PART I. FINANCIAL INFORMATION [Item 1. Condensed Interim Financial Statements](index=3&type=section&id=Item%201.%20Condensed%20Interim%20Financial%20Statements) This section presents the unaudited condensed financial statements for JAWS MUSTANG ACQUISITION CORPORATION, including the balance sheets, statements of operations, changes in shareholders' deficit, and cash flows, along with detailed notes explaining the company's organization, accounting policies, related party transactions, commitments, and fair value measurements [Condensed Balance Sheets](index=3&type=section&id=Condensed%20Balance%20Sheets) Condensed Balance Sheets (Unaudited) | ASSETS | June 30, **2025** | December 31, **2024** | | :--- | :--- | :--- | | Cash | **$38,297** | **$319,207** | | Prepaid expenses | **$22,971** | **$18,910** | | Total Current Assets | **$61,268** | **$338,117** | | Cash held in Trust Account | **$1,049,122** | **$1,035,353** | | TOTAL ASSETS | **$1,110,390** | **$1,373,470** | | **LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS' DEFICIT** | | | | Accrued expenses | **$1,395,847** | **$1,391,149** | | Advance from related parties | **$1,485,000** | **$1,485,000** | | Total Current Liabilities | **$2,880,847** | **$2,876,149** | | Promissory notes - related party | **$1,400,000** | **$1,400,000** | | Working capital loan - related party | **$500,000** | **$500,000** | | Warrant liabilities | **$1,116,750** | **$1,116,750** | | Total Liabilities | **$5,897,597** | **$5,892,899** | | Class A ordinary shares subject to possible redemption | **$1,049,122** | **$1,035,353** | | Total Shareholders' Deficit | **$(5,836,329)** | **$(5,554,782)** | | TOTAL LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS' DEFICIT | **$1,110,390** | **$1,373,470** | [Unaudited Condensed Statements of Operations](index=4&type=section&id=Unaudited%20Condensed%20Statements%20of%20Operations) Unaudited Condensed Statements of Operations | Item | Three Months Ended June 30, **2025** | Three Months Ended June 30, **2024** | Six Months Ended June 30, **2025** | Six Months Ended June 30, **2024** | | :--- | :--- | :--- | :--- | :--- | | General and administrative expenses | **$138,996** | **$272,570** | **$281,547** | **$906,450** | | Loss from operations | **$(138,996)** | **$(272,570)** | **$(281,547)** | **$(906,450)** | | Interest earned on cash and investments held in trust account | **$6,945** | **$147,343** | **$13,769** | **$321,819** | | Change in fair value of warrant liabilities | **$372,250** | **$4,467,000** | **$0** | **$(2,233,500)** | | Other income (loss), net | **$379,195** | **$4,614,343** | **$13,769** | **$(1,911,681)** | | Net income (loss) | **$240,199** | **$4,341,773** | **$(267,778)** | **$(2,818,131)** | | Basic and diluted net income (loss) per share, Class A ordinary shares redeemable shares | **$0.01** | **$0.16** | **$(0.01)** | **$(0.10)** | | Basic and diluted net income (loss) per share, non redeemable Class A and Class B ordinary shares | **$0.01** | **$0.16** | **$(0.01)** | **$(0.10)** | [Unaudited Condensed Statements of Changes in Shareholders' Deficit](index=5&type=section&id=Unaudited%20Condensed%20Statements%20of%20Changes%20in%20Shareholders'%20Deficit) Unaudited Condensed Statements of Changes in Shareholders' Deficit | Item | December 31, **2024** | March 31, **2025** | June 30, **2025** | | :--- | :--- | :--- | :--- | | Balance — Shareholders' Deficit | **$(5,554,782)** | **$(6,069,583)** | **$(5,836,329)** | | Accretion for Class A ordinary shares subject to possible redemption | - | **$(6,824)** | **$(6,945)** | | Net loss (income) | **$(507,977)** | **$(507,977)** | **$240,199** | Unaudited Condensed Statements of Changes in Shareholders' Deficit (Prior Year) | Item | January 1, **2024** | March 31, **2024** | June 30, **2024** | | :--- | :--- | :--- | :--- | | Balance — Shareholders' Deficit | **$(6,432,250)** | **$(13,816,631)** | **$(9,697,200)** | | Accretion for Class A ordinary shares subject to possible redemption | - | **$(224,477)** | **$(222,342)** | | Net loss (income) | **$(7,159,904)** | **$(7,159,904)** | **$4,341,773** | [Unaudited Condensed Statements of Cash Flows](index=6&type=section&id=Unaudited%20Condensed%20Statements%20of%20Cash%20Flows) Unaudited Condensed Statements of Cash Flows (Six Months Ended June 30) | Cash Flow Activity | **2025** | **2024** | | :--- | :--- | :--- | | Net loss | **$(267,778)** | **$(2,818,131)** | | Net cash used in operating activities | **$(280,910)** | **$(382,900)** | | Net cash provided by investing activities | **$0** | **$7,537,572** | | Net cash used in financing activities | **$0** | **$(7,302,572)** | | Net Change in Cash | **$(280,910)** | **$(147,900)** | | Cash - Beginning of the period | **$319,207** | **$178,119** | | Cash - End of the period | **$38,297** | **$30,219** | [Notes to Unaudited Condensed Financial Statements](index=7&type=section&id=Notes%20to%20Unaudited%20Condensed%20Financial%20Statements) [NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS](index=7&type=section&id=NOTE%201.