Financial Performance - For the three months ended June 30, 2022, the company reported a net income of $767,187, which included operating costs of $389,666 and a non-cash change in fair value of warrant liabilities of $742,000[129]. - For the six months ended June 30, 2022, the company achieved a net income of $5,282,278, with operating costs of $636,933 and a non-cash change in fair value of warrant liabilities of $5,485,400[130]. Initial Public Offering (IPO) - The company completed its Initial Public Offering on November 16, 2021, raising gross proceeds of $230,000,000 from the sale of 23,000,000 Units at $10.00 per Unit[132]. - The company incurred $24,917,410 in transaction costs related to the IPO, including $4,600,000 in underwriting fees and $8,050,000 in deferred underwriting fees[133]. Trust Account and Investments - Following the IPO, a total of $232,300,000 was placed in the Trust Account, with an additional $1,712,612 in cash held outside the Trust Account for working capital[133]. - As of June 30, 2022, the company held $232,356,324 in investments in the Trust Account, which were later redeemed to purchase $232,971,000 in Short Term Treasury Bill bonds[136]. - The net proceeds held in the Trust Account have been invested in U.S. government treasury bills, notes, or bonds with a maturity of 185 days or less[156]. - The company plans to use funds in the Trust Account primarily to complete a Business Combination and may withdraw interest to pay taxes[137]. Financial Position and Risks - At June 30, 2022, the company had approximately $326,000 in cash and approximately $733,000 in working capital[141]. - The company has no long-term debt or off-balance sheet financing arrangements as of June 30, 2022[143]. - As of June 30, 2022, the company was not subject to any market or interest rate risk[156]. - The company believes there will be no associated material exposure to interest rate risk due to the short-term nature of these investments[156]. - The company expects to continue incurring significant costs in pursuit of its acquisition plans and has less than 12 months to complete a Business Combination[142].

Financial Performance - For the three months ended March 31, 2022, the company reported a net income of $4,515,091, which included operating costs of $247,267 and a non-cash change in fair value of warrant liabilities of $4,743,400 [123]. - Cash used in operating activities for the three months ended March 31, 2022, was $290,810, with net income affected by a non-cash charge for the change in fair value of warrant liability [128]. - The company does not expect to generate operating revenues until after completing an initial Business Combination [122]. Initial Public Offering - The company completed its Initial Public Offering on November 16, 2021, raising gross proceeds of $230,000,000 from the sale of 23,000,000 Units at $10.00 per Unit [126]. - The company incurred $24,917,410 in transaction costs related to the Initial Public Offering, including $4,600,000 in underwriting fees [127]. Cash and Funding - As of March 31, 2022, the company had $232,316,670 in cash held in the Trust Account, intended for completing a Business Combination [130]. - As of March 31, 2022, the company had cash of $713,468 held outside the Trust Account for operational purposes [131]. - The company has committed to provide up to $1,500,000 in additional funds to cover working capital deficiencies or transaction costs related to an intended Business Combination [133]. Business Combination Risks - If the company cannot complete a Business Combination by November 16, 2022, it may cease operations and liquidate the Trust Account [134]. - The company has no long-term debt or off-balance sheet financing arrangements as of March 31, 2022 [137].

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-41048 Integrated Rail and Resources Acquisition Corp. (Exact name of registrant as specified in its charter) Delaware 86-2581754 (S ...

For the transition period from to Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 001- 41048 INTEGRATED RAIL AND RESOURCES ACQUISITION CORP. (Exact name of registrant as specified in its charter) De ...