silium Acquisition I(CSLM) - 2025 Q1 - Quarterly Report

PART I — FINANCIAL INFORMATION This section covers the interim financial statements, management's analysis, market risk, and internal controls Interim Financial Statements CSLM Acquisition Corp. reported a $2.1 million net loss for Q1 2025, primarily due to a debt extinguishment loss, with total assets at $16.3 million and a significant shareholders' deficit Condensed Consolidated Balance Sheets As of March 31, 2025, total assets were $16.35 million, primarily trust account securities, with $11.20 million in liabilities and an $11.17 million shareholders' deficit Condensed Consolidated Balance Sheet Highlights (unaudited) | Metric | March 31, 2025 ($) | December 31, 2024 ($) | | :--- | :--- | :--- | | Assets | | | | Cash | $3,213 | $83,227 | | Marketable securities held in Trust Account | $16,311,760 | $16,053,202 | | Total Assets | $16,346,822 | $16,174,948 | | Liabilities & Shareholders' Deficit | | | | Total Liabilities | $11,200,602 | $10,819,675 | | Class A ordinary shares subject to possible redemption | $16,311,760 | $16,053,202 | | Total Shareholders' Deficit | $(11,165,540) | $(10,697,929) | Condensed Consolidated Statements of Operations The company reported a net loss of $2.06 million for Q1 2025, a significant shift from a $0.15 million net income in Q1 2024, primarily due to a $1.82 million loss on debt extinguishment Condensed Consolidated Statements of Operations (unaudited) | Metric | Three Months Ended March 31, 2025 ($) | Three Months Ended March 31, 2024 ($) | | :--- | :--- | :--- | | Operating expenses | $407,611 | $566,250 | | Loss from operations | $(407,611) | $(566,250) | | Loss on extinguishment of debt | $(1,822,844) | $0 | | Dividends on marketable securities held in Trust Account | $168,558 | $679,342 | | Net (Loss) Income | $(2,061,897) | $148,092 | Condensed Consolidated Statements of Cash Flows Net cash provided by operating activities was $70,664, while investing activities used $260,678, and financing activities provided $110,000, resulting in a net cash decrease to $3,213 - The company's cash position decreased from $83,227 at the beginning of the period to $3,213 at the end of Q1 2025[21] - Financing activities were the primary source of cash inflow, with $110,000 received from a related-party promissory note[21] Notes to Condensed Consolidated Financial Statements Notes detail the company's blank-check status, a going concern warning due to a working capital deficit, related-party transactions, and the extended business combination deadline to July 18, 2025 - The company is a blank check company that entered into a Merger Agreement with Fusemachines Inc. on January 22, 2024[24][35] - The company has extended the time to complete a business combination on a month-to-month basis until July 18, 2025, by making monthly deposits of $30,000 into the Trust Account[34] - A going concern uncertainty exists due to a working capital deficit of $4.5 million as of March 31, 2025, and significant costs in pursuit of its acquisition plans[43][45] - On February 4, 2025, a promissory note from the Sponsor was amended to allow borrowing up to $3.0 million and includes a feature to convert up to $1.491 million of principal and interest into Class A shares at $4.00 per share upon a business combination, resulting in a $1.8 million loss treated as a debt extinguishment[88][89] Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses the company's blank-check status, Q1 2025 net loss of $2.1 million, and significant liquidity concerns with a $4.5 million working capital deficit, raising going concern doubts - The company's entire activity since inception relates to its formation, IPO, and the search for a business combination, generating no operating revenue[128][147] Results of Operations Comparison | Metric | Three Months Ended March 31, 2025 ($) | Three Months Ended March 31, 2024 ($) | | :--- | :--- | :--- | | Net (Loss) Income | $(2,061,897) | $148,092 | | Key Driver | $1.8M loss on debt extinguishment | $0.7M in dividends and covenant fees | - The company faces substantial doubt about its ability to continue as a going concern due to its working capital deficit and recurring costs, relying on related-party loans for liquidity[150][152] - The underwriter agreed to waive its $6.6 million deferred underwriting fee in exchange for 426,000 Class A ordinary shares from the Sponsor upon the closing of the initial business combination[155][158] Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, CSLM Acquisition Corp. is not required to provide the information for this item - The company is a smaller reporting company and is not required to provide quantitative and qualitative disclosures about market risk[164] Controls and Procedures Management concluded disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded the effectiveness of disclosure controls and procedures as of March 31, 2025[166] - No material changes occurred in the company's internal control over financial reporting during the quarter[167] PART II — OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, and other disclosures Legal Proceedings The company is not currently subject to any material legal proceedings, nor is it aware of any threatened material legal proceedings - As of the report date, the company is not a party to any material legal proceedings[169] Risk Factors There are no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K filed on April 11, 2025 - The report refers to the risk factors described in the Company's annual report on Form 10-K filed with the SEC on April 11, 2025[170] Unregistered Sales of Equity Securities and Use Of Proceeds The company details unregistered sales of founder shares and private placement warrants to its sponsor, and the use of $191.6 million IPO proceeds placed in the Trust Account - The Sponsor purchased 4,743,750 founder shares for $25,000 and 7,942,500 private placement warrants for approximately $7.94 million in unregistered sales[171][172] - From the January 18, 2022 IPO, which generated gross proceeds of $189.75 million, a net amount of $191.65 million (including proceeds from private placement warrants) was placed in the Trust Account[173][174] Defaults Upon Senior Securities The company reports no defaults upon senior securities - None[180] Mine Safety Disclosures This item is not applicable to the company - Not applicable[181] Other Information There is no other information to report for this item - None[182] Exhibits This section lists exhibits filed with the Form 10-Q, including Sarbanes-Oxley certifications and Inline XBRL documents - The report includes certifications pursuant to the Sarbanes-Oxley Act of 2002 (Exhibits 31.1 and 32.1) and various Inline XBRL documents[184]