UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 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: 001-41229 TECHNOLOGY & TELECOMMUNICATION ACQUISITION CORPORATION (Exact name of registrant as specified in its charter) Cayma ...

Business Combination - The proposed business combination with Bradbury Capital Holdings Inc. has an aggregate consideration of $1,100,000,000, payable in the form of 110,000,000 newly issued PubCo Ordinary Shares valued at $10.00 per share [130]. - The business combination is expected to close in the second quarter of 2025, pending shareholder approval and customary closing conditions [131]. - The business has not generated any revenues to date and does not expect to do so until after the completion of the initial business combination [133]. Financial Performance - For the three months ended February 28, 2025, the company reported a net income of $67,961, consisting of interest earned on cash and investments held of $251,054, partially offset by formation and operating costs of $182,093 [134]. - For the three months ended February 29, 2024, the company had a net income of $220,219, with interest earned on investments held of $440,409, partially offset by formation and operating costs of $220,190 [134]. - Cash used in operating activities for the three months ended February 28, 2025, was $90,676, compared to $188,792 for the same period in 2024 [136][137]. Cash and Investments - As of February 28, 2025, the company had cash and investments of $7,227,936 held in the Trust Accounts, which will be used to complete the initial business combination [138]. - The company generated gross proceeds of $115,000,000 from its Initial Public Offering of 11,500,000 Units at a price of $10.00 per Unit [135]. - The company may need to obtain additional financing to complete its initial business combination or to meet obligations if cash on hand is insufficient [141]. Going Concern - The company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern [142].

Financial Performance - The company reported a net income of $617,298 for the year ended November 30, 2024, compared to a net income of $179,619 for the year ended November 30, 2023[75][76]. - Interest income earned on cash and investments held was $1,675,709 for the year ended November 30, 2024, down from $2,024,071 for the year ended November 30, 2023[75][76]. - Cash used in operating activities was $731,569 for the year ended November 30, 2024, compared to $781,376 for the year ended November 30, 2023[78][79]. Cash and Investments - The company had cash and investments of $31,665,013 held in Trust Accounts as of November 30, 2024[80]. - As of November 30, 2024, the company had cash of $25,348 outside of the Trust Accounts, intended for identifying and evaluating target businesses[81]. Business Combination - The total consideration for the proposed Acquisition Merger is $1,100,000,000, payable in the form of 110,000,000 newly issued shares valued at $10.00 per share[71]. - The Business Combination is expected to close in the second quarter of 2025, pending shareholder approval and customary closing conditions[72]. - The company has incurred significant costs in pursuit of its initial Business Combination and cannot assure the success of these plans[73]. Going Concern - The company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[85]. Initial Public Offering - The company completed its Initial Public Offering of 11,500,000 Units at a price of $10.00 per Unit, generating gross proceeds of $115,000,000[77].

