For the transition period from __________ to __________ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Commission file number: 001-42138 Flag Ship Acquisition Corporation FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Registrant's telephone number, including area code) (Former name, forme ...

Core Viewpoint - Flag Ship Acquisition Corporation has extended the deadline for completing its business combination by one month to October 20, 2025, with a deposit of $60,000 made by its sponsor, Whale Management Corporation [1][2]. Company Overview - Flag Ship Acquisition Corporation is a publicly-traded special purpose acquisition company (SPAC) formed to engage in business combinations, including acquisitions, share exchanges, and asset purchases, without limitations on industry or geographic focus [3]. - The company is sponsored by Whale Management Corporation, a business entity based in the British Virgin Islands [3].

[PART I. FINANCIAL INFORMATION](index=4&type=section&id=Part%20I.%20Financial%20Information) [ITEM 1. FINANCIAL STATEMENTS](index=4&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited interim financial statements and notes on the company's financial position [UNAUDITED BALANCE SHEETS](index=4&type=section&id=Balance%20Sheets%20(Unaudited)) Unaudited Balance Sheets Summary | ASSETS / LIABILITIES | June 30, 2025 (US$) | December 31, 2024 (US$) | | :------------------- | :------------------ | :-------------------- | | Cash | 19,769 | 76,747 | | Cash and investments held in trust account | 72,281,179 | 70,799,136 | | Total Assets | 72,365,816 | 70,971,620 | | Promissory notes – related party | 930,351 | 677,851 | | Total Shareholders' deficit | (2,579,456) | (2,264,737) | [UNAUDITED STATEMENTS OF OPERATIONS](index=5&type=section&id=Statements%20of%20Operations%20(Unaudited)) Unaudited Statements of Operations Summary | Metric | Three months ended June 30, 2025 (US$) | Three months ended June 30, 2024 (US$) | Six months ended June 30, 2025 (US$) | Six months ended June 30, 2024 (US$) | | :--------------------------------------- | :------------------------------------- | :------------------------------------- | :----------------------------------- | :----------------------------------- | | Formation, general and administrative expenses | (152,648) | (78,021) | (314,719) | (153,809) | | Interest and dividends earned on Trust Account | 742,274 | 97,945 | 1,482,043 | 97,945 | | NET INCOME (LOSS) | 589,626 | 19,924 | 1,167,324 | (55,864) | | Basic and diluted net income (loss) per ordinary shares subject to possible redemption | 0.07 | 0.01 | 0.13 | (0.03) | [UNAUDITED STATEMENTS OF CHANGES IN SHAREHOLDERS' DEFICIT](index=6&type=section&id=Statements%20of%20Changes%20in%20Shareholders'%20Deficit%20(Unaudited)) Unaudited Statements of Changes in Shareholders' Deficit Summary | Item | Balance as of January 1, 2025 (US$) | Balance as of June 30, 2025 (US$) | | :--------------------------------------- | :-------------------------------- | :-------------------------------- | | Total Shareholders' deficit | (2,264,737) | (2,579,456) | **Key Changes for Six Months Ended June 30, 2025:** * Subsequent remeasurement of ordinary shares subject to redemption: $(739,769) for Q1 2025 and $(742,274) for Q2 2025. * Net income: $577,698 for Q1 2025 and $589,626 for Q2 2025. [UNAUDITED STATEMENTS OF CASH FLOWS](index=7&type=section&id=Statements%20of%20Cash%20Flows%20(Unaudited)) Unaudited Statements of Cash Flows Summary | Cash Flow Activity | Six months ended June 30, 2025 (US$) | Six months ended June 30, 2024 (US$) | | :----------------- | :----------------------------------- | :----------------------------------- | | Net income (loss) | 1,167,324 | (55,864) | | Net cash used in operating activities | (249,478) | (219,597) | | Net cash used in investing activities | - | (69,000,000) | | Net cash provided by financing activities | 192,500 | 69,209,013 | | NET CHANGE IN CASH | (56,978) | (10,584) | | CASH, END OF PERIOD | 19,769 | 105,626 | [NOTES TO UNAUDITED FINANCIAL STATEMENTS](index=8&type=section&id=Notes%20to%20Unaudited%20Financial%20Statements) [NOTE 1 – ORGANIZATION AND BUSINESS BACKGROUND](index=8&type=section&id=NOTE%201%20–%20ORGANIZATION%20AND%20BUSINESS%20BACKGROUND) - The Company is a **blank check company** incorporated in the Cayman Islands on **May 14, 2018**, formed for the purpose of effecting a business combination, with an intention to focus on businesses connected to the **Asian market**[15](index=15&type=chunk)[16](index=16&type=chunk) - The Initial Public Offering (IPO) was consummated on June 20, 2024, raising **$69,000,000** from **6,900,000 units**, with an additional **$2,380,000** from a private placement to the Sponsor[18](index=18&type=chunk)[19](index=19&type=chunk) - An amount of **$69,000,000** from the IPO and private placement proceeds was placed in a **Trust Account**, to be invested in U.S. government treasury bills or money market funds[21](index=21&type=chunk) - The Company has until **12-15 months** (extendable to **21-24 months**) from the IPO closing to consummate a Business Combination[30](index=30&type=chunk) - On **April 18, 2025**, the Company entered into an Agreement and Plan of Merger with **Great Future Technology Inc. (GFT)** and GFT Merger Sub Limited, replacing a previous agreement with Great Rich Technologies Limited[35](index=35&type=chunk)[36](index=36&type=chunk) - Management has determined that the potential mandatory liquidation if a business combination is not completed within the prescribed period raises **substantial doubt** about the Company's ability to continue as a **going concern**[42](index=42&type=chunk) [NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES](index=12&type=section&id=NOTE%202%20–%20SIGNIFICANT%20ACCOUNTING%20POLICIES) - The unaudited financial statements are prepared in accordance with **U.S. GAAP** for interim financial statements and **Article 8 of Regulation S-X**[43](index=43&type=chunk) - The Company is an "**emerging growth company**" and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[45](index=45&type=chunk)[46](index=46&type=chunk) Trust Account Balances | Item | June 30, 2025 (US$) | December 31, 2024 (US$) | | :-------------------------------- | :------------------ | :-------------------- | | Cash and investments held in Trust Account | 72,281,179 | 70,799,136 | - Rights issued upon IPO and private placements are classified as **equity under ASC 480**[53](index=53&type=chunk) - Ordinary shares subject to possible redemption are presented at **redemption value** as **temporary equity**, outside of the shareholders' equity section[57](index=57&type=chunk) - The fair value of the Company's financial assets and liabilities approximates their carrying amounts due to their short-term nature, with cash and investments held in the trust account measured at **Level 1 fair value**[63](index=63&type=chunk)[67](index=67&type=chunk) [NOTE 3 – INITIAL PUBLIC OFFERING](index=18&type=section&id=NOTE%203%20–%20INITIAL%20PUBLIC%20OFFERING) - On **June 20, 2024**, the Company sold **6,900,000 Public Units** at **$10.00 per unit**, including the full exercise of the underwriter's over-allotment option[69](index=69&type=chunk) - Public shares contain a **redemption feature**, requiring them to be classified outside of **permanent equity**, with changes in redemption value recognized immediately[70](index=70&type=chunk)[72](index=72&type=chunk) [NOTE 4 – PRIVATE PLACEMENT](index=19&type=section&id=NOTE%204%20–%20PRIVATE%20PLACEMENT) - Simultaneously with the IPO, **238,000 Private Placement Units** were sold to the Sponsor at **$10.00 per unit**[73](index=73&type=chunk) - These Private Placement Units are **identical to the Public Units**, except for certain registration rights and transfer restrictions[74](index=74&type=chunk) [NOTE 5 – RELATED PARTY TRANSACTIONS](index=19&type=section&id=NOTE%205%20–%20RELATED%20PARTY%20TRANSACTIONS) - The Sponsor holds **1,963,000 Founder Shares**, which are subject to transfer restrictions[75](index=75&type=chunk)[76](index=76&type=chunk) - An unsecured promissory note to the Sponsor had an outstanding principal amount of **$930,351** as of **June 30, 2025**, which is **non-interest bearing** and due by **December 31, 2025**, or upon consummation of the initial business combination[79](index=79&type=chunk)[80](index=80&type=chunk) - The Company pays Whale Management Corporation (Sponsor) a monthly fee of **$10,000** for general and administrative services, with an unpaid balance of **$100,000** as of **June 30, 2025**[81](index=81&type=chunk) - Working Capital Loans may be provided by the Sponsor or affiliates to finance transaction costs, repayable without interest upon business combination or convertible into units; **no borrowings existed as of June 30, 2025**[82](index=82&type=chunk)[83](index=83&type=chunk) - Related Party Extension Loans, if provided by the Sponsor for extending the business combination period, would be **$230,000 per month**, **up to $2,070,000**; **no such loans were outstanding as of June 30, 2025**[85](index=85&type=chunk) [NOTE 6 – SHAREHOLDERS' EQUITY](index=21&type=section&id=NOTE%206%20–%20SHAREHOLDERS'%20EQUITY) - The Company is authorized to issue **50,000,000 