BHAV Acquisition Corp

Previous wording

We are a blank check company incorporated as a Cayman Islands exempted company and incorporated on September 29, 2025, for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses, which we refer to throughout this report as the “Business Combination.” While we may pursue an initial Business Combination opportunity in any business, industry or geographic location, we intend to capitalize on the ability of its management team and board advisors to identify, acquire and operate a business or businesses that can benefit from their established relationships, and sector management and operating experience. In particular, we currently intend to focus on opportunities that capitalize on the experience and ability of its management team and the individuals that may be appointed as members of our advisory board from time to time (the “board advisors”) to identify, acquire and operate a business in the advanced and industrial robotics, electric-vehicles (“EVs”), drones and unmanned-aerial-systems (“UAS”) or financial technology (“fintech”) industry. We have not selected any Business Combination target, and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any Business Combination target. We intend to effectuate our initial Business Combination using cash from the proceeds of our Initial Public Offering and the private placement of private placement units, our shares, debt or a combination of cash, shares and debt. We will have up to 15 months from the closing of the Initial Public Offering to consummate an initial Business Combination. We may also hold a shareholder vote at any time to amend our Articles to modify the amount of time we will have to consummate an initial Business Combination (as well as to modify the substance or timing of our obligation to allow redemption in connection with an initial Business Combination or to redeem 100% of our Public Shares issued in the Initial Public Offering if we have not consummated an initial Business Combination within the time periods described herein or with respect to any other material provisions relating to the rights of holders of Class A ordinary shares or pre-initial Business Combination activity).

Current wording

We are a blank check company incorporated as a Cayman Islands exempted company and incorporated on September 29, 2025, for the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses, which we refer to throughout this report as the “Business Combination.” While we may pursue an initial Business Combination opportunity in any business, industry or geographic location, we intend to capitalize on the ability of its management team and board advisors to identify, acquire and operate a business or businesses that can benefit from their established relationships, and sector management and operating experience. In particular, we currently intend to focus on opportunities that capitalize on the experience and ability of its management team and the individuals that may be appointed as members of our advisory board from time to time to identify, acquire and operate a business in the advanced and industrial robotics, EVs, drones and UASs or fintech industry. We have not selected any Business Combination target, and we have not, nor has anyone on our behalf, initiated any substantive discussions, directly or indirectly, with any Business Combination target. We intend to effectuate our initial Business Combination using cash from the proceeds of our Initial Public Offering and the private placement of private placement units, our shares, debt or a combination of cash, shares and debt. We will have up to 15 months from the closing of the Initial Public Offering to consummate an initial Business Combination. We may also hold a shareholder vote at any time to amend our Articles to modify the amount of time we will have to consummate an initial Business Combination (as well as to modify the substance or timing of our obligation to allow redemption in connection with an initial Business Combination or to redeem 100% of our Public Shares issued in the Initial Public Offering if we have not consummated an initial Business Combination within the time periods described herein or with respect to any other material provisions relating to the rights of holders of Class A ordinary shares or pre-initial Business Combination activity).

Previous wording

For the three months ended March 31, 2026, we had a net income of $12,001, which consists of interest income on marketable securities held in the Trust Account of $87,917 and change in fair value of over-allotment option liability of $31,000, partially offset by general and administrative expenses of $106,597 and interest expense on financed loan liability of $319.

Current wording

For the three months ended June 30, 2026, we had a net income of $701,173, which consists of interest earned on marketable securities held in the Trust Account of $891,526 and change in fair value of over-allotment option liability of $62,900, offset by general and administrative expenses of $251,471 and interest expense on financed loan liability of $1,782.

Previous wording

On March 20, 2026, we consummated the Initial Public Offering of 10,000,000 Units at $10.00 per Unit, generating gross proceeds of 100,000,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 200,000 Private Placement Units at a price of $10.00 per Private Placement Unit, in a private placement to the Sponsor and the at-risk capital investors, generating gross proceeds of $2,000,000. Following the Initial Public Offering and the sale of the Private Placement Units, a total of $100,000,000 was placed in the Trust Account.

Current wording

On March 20, 2026, we consummated the Initial Public Offering of 10,000,000 Units at $10.00 per Unit, generating gross proceeds of $100,000,000. Simultaneously with the closing of the Initial Public Offering, we consummated the sale of 200,000 Private Placement Units at a price of $10.00 per Private Placement Unit, in a private placement to the Sponsor and the at-risk capital investors, generating gross proceeds of $2,000,000. Following the Initial Public Offering and the sale of the Private Placement Units, a total of $100,000,000 was placed in the Trust Account.