%20DESCRIPTION%20OF%20ORGANIZATION%20AND%20BUSINESS%20OPERATIONS) - The Company is a blank check company incorporated on **October 19, 2020**, for the purpose of effecting a Business Combination with one or more businesses[22](index=22&type=chunk) - The Company consummated its IPO on **February 4, 2021**, selling **103,500,000** units at **$10.00** per unit, generating gross proceeds of **$1,035,000,000**[25](index=25&type=chunk) - Simultaneously with the IPO, the Company sold **11,350,000 Private Placement Warrants** to Mustang Sponsor LLC for **$22,700,000**[26](index=26&type=chunk) - Following the IPO, **$1,035,000,000** was placed in a Trust Account and invested in U.S. government securities[28](index=28&type=chunk) - The deadline to complete a Business Combination has been extended multiple times, most recently to **September 4, 2025**, with potential for further extensions until **December 4, 2026**[38](index=38&type=chunk)[39](index=39&type=chunk) - In connection with extension votes, significant Class A ordinary shares were redeemed: **$1,032,028,964 on Feb 1, 2023**; **$7,662,572 on Feb 2, 2024**; and **$15,111,008 on Nov 26, 2024**[34](index=34&type=chunk)[37](index=37&type=chunk)[60](index=60&type=chunk)[61](index=61&type=chunk) - As of **June 30, 2025**, the Company had operating cash of **$38,297** and a working capital deficit of **$2,819,579**, raising substantial doubt about its ability to continue as a going concern if a Business Combination is not consummated[44](index=44&type=chunk)[49](index=49&type=chunk)[50](index=50&type=chunk) [NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES](index=14&type=section&id=NOTE%202.%20SUMMARY%20OF%20SIGNIFICANT%20ACCOUNTING%20POLICIES) - The unaudited interim condensed financial statements are prepared in accordance with U.S. GAAP and SEC rules, with certain information condensed or omitted for interim reporting[51](index=51&type=chunk) - Class A ordinary shares subject to possible redemption are classified as temporary equity due to redemption rights outside the Company's control[58](index=58&type=chunk) - Public Warrants and Private Placement Warrants are classified as liabilities and measured at fair value, with changes recognized in the unaudited condensed statements of operations[66](index=66&type=chunk) - The Company is an exempted Cayman Islands company and is not subject to income taxes in the Cayman Islands or the United States; its tax provision was **zero** for the periods presented[68](index=68&type=chunk) - Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding; warrants are not considered dilutive[69](index=69&type=chunk)[70](index=70&type=chunk) [NOTE 3. INITIAL PUBLIC OFFERING](index=21&type=section&id=NOTE%203.%20INITIAL%20PUBLIC%20OFFERING) - The Company sold **103,500,000** Units at **$10.00** per Unit, each consisting of one Class A ordinary share and one-fourth of one Public Warrant[76](index=76&type=chunk) [NOTE 4. PRIVATE PLACEMENT](index=21&type=section&id=NOTE%204.%20PRIVATE%20PLACEMENT) - The Sponsor purchased **11,350,000 Private Placement Warrants** at **$2.00** per warrant, generating **$22,700,000**[77](index=77&type=chunk) - Proceeds from Private Placement Warrants were added to the Trust Account and will be used to fund Public Share redemption if a Business Combination is not completed[77](index=77&type=chunk) [NOTE 5. RELATED PARTY TRANSACTIONS](index=21&type=section&id=NOTE%205.%20RELATED%20PARTY%20TRANSACTIONS) - The Sponsor acquired **25,875,000 Founder Shares** (Class B ordinary shares) for **$25,000**[78](index=78&type=chunk) - On **February 6, 2024**, the Sponsor converted **25,500,000** Class B ordinary shares into Class A ordinary shares[80](index=80&type=chunk) - The Company pays an affiliate of the Sponsor a monthly fee of **$10,000** for administrative services[81](index=81&type=chunk) - Working Capital Loans from related parties totaled **$500,000** outstanding as of **June 30, 2025** and **December 31, 2024**, which are non-interest bearing and convertible into warrants[82](index=82&type=chunk)[84](index=84&type=chunk) - Promissory notes from related parties (August **2023** Note, March **2024** Note, October **2024** Note) totaled **$1,400,000** outstanding as of **June 30, 2025** and **December 31, 2024**, all non-interest bearing[85](index=85&type=chunk)[86](index=86&type=chunk)[87](index=87&type=chunk) - An advance from a related party of **$1,485,000** was made by the Sponsor on **October 2, 2024**, for expenses[90](index=90&type=chunk) [NOTE 6. COMMITMENTS AND CONTINGENCIES](index=24&type=section&id=NOTE%206.