ordinary shares** with **$0.001 par value**; **1,963,000 shares** were issued and outstanding (excluding redeemable shares) as of June 30, 2025 and December 31, 2024[86](index=86&type=chunk) - Each right entitles the holder to receive **one-tenth (1/10) of one ordinary share** upon consummation of a Business Combination; rights will expire worthless if no business combination is completed[87](index=87&type=chunk)[88](index=88&type=chunk) [NOTE 7 – COMMITMENTS AND CONTINGENCIES](index=22&type=section&id=NOTE%207%20–%20COMMITMENTS%20AND%20CONTINGENCIES) - Holders of Founder Shares, Private Units, and Working Capital Loan securities are entitled to **registration rights**[90](index=90&type=chunk) - The underwriters received a cash underwriting discount of **$1,380,000** and are entitled to a deferred underwriting fee of **$1,725,000**, payable upon the closing of a Business Combination[91](index=91&type=chunk) [NOTE 8 – SEGMENT INFORMATION](index=22&type=section&id=NOTE%208%20–%20SEGMENT%20INFORMATION) - The Company operates as a **single operating segment**, with the **Chief Financial Officer** identified as the chief operating decision maker (CODM)[93](index=93&type=chunk) - The CODM reviews key metrics such as **general and administrative expenses** and **interest/dividends earned on Trust Account assets** to assess performance and allocate resources[94](index=94&type=chunk)[95](index=95&type=chunk) [NOTE 9 – SUBSEQUENT EVENTS](index=23&type=section&id=NOTE%209%20–%20SUBSEQUENT%20EVENTS) - The Company **did not identify any subsequent events** requiring adjustment or disclosure in the unaudited financial statements[97](index=97&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=24&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes the Company's financial condition, operational results, and liquidity, including its blank check status and proposed merger [Overview](index=24&type=section&id=Overview) - The Company is a **blank check company** formed to effect a business combination, which was incorporated on **May 14, 2018**[100](index=100&type=chunk) - Following its IPO in June 2024, **$69,000,000** was placed in a **Trust Account**, to be used for a business combination or redeemed for public shareholders under specific conditions[102](index=102&type=chunk) - The Company has up to **21 months** (or **24 months** if an event occurs) from the IPO closing to complete its initial business combination, extendable by monthly deposits from the Sponsor[104](index=104&type=chunk) [Proposed GFT Business Combination](index=25&type=section&id=Proposed%20GFT%20Business%20Combination) - On **April 18, 2025**, the Company entered into a Merger Agreement with **Great Future Technology Inc. (GFT)** and GFT Merger Sub Limited, which supersedes the previous GRT Merger Agreement[105](index=105&type=chunk)[107](index=107&type=chunk) - Upon the merger, the Company will merge into GFT Merger Sub, becoming a **wholly-owned subsidiary of GFT**, and Company shares will be exchanged for **GFT Class A ordinary shares**[105](index=105&type=chunk)[106](index=106&type=chunk) [Results of Operations](index=26&type=section&id=Results%20of%20Operations) - The Company will **not generate operating revenues** until the completion of a business combination, with **non-operating income** derived from interest and dividends earned on the **Trust Account**[108](index=108&type=chunk) Net Income and Trust Account Interest/Dividends | Metric | Three months ended June 30, 2025 (US$) | Three months ended June 30, 2024 (US$) | Six months ended June 30, 2025 (US$) | Six months ended June 30, 2024 (US$) | | :--------------------------------------- | :------------------------------------- | :------------------------------------- | :----------------------------------- | :----------------------------------- | | Net income (loss) | 589,626 | 19,924 | 1,167,324 | (55,864) | | Interest and dividends earned on Trust Account | 742,274 | 97,945 | 1,482,043 | 97,945 | [Liquidity, Capital Resources and Going Concern](index=26&type=section&id=Liquidity,%20Capital%20Resources%20and%20Going%20Concern) - Following the IPO and private placement, **$69,000,000** was placed in the **Trust Account**, and the Company incurred **$3,448,233 in transaction costs**[111](index=111&type=chunk)[112](index=112&type=chunk) Cash and Investments | Item | June 30, 2025 (US$) | | :-------------------------------- | :------------------ | | Cash and investments held in Trust Account | 72,281,179 | | Cash held outside Trust Account | 19,769 | - The Sponsor may provide Working Capital Loans, which are repayable upon a Business Combination or