Previous wording

As of March 31, 2026, we had cash of $1,027,530 and working capital of $824,519. Further, the Sponsor has agreed to loan up to $500,000 to cover organizational, offering related and post-offering expenses. These loans are evidenced by the Note entered into by and between us and the Sponsor, dated October 24, 2025. Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of the Founder Shares by the Sponsor and loans from our Sponsor under the Note.

Current wording

As of June 30, 2026, we had cash of $692,704 and working capital of $639,188. Further, the Sponsor has agreed to loan up to $500,000 to cover organizational, offering related and post-offering expenses. These loans are evidenced by the Note entered into by and between us and the Sponsor, dated October 24, 2025. Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of the Founder Shares by the Sponsor and loans from our Sponsor under the Note.

Previous wording

As of March 31, 2026, we had marketable securities held in the Trust Account of $100,087,917 (including approximately $87,917 of interest earned) consisting of money market funds. We may withdraw interest from the Trust Account as permitted withdrawals to pay income and/or franchise taxes, if any, and up to $100,000 for dissolution expenses. 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 permitted withdrawals and up to $100,000 for dissolution expenses, to complete our initial Business Combination. To the extent that our share capital 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.

Current wording

As of June 30, 2026, we had marketable securities held in the Trust Account of $100,979,443 (including $979,443 of interest earned) consisting of money market funds. We may withdraw interest from the Trust Account as permitted withdrawals to pay income and/or franchise taxes, if any, and up to $100,000 for dissolution expenses. 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 permitted withdrawals and up to $100,000 for dissolution expenses, to complete our initial Business Combination. To the extent that our share capital 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.

Previous wording

We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. We expect to satisfy our liquidity requirements with cash on hand and, if necessary, additional loans from our Sponsor under the Note. If our available funds are not sufficient, we may be unable to continue searching for, or conducting due diligence with respect to, prospective target businesses. Moreover, if our estimates of the costs of identifying a target business, undertaking in-depth due diligence and negotiating an initial Business Combination are less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our initial Business Combination. Moreover, we may need to obtain additional financing either to complete our initial Business Combination or because we become obligated to redeem a significant number of our Public Shares upon completion of our initial Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.

Current wording

We may need to raise additional funds in order to meet the expenditures required for operating our business. We expect to satisfy our liquidity requirements with cash on hand and, if necessary, additional loans from our Sponsor under the Note. If our available funds are not sufficient, we may be unable to continue searching for, or conducting due diligence with respect to, prospective target businesses. Moreover, if our estimates of the costs of identifying a target business, undertaking in-depth due diligence and negotiating an initial Business Combination are less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our initial Business Combination. Moreover, we may need to obtain additional financing either to complete our initial Business Combination or because we become obligated to redeem a significant number of our Public Shares upon completion of our initial Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.

Previous wording

For the three months ended March 31, 2026, cash used in operating activities was $43,141. Net income of $12,001 was affected by the interest earned on marketable securities held in the Trust Account of $87,917, change in fair value of over-allotment option liability of $31,000, payment of general and administrative expenses under the Note of $25,165, prior year pre-payment applied to current year general and administrative expenses of $3,350 and interest expense on financed loan liability of $319. Changes in operating assets and liabilities provided $34,941 of cash for operating activities.

Current wording

For the six months ended June 30, 2026, cash used in operating activities was $350,118. Net income of $713,174 was affected by the interest earned on marketable securities held in the Trust Account of $979,443, change in fair value of over-allotment option liability of $93,900, payment of general and administrative expenses under the Note of $39,665 and interest expense on financed loan liability of $2,101. Changes in operating assets and liabilities used $31,715 of cash for operating activities.

Previous wording

For the three months ended March 31, 2026, cash used in investment activities was $100,000,000, which was the amount required to be deposited in the Trust Account from the Initial Public Offering and sale of the Private Placement Units.

Current wording

For the six months ended June 30, 2026, cash used in investment activities was $100,000,000, which was the amount required to be deposited in the Trust Account from the Initial Public Offering and sale of the Private Placement Units.

Previous wording

For the three months ended March 31, 2026, cash provided by financing activities was $101,045,671, which is comprised of the proceeds from the Initial Public Offering and the sale of the Private Placement Units, net of offering costs.

Current wording

For the six months ended June 30, 2026, cash provided by financing activities was $101,017,822, which was mostly comprised of the proceeds from the Initial Public Offering and the sale of the Private Placement Units, net of offering costs.

Previous wording

At March 31, 2026, the Company had cash of $1,027,530 and working capital of $824,519.

Current wording

At June 30, 2026, the Company had cash of $692,704 and working capital of $639,188.