%20COMMITMENTS%20AND%20CONTINGENCIES) - Holders of Founder Shares, Private Placement Warrants, and Working Capital Loan warrants are entitled to registration rights[91](index=91&type=chunk) - The initial deferred underwriting fee of **$36,225,000** has been fully waived by BofA Securities, Goldman Sachs & Co. LLC, and Credit Suisse Securities (USA) LLC, resulting in **no deferred underwriting fees payable** as of **June 30, 2025**[92](index=92&type=chunk)[93](index=93&type=chunk)[94](index=94&type=chunk)[95](index=95&type=chunk) - The Company has a cost-sharing agreement, making it responsible for **55.4%** of expenses from agreed-upon third-party advisors for a Business Combination, with **$747,900** accrued as of **June 30, 2025**[96](index=96&type=chunk) [NOTE 7. CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION](index=26&type=section&id=NOTE%207.%20CLASS%20A%20ORDINARY%20SHARES%20SUBJECT%20TO%20POSSIBLE%20REDEMPTION) - As of **June 30, 2025** and **December 31, 2024**, there were **89,480** Class A ordinary shares issued and outstanding subject to possible redemption, presented as temporary equity[97](index=97&type=chunk) [NOTE 8. SHAREHOLDERS' DEFICIT](index=26&type=section&id=NOTE%208.%20SHAREHOLDERS'%20DEFICIT) - The Company is authorized to issue **1,000,000** preference shares, but **none** were issued or outstanding as of **June 30, 2025** and **December 31, 2024**[98](index=98&type=chunk) - As of **June 30, 2025** and **December 31, 2024**, there were **25,589,480** Class A ordinary shares issued and outstanding (including **89,480** redeemable and **25,500,000** non-redeemable)[99](index=99&type=chunk) - As of **June 30, 2025** and **December 31, 2024**, there were **375,000** Class B ordinary shares issued and outstanding[100](index=100&type=chunk) - Class B ordinary shares automatically convert into Class A ordinary shares at the time of a Business Combination, ensuring Founder Shares equal **20%** of total outstanding ordinary shares post-IPO and equity-linked securities[103](index=103&type=chunk) [NOTE 9. WARRANT LIABILITIES](index=28&type=section&id=NOTE%209.%20WARRANT%20LIABILITIES) - As of **June 30, 2025** and **December 31, 2024**, there were **11,350,000 Private Placement Warrants** and **25,875,000 Public Warrants** outstanding, exercisable for a total of **37,225,000** Class A ordinary shares[104](index=104&type=chunk) - Public Warrants become exercisable on the later of **30 days** after a Business Combination or **one year** from the IPO closing, and expire **five years** from Business Combination completion or earlier upon redemption/liquidation[104](index=104&type=chunk) - The Company may redeem warrants at **$0.01** per warrant if the Class A ordinary share closing price equals or exceeds **$18.00** for **20 trading days** within a **30-day period**[107](index=107&type=chunk)[110](index=110&type=chunk) - The Company may redeem warrants at **$0.10** per warrant if the Class A ordinary share closing price equals or exceeds **$10.00** for **20 trading days** within a **30-day period**, with holders able to exercise on a cashless basis[108](index=108&type=chunk)[111](index=111&type=chunk) - Public Warrants may expire worthless if the Company fails to complete a Business Combination within the Combination Period[108](index=108&type=chunk) [NOTE 10. FAIR VALUE MEASUREMENTS](index=31&type=section&id=NOTE%2010.%20FAIR%20VALUE%20MEASUREMENTS) - The Company uses a fair value hierarchy (**Level 1, 2, 3**) to classify assets and liabilities based on observable and unobservable inputs[113](index=113&type=chunk)[116](index=116&type=chunk) - Public Warrants were valued using publicly listed trading prices (**Level 1 or 2**); they transferred from **Level 1 to Level 2** during **Q1 2024**, back to **Level 1** in **Q2 2024**, and to **Level 2** in **Q2 2025** due to limited trade volume[114](index=114&type=chunk)[117](index=117&type=chunk) - Private Placement Warrants are valued equivalently to Public Warrants but are classified as **Level 2** due to not being actively traded[115](index=115&type=chunk)[117](index=117&type=chunk) Warrant Liabilities Fair Value (June 30, **2025** & December 31, **2024**) | Description | Level | June 30, **2025** | December 31, **2024** | | :--- | :--- | :--- | :--- | | Warrant Liability – Public Warrants | **2** | **$776,250** | **$776,250** | | Warrant Liability – Private Placement Warrants | **2** | **$340,500** | **$340,500** | [NOTE 11. SEGMENT REPORTING](index=32&type=section&id=NOTE%2011.