We are a blank check company incorporated on July 15, 2024 as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. We have not selected any specific business combination target, and we have not, nor has anyone on our behalf, engaged in any substantive discussions, directly or indirectly, with any business combination target with respect to an initial business combination with us. However, members of our management team had been or are in discussions with potential business combination partners in their capacity as officers and directors of Coliseum Acquisition Corp. (which consummated its initial business combination in December 2024) (“Coliseum”), dMY Squared Technology Group, Inc. (which announced on February 26, 2025 that it had entered into a non-binding letter of intent for a potential business combination) (“dMY Squared”), dMY Technology Group, Inc. VI (which liquidated in April 2023 without completing a business combination) (“dMY VI”), dMY Technology Group, Inc. IV (which consummated its initial business combination in December 2021) (“dMY IV”), dMY Technology Group, Inc. III (which consummated its initial business combination in October 2021) (“dMY III”), dMY Technology Group, Inc. II (which consummated its initial business combination in April 2021) (“dMY II”), dMY Technology Group, Inc. (which consummated its initial business combination in December 2020) (“dMY I” and together with dMY Squared, dMY VI, dMY IV, dMY III, and dMY II, the “dMY SPACs”) and GTY Technology Holdings Inc. (which consummated its initial business combination in February 2019) (“GTY”) and we may pursue business combination partners that had previously been in discussions with the management teams of the dMY SPACs, Coliseum and GTY. Our efforts to identify a prospective initial business combination target will not be limited to a particular industry, sector or geographic region. While we may pursue an initial business combination opportunity in any industry or sector, we intend to capitalize on the ability of our management team to identify and combine with a business or businesses that can benefit from our management team’s established relationships and operating experience. Our management team has extensive experience in identifying and executing strategic investments and has done so successfully in a number of sectors. While our focus is broad because of our perspective on technology and other growth industries having looked at over a thousand acquisition targets over the past decade, we will be examining in particular, opportunities in artificial intelligence (“AI”) as well as in the rapidly growing wellness, longevity and aesthetics areas. Our articles prohibit us from effectuating a business combination solely with another blank check company or similar company with nominal operations. After we complete our initial business combination, to the extent permitted by its governing documents and applicable rules and regulations, the surviving public company could serve as a platform for future inorganic growth opportunities by increasing its footprint, areas of activities and extending the services it is providing to public companies and private companies intending to go public. Such inorganic opportunities may or may not be complementary to the business performed by the target company of our initial business combination. If we acquire a business or assets that are not complementary to such target business, such business or assets may not be able to leverage our infrastructure or operational experience, which may increase the costs associated with such acquisitions, and we may determine in connection with such acquisition or afterward to separate the ownership of such business or assets from that of our initial target business through a spin-off, split-off or otherwise. We have not selected or identified any potential target business or any potential inorganic opportunities at this stage. Our executive offices are located in Las Vegas, Nevada.
