading days						30 days
Related Party [Member]
Related Party Transaction [Line Items]
Promissory note						$ 257,811
Sponsor [Member]
Related Party Transaction [Line Items]
Note payable						$ 750,000
Sponsor [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Capital contribution					$ 25,000
Share issued price					$ 0.004
Issued founder shares					7,187,500
Subsequent Event [Member]
Related Party Transaction [Line Items]
Repaid of outstanding balance of promissory note		$ 399,760
Subsequent Event [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Share issued price			$ 0.003
Subsequent Event [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Issued founder shares			9,583,333
Additional founder shares			2,395,833
Subsequent Event [Member] | Sponsor [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Issued founder shares			9,583,333
Additional founder shares			2,395,833
Subsequent Event [Member] | Founder Shares [Member]
Related Party Transaction [Line Items]
Ownership percentage		25%
Class A Ordinary Shares [Member]
Related Party Transaction [Line Items]
Share issued price					$ 0.004
Class A Ordinary Shares [Member] | Sponsor [Member]
Related Party Transaction [Line Items]
Capital contribution					$ 25,000
Issued founder shares					7,187,500
Class A Ordinary Shares [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Shares subject to forfeiture		1,250,000
Class A Ordinary Shares [Member]
Related Party Transaction [Line Items]
Share issued price						$ 12
Class A Ordinary Shares [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Share issued price		$ 10
Over-Allotment Option [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Shares subject to forfeiture		3,750,000	1,250,000
Over-Allotment Option [Member] | Class A Ordinary Shares [Member] | Subsequent Event [Member]
Related Party Transaction [Line Items]
Shares subject to forfeiture		1,250,000
Private Placement [Member]
Related Party Transaction [Line Items]
Working capital loan amount						$ 2,500,000
[1] Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Commitments And Contingencies (

Commitments And Contingencies (Details) - Underwriting Agreement [Member] - USD ($)		3 Months Ended
	Nov. 04, 2024	Sep. 30, 2024
Commitments And Contingencies [Line Items]
Underwriter cash discount		$ 8,750,000
Payment amount		$ 1,000,000
Over-Allotment Option [Member]
Commitments And Contingencies [Line Items]
Over allotment option period		45 days
Number of units issued (in Shares)		3,750,000
Underwriter cash discount		$ 2,000,000
Underwriters payable		$ 1,000,000
Deferred fee per unit (in Dollars per share)		$ 0.35
Over-Allotment Option [Member] | Subsequent Event [Member]
Commitments And Contingencies [Line Items]
Number of units issued (in Shares)	3,750,000
Underwriting cash discount per unit (in Dollars per share)	$ 0.08

Shareholders_ Deficit (Details)

Shareholders’ Deficit (Details) - USD ($)						3 Months Ended
		Nov. 04, 2024	Oct. 02, 2024	Jun. 30, 2024	Jun. 25, 2024	Sep. 30, 2024
Shareholders’ Deficit [Line Items]
Preference shares, authorized						5,000,000
Preference shares, par value (in Dollars per share)						$ 0.0001
Preference shares issued
Preference shares outstanding
Class B ordinary shares issued to Sponsor (in Dollars)	[1],[2]			$ 25,000
Common stock per share (in Dollars per share)						$ 10
Aggregate share issued percentage						25%
Business Combination [Member]
Shareholders’ Deficit [Line Items]
Common stock per share (in Dollars per share)						$ 10
Percentage of voting interest						90%
Business Combination [Member] | Rights [Member]
Shareholders’ Deficit [Line Items]
Number of issued per unit						1
Subsequent Event [Member] | Sponsor [Member]
Shareholders’ Deficit [Line Items]
Ordinary shares, issued			2,395,833
Issuance of ordinary shares			9,583,333
Subsequent Event [Member] | Sponsor [Member]
Shareholders’ Deficit [Line Items]
Issuance of ordinary shares			9,583,333
Additional founder shares			2,395,833
Subsequent Event [Member] | Initial Business Combination [Member] | Sponsor [Member]
Shareholders’ Deficit [Line Items]
Ownership percentage		25%
Class A Ordinary Shares [Member]
Shareholders’ Deficit [Line Items]
Ordinary shares, authorized						500,000,000
Ordinary shares, par value (in Dollars per share)						$ 0.0001
Ordinary shares, issued
Shares outstanding
Common stock per share (in Dollars per share)						$ 12
voted on by shareholders						one
Class A Ordinary Shares [Member] | Subsequent Event [Member]
Shareholders’ Deficit [Line Items]
Common stock per share (in Dollars per share)		$ 10
Class B Ordinary Shares [Member]
Shareholders’ Deficit [Line Items]
Ordinary shares, authorized	[3],[4]					50,000,000
Ordinary shares, par value (in Dollars per share)	[3],[4]					$ 0.0001
Ordinary shares, issued	[3],[4]					9,583,333
Shares outstanding	[3],[4]					9,583,333
Common stock per share (in Dollars per share)					$ 0.004
voted on by shareholders						one
Class B Ordinary Shares [Member] | Sponsor [Member]
Shareholders’ Deficit [Line Items]
Issuance of ordinary shares					7,187,500
Class B ordinary shares issued to Sponsor (in Dollars)					$ 25,000
Class B Ordinary Shares [Member] | Subsequent Event [Member]
Shareholders’ Deficit [Line Items]
Number Of Shares Subject To Forfeiture		1,250,000
Ordinary Shares [Member] | Business Combination [Member]
Shareholders’ Deficit [Line Items]
Percentage of voting interest						50%
Over-Allotment Option [Member] | Subsequent Event [Member]
Shareholders’ Deficit [Line Items]
Number Of Shares Subject To Forfeiture		3,750,000	1,250,000
Over-Allotment Option [Member] | Class B Ordinary Shares [Member] | Subsequent Event [Member]
Shareholders’ Deficit [Line Items]
Number Of Shares Subject To Forfeiture		1,250,000
[1] Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented. Includes an aggregate of up to 1,250,000 Class B ordinary shares subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option is exercised. On November 4, 2024, the underwriters forfeited their over-allotment option to purchase up to an additional 3,750,000 units. As a result of the over-allotment option forfeiture by the underwriters, 1,250,000 Class B ordinary shares of the Company were surrendered by the Sponsor and such surrendered shares were cancelled by the Company (see Note 5). Subsequently on October 2, 2024, the Company, through a share capitalization, issued the Sponsor an additional 2,395,833 Class B ordinary shares, at which the Sponsor holds an aggregate of 9,583,333 Class B ordinary shares. All share and per share information has been retrospectively presented.

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent Event [Member] - USD ($)	Nov. 04, 2024	Oct. 02, 2024
Subsequent Events [Line Items]
Proceeds of private placement	$ 4,250,000
Cash underwriting discount per unit (in Dollars per share)	$ 0.08
Class B Ordinary Shares [Member]
Subsequent Events [Line Items]
Sponsor additional shares (in Shares)		2,395,833
Sponsor additional shares (in Shares)		9,583,333
IPO [Member]
Subsequent Events [Line Items]
Sponsor additional shares (in Shares)	25,000,000
Per unit (in Dollars per share)	$ 10
Proceeds of initial public offering	$ 250,000,000
Underwriter cash discount	2,000,000
Payment amount	1,000,000
Payable	$ 1,000,000
Private Placement [Member]
Subsequent Events [Line Items]
Sale of units (in Shares)	425,000
Price of per share (in Dollars per share)	$ 10
Proceeds of private placement	$ 4,250,000