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 quarter 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: 001-41155 Kairous Acquisition Corp. Limited (Exact Name of Registrant as Specified in Its Charter) Cayman Islands n/a (State or other jurisdict ...

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 quarter ended December 31, 2024 ☐ 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: 001-41155 Kairous Acquisition Corp. Limited (Exact Name of Registrant as Specified in Its Charter) Cayman Islands n/a (State or other jurisd ...

About Kairous Acquisition Corp. Limited Kairous Acquisition Corp. Limited Athiwat Apichote ir@kairous.com Forward Looking Statements Singapore, June 17, 2024 (GLOBE NEWSWIRE) -- Kairous Acquisition Corp. Limited (NASDAQ: KACL, the "Company"), a special purpose acquisition company, announced today that Kairous Asia Limited, the Company's initial public offering sponsor ("Sponsor"), has deposited into the Company's trust account (the "Trust Account") an aggregate of $50,000, in order to extend the period of t ...

Financial Performance - The Company had a net income of $46,544 for the three months ended March 31, 2024, resulting from interest income of $204,839, offset by operating costs of $158,295[146]. - For the nine months ended March 31, 2024, the Company reported a net income of $69,863, with interest income from the Trust Account amounting to $812,041, against operating costs of $742,178[148]. - The Company had net cash used in operating activities of $500,040 for the nine months ended March 31, 2024, due to changes in operating assets and liabilities[152]. - The Company has a history of losses and insufficient liquidity, raising substantial doubt about its ability to continue as a going concern[156]. - For the three and nine months ended March 31, 2024, diluted income per share is the same as basic income per share due to the absence of dilutive securities[166]. Liquidity and Capital Structure - As of March 31, 2024, the Company had a working capital deficit of $2,813,646 and cash of $385, indicating insufficient liquidity to meet future obligations[155]. - The Company plans to use funds held outside the Trust Account primarily for identifying and evaluating target businesses and performing due diligence[154]. - The Company intends to use substantially all funds in the Trust Account for an initial business combination, with remaining proceeds allocated for working capital and growth strategies[157]. - As of March 31, 2024, the Company had no off-balance sheet arrangements[158]. Business Combination and Acquisition Plans - The Company executed a Merger Agreement on September 30, 2023, to merge with NR Instant Produce Public Company Limited and Bamboo Mart Limited, which will result in a publicly traded company[141]. - The Company has incurred significant costs in pursuit of its acquisition plans and does not expect to generate operating revenues until after completing its initial business combination[155]. - The Company entered into six unsecured promissory note arrangements with the Sponsor, each for $120,000, to extend the time available for completing a business combination until December 16, 2023[137]. Initial Public Offering - The Company generated gross proceeds of $78,000,000 from its Initial Public Offering of 7,800,000 Units on December 16, 2021[150]. - The Company sold 7,800,000 ordinary shares in the Initial Public Offering, which contain a redemption feature related to liquidation and business combinations[164]. - The underwriter received a cash underwriting discount of $1,559,900 and a deferred fee of $2,730,000, payable upon completion of a business combination[161]. Accounting and Regulatory Matters - The Company recognizes changes in redemption value of ordinary shares immediately, adjusting the carrying value to equal the redemption value at each reporting period[165]. - The Company is assessing the impact of ASU 2020-06, effective July 1, 2024, which simplifies accounting for certain financial instruments[169]. - The Company is currently evaluating the potential impact of ASU 2023-09 on its financial position, effective for annual periods beginning after December 15, 2024[170]. - As of March 31, 2024, the Company was not subject to any market or interest rate risk[172].

Singapore, April 16, 2024 (GLOBE NEWSWIRE) -- Kairous Acquisition Corp. Limited (NASDAQ:KACL, the "Company"))), a special purpose acquisition company, announced today that Kairous Asia Limited, the Company's initial public offering sponsor ("Sponsor"), has deposited into the Company's trust account (the "Trust Account") an aggregate of $50,000, in order to extend the period of time the Company has to complete a business combination for an additional one (1) month period, from April 16, 2024 to May 16, 2024. ...