%20SEGMENT%20REPORTING) - The Company operates as a single reportable segment, with the Chief Executive Officer identified as the Chief Operating Decision Maker (CODM)[119](index=119&type=chunk) - The CODM reviews key metrics such as Trust Account balance, cash, general and administrative expenses, and interest earned on the Trust Account to assess performance and allocate resources[120](index=120&type=chunk)[121](index=121&type=chunk) [NOTE 12. SUBSEQUENT EVENTS](index=33&type=section&id=NOTE%2012.%20SUBSEQUENT%20EVENTS) - No subsequent events requiring adjustment or disclosure were identified up to the date the unaudited condensed financial statements were issued[123](index=123&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=34&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the Company's financial condition and results of operations, highlighting its status as a blank check company, recent delisting, extension of the Business Combination deadline, and the primary drivers of its net income/loss, liquidity, and going concern considerations [Overview](index=34&type=section&id=Overview) - The Company is a blank check company formed to effect a Business Combination[127](index=127&type=chunk) - The Company was delisted from NYSE American on **November 1, 2024**, and its securities are now quoted on the OTC Pink Open Market[130](index=130&type=chunk)[131](index=131&type=chunk) - The Business Combination deadline was extended to **September 4, 2025**, with the possibility of further monthly extensions until **December 4, 2026**[133](index=133&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) - The Company has not generated operating revenues to date; its income is primarily non-operating interest income from the Trust Account[134](index=134&type=chunk) Net Income (Loss) Summary | Period | Net Income (Loss) **2025** | Net Income (Loss) **2024** | | :--- | :--- | :--- | | Three months ended June 30 | **$240,199** | **$4,341,773** | | Six months ended June 30 | **$(267,778)** | **$(2,818,131)** | - Key factors affecting net income/loss include general and administrative expenses, interest earned on the Trust Account, and changes in the fair value of warrant liabilities[135](index=135&type=chunk)[136](index=136&type=chunk)[137](index=137&type=chunk) [Liquidity and Capital Resources](index=36&type=section&id=Liquidity%20and%20Capital%20Resources) - Following the IPO and private placement, **$1,035,000,000** was placed in the Trust Account[139](index=139&type=chunk) Cash Position (June 30, **2025**) | Item | Amount | | :--- | :--- | | Cash held in Trust Account | **$1,049,122** | | Operating cash | **$38,297** | - Cash used in operating activities for the six months ended **June 30, 2025**, was **$280,910**[140](index=140&type=chunk) - The Company relies on loans from its Sponsor or affiliates to fund working capital deficiencies and transaction costs, including **$500,000** outstanding under working capital loans and **$1,400,000** under promissory notes as of **June 30, 2025**[144](index=144&type=chunk)[145](index=145&type=chunk)[146](index=146&type=chunk)[147](index=147&type=chunk) [Going Concern](index=38&type=section&id=Going%20Concern) - The Company's liquidity condition raises substantial doubt about its ability to continue as a going concern if a Business Combination is not consummated by **September 4, 2025** (or up to **December 4, 2026** with all extensions)[148](index=148&type=chunk)[149](index=149&type=chunk) - If a Business Combination is not completed by the deadline, there will be a mandatory liquidation and dissolution of the Company[149](index=149&type=chunk) [Off-Balance Sheet Arrangements](index=38&type=section&id=Off-Balance%20Sheet%20Arrangements) - The Company has **no off-balance sheet arrangements** as of **June 30, 2025**[150](index=150&type=chunk) [Contractual Obligations](index=38&type=section&id=Contractual%20Obligations) - The Company has a monthly fee of **$10,000** payable to an affiliate of an