Copley Acquisition Corp

Item 1. Business. Introduction We are a blank check company incorporated as an exempted company under the laws of the Cayman Islands on November 26, 2024, which will seek to effect a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses or entities, which we refer to throughout this report as our initial business combination. While we may pursue an acquisition opportunity in any business, industry, sector or geographical location, we intend to focus on industries that complement our management team’s and board of director’s background and network, and to capitalize on the ability of our management team and board…

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Item 1A. Risk Factors. We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information otherwise required under this item. For additional risks relating to our operations carefully consider the factors discussed in “Risk Factors” of our prospectus dated May 2, 2025 (the “Prospectus”), which could materially affect our business, financial condition or future results. There have been no material changes during fiscal year 2025 to the risk factors that were included in the Prospectus.

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