SZZL — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-14

• On April 13, 2026, we entered into the Trasteel BCA with Trasteel, to which, upon execution and delivery of a joinder thereto, each of (i) Pubco and (ii) Merger Sub will become a party.

• Upon the Closing, (a) Pubco will acquire all of the Trasteel Shares from the Trasteel Shareholders in exchange for Pubco Ordinary Shares, Trasteel shall become a wholly-owned subsidiary of Pubco and the Trasteel Shareholders shall become shareholders of Pubco; and (b) Merger Sub will merge with and …

• Under the Trasteel BCA, immediately prior to the Closing, each outstanding private and publicly traded Unit will be automatically separated into its component securities, consisting of one Class A Ordinary Share and one Right, and thereafter the Rights will be aggregated per holder and converted int…

• In order to exchange Trasteel Shares for Pubco Ordinary Shares in accordance with the Trasteel BCA, the Trasteel Shareholders will each sign a separate agreement with the us Pubco and Trasteel after the Trasteel Registration Statement becomes effective.

• For more information regarding the Trasteel BCA and the proposed Trasteel Business Combination, see our Current Report on Form 8-K, as filed with the SEC on April 17, 2026, as well as the Trasteel Registration Statement, once filed, and the other filings that our Company, Trasteel and Pubco may make…

Text removed vs the prior filing · source: 10-Q · 2025-11-13

• We have neither engaged in any operations nor generated any revenues to date. Our only activities since July 8, 2024 (inception) through September 30, 2025, have been (i) organizational activities and (ii) activities relating to (x) the Initial Public Offering and (y) identifying and evaluating pros…

• For the three months ended September 30, 2025, we had net income of $2,289,200, which consists of interest income earned on marketable securities held in the Trust Account of $2,434,162, partially offset by operating costs of $144,962.

• For the nine months ended September 30, 2025, we had a net income of $4,320,479, which consists of interest income earned on marketable securities held in the Trust Account of $4,714,504, partially offset by operating costs of $394,025.

• For the July 8, 2024 (inception) through September 30, 2024, we had a net loss of $51,730, which consists of operating costs.

• Following the Initial Public Offering, including the full exercise of the Over-Allotment Option, and the Private Placement, a total of $230,000,000 was initially placed in the Trust Account. We incurred fees of $15,554,267, consisting of $4,000,000 of cash underwriting fee, the Deferred Underwriting…

Text added vs the prior filing · source: 10-Q · 2026-05-14

• There have been no changes to our internal control over financial reporting during the quarterly period ended March 31, 2026 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Text added vs the prior filing · source: 10-Q · 2026-05-14

• For risks related to Trasteel and the Trasteel Business Combination, please see the Trasteel Registration Statement once filed.

• There is substantial doubt about our ability to continue as a “going concern.”

• In connection with our assessment of going concern considerations under applicable accounting standards, Management has determined that our possible need for additional financing to enable us negotiate and complete our initial Business Combination, as well as the deadline by which we may be required…

• Our search for an initial Business Combination, and any target business with which we may ultimately consummate an initial Business Combination, may be materially adversely affected by current global geopolitical conditions and armed conflicts between Ukraine and Russia and in the Middle East betwee…

• Our ability to find a potential target business and the business of any company with which we may consummate a Business Combination could be materially and adversely affected by events that are outside of our control. For example, United States and global markets have experienced and may continue to…