executive officer for administrative services[151](index=151&type=chunk) - All deferred underwriting fees, initially **$36,225,000**, have been waived by the underwriters, resulting in **no deferred fees payable**[152](index=152&type=chunk)[153](index=153&type=chunk)[154](index=154&type=chunk) [Critical Accounting Policies and Estimates](index=40&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) - Ordinary shares subject to possible redemption are classified as temporary equity and adjusted to redemption value at each reporting period[156](index=156&type=chunk)[157](index=157&type=chunk) - Net income (loss) per ordinary share is computed by dividing net income (loss) by the weighted average number of ordinary shares outstanding, with accretion for redeemable shares excluded[158](index=158&type=chunk) - Public and Private Placement Warrants are recognized as derivative liabilities at fair value, with changes in fair value recognized in the unaudited condensed statements of operations[159](index=159&type=chunk)[160](index=160&type=chunk) [Recent Accounting Standards](index=40&type=section&id=Recent%20Accounting%20Standards) - Management does not believe that any recently issued, but not yet effective, accounting standards would have a material effect on the Company's unaudited condensed financial statements[161](index=161&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=41&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The Company assesses its market and interest rate risk, concluding that it has no material exposure due to its investment strategy in short-term U.S. government securities or money market funds - As of **June 30, 2025**, the Company was **not subject to any material market or interest rate risk**[162](index=162&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[162](index=162&type=chunk) [Item 4. Controls and Procedures](index=41&type=section&id=Item%204.%20Controls%20and%20Procedures) The Company's management, including the CEO and CFO, evaluated the effectiveness of its disclosure controls and procedures, concluding they were effective as of June 30, 2025, with no material changes in internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures were **effective** as of **June 30, 2025**[164](index=164&type=chunk) - There were **no material changes** in the Company's internal control over financial reporting during the most recent fiscal quarter[165](index=165&type=chunk) PART II. OTHER INFORMATION [Item 1. Legal Proceedings](index=42&type=section&id=Item%201.%20Legal%20Proceedings) The Company reports that there are no legal proceedings to disclose - **No legal proceedings** to report[168](index=168&type=chunk) [Item 1A. Risk Factors](index=42&type=section&id=Item%201A.%20Risk%20Factors) The Company refers to the risk factors detailed in its Annual Report on Form 10-K and confirms no material changes to these risks as of the current report date - **No material changes** to the risk factors disclosed in the Company's Annual Report on Form 10-K[169](index=169&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=42&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The Company states that there were no unregistered sales of equity securities or use of proceeds to report during the period - **No unregistered sales** of equity securities or use of proceeds to report[170](index=170&type=chunk) [Item 3. Defaults Upon Senior Securities](index=42&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The Company reports no defaults upon senior securities - **No defaults** upon senior securities to report[171](index=171&type=chunk) [Item 4. Mine Safety Disclosures](index=42&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The Company states that there are no mine safety disclosures - **No mine safety disclosures** to report[171](index=171&type=chunk) [Item 5. Other Information](index=42&type=section&id=Item%205.