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

We are a blank check company incorporated as a Cayman Islands exempted company and formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or other similar Business Combination with one or more businesses. We have not selected any specific Business Combination target. We intend to effectuate our initial Business Combination using cash from the proceeds of the Initial Public Offering and the sale of the private placement securities, the proceeds of the sale of our securities in connection with our initial Business Combination (pursuant to forward purchase contracts or backstop agreements we may enter into following the consummation of the Offering or otherwise), our shares, debt or a combination of cash, shares and debt.

For the three months ended MarchJune 31,30, 2026, we had net income of $648,348,$687,454, which consisted of interest earned on cash and marketable securities held in Trust Account of $860,706,$1,535,419, offset by general and administrative costs of $212,358.$847,965.

For the threesix months ended March 31,June 30, 2026, cash providedused byin operating activities was $271,982.$350,588. Net income of $648,348$1,335,802 was affected by interest earned on marketable securities held in the Trust Account of $860,706.$2,396,125. Changes in operating assets and liabilities provided $59,624$709,735 of cash for operating activities.

As of MarchJune 31,30, 2026, we had marketable securities held in the Trust Account of $173,360,706$174,896,125 (including approximately $860,706$2,396,125 of interest income). We intend to use substantially all of the funds held in the trust account, including any amounts representing interest earned on the trust account (which interest shall be net of taxes payable by us, if any), to acquire a target business or businesses and to pay our expenses relating thereto. We expect the interest earned on the amount in the trust account will be sufficient to pay any income taxes. To the extent that our equity or debt is used, in whole or in part, as consideration to complete our initial Business Combination, the remaining proceeds held in the trust account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.

As of MarchJune 31,30, 2026, we had cash equivalents of $308,000.$229,394. We intend to use the funds held outside the Trust Account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a Business Combination.

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 create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which 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.

Our Sponsor has agreed to make available to us certain general and administrative services, including office space, administrative and support services, as we may require from time to time. We have agreed to pay our sponsor $10,000 per month for these services and will continue to incur these fees until the earlier of the consummation of the Company’s initial Business Combination or liquidation. For the three and six months ended June 30, 2026, $30,000 and $60,000 was incurred for this service, respectively, and is included in accrued expenses on the accompanying condensed consolidated balance sheet. For the period from June 18, 2025 (inception) through June 30, 2025, we did not incur any of these fees.

The preparation of unaudited condensed consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement.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 materially differ from those estimates. As of MarchJune 31,30, 2026 and December 31, 2025, we did not have any critical accounting estimates to be disclosed.disclosed, except for fair value measurements.