convertible into units; the Company also has an unsecured promissory note (2024 Note) from the Sponsor with **$930,351 outstanding as of June 30, 2025**[115](index=115&type=chunk)[116](index=116&type=chunk) - The Company's ability to continue as a **going concern** is in **substantial doubt** due to the **mandatory liquidation** requirement if a business combination is not completed within the prescribed timeframe[117](index=117&type=chunk)[118](index=118&type=chunk) [Contractual Obligations](index=28&type=section&id=Contractual%20Obligations) - The Company has an agreement to pay the Sponsor a monthly fee of **$10,000** for general and administrative services[119](index=119&type=chunk)[122](index=122&type=chunk) - The underwriters are entitled to a deferred underwriting fee of **$1,725,000**, payable upon the closing of a Business Combination[121](index=121&type=chunk) - The 2024 Note from the Sponsor allows borrowing **up to $1,000,000**, is **non-interest bearing**, and is repayable upon the earlier of the initial business combination or **December 31, 2025**[124](index=124&type=chunk) - The Sponsor or its affiliates may make extension payments of **$230,000 per month** to extend the period for consummating a business combination[125](index=125&type=chunk) [Critical Accounting Estimates](index=29&type=section&id=Critical%20Accounting%20Estimates) - A critical accounting estimate for the Company's unaudited financial statements is the **valuation of ordinary shares subject to possible redemption**[126](index=126&type=chunk) [Recent Accounting Pronouncements](index=29&type=section&id=Recent%20Accounting%20Pronouncements) - Management does not believe that any recently issued, but not yet effective, accounting pronouncements would have a **material effect** on the Company's unaudited financial statements[127](index=127&type=chunk) [Off-Balance Sheet Arrangements](index=29&type=section&id=Off-Balance%20Sheet%20Arrangements) - As of June 30, 2025, the Company **did not have any off-balance sheet arrangements**[128](index=128&type=chunk) [JOBS Act](index=29&type=section&id=JOBS%20Act) - The Company qualifies as an "**emerging growth company**" under the JOBS Act, allowing it to **delay the adoption of new accounting standards** and benefit from **exemptions from certain reporting requirements**[129](index=129&type=chunk)[130](index=130&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES REGARDING MARKET RISK](index=29&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) This section states that the Company is not subject to material market or interest rate risk due to its investment strategy - As of June 30, 2025, the Company was **not subject to any material market or interest rate risk**[131](index=131&type=chunk) - Net proceeds from the IPO, including amounts in the Trust Account, are invested in **short-term U.S. government securities or money market funds**, **minimizing interest rate risk exposure**[131](index=131&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=30&type=section&id=Item%204.%20Controls%20and%20Procedures) This section evaluates the effectiveness of the Company's disclosure controls and procedures and reports on changes in internal control over financial reporting [Evaluation of Disclosure Controls and Procedures](index=30&type=section&id=Evaluation%20of%20Disclosure%20Controls%20and%20Procedures) - As of June 30, 2025, the Company's disclosure controls and procedures were deemed **not effective** due to **material weaknesses**[134](index=134&type=chunk) - **Material weaknesses** identified include **inadequate segregation of duties** within account processes due to limited personnel and **insufficient written policies and procedures** for accounting, IT, financial reporting, and record keeping[134](index=134&type=chunk) - Management plans to implement measures to improve controls, including **enhancing review processes** for complex securities and **considering additional staff**[134](index=134&type=chunk) [Changes in Internal Control Over Financial Reporting](index=30&type=section&id=Changes%20in%20Internal%20Control%20Over%20Financial%20Reporting) - There were **no changes** in the Company's internal control over financial reporting during the most recent fiscal quarter that **materially affected**, or are reasonably likely to materially affect, its internal control over financial reporting[136](index=136&type=chunk) [PART II. OTHER INFORMATION](index=31&type=section&id=Part%20II.%20Other%20Information) [ITEM 1. LEGAL PROCEEDINGS](index=31&type=section&id=Item%201.