Financial Performance - Net income for the three months ended August 31, 2024, was $200,474, compared to $116,225 for the same period in 2023, reflecting a growth of 72.4%[7] - Basic and diluted net income per ordinary share increased to $0.03 from $0.02 year-over-year, a rise of 50%[7] - Net income for the nine months ended August 31, 2024, was $724,116, a decrease of 9.3% compared to $798,474 for the same period in 2023[11] - Net income allocable to redeemable Class A ordinary shares for the three months ended August 31, 2024, was $200,474, compared to $64,801 for the same period in 2023, representing a 209% increase[55] - Basic and diluted net income per redeemable Class A ordinary share increased to $0.03 for the three months ended August 31, 2024, from $0.02 for the same period in 2023[55] Assets and Liabilities - Total current assets increased to $101,706 from $15,912, representing a growth of 537%[4] - Total liabilities rose to $8,775,838 from $7,153,390, indicating an increase of 22.6%[5] - Total assets decreased to $31,239,880 from $33,765,829, a decline of 7.5%[5] - Total current liabilities increased to $4,750,838 from $3,128,390, an increase of 51.7%[4] - The total assets held in the Trust Account amounted to $31,138,174 as of August 31, 2024, compared to $33,749,917 as of November 30, 2023[45] Cash Flow - Cash and marketable securities held in trust account decreased to $31,138,174 from $33,749,917, a decline of 7.7%[4] - Interest earned on marketable securities held in trust account for the nine months ended August 31, 2024, was $1,302,964, down from $1,590,292, a decrease of 18.1%[7] - Net cash used in operating activities improved to $(520,384) from $(701,818), reflecting a 25.8% reduction in cash outflow[11] - Cash withdrawn from trust in connection to redemption was $4,872,513, significantly lower than $87,980,621 in the previous period[11] - Cash at the end of the period increased to $40,533 from $39,475, showing a slight improvement[11] Business Combination and Operations - The Company has not commenced any operations and will not generate operating revenues until after completing a Business Combination[14] - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[19] - The Company has the right to extend the period to complete a business combination up to seven times for an additional one month each time, with a cost of $60,000 or $0.02 per ordinary share[32] - Management believes the Company will have sufficient working capital and borrowing capacity to meet its needs through the earlier of the consummation of a Business Combination or one year from the filing date[34] - The Company expects to incur significant costs in pursuit of its initial business combination, with no assurance of success[98] Shareholder Activity - The Company’s shareholders redeemed an aggregate of 8,373,932 ordinary shares in connection with the Charter Amendment filed on January 20, 2023[30] - On January 18, 2023, TETE's shareholders redeemed an aggregate of 8,373,932 ordinary shares, amounting to $86,353,885[78] - TETE's shareholders redeemed an aggregate of 149,359 ordinary shares on July 18, 2023, totaling $1,626,736[78] Financing and Capital Structure - The Company raised gross proceeds of $100,000,000 from its Initial Public Offering, with transaction costs totaling $8,482,742[15][16] - The Company generated gross proceeds of $115,000,000 from the sale of 11,500,000 Units at a purchase price of $10.00 per Unit during the Initial Public Offering[99] - The Company completed a private placement of 532,500 units at a purchase price of $10.00 per unit, generating gross proceeds of $5,325,000[61] - The underwriters exercised their over-allotment option, purchasing an additional 1,500,000 Option Units for gross proceeds of $15,000,000[74] - Offering costs associated with the Initial Public Offering amounted to $4,532,887, which were charged to additional paid-in capital[56] Legal and Compliance - The Company has not experienced losses on its cash account, which may exceed the Federal depository insurance coverage of $250,000[51] - The Company currently lacks the liquidity needed to sustain operations for at least one year from the date of the unaudited financial statements[36] - There have been no off-balance sheet financing arrangements or special purpose entities established by the company[106] - Disclosure controls and procedures were evaluated and found not effective during the fiscal quarter ended August 31, 2024[108] - No changes in internal control over financial reporting that materially affected the company were reported during the fiscal quarter[109] - There are no legal proceedings currently involving the company[110]

