CBRRF — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-05-15

• The Company’s liquidity needs prior to the consummation of the Initial Public Offering were satisfied through the payment of $25,000 from CBG and CB Co-Investment to cover for certain expenses on behalf of the Company in exchange for issuance of Class B ordinary shares (as defined in Note 5) and a l…

• On May 9, 2024, the Company entered into the Exchange Agreement with Fulton, pursuant to which Fulton and the Company agreed to Exchange the Fulton AC Note for the Exchange Note. The Exchange Note is substantially similar to the Fulton AC Note, except that (i) the governing law and jurisdiction was …

• On June 26, 2024, Phytanix Bio (“Phytanix”) agreed to loan the Company $1,590,995, pursuant to an unsecured non - interest bearing promissory note (the “Bridge Financing Note”). The maturity date of the Bridge Financing Note is the later of (x) June 29, 2025 and (y) the consummation of the Company’s…

• On September 30, 2025, the Company issued an unsecured, non-interest bearing promissory note (the “C/M Note”) to the C/M C/M Lender in the aggregate principal amount of $1,250,000, for an aggregate purchase price of $1,000,000. The C/M Note is due and payable in full on the maturity date, June 30, 2…

• The Company has until November 15, 2026 to consummate an initial Business Combination. If the Company has not consummated a Business Combination by November 15, 2026, the Company must (a) cease all operations except for the purpose of winding up; (b) as promptly as reasonably possible but not more t…

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Our liquidity needs up to December 29, 2023 had been satisfied through the cash receipt of $25,000 from CBG and CB Co-Investment to cover for certain expenses on behalf of the Company in exchange for issuance of founder shares, a loan from the related party of approximately $244,000 under the Note (…

• The Company has until November 15, 2026 to consummate an initial Business Combination. If the Company has not consummated an initial Business Combination by November 15, 2026, the Company must (a) cease all operations except for the purpose of winding up; (b) as promptly as reasonably possible but n…

• In connection with our assessment of going concern considerations in accordance with ASU 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” the Company has determined that the liquidity condition and the date for mandatory liquidation and subsequent dis…

• Our entire activity since inception up to September 30, 2025 was in preparation for our Initial Public Offering and since the closing of the Initial Public Offering, the search for a prospective Business Combination. We will not generate any operating revenues until the closing and completion of our…

• For the three months ended September 30, 2025, we had a net loss of approximately $1,300,000, which consisted of loss from the change in fair value of derivative liabilities of approximately $1.1 million, loss from the change in fair value of contingently issuable private placement warrants of appro…

Text added vs the prior filing · source: 10-Q · 2026-05-15

• Except as described above, there were no changes to our internal control over financial reporting that occurred during our fiscal quarter ended March 31, 2026 that have materially affected or are reasonably likely to materially affect, our internal control over financial reporting.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company. Management assessed the effectiveness of our internal control over financial reporting as of September 30, 2025 based on the framework in Internal Control – Integrated Frame…

• Except as described above, there were no changes to our internal control over financial reporting that occurred during our fiscal quarter ended September 30, 2025 that have materially affected or are reasonably likely to materially affect, our internal control over financial reporting.

Text added vs the prior filing · source: 10-Q · 2026-05-15

• The OTCQB Notice also indicated that the Company, pursuant to Section 4.1(D) of the OTCQB listing standards, had 90 days, or until February 10, 2026, to regain compliance with the Minimum Public Float Requirement or the Company may be removed from the OTCQB marketplace.

• On February 11, 2026, the Company received a written notice from OTC indicating that the cure period had expired. Consequently, the Company’s securities were moved from the OTCQB market to the OTCID Basic Market (“OTCID”) on February 12, 2026. OTC further notified the Company that if it would like t…

• The Company will continue to file its periodic reports and remain subject to the reporting obligations under the Securities Exchange Act of 1934. The Company is actively evaluating strategic options to regain compliance with relevant listing standards and remains committed to upholding transparency …

• The transition of the Company’s Class A ordinary shares and warrants to the OTCID is not expected to affect the Company’s business operations or its reporting requirements under the rules of the SEC.

Text removed vs the prior filing · source: 10-Q · 2025-11-14

• The OTCQB Notice has no immediate effect on the listing of the Company’s securities on OTCQB, and, therefore, the Company’s listing remains fully effective.

• The OTCQB Notice also indicates that the Company, pursuant to Section 4.1(D) of the OTCQB listing standards, has 90 days, or until February 10, 2026, to regain compliance with the Minimum Public Float Requirement or the Company may be removed from the OTCQB marketplace. The Company may apply in writ…