%20Legal%20Proceedings) This section confirms that the Company is not currently involved in any legal proceedings - The Company is **not a party to any legal proceedings** as of the filing date of this Form 10-Q[139](index=139&type=chunk) [ITEM 1A. RISK FACTORS](index=31&type=section&id=Item%201A.%20Risk%20Factors) This section states that there have been no material changes to the risk factors previously disclosed in the Company's Annual Report on Form 10-K - As of the date of this Quarterly Report, there have been **no material changes to the risk factors** disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2024[140](index=140&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=31&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section details unregistered sales of equity securities, including private placement units, and the use of IPO and private placement proceeds for the Trust Account - The Company completed its IPO on **July 20, 2024**, selling **6,900,000 units** for gross proceeds of **$69,000,000**[141](index=141&type=chunk) - Simultaneously, a private placement of **238,000 units** was made to the Sponsor for **$2,380,000**, issued under **Section 4(a)(2) of the Securities Act**[142](index=142&type=chunk) - A **total of $69,000,000** from the IPO and private placement proceeds was placed in a U.S.-based **Trust Account**[143](index=143&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=32&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) This section reports that there are no defaults upon senior securities - **None**[145](index=145&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=32&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section indicates that mine safety disclosures are not applicable to the Company - **Not applicable**[146](index=146&type=chunk) [ITEM 5. OTHER INFORMATION](index=32&type=section&id=Item%205.%20Other%20Information) This section confirms that no Rule 10b5-1 or non-Rule 10b5-1 trading arrangements were adopted or terminated by directors or officers during the quarter - During the quarter ended June 30, 2025, **no director or officer adopted or terminated any Rule 10b5-1 or non-Rule 10b5-1 trading arrangements**[147](index=147&type=chunk) [ITEM 6. EXHIBITS](index=33&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q - **Key exhibits** include the **Merger Agreement with Great Future Technology Inc.**, **Parent Shareholder Lock-Up and Support Agreement**, **Sponsor Lock-up Agreement**, **Sponsor Voting and Support Agreement**, **Amended and Restated Registration Rights Agreement**, **Mutual Termination Agreement**, and **various certifications (CEO, CFO)**[151](index=151&type=chunk) [PART III. SIGNATURES](index=34&type=section&id=Part%20III.%20Signatures) - The report was signed on **August 1, 2025**, by **Matthew Chen, Chief Executive Officer (Principal Executive Officer)**, and **Luhuan Zhong, Chief Financial Officer (Principal Financial Officer)**[155](index=155&type=chunk)

PART I. FINANCIAL INFORMATION [ITEM 1. FINANCIAL STATEMENTS](index=4&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) Presents unaudited Q1 2025 financial statements, including balance sheets, operations, equity, cash flows, and detailed notes [Balance Sheets (Unaudited)](index=4&type=section&id=Balance%20Sheets%20%28Unaudited%29) Outlines the Company's financial position as of March 31, 2025, and December 31, 2024, detailing changes in assets, liabilities, and shareholders' deficit Balance Sheet Summary (US$) | Metric | March 31, 2025 (US$) | December 31, 2024 (US$) | Change (US$) | | :-------------------------------- | :--------------------- | :---------------------- | :------------- | | Cash | 35,705 | 76,747 | (41,042) | | Prepayments and deposits | 121,030 | 95,737 | 25,293 | | Total current assets | 156,735 | 172,484 | (15,749) | | Cash and investments in trust | 71,538,905 | 70,799,136 | 739,769 | | **TOTAL ASSETS** | **71,695,640** | **70,971,620** | **724,020** | | Accrued liabilities | 8,192 | 34,370 | (26,178) | | Promissory notes – related party | 850,351 | 677,851 | 172,500 | | Total current liabilities | 858,543 | 712,221 | 146,322 | | Deferred underwriting compensation | 1,725,000 | 1,725,000 | 0 | | **TOTAL LIABILITIES** | **2,583,543** | **2,437,221** | **146,322** | | Ordinary shares subject to redemption | 71,538,905 | 70,799,136 | 739,769 | | Accumulated deficit | (2,428,771) | (2,266,700) | (162,071) | | **Total Shareholders' deficit** | **(2,426,808)** | **(2,264,737)** | **(162,071)** | [Statements of Operations (Unaudited)](index=5&type=section&id=Statements%20of%20Operations%20%28Unaudited%29) Details the Company's financial performance for the three months