Siddhi Acquisition Corp Unit(SDHIU)

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Siddhi Acquisition Corp Unit(SDHIU) - 2025 Q2 - Quarterly Report
2025-08-08 20:30
(MARK ONE) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Address of principal executive offices) (347) 316-8312 (Issuer's telephone number) For the transition period from to Securities registered pursuant to Section 12(b) of the Act: Commission file number: ...
Siddhi Acquisition Corp Unit(SDHIU) - 2025 Q1 - Quarterly Report
2025-05-12 20:44
[Part I. Financial Information](index=4&type=section&id=Part%20I.%20Financial%20Information) [Financial Statements](index=4&type=section&id=Item%201.%20Financial%20Statements) Siddhi Acquisition Corp's Q1 2025 unaudited financial statements detail a $43,850 net loss and balance sheet changes from a Sponsor advance and subsequent IPO [Condensed Balance Sheets](index=4&type=section&id=Condensed%20Balance%20Sheets) As of March 31, 2025, total assets increased to $3.58 million and liabilities to $3.67 million, primarily due to a $3.15 million Sponsor advance, widening the shareholder's deficit Condensed Balance Sheets (Unaudited) | | March 31, 2025 (Unaudited) (USD) | December 31, 2024 (USD) | | :--- | :--- | :--- | | **ASSETS** | | | | Cash | $3,156,843 | $578 | | Total current assets | $3,156,843 | $578 | | Deferred offering costs | $425,223 | $342,805 | | **TOTAL ASSETS** | **$3,582,066** | **$343,383** | | **LIABILITIES AND SHAREHOLDER'S DEFICIT** | | | | Accrued expenses | $48,850 | $5,000 | | Accrued offering costs | $261,983 | $218,300 | | Advance from Sponsor for Private Placement Units | $3,150,000 | – | | Promissory note - related party | $205,000 | $160,000 | | **TOTAL LIABILITIES** | **$3,665,833** | **$383,300** | | **TOTAL SHAREHOLDER'S DEFICIT** | **($83,767)** | **($39,917)** | | **TOTAL LIABILITIES AND SHAREHOLDER'S DEFICIT** | **$3,582,066** | **$343,383** | [Condensed Statement of Operations](index=5&type=section&id=Condensed%20Statement%20of%20Operations) For Q1 2025, the company reported a net loss of $43,850, entirely from general and administrative costs, resulting in a $0.01 basic and diluted net loss per share Statement of Operations Highlights (Three Months Ended March 31, 2025) | Metric | Amount (USD) | | :--- | :--- | | General and administrative costs | $43,850 | | Loss from operations | ($43,850) | | **Net loss** | **($43,850)** | | Weighted average shares outstanding, Class B | 6,000,000 | | Basic and diluted net loss per share, Class B | ($0.01) | [Condensed Statement of Changes in Shareholder's Deficit](index=6&type=section&id=Condensed%20Statement%20of%20Changes%20in%20Shareholder's%20Deficit) The shareholder's deficit increased from $39,917 to $83,767 during Q1 2025, solely due to the net loss incurred for the period - The shareholder's deficit increased from **$39,917** on January 1, 2025, to **$83,767** on March 31, 2025, due to the **net loss of $43,850** for the period[18](index=18&type=chunk) [Condensed Statement of Cash Flows](index=7&type=section&id=Condensed%20Statement%20of%20Cash%20Flows) Net cash provided by financing activities totaled $3.16 million in Q1 2025, primarily from a Sponsor advance and promissory note, increasing the cash balance to $3.16 million Cash Flow Summary (Three Months Ended March 31, 2025) | Cash Flow Activity | Amount (USD) | | :--- | :--- | | Net cash provided by operating activities | $0 | | Net cash provided by financing activities | $3,156,265 | | **Net change in cash** | **$3,156,265** | | Cash, beginning of the period | $578 | | **Cash, end of the period** | **$3,156,843** | - Financing activities included proceeds of **$45,000** from a related-party promissory note and a **$3,150,000** advance from the Sponsor for Private Placement Units[21](index=21&type=chunk) [Notes to Condensed Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Financial%20Statements) Notes detail the company's blank check formation, April 2025 IPO raising $276 million, concurrent $3.38 million private placement, related-party transactions, and accounting policies - The company is a blank check company formed to effect a business combination and had not commenced any operations as of March 31, 2025[24](index=24&type=chunk)[25](index=25&type=chunk) - Subsequent to the quarter end, on April 2, 2025, the company consummated its Initial Public Offering of **27,600,000 units** at **$10.00 per unit**, raising gross proceeds of **$276 million**[26](index=26&type=chunk)[96](index=96&type=chunk) - Simultaneously with the IPO, the Sponsor purchased **338,000 Private Placement Units** at **$10.00 per unit** for gross proceeds of **$3.38 million**[27](index=27&type=chunk)[63](index=63&type=chunk)[96](index=96&type=chunk) - The Sponsor provided a promissory note of up to **$300,000** for offering expenses, of which **$205,000** was borrowed