Financial Performance - Net income for the six months ended May 31, 2024, was $532,642, compared to $459,053 for the same period in 2023, indicating a year-over-year growth of approximately 15.9%[86] - Basic and diluted net income per redeemable Class A ordinary share was $0.08 for the six months ended May 31, 2024, consistent with the previous year[86] - For the six months ended May 31, 2024, the company reported a net income of $523,642, consisting of interest earned on investments of $894,507, offset by formation and operating costs of $370,865[137] - For the three months ended May 31, 2023, the company had a net income of $199,021, with interest earned on investments of $381,761 and operating costs of $182,740[162] - For the six months ended May 31, 2023, the company reported a net income of $682,249, consisting of $1,166,519 in interest earned on investments, offset by formation and operating costs of $484,270[188] Assets and Liabilities - Total assets increased to $35,504,084 as of May 31, 2024, compared to $33,765,829 on November 30, 2023, reflecting a growth of approximately 5.15%[58] - Current liabilities rose to $4,343,003 as of May 31, 2024, up from $3,128,390 on November 30, 2023, representing an increase of about 38.8%[58] - The accumulated deficit increased to $(8,312,396) as of May 31, 2024, compared to $(7,137,819) on November 30, 2023, reflecting a deterioration of approximately 16.4%[59] - As of May 31, 2024, the Company had approximately $4,200 in cash and a working capital deficit of $4,287,055[99] - The Company has a working capital loan balance of $651,000 and $300,000 outstanding as of May 31, 2024, and November 30, 2023, respectively[92] Trust Account and Securities - Cash and marketable securities held in the trust account amounted to $35,448,136 as of May 31, 2024, compared to $33,749,917 on November 30, 2023[58] - The Trust Account held assets amounting to $35,448,136 as of May 31, 2024, compared to $33,749,917 as of November 30, 2023[106] - The company has agreed to hold at least $10.15 per Unit sold in the Trust Account, invested in U.S. government securities[93] - As of May 31, 2024, the company held investments of $35,448,136 in Trust Accounts, which are intended to be used for the initial business combination[139] Business Combination and Financing - The company has extended the deadline to consummate a business combination to January 20, 2025, allowing for up to seven one-month extensions[74] - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[93] - The Company has until July 20, 2024, to consummate a Business Combination, with a possibility of extending this period[100] - The company has the right to extend the period to complete a business combination up to twelve times for an additional month each time, with a cost of the lesser of $144,000 or $0.045 per Class A ordinary share outstanding after redemptions[130] - The company may need to obtain additional financing to complete its initial business combination or meet obligations if cash on hand is insufficient[166] Shareholder Activity - Shareholders redeemed an aggregate of 8,373,932 ordinary shares for $86,353,885 on January 18, 2023, and 149,359 ordinary shares for $1,626,736 on July 18, 2023[124] - The company has 2,976,709 Class A ordinary shares outstanding that are subject to possible redemption as of May 31, 2024[83] Loans and Promissory Notes - The company has borrowed a total of $2,020,474 from the Sponsor through various promissory notes as of June 14, 2024[73] - The Sponsor has promised to loan the Company a total of $2,458,183 as of May 31, 2024, with loans made on February 21, 2023, June 13, 2023, and August 10, 2023[119] Company Classification and Concerns - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[79] - The company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern until the consummation of a Business Combination or required liquidation[192] - The company does not expect to generate any operating revenues until after the completion of its initial business combination[187] Other Financial Information - The company has not entered into any off-balance sheet financing arrangements or established any special purpose entities[193] - There have been no material changes to the risk factors disclosed in the Annual Report filed with the SEC on March 4, 2024[174] - The company has no obligations, assets, or liabilities considered off-balance sheet arrangements[168] - The company has authorized 1,000,000 preference shares with a par value of $0.0001 per share, but none were issued as of May 31, 2024[150] - The company completed a private placement of 532,500 units at a price of $10.00 per unit, generating gross proceeds of $5,325,000 on January 20, 2022[141] - The company has accrued $60,000 and $220,000 in administrative support fees to the Sponsor as of May 31, 2024, and November 30, 2023, respectively[145] - The company has converted 2,875,000 Class B ordinary shares to Class A ordinary shares for a par value of $288 as of May 31, 2024[125]

Financial Performance - For the three months ended February 29, 2024, the company reported a net income of $220,219, consisting of interest earned on investments of $440,409, offset by formation and operating costs of $220,190[75]. - For the three months ended February 28, 2023, the company had a net income of $483,228, with interest earned on investments of $784,758, partially offset by formation and operating costs of $301,530[102]. - Cash used in operating activities for the three months ended February 29, 2024, was $188,792[112]. Investments and Financing - As of February 29, 2024, the company had investments of $34,592,182 held in Trust Accounts, which are intended to be used for the initial business combination[78]. - The company completed its Initial Public Offering on January 20, 2022, raising gross proceeds of $115,000,000 from the sale of 11,500,000 Units at $10.00 per Unit[77]. - The company does not currently anticipate needing to raise additional funds for operating expenditures prior to the initial business combination[79]. - The company may need to obtain additional financing to complete the initial business combination or to meet obligations if cash on hand is insufficient[79]. - As of February 29, 2024, the company had cash of $1,125 outside of the Trust Accounts, intended for identifying and evaluating target businesses[113]. Business Combination and Liquidation - The company has the right to extend the period to complete a business combination by up to six times for an additional month each time, with a deposit of $262,500 or $0.0525 for each Class A ordinary share outstanding[94]. - The Company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern until the consummation of the Business Combination or required liquidation[114]. Compliance and Risk Factors - The company incurred expenses related to being a public company, including legal, financial reporting, accounting, and auditing compliance costs[101]. - There have been no material changes to the risk factors disclosed in the Annual Report on Form 10-K filed on March 4, 2024[119]. - The evaluation of disclosure controls and procedures concluded that they were not effective during the period covered by the report[116]. Shareholder Information - As of April 15, 2024, there are 6,384,209 Class A ordinary shares issued and outstanding, with no Class B ordinary shares[128]. - The Company has no off-balance sheet arrangements or relationships with unconsolidated entities[115].

