KTWO — what changed in the latest 10-Q

Text added vs the prior filing · source: 10-Q · 2026-08-13

• For the six months ended June 30, 2026, we had a net income of $1,285,964, which consists of interest income on investments held in the Trust Account of $2,007,993, offset by general and administrative expenses of $722,029 which includes share-based compensation expense of $138,700.

• In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC 205-40, Presentation of Financial Statements – Going Concern (“ASC 205-40”), management has determined that the Company’s ability to continue as a going concern for a period of one year from the d…

• In addition, the Company has a limited period of time, until July 30, 2027 (the “Completion Window”), to consummate an initial Business Combination. It is uncertain that the Company will be able to complete an initial Business Combination within the Completion Window. If the Company does not complet…

• Management’s conclusion differs from that disclosed in the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026. As of March 31, 2026, the Company’s mandatory liquidation date fell outside the one-year look-forward period prescribed by ASC 205-40 and, therefore, was not a con…

• We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of June 30, 2026. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which …

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

• In connection with the Company’s assessment of going concern considerations in accordance with FASB ASC 205-40, “Presentation of Financial Statements – Going Concern” (“ASC 205-40”), management does not believe it will need to raise additional funds in order to meet the expenditures required for ope…

• We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of March 31, 2026. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which…

Text added vs the prior filing · source: 10-Q · 2026-08-13

• Section 4501 of the Internal Revenue Code, as enacted by the Inflation Reduction Act of 2022, imposes a 1% excise tax on the fair market value of certain stock repurchases (including redemptions) made by publicly traded U.S. corporations, subject to certain exceptions. As a Cayman Islands exempted c…

• The IRS has issued Notice 2023-2 and final regulations addressing certain aspects of the excise tax’s application to SPAC transactions. However, the IRS guidance does not address all potential factual situations that may arise in connection with SPAC transactions. As a result, significant aspects of…

• If determined to apply to us, the excise tax could be imposed on redemptions of our Class A ordinary shares in connection with our initial business combination, an extension of the completion window, or open market repurchases by our affiliates. However, subject to certain exceptions, the excise tax…

• We have not received a ruling from the IRS or a formal opinion from tax counsel on this issue, and we have not accrued for any potential excise tax liability in our financial statements as of the date of this Quarterly Report. Any excise tax would be payable by us, not by the redeeming shareholders,…

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

• Section 4501 of the Internal Revenue Code, as enacted by the Inflation Reduction Act of 2022, imposes a 1% excise tax on the fair market value of certain stock repurchases made by a "covered corporation." Although we are a Cayman Islands exempted company, the application of this excise tax to SPAC r…

• If determined to apply to us, the excise tax could be imposed on redemptions of our Class A ordinary shares in connection with our initial business combination, an extension of the completion window, open market repurchases by our affiliates, or a liquidation. Under the proposed regulations, the amo…

• We have not received a ruling from the IRS or a formal opinion from tax counsel on this issue, and we have not accrued for any potential excise tax liability in our financial statements as of the date of this Quarterly Report. Any excise tax would be payable by us, not by the redeeming shareholders,…