As of the latest filings, Copley Acquisition Corp has not entered into any definitive agreements for a business combination and continues to search for suitable targets. There have been no material changes to risk factors during the fiscal quarter ended March 31, 2026.

• The company has not entered into a definitive agreement with any specific business combination target as of the latest filings. [S1]
• There have been no material changes to the risk factors disclosed in the prospectus dated April 30, 2025, during the fiscal quarter ended March 31, 2026. [S2]
• The company reported a trust account balance of approximately $179.3 million as of March 19, 2026, providing financial resources for a business combination. [S1]
• As of March 31, 2026, the company had no cash and cash equivalents outside the trust account and a current ratio of 0.33, indicating limited liquidity for operations. [S2]

The company’s experienced management team and broad network in technology and lifestyle sectors could enable access to high-quality acquisition targets. Its substantial trust account balance provides financial flexibility to structure attractive business combinations. The focus on sectors benefiting from next-generation technologies and evolving consumer behaviors aligns with areas of potential growth. Being a public company offers the acquired business enhanced access to capital markets and market visibility, which may support growth initiatives post-combination.

The company has not yet identified or entered into a definitive agreement with any target business, creating uncertainty around the timing and success of its initial business combination. Its current liquidity outside the trust account is limited, with a low current ratio and no cash equivalents reported as of March 31, 2026. The management team is not required to devote significant time exclusively to the company, which may impact execution. The competitive environment for acquisition targets is intense, with other SPACs and investment groups potentially having greater resources. Failure to complete a business combination within the prescribed timeframe could lead to liquidation and redemption of shares, limiting shareholder value.

Copley Acquisition Corp's competitive strengths lie in its management team's significant operating and investing experience in financial services and technology industries, providing an advantage in evaluating acquisition opportunities. The company benefits from an established deal sourcing network developed through its team's extensive industry contacts, which is expected to generate acquisition opportunities. Its strong financial position, with a trust account balance of approximately $179.3 million, offers flexibility in structuring business combinations using equity, debt, or cash. Additionally, as an existing public company listed on the NYSE, it provides potential target businesses with an alternative to traditional IPOs, offering access to capital markets and enhanced public profile. However, as a blank check company without operating revenues or a completed business combination, its moat is contingent on successful execution of its acquisition strategy and the quality of the target business acquired.

• Execution Risk: The company has not yet completed its initial business combination and faces risks related to identifying, evaluating, and consummating a suitable transaction within the required timeframe.
• Liquidity Risk: As of March 31, 2026, the company has no cash and cash equivalents outside the trust account and a current ratio of 0.33, indicating limited liquidity for operational needs.
• Management Commitment: Management and directors are not required to devote significant time exclusively to the company and may have concurrent business involvements, potentially affecting focus and execution.
• Competitive Environment: The company faces intense competition from other SPACs, private equity groups, and strategic acquirers, which may limit access to attractive acquisition targets.
• Regulatory and Market Risks: The company must comply with NYSE rules and SEC reporting requirements, and failure to meet these or complete a business combination within the completion window could result in liquidation.

• Copley Acquisition Corp is a blank check company incorporated in the Cayman Islands on November 26, 2024, focused on effecting a business combination through merger, share exchange, asset acquisition, share purchase, reorganization, or similar transaction.
• The company has not generated any operating revenues to date and does not expect to generate revenues until consummation of its initial business combination.
• The company intends to focus on acquiring businesses primarily in the technology and lifestyle sectors, leveraging the management team's and board's background and network.
• The management team and board have significant experience in financial services, financial technology, investing, operating companies, and cross-border expansions, particularly in Asia Pacific (excluding PRC) and North America.
• The company excludes targets based in or primarily operating in the People's Republic of China (PRC).
• The company aims to identify targets with strong growth potential, disruptive technology or business models, defensible market positions, and sustainable competitive advantages.
• The company has a trust account balance of approximately $179.3 million as of March 19, 2026, providing financial flexibility for a business combination.
• As of March 31, 2026, the company had no cash and cash equivalents, current assets of $158,985, current liabilities of $479,516, resulting in a current ratio of 0.33 and a cash ratio of 0, indicating limited liquidity outside the trust account.
• The company has not entered into any definitive agreement for a business combination as of the latest filings.
• The company may use equity, debt, cash, or a combination thereof to consummate its initial business combination and may seek additional financing if needed.
• The company has a convertible promissory note of $450,000 issued to its sponsor, convertible into units at $7.00 per unit.
• The company is subject to NYSE rules requiring the initial business combination to have a fair market value of at least 80% of the trust account balance at signing.
• The company has a completion window of up to 24 months from its IPO to complete the initial business combination, with provisions for redemption and liquidation if not completed.
• The management team is not required to devote significant time exclusively to the company and may be involved in other businesses.
• The company is an emerging growth company and benefits from certain reporting exemptions under the JOBS Act.
• The company maintains executive offices in Hong Kong and has five officers.
• The company faces competition from other SPACs, private equity groups, and strategic acquirers in identifying business combination targets.
• The company has no current plans to file Form 15 to suspend reporting obligations under the Exchange Act.
• The company has risk factors disclosed in its prospectus dated April 30, 2025, with no material changes as of March 31, 2026.
• The company intends to provide audited financial statements of the target business as part of shareholder materials for the business combination.
• The company’s sponsor, officers, and directors have agreed to certain indemnity and waiver arrangements related to claims against the trust account.