Financial Performance - The company reported a net income of $179,619 for the year ended November 30, 2023, compared to a net income of $826,045 for the year ended November 30, 2022[63]. - Net income for the year ended November 30, 2023, was $179,619, a decrease of 78.2% compared to $826,045 in 2022[177]. - Basic and diluted net income per Class A ordinary share decreased from $0.06 in 2022 to $0.03 in 2023, a decline of 50%[174]. - For the year ended November 30, 2023, net income allocable to redeemable Class A ordinary shares was $179,619, a decrease of 72.2% from $646,487 in 2022[220]. - Basic and diluted net income per redeemable Class A ordinary share decreased to $0.03 in 2023 from $0.06 in 2022, representing a 50% decline[220]. - Loss from operations increased to $1.84 million in 2023 from $500,952 in 2022, an increase of approximately 267.5%[174]. Cash Flow and Liquidity - Cash used in operating activities was $781,376 for the year ended November 30, 2023, an increase from $400,965 for the year ended November 30, 2022[65]. - The company expects to incur significant costs in pursuit of its acquisition plans and anticipates negative cash flows from operations until the completion of its initial business combination[201]. - The company does not currently have adequate liquidity to sustain operations, raising substantial doubt about its ability to continue as a going concern for the next year[203]. - As of November 30, 2023, the Company had approximately $9,917 in cash and a working capital deficit of $3,112,478[198]. - Cash withdrawn from trust in connection to redemption amounted to $87,980,622, with total cash at the end of the period being $9,917[177]. Investments and Assets - As of November 30, 2023, the company had investments of $33,749,917 held in Trust Accounts, intended for the initial business combination[66]. - The total amount of assets held in the Trust Account was $33,749,917 as of November 30, 2023, down from $118,051,997 in the previous year[211]. - Cash and marketable securities held in trust account decreased from $118.1 million in 2022 to $33.7 million in 2023, a decline of approximately 71.5%[173]. - Interest earned on investments held amounted to $2,024,071 for the year ended November 30, 2023, while formation and operating costs were $1,844,452[63]. Business Operations and Future Plans - The company plans to complete its initial business combination by March 20, 2024, or face mandatory liquidation[46]. - The company has not commenced any operations as of November 30, 2023, and will not generate operating revenues until after completing a Business Combination[180]. - The Company must complete a Business Combination with a fair market value equal to at least 80% of the net assets held in the Trust Account[186]. - If a Business Combination is not completed within 12 months, the Company will redeem Public Shares at a price equal to the amount in the Trust Account[192]. Governance and Management - The Audit Committee consists of independent directors Raghuvir Ramanadhan, Virginia Chan, and Kiat Wai Du, with Kiat Wai Du serving as Chairperson[129]. - The Compensation Committee, chaired by Virginia Chan, is responsible for evaluating officer performance and determining compensation levels[132]. - The company has not entered into any employment agreements with its executive officers[140]. - The company has not established any specific minimum qualifications for director nominees[136]. - The company intends to form a corporate governance and nominating committee as required by law or Nasdaq rules[134]. Internal Controls and Compliance - As of November 30, 2023, the company concluded that its disclosure controls and procedures were not effective due to a material weakness in internal control related to inadequate segregation of duties within account processes[78]. - Management assessed the effectiveness of internal control over financial reporting and determined that it was not effective as of November 30, 2023, based on COSO criteria[80]. - There were no changes in internal control over financial reporting during the year ended November 30, 2023, that materially affected internal control[88]. - The company plans to enhance its internal control processes by improving access to accounting literature and considering additional staff with requisite experience[81]. Shareholder Information - As of March 4, 2024, the company had 6,384,209 publicly-held Class A ordinary shares issued and outstanding[144]. - Technology & Telecommunication LLC holds 3,407,500 shares, representing 53.4% of the outstanding shares[146]. - Glazer Capital, LLC owns 419,044 shares, accounting for 14.08% of the outstanding shares[146]. - The number of Class A ordinary shares issued and outstanding increased from 532,500 in 2022 to 3,407,500 in 2023[176]. - Class B ordinary shares converted into Class A ordinary shares totaled 2,875,000 during the year[176]. Audit and Fees - The company incurred audit fees of approximately $47,500 for the year ended November 30, 2023, compared to $42,500 for 2022[160]. - Audit-related fees for the year ended November 30, 2023, were $50,000, while there were no such fees in 2022[161]. - The company incurred approximately $864,000 in contingent legal fees for the year ended November 30, 2023, which is included in accounts payable[240]. - The audit committee will review all payments made to the Sponsor, officers, and directors on a quarterly basis[157]. Sponsor Agreements - The company agreed to pay its sponsor a total of $10,000 per month for office space and administrative support starting January 14, 2022[141]. - The company has a commitment to pay the Sponsor $10,000 per month for administrative support for up to 18 months[234]. - The company will cease paying monthly fees upon completion of its initial business combination or liquidation[141]. - The company has borrowed a total of $2,020,474 from the Sponsor as of November 30, 2023, with $1,654,471 already paid towards these loans[153].