ended March 31, 2025, and 2024, showing a shift to net income from trust account earnings Statements of Operations Summary (US$) | Metric | Three Months Ended March 31, 2025 (US$) | Three Months Ended March 31, 2024 (US$) | Change (US$) | | :------------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :------------- | | Formation, general and administrative expenses | (162,071) | (75,788) | (86,283) | | Interest and dividends from Trust Account | 739,769 | - | 739,769 | | **NET INCOME (LOSS)** | **577,698** | **(75,788)** | **653,486** | | Basic and diluted net income per ordinary shares subject to possible redemption | 0.07 | - | 0.07 | | Basic and diluted net income (loss) per ordinary shares attributable to Flag Ship Acquisition Corporation | 0.07 | (0.05) | 0.12 | [Statements of Changes in Shareholders' Deficit (Unaudited)](index=6&type=section&id=Statements%20of%20Changes%20in%20Shareholders%27%20Deficit%20%28Unaudited%29) Outlines changes in shareholders' deficit for the three months ended March 31, 2025, and 2024, reflecting net income/loss and share remeasurement Statements of Changes in Shareholders' Deficit Summary (US$) | Metric | Balance as of Jan 1, 2025 (US$) | Subsequent remeasurement (US$) | Net income (US$) | Balance as of Mar 31, 2025 (US$) | | :----------------------------------- | :------------------------------ | :----------------------------- | :--------------- | :------------------------------- | | Ordinary shares | 1,963 | - | - | 1,963 | | Accumulated deficit | (2,266,700) | (739,769) | 577,698 | (2,428,771) | | **Total Shareholders' deficit** | **(2,264,737)** | **(739,769)** | **577,698** | **(2,426,808)** | | Metric | Balance as of Jan 1, 2024 (US$) | Net loss (US$) | Balance as of Mar 31, 2024 (US$) | | :----------------------------------- | :------------------------------ | :--------------- | :------------------------------- | | Ordinary shares | 1,725 | - | 1,725 | | Accumulated deficit | (308,006) | (75,788) | (383,794) | | **Total Shareholders' deficit** | **(283,006)** | **(75,788)** | **(358,794)** | [Statements of Cash Flows (Unaudited)](index=7&type=section&id=Statements%20of%20Cash%20Flows%20%28Unaudited%29) Provides a breakdown of cash flows from operating, investing, and financing activities for the three months ended March 31, 2025, and 2024 Statements of Cash Flows Summary (US$) | Metric | Three Months Ended March 31, 2025 (US$) | Three Months Ended March 31, 2024 (US$) | Change (US$) | | :------------------------------------------ | :-------------------------------------- | :-------------------------------------- | :------------- | | Net income (loss) | 577,698 | (75,788) | 653,486 | | Interest and dividends from Trust Account | (739,769) | - | (739,769) | | Net cash used in operating activities | (183,542) | (70,506) | (113,036) | | Net cash provided by (used in) financing activities | 142,500 | (5,000) | 147,500 | | **NET CHANGE IN CASH** | **(41,042)** | **(75,506)** | **34,464** | | CASH, BEGINNING OF PERIOD | 76,747 | 116,210 | (39,463) | | CASH, END OF PERIOD | 35,705 | 40,704 | (4,999) | [Notes to Unaudited Financial Statements](index=8&type=section&id=Notes%20to%20Unaudited%20Financial%20Statements) Provides detailed explanations and disclosures supporting the unaudited financial statements, covering company formation, policies, IPO, and subsequent events [NOTE 1 – ORGANIZATION AND BUSINESS BACKGROUND](index=8&type=section&id=NOTE%201%20%E2%80%93%20ORGANIZATION%20AND%20BUSINESS%20BACKGROUND) Flag Ship Acquisition Corporation, a blank check company, completed its IPO in June 2024 and recently changed its merger agreement to Great Future Technology Inc - Company is a blank check company (SPAC) incorporated in May 2018, formed to effect a business combination, with an intent to focus on businesses connected to the Asian market[13](index=13&type=chunk)[14](index=14&type=chunk) - The Initial Public Offering (IPO) was consummated on June 20, 2024, generating gross proceeds of **$69,000,000** from 6,900,000 units at **$10.00 per unit**[16](index=16&type=chunk) - Simultaneously with the IPO, **238,000 Private Placement Units** were sold to Whale Management Corporation (Sponsor) for **$2,380,000**[17](index=17&type=chunk) - A total of **$69,000,000** from the IPO and private placement was placed in a Trust Account, to be invested in U.S. government treasury bills or money market funds[19](index=19&type=chunk) - On April 18, 2025, the Company terminated the Agreement and Plan of Merger with Great Rich Technologies Limited (GRT) and entered into a new Merger Agreement with Great Future Technology