as of March 31, 2025, and repaid on April 15, 2025[72](index=72&type=chunk)[98](index=98&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=25&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the company's blank check status, Q1 2025 net loss of $43,850, liquidity from Sponsor advances and the $277.38 million IPO trust account, and contractual obligations - The company is a blank check company formed on July 5, 2024, with activities to date limited to organizational tasks and preparing for its Initial Public Offering[102](index=102&type=chunk)[104](index=104&type=chunk) - For the three months ended March 31, 2025, the company reported a **net loss of $43,850**, consisting entirely of general and administrative costs[105](index=105&type=chunk) - Following the IPO on April 2, 2025, a total of **$277,380,000** was placed in the Trust Account[108](index=108&type=chunk) - The company has a contractual obligation to pay a monthly administrative support fee of **$15,000** starting March 31, 2025, and owes a deferred underwriting discount of **$8,280,000** payable upon completion of a Business Combination[116](index=116&type=chunk)[117](index=117&type=chunk) [Quantitative and Qualitative Disclosures Regarding Market Risk](index=28&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20Regarding%20Market%20Risk) Market risk disclosures are not required as the company qualifies as a smaller reporting company - Disclosure regarding market risk is not required as the company qualifies as a smaller reporting company[121](index=121&type=chunk) [Controls and Procedures](index=28&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting - Management concluded that the company's disclosure controls and procedures were effective as of the end of the fiscal quarter ended March 31, 2025[123](index=123&type=chunk) - No changes in internal control over financial reporting occurred during the quarter that materially affected, or are reasonably likely to materially affect, internal controls[124](index=124&type=chunk) [Part II. Other Information](index=29&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=29&type=section&id=Item%201.%20Legal%20Proceedings) The company reports no legal proceedings to disclose - The company has no legal proceedings to report[126](index=126&type=chunk) [Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors previously disclosed in the company's final IPO prospectus are reported - There have been no material changes to the risk factors disclosed in the company's final IPO prospectus[126](index=126&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=29&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Details of the April 2025 IPO, including the registered sale of 27.6 million units and the unregistered sale of 338,000 Private Placement Units to the Sponsor for $3.38 million, are provided - On April 2, 2025, the company consummated its IPO of **27,600,000 units** at **$10.00 per unit**, including the full exercise of the underwriter's over-allotment option[127](index=127&type=chunk)[130](index=130&type=chunk) - Simultaneously with the IPO, the company sold **338,000 Private Placement Units** to the Sponsor in an unregistered sale, raising **$3,380,000**[128](index=128&type=chunk) - Total offering costs were **$9,056,885**, which included a **$250,000** cash underwriting fee and an **$8,280,000** deferred underwriting fee[131](index=131&type=chunk) [Defaults Upon Senior Securities](index=29&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reports no defaults upon senior securities - The company reports no defaults upon senior securities[133](index=133&type=chunk) [Mine Safety Disclosures](index=29&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reports no mine safety disclosures - The company has no mine safety disclosures to report[133](index=133&type=chunk) [Other Information](index=29&type=section&id=Item%205.%20Other%20Information) The company reports no other information to disclose - The company has no other information to report[133](index=133&type=chunk) [Exhibits](index=30&type=section&id=Item%206.%20Exhibits) Exhibits filed with the Quarterly Report on Form 10-Q include officer certifications and XBRL data files - Exhibits filed include certifications from the Principal Executive Officer and Principal Financial Officer under Sections 302 and 906 of the Sarbanes-Oxley Act[135](index=135&type=chunk) - Interactive Data Files (XBRL) are also included as exhibits[135](index=135&type=chunk) [Signatures](index=31&type=section&id=Part%20III.%20Signatures) [Signatures](index=31&type=section&id=Signatures) The report was signed by the Chief Executive Officer and Chief Financial Officer on May 12, 2025 - The report was signed on May 12, 2025, by Sam Potter (Chief Executive Officer) and Mike Rollins (Chief Financial Officer)[140](index=140&type=chunk)