Financial Performance - For the three months ended August 31, 2023, the company reported a net income of $116,225, with formation and operating costs of $307,548 and interest earned on investments of $423,773 [104]. - For the nine months ended August 31, 2023, the company achieved a net income of $798,474, consisting of formation and operating costs of $791,818 and interest earned on investments of $1,590,292 [106]. Investments and Cash Position - As of August 31, 2023, the company had investments of $32,914,283 held in Trust Accounts, intended for the initial business combination [109]. - As of August 31, 2023, the company had cash of $39,475 outside of Trust Accounts, primarily for identifying and evaluating target businesses [110]. - Cash used in operating activities for the nine months ended August 31, 2023, was $701,818 [108]. Initial Public Offering - The company completed its Initial Public Offering on January 20, 2022, raising gross proceeds of $115,000,000 from 11,500,000 Units at $10.00 per Unit [107]. Going Concern and Operational Status - The company is within 12 months of mandatory liquidation, raising substantial doubt about its ability to continue as a going concern [113]. - The company has not engaged in any operations or generated revenues to date, only incurring expenses related to being a public company [103]. - The company may need additional financing to complete its initial business combination or to meet obligations if cash on hand is insufficient [112]. - The company has not entered into any off-balance sheet financing arrangements or established special purpose entities [116].

Financial Performance - For the three months ended May 31, 2023, the company reported a net income of $199,021, compared to a net income of $36,274 for the same period in 2022, representing an increase of 448%[102]. - For the six months ended May 31, 2023, the company achieved a net income of $682,249, a significant turnaround from a net loss of $159,276 in the same period of 2022[104]. Investments and Cash Position - As of May 31, 2023, the company had investments of $33,685,225 held in Trust Accounts, which are intended to be used for the initial business combination[107]. - The company had cash of $67,023 outside of the Trust Accounts as of May 31, 2023, which will be used for identifying and evaluating target businesses[108]. - Cash used in operating activities for the six months ended May 31, 2023, was $424,270[106]. Initial Public Offering - The company completed its Initial Public Offering on January 20, 2022, raising gross proceeds of $115,000,000 from the sale of 11,500,000 Units at $10.00 per Unit[105]. Going Concern and Future Financing - The company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern[111]. - The company may need to obtain additional financing to complete its initial business combination or to meet obligations if cash on hand is insufficient[110]. - The company has not engaged in any operations or generated revenues to date, relying on interest income from marketable securities[101]. - The company has no off-balance sheet financing arrangements or obligations[113].

Financial Performance - For the three months ended February 28, 2023, the company reported a net income of $483,228, compared to a net loss of $195,550 for the same period in 2022 [102]. - The company incurred formation and operating costs of $301,530 for the three months ended February 28, 2023 [102]. - Interest earned on investments held amounted to $784,758 for the three months ended February 28, 2023 [102]. Initial Public Offering - The company generated gross proceeds of $115,000,000 from its Initial Public Offering of 11,500,000 Units at a price of $10.00 per Unit [103]. Investments and Cash Management - As of February 28, 2023, the company had investments of $32,811,107 held in Trust Accounts, which are intended to be used for the initial business combination [105]. - The company had cash of $207,763 outside of the Trust Accounts as of February 28, 2023, to fund operational activities and due diligence [106]. - Cash used in operating activities for the three months ended February 28, 2023, was $283,530 [104]. Going Concern and Financing - The company is within 12 months of its mandatory liquidation, raising substantial doubt about its ability to continue as a going concern [109]. - The company may need to obtain additional financing to complete its initial business combination or to meet obligations if cash on hand is insufficient [108]. - Up to $1,500,000 of loans from the sponsor may be convertible into units at a price of $10.00 per unit at the lender's option [107].