Financial Performance - For the three months ended December 31, 2023, the company reported a net income of $81,134, resulting from interest income of $307,533, offset by operating costs of $226,399[136]. - For the six months ended December 31, 2023, the company had a net income of $23,319, with interest income of $607,202 and operating costs of $583,883[138]. - The company had net cash used in operating activities of $405,550 for the six months ended December 31, 2023[142]. - For the three and six months ended December 31, 2023, the Company did not have any dilutive securities, resulting in diluted income per share being the same as basic income per share[156]. Liquidity and Capital Structure - As of December 31, 2023, the company had a working capital deficit of $2,505,351 and cash of $1,809, indicating insufficient liquidity to meet future obligations[145]. - The company issued unsecured promissory notes totaling $2,000,000 to extend the time available to complete a business combination[129]. - The deferred underwriting fee will be paid from the Trust Account if the balance exceeds $2,000,000, otherwise it will convert into ordinary shares at a rate of $10.00 per share[152]. - As of December 31, 2023, the Company did not have any off-balance sheet arrangements[158]. Business Combination and Operations - The company entered into a Business Combination Agreement on September 30, 2023, to merge with NR Instant Produce Public Company Limited and Bamboo Mart Limited[132]. - The company has incurred significant costs in pursuit of acquisition plans and does not expect to generate operating revenues until after completing its initial business combination[145]. - The company intends to use substantially all funds held in the Trust Account to complete an initial business combination[147]. - The company has not engaged in any operations or generated operating revenues to date, focusing solely on identifying a target company for a business combination[135]. Initial Public Offering - The company generated gross proceeds of $78,000,000 from its Initial Public Offering of 7,800,000 Units on December 16, 2021[141]. - The Company has 7,800,000 ordinary shares sold in the Initial Public Offering, which contain a redemption feature allowing for redemption in connection with liquidation or business combinations[154]. - The underwriter received a cash underwriting discount of $0.20 per Unit, totaling $1,559,900, and is entitled to a deferred fee of $0.35 per Unit, amounting to $2,730,000[151]. Risk Factors - The Company recognizes changes in redemption value immediately and adjusts the carrying value of redeemable ordinary shares to equal the redemption value at the end of each reporting period[155]. - The Company was not subject to any market or interest rate risk as of December 31, 2023[159].

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 quarter 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: 001-41155 Kairous Acquisition Corp. Limited (Exact Name of Registrant as Specified in Its Charter) | Cayman Islands | n/a | | --- | --- | | ...

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 June 30, 2023 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: 001-41155 KAIROUS ACQUISITION CORP. LIMITED (Exact name of registrant as specified in its charter) | Cayman Islands | N/A | | ...

Financial Performance - The Company reported a net income of $17,134 for the three months ended March 31, 2023, compared to a net loss of $62,218 for the same period in 2022[118]. - For the nine months ended March 31, 2023, the Company had a net income of $288,612, up from a net loss of $83,156 in the same period in 2022[119]. - The Company has incurred net cash used in operating activities of $659,638 for the nine months ended March 31, 2023[121]. - The Company has a history of losses and insufficient liquidity, raising substantial doubt about its ability to continue as a going concern[124]. Capital Structure - The Company generated gross proceeds of $78,000,000 from its Initial Public Offering of 7,800,000 Units on December 16, 2021[120]. - The Business Combination Agreement includes the issuance of 26,732,672 ordinary shares at a deemed price of $10.10 per share, totaling $270,000,000[113]. - Up to an additional 5,400,000 ordinary shares may be issued as contingent post-closing earnout consideration based on performance milestones from 2023 to 2027[114]. - The company has 7,800,000 ordinary shares with a redemption feature, classified outside of permanent equity due to SEC guidance[131]. - The carrying value of redeemable ordinary shares is adjusted to equal the redemption value at the end of each reporting period[132]. Liquidity and Cash Management - As of March 31, 2023, the Company had cash of $123,327 held outside the Trust Account and a working capital deficit of $1,046,758[123]. - The Company has agreed to maintain a minimum cash balance of $5,600,000 at the time of closing the Business Combination[116]. Business Combination - The closing of the Business Combination is expected to occur no later than September 30, 2023[115]. Accounting and Risk Management - As of March 31, 2023, the company reported no dilutive securities, making diluted income (loss) per share equal to basic income (loss) per share[133]. - Management believes that recently issued accounting standards will not materially affect the company's financial statements[134]. - There were no off-balance sheet arrangements as of March 31, 2023[135]. - The company was not subject to any market or interest rate risk as of March 31, 2023[136].

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 quarter ended December 31, 2022 ☐ 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: 001-41155 Kairous Acquisition Corp. Limited (Exact Name of Registrant as Specified in Its Charter) Cayman Islands n/a (State or other jurisd ...