FACTU — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-12

• Although we are not limited to a particular industry or geographic region for purposes of completing an initial business combination, we are focusing our search on a target in an industry where we believe our management’s expertise will provide us with a competitive advantage. We are an early stage …

• On July 16, 2026, the PAD Business Combination Agreement was terminated in accordance with its terms (the “Termination”). No termination fee was payable by either party. As a result of the Termination, the voting and support agreement, dated November 26, 2025, by and among Sponsor HoldCo, the Compan…

• We have neither engaged in any operations nor generated any revenues to date. Our only activities from June 19, 2024 (inception) through June 30, 2026 were organizational activities, activities necessary to prepare for and consummate our IPO, and subsequent to the IPO, identifying a target company f…

• For the six months ended June 30, 2026, we had net income of $1,894,060, which consists of interest income on cash held in the Trust Account of $3,108,089, and interest earned on bank account of $3,852, offset by general and administrative expenses of $1,217,881.

• For the three months ended June 30, 2025, we had net income of $1,631,524, which consists of interest income on cash held in the Trust Account of $1,819,161 and interest earned on bank account of $11,921, offset by general and administrative expenses of $199,558.

Text removed vs the prior filing · source: 10-Q · 2026-05-11

• We expect to continue to incur significant costs in the pursuit of our acquisition plans. We cannot assure you that our plans to complete a business combination will be successful.

• We have neither engaged in any operations nor generated any revenues to date. Our only activities from June 19, 2024 (inception) through March 31, 2026 were organizational activities, those necessary to prepare for our IPO, described below, and subsequent to the IPO, identifying a target company for…

• For the three months ended March 31, 2026, we had net income of $1,034,133, which consists of interest income on cash held in the Trust Account of $1,548,784, and interest earned on bank account of $2,965, offset by general and administrative expenses of $517,616.

• Nonetheless, the mandatory liquidation date, should our initial business combination not occur by November 27, 2026, and the potential subsequent dissolution raise substantial doubt about our ability to continue as a going concern.

Text added vs the prior filing · source: 10-Q · 2026-08-12

• Except as set forth below, there have been no material changes from the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on March 13, 2026.

• The termination of the PAD Business Combination Agreement may adversely affect our ability to complete an initial business combination within the required time period.

• On July 16, 2026, the PAD Business Combination Agreement was terminated. As a result, we must identify, negotiate and complete an alternative initial business combination by November 27, 2026, unless the period within which we must complete an initial business combination is extended pursuant to our…

• The termination of the PAD Business Combination Agreement may also result in additional legal, accounting, financial advisory and other expenses without any corresponding benefit. In addition, prospective target businesses may perceive the limited time remaining before our liquidation deadline as re…

Text removed vs the prior filing · source: 10-Q · 2026-05-11

• Factors that could cause our actual results to differ materially from those in this Quarterly Report include the risk factors described in our Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC on March 13, 2026. As of the date of this Quarterly Report, there have…