%20Other%20Information) The Company reports that there is no other information to disclose - **No other information** to report[172](index=172&type=chunk) [Item 6. Exhibits](index=43&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with or incorporated by reference into the Quarterly Report on Form 10-Q, including certifications and XBRL documents Exhibits Filed | No. | Description of Exhibit | | :--- | :--- | | **3.1** | Amended and Restated Memorandum and Articles of Association (**1**) | | **3.2** | Amendment to Amended and Restated Memorandum and Articles of Association (**2**) | | **31.1*** | Certification of Principal Executive Officer Pursuant to Securities Exchange Act Rules **13a-14(a)** | | **31.2*** | Certification of Principal Financial Officer Pursuant to Securities Exchange Act Rules **13a-14(a)** | | **32.1**** | Certification of Principal Executive Officer Pursuant to **18** U.S.C. Section **1350** | | **32.2**** | Certification of Principal Financial Officer Pursuant to **18** U.S.C. Section **1350** | | **101.INS*** | Inline XBRL Instance Document | | **101.SCH*** | Inline XBRL Taxonomy Extension Schema Document | | **101.CAL*** | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | **101.DEF*** | Inline XBRL Taxonomy Extension Definition Linkbase Document | | **101.LAB*** | Inline XBRL Taxonomy Extension Label Linkbase Document | | **101.PRE*** | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | **104**** | Cover Page Interactive Data File | PART III. SIGNATURE [Signature](index=44&type=section&id=Signature) The report is officially signed by the Chief Financial Officer of JAWS MUSTANG ACQUISITION CORPORATION, affirming its submission in accordance with Exchange Act requirements - The report was signed by **Michael Reidler**, Chief Financial Officer of JAWS MUSTANG ACQUISITION CORPORATION, on **August 11, 2025**[181](index=181&type=chunk)

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 March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39975 JAWS MUSTANG ACQUISITION CORPORATION | (Exact Name of Registrant as Specified in Its Charter) | | --- | | ...

Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes ☐ No ☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the prece ...

Financial Performance - The Company had a net income of $2,928,626 for the three months ended September 30, 2024, primarily from interest earned on cash held in the Trust Account and changes in fair value of warrant liabilities[120]. - For the nine months ended September 30, 2024, the Company reported a net income of $1,215,643, with interest income of $471,143 and changes in fair value of warrant liabilities amounting to $744,500[121]. Cash and Assets - As of September 30, 2024, the Company had cash held in the Trust Account of $16,012,716, which is intended for completing a Business Combination[129]. - As of September 30, 2024, the Company had cash of $34,688 available for identifying and evaluating target businesses[130]. - As of September 30, 2024, the Company has no off-balance sheet arrangements, obligations, assets, or liabilities[138]. - The Company has no long-term debt or significant liabilities, indicating a strong liquidity position[139]. IPO and Costs - The Company incurred $57,010,008 in costs related to its IPO, including $19,800,000 in underwriting fees and $36,225,000 in deferred underwriting fees[126]. - The underwriters are entitled to a deferred fee of $0.35 per Unit, totaling $36,225,000, payable only upon the completion of a Business Combination[140]. - The Company reduced the deferred underwriting fee by $21,735,000 due to waivers from BofA Securities and Goldman Sachs, impacting the statement of operations and accumulated deficit[141]. - A further reduction of $14,490,000 in the deferred underwriting fee was made following a waiver from Credit Suisse, with similar impacts on financial statements[142]. Business Combination and Compliance - The Company has extended the Termination Date for its Business Combination from February 4, 2024, to February 4, 2025, with the option for additional monthly extensions[114]. - The Company is subject to delisting proceedings by NYSE American due to failure to consummate a Business Combination within the specified timeframe[115]. - The Company has until December 4, 2024, to complete a Business Combination, or it will face mandatory liquidation and potential dissolution[137]. Operational Status - The Company has not generated any operating revenues to date and only incurs expenses related to being a public company and due diligence activities[119]. - The Company incurs a monthly fee of $10,000 to an affiliate of an executive officer for office space and services, starting from February 1, 2021[139]. Risk and Controls - As of September 30, 2024, the Company is not subject to any market or interest rate risk, with investments in U.S. government securities[149]. - The Company has not identified any critical accounting estimates that could materially affect financial results[143]. - Disclosure controls and procedures were evaluated as effective by the Chief Executive Officer and Chief Financial Officer as of September 30, 2024[151].