Inc. (GFT)[30](index=30&type=chunk)[31](index=31&type=chunk) - Management has determined that the possibility of not consummating an initial business combination within the prescribed period raises substantial doubt about the Company's ability to continue as a going concern[36](index=36&type=chunk) [NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES](index=12&type=section&id=NOTE%202%20%E2%80%93%20SIGNIFICANT%20ACCOUNTING%20POLICIES) Details significant accounting policies, including emerging growth company status, trust account investments, rights accounting, income taxes, and fair value measurements - The Company is an "emerging growth company" and has elected to use the extended transition period for complying with new or revised financial accounting standards[38](index=38&type=chunk)[39](index=39&type=chunk) - Cash and investments held in the Trust Account amounted to **$71,538,905** as of March 3

Financial Performance - For the year ended December 31, 2024, the company reported a net income of $909,838, primarily driven by dividend income of $1,799,136 from marketable securities held in the Trust Account, offset by expenses of $889,298[396]. Initial Public Offering - The company completed its Initial Public Offering on June 20, 2024, raising gross proceeds of $69,000,000 from the sale of 6,900,000 Units and an additional $2,380,000 from the sale of 238,000 Private Units[397]. - The company incurred total transaction costs of $3,448,233 related to the Initial Public Offering, including $1,380,000 in underwriting fees and $1,725,000 in deferred underwriting fees[398]. Trust Account and Investments - As of December 31, 2024, the company had total investments in the Trust Account amounting to $70,799,136, which will be utilized to complete the Business Combination[399]. - The company has cash of $76,747 held outside the Trust Account, which will be used for operational expenses and due diligence related to potential Business Combinations[400]. Debt and Financial Obligations - The company has no long-term debt or off-balance sheet financing arrangements as of December 31, 2024, and only has a monthly fee obligation of $10,000 to the Sponsor for administrative services[404][405]. - The company issued an unsecured promissory note (the "2024 Note") for up to $1,000,000 to the Sponsor, with $677,851 outstanding as of December 31, 2024[402]. Future Expectations and Capital Needs - The company expects to incur increased expenses due to being a public entity, including legal and compliance costs, as well as due diligence expenses for potential acquisitions[395]. - The company anticipates needing to raise additional capital to complete a Business Combination, which may involve loans or investments from its Sponsor or other parties[403]. - The company has extended the Outside Date for the Proposed GRT Business Combination from February 28, 2025, to August 28, 2025, through an amendment to the Merger Agreement[393].

Financial Performance - For the three months ended September 30, 2024, the company reported a net income of $488,327, driven by dividend income of $891,298 from investments held in the Trust Account, offset by formation and operating costs of $402,971[104]. - For the nine months ended September 30, 2024, the company achieved a net income of $432,463, with dividend income of $989,243 and formation and operating costs of $556,780[106]. - The company incurred a net loss of $45,809 for the three months ended September 30, 2023, entirely attributed to formation and operating costs[106]. Costs and Expenses - The company expects to incur significant costs in pursuing its acquisition plans, with no assurance of successful completion of a Business Combination[102]. - The underwriters are entitled to a cash underwriting discount of 2.0% of the gross proceeds of the initial public offering, amounting to $1,380,000, upon the closing of the initial business combination[109]. - The company has entered into an agreement to pay its sponsor $10,000 per month for administrative support services until the consummation of the initial business combination[110]. Financial Position and Accounting - The company had no off-balance sheet arrangements as of September 30, 2024[115]. - The company has not identified any critical accounting estimates that could materially affect its financial statements[113]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new or revised accounting standards[116]. Investment Strategy - The company has invested the net proceeds from its Initial Public Offering in U.S. government securities with a maturity of 180 days or less, minimizing exposure to interest rate risk[118].