PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS Presents unaudited Q1 2025 financial statements, including balance sheets, operations, equity, cash flows, and detailed notes Balance Sheets (Unaudited) Outlines the Company's financial position as of March 31, 2025, and December 31, 2024, detailing changes in assets, liabilities, and shareholders' deficit Balance Sheet Summary (US$) | Metric | March 31, 2025 (US$) | December 31, 2024 (US$) | Change (US$) | | :-------------------------------- | :--------------------- | :---------------------- | :------------- | | Cash | 35,705 | 76,747 | (41,042) | | Prepayments and deposits | 121,030 | 95,737 | 25,293 | | Total current assets | 156,735 | 172,484 | (15,749) | | Cash and investments in trust | 71,538,905 | 70,799,136 | 739,769 | | TOTAL ASSETS | 71,695,640 | 70,971,620 | 724,020 | | Accrued liabilities | 8,192 | 34,370 | (26,178) | | Promissory notes – related party | 850,351 | 677,851 | 172,500 | | Total current liabilities | 858,543 | 712,221 | 146,322 | | Deferred underwriting compensation | 1,725,000 | 1,725,000 | 0 | | TOTAL LIABILITIES | 2,583,543 | 2,437,221 | 146,322 | | Ordinary shares subject to redemption | 71,538,905 | 70,799,136 | 739,769 | | Accumulated deficit | (2,428,771) | (2,266,700) | (162,071) | | Total Shareholders' deficit | (2,426,808) | (2,264,737) | (162,071) | Statements of Operations (Unaudited) Details the Company's financial performance for the three months ended March 31, 2025, and 2024, showing a shift to net income from trust account earnings Statements of Operations Summary (US$) | Metric | Three Months Ended March 31, 2025 (US$) | Three Months Ended March 31, 2024 (US$) | Change (US$) | | :------------------------------------------------- | :-------------------------------------- | :-------------------------------------- | :------------- | | Formation, general and administrative expenses | (162,071) | (75,788) | (86,283) | | Interest and dividends from Trust Account | 739,769 | - | 739,769 | | NET INCOME (LOSS) | 577,698 | (75,788) | 653,486 | | Basic and diluted net income per ordinary shares subject to possible redemption | 0.07 | - | 0.07 | | Basic and diluted net income (loss) per ordinary shares attributable to Flag Ship Acquisition Corporation | 0.07 | (0.05) | 0.12 | Statements of Changes in Shareholders' Deficit (Unaudited) Outlines changes in shareholders' deficit for the three months ended March 31, 2025, and 2024, reflecting net income/loss and share remeasurement Statements of Changes in Shareholders' Deficit Summary (US$) | Metric | Balance as of Jan 1, 2025 (US$) | Subsequent remeasurement (US$) | Net income (US$) | Balance as of Mar 31, 2025 (US$) | | :----------------------------------- | :------------------------------ | :----------------------------- | :--------------- | :------------------------------- | | Ordinary shares | 1,963 | - | - | 1,963 | | Accumulated deficit | (2,266,700) | (739,769) | 577,698 | (2,428,771) | | Total Shareholders' deficit | (2,264,737) | (739,769) | 577,698 | (2,426,808) | | Metric | Balance as of Jan 1, 2024 (US$) | Net loss (US$) | Balance as of Mar 31, 2024 (US$) | | :----------------------------------- | :------------------------------ | :--------------- | :------------------------------- | | Ordinary shares | 1,725 | - | 1,725 | | Accumulated deficit | (308,006) | (75,788) | (383,794) | | Total Shareholders' deficit | (283,006) | (75,788) | (358,794) | Statements of Cash Flows (Unaudited) Provides a breakdown of cash flows from operating, investing, and financing activities for the three months ended March 31, 2025, and 2024 Statements of Cash Flows Summary (US$) | Metric | Three Months Ended March 31, 2025 (US$) | Three Months Ended March 31, 2024 (US$) | Change (US$) | | :------------------------------------------ | :-------------------------------------- | :-------------------------------------- | :------------- | | Net income (loss) | 577,698 | (75,788) | 653,486 | | Interest and dividends from Trust Account | (739,769) | - | (739,769) | | Net cash used in operating activities | (183,542) | (70,506) | (113,036) | | Net cash provided by (used in) financing activities | 142,500 | (5,000) | 147,500 | | NET CHANGE IN CASH | (41,042) | (75,506) | 34,464 | | CASH, BEGINNING OF PERIOD | 76,747 | 116,210 | (39,463) | | CASH, END OF PERIOD | 35,705 | 40,704 | (4,999) | Notes to Unaudited Financial Statements Provides detailed explanations and disclosures supporting the unaudited financial statements, covering company formation, policies, IPO, and subsequent events NOTE 1 – ORGANIZATION AND BUSINESS BACKGROUND Flag Ship Acquisition Corporation, a blank check company, completed its IPO in June 2024 and recently changed its merger agreement to Great Future Technology Inc - Company is a blank check company (SPAC) incorporated in May 2018, formed to effect a business combination, with an intent to focus on businesses connected to the Asian market1314 - The Initial Public Offering (IPO) was consummated on June 20, 2024, generating gross proceeds of $69,000,000 from 6,900,000 units at $10.00 per unit16 - Simultaneously with the IPO, 238,000 Private Placement Units were sold to Whale Management Corporation (Sponsor) for $2,380,00017 - A total of $69,000,000 from the IPO and private placement was placed in a Trust Account, to be invested in U.S. government treasury bills or money market funds19 - On April 18, 2025, the Company terminated the Agreement and Plan of Merger with Great Rich Technologies Limited (GRT) and entered into a new Merger Agreement with Great Future Technology Inc. (GFT)3031 - Management has determined that the possibility of not consummating an initial business combination within the prescribed period raises substantial doubt about the Company's ability to continue as a going concern36 NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Details significant accounting policies, including emerging growth company status, trust account investments, rights accounting, income taxes, and fair value measurements - The Company is an "emerging growth company" and has elected to use the extended transition period for complying with new or revised financial accounting standards3839 - Cash and investments held in the Trust Account amounted to $71,538,905 as of March 3
Flag Ship Acquisition Corporation(FSHP) - 2025 Q1 - Quarterly Report