Financial Performance - The Company had a net income of $4,341,773 for the three months ended June 30, 2024, primarily from interest earned on cash held in the Trust Account and changes in fair value of warrant liabilities[98]. - For the six months ended June 30, 2024, the Company reported a net loss of $2,818,131, with general and administrative expenses totaling $906,450[99]. Cash and Investments - As of June 30, 2024, the Company had cash held in the Trust Account amounting to $15,788,393, which is intended for completing a Business Combination[102]. - The Company has no off-balance sheet arrangements or long-term debt obligations as of June 30, 2024[110]. - As of June 30, 2024, the Company was not subject to any market or interest rate risk, with IPO proceeds invested in U.S. government securities or money market funds[119]. IPO and Financing - The Company raised gross proceeds of $1,035,000,000 from its IPO, with an additional $22,700,000 from the sale of Private Placement Warrants[100]. - The Company incurred $57,010,008 in costs related to its IPO, including $19,800,000 in underwriting fees[100]. - The Company reduced the deferred underwriting fee by $14,490,000, resulting in $311,527 reflected in the statement of operations and $14,178,473 charged to accumulated deficit[113]. Business Combination - The Company extended the Termination Date for its Business Combination from February 4, 2024, to February 4, 2025, allowing for monthly extensions thereafter[94]. - The Company has until September 4, 2024, to consummate a Business Combination, or it will face mandatory liquidation[108]. Shareholder Activity - A total of 698,321 Class A ordinary shares were redeemed for an aggregate amount of $7,662,572 in connection with the extension vote[94]. - As of June 30, 2024, ordinary shares subject to possible redemption are presented at redemption value as temporary equity, outside of the shareholders' deficit section of the balance sheets[114]. Warrant Liabilities - The Company issued 25,875,000 public warrants and 11,350,000 private placement warrants, all recognized as derivative liabilities at fair value[118]. - The liabilities related to warrants are subject to re-measurement at each balance sheet date until exercised, with changes in fair value recognized in the statements of operations[118]. - As of June 30, 2024, the Company had outstanding loans of $500,000 under the Working Capital Loans[104].

Financial Performance - For the three months ended March 31, 2024, the company reported a net loss of $7,159,904, primarily due to general and administrative expenses of $633,880 and a change in fair value of warrant liabilities amounting to $6,700,500 [127]. - The company has not generated any revenues to date and does not expect to do so until after completing a Business Combination [126]. - Net (loss) income per ordinary share is computed by dividing net (loss) income by the weighted average number of ordinary shares outstanding during the period [149]. Cash and Investments - As of March 31, 2024, the company had cash held in the Trust Account of $15,566,051, with $7,662,572 withdrawn for share redemptions [133]. - The company generated non-operating income of $174,476 from interest on cash and investments held in the Trust Account for the three months ended March 31, 2024 [127]. - The company intends to use substantially all funds in the Trust Account to complete its Business Combination and any remaining proceeds for working capital [133]. IPO and Costs - The company incurred $57,010,008 in costs related to its IPO, including $19,800,000 in underwriting fees and $36,225,000 in deferred underwriting fees [130]. - The company has until June 4, 2024, to consummate a Business Combination, or it will face mandatory liquidation [140]. - The company redeemed 698,321 Class A ordinary shares for an aggregate amount of $7,662,572 in connection with the extension vote [120]. Financial Liabilities and Equity - The company issued 25,875,000 public warrants and 11,350,000 private placement warrants, all recognized as derivative liabilities at fair value [152]. - Ordinary shares subject to possible redemption are classified as temporary equity and presented at redemption value as of March 31, 2024 [147]. - Changes in redemption value of ordinary shares are recognized immediately and affect additional paid-in capital and accumulated deficit [148]. Risk and Accounting - As of March 31, 2024, the company was not subject to any market or interest rate risk, with IPO proceeds invested in U.S. government securities with a maturity of 185 days or less [154]. - The company does not believe that any recently issued accounting standards would have a material effect on its financial statements [153]. - The company has not identified any critical accounting estimates in its financial reporting [146]. Financial Instruments - The company evaluates all financial instruments to determine if they qualify as derivatives, reassessing classification at each reporting period [151]. - The company's public warrants are valued based on market prices and classified as a Level 1 liability, while private placement warrants are classified as Level 2 [152].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 | --- | --- | --- | |-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------| | | | | | Cayman Islands ...

For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39975 JAWS MUSTANG ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) 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 Cayman Isl ...

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 June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39975 JAWS MUSTANG ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Cayman Islands ...

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 March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39975 JAWS MUSTANG ACQUISITION CORPORATION (Exact Name of Registrant as Specified in Its Charter) Cayman Islands ...