CCII 10-K & 10-Q changes, risk factors and insider trading

We have neither engaged in any operations nor generated any revenues to date. Our only activities from December 4, 2024 (inception) through MarchJune 31,30, 2026 were were organizational activities and those necessary to prepare for the Initial Public Offering, described below, and subsequent to the Initial Initial Public Offering, identifying a target company for a Business Combination. We do not expect to generate any operating revenues until after the completion of our Business Combination. Subsequent to the Initial Public Offering, we generate non-operating income in the form of interest income on marketable securities held in the Trust Account. We incur expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses.

For the three months ended MarchJune 31,30, 2026, we had net income of $1,865,633,$1,976,256, which consisted of interest earned on marketable securities held in Trust Account of $2,300,625, $2,265,503, partially offset by general and administrative costs of $399,870.$324,369.

For the three months ended MarchJune 31,30, 2025, we had a net loss of $5,420,$34,148, which consisted of formation, general and administrative costs.

Liquidity andLiquidity, Capital Resources and Going Concern

For the threesix months ended MarchJune 31,30, 2026, net cash used in operating activities was $396,098.$625,608. Net income of $1,865,633$3,841,889 was affected by interest earned on marketable securities of $2,265,503,$4,566,128, and changes in operating assets and liabilities, which usedprovided $3,772.$98,631.

For the threesix months ended MarchJune 31,30, 2025, net cash used in operating activities was $0. Net loss of $5,420$39,568 was affected by changes in payment of operatinggeneral and administrative expensescosts through promissory note – related party,party whichof used $5,420.$39,568.

Additionally, to fund working capital, the Company has permitted withdrawals available up to an annual limit of $400,000. These permitted withdrawals are limited to only the interest available that has been earned in excess of the initial deposit in the Trust Account at the Initial Public Offering. For the threesix months ended MarchJune 31,30, 2026 and for the year ended December 31, 2025, the Company withdrew $0 and $400,000 in interest from from the Trust Account for working capital purposes, respectively, and has no further amounts$400,000 available for permitted withdrawals until July 2, 2026, 2027, which is the 1-year anniversary of the Initial Public Offering.

We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of MarchJune 31,30, 2026. We do not participate in transactions that that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would would have been established for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets.

The underwriters wereare entitled to a deferred fee of (i) $0.40 per Unit of the gross proceeds of the initial 22,000,000 Units sold in the Initial Public Offering, or $8,800,000 and (ii) $0.60 per Unit of the gross proceeds from the Units sold pursuant to the over-allotment option, or $1,980,000. The deferred commissions will be released to Clear Street for its own account concurrently with completion of an initial Business Combination, but such deferred commissions shall be due and payable, with respect to up to 75% of such deferred commissions, in the Company’s sole discretion.

The preparation of the unaudited condensed financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the unaudited condensed condensed financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant significant judgement. 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 unaudited condensed financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. The Company used a third-party valuation expert to determine the fair value of the Public Warrants at IPO. As of MarchJune 31,30, 2026, other than the Public Warrants, the Company did not have any critical accounting estimates to be disclosed.

We accounted for the Public and Placement Warrants 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”, whereby under that provision, the warrants that do not meet the criteria criteria for equity treatment must be recorded as liability. Accordingly, we evaluated and classified the warrant instruments under equity treatment treatment at their assigned value. Such guidance provides that the warrants described above will not be precluded from equity classification. Equity-classified Equity-classified contracts are initially measured at fair value (or allocated value). Subsequent changes in fair value are not recognized as long as the contracts continue to be classified in equity in accordance with ASC 480 and ASC 815.