Item 4 — Purpose of Transaction
The following amends and restates the information set forth in Item 4 of Amendment No. 1 by adding the following at the end thereof: Pursuant to the Merger Agreement, the Domestication and the Merger were completed on November 2, 2026, and November 4, 2026, respectively. Immediately prior to the Domestication, each of the 13,800,000 Class B ordinary shares of Churchill held by the Sponsor automatically converted into a Class A ordinary share of Churchill on a one-for-one basis, and effective upon the Domestication, each Class A ordinary share of Churchill converted into common stock, par value $0.0001 per share ("Common Stock"), of the Issuer on a one-for-one basis. Effective upon the Domestication, (i) each of the 725,000 private placement units held by the Sponsor (including 225,000 units issued upon settlement of Sponsor's working capital loans) separated into one share per unit and one-tenth of one whole warrant of Churchill per unit, each whole warrant exercisable for one Class A ordinary share of Churchill, (ii) each share converted into one share of Common Stock of the Issuer on a one-to-one basis, and (iii) each warrant automatically converted into a warrant to acquire Common Stock of the Issuer, which will become exercisable 30 days after the completion of the Merger. Effective upon the completion of the Merger, the A&R Registration Rights Agreement and Advisory Agreement became effective in accordance with their terms, as previously reported.