Flag Ship Acquisition Corporation(FSHPU) - 2025 Q2 - Quarterly Report

IPO and Financial Proceeds - The company completed its IPO in June 2024, raising gross proceeds of $69,000,000 from the sale of 6,900,000 units[111]. - The underwriters are entitled to a cash underwriting discount of 2.0% of the gross proceeds of the IPO, amounting to $1,380,000, and a deferred fee of 2.5%, totaling $1,725,000[121]. Financial Performance - For the three months ended June 30, 2025, the company reported a net income of $589,626, primarily from interest and dividends earned on Trust Account investments[109]. - For the six months ended June 30, 2025, the company achieved a net income of $1,167,324, with interest and dividends from Trust Account investments totaling $1,482,043[110]. Trust Account and Cash Management - As of June 30, 2025, the company had cash and investments held in the Trust Account amounting to $72,281,179, which will be used to complete its Business Combination[113]. - As of June 30, 2025, the company had $19,769 in cash held outside the Trust Account, intended for operational expenses related to the proposed business combination[114]. Business Combination and Agreements - The company entered into a merger agreement with Great Future Technology Inc. on April 18, 2025, which will replace a previous merger agreement with Great Rich Technologies Limited[105]. - The company has the option to extend the deadline for completing its initial business combination up to 24 months from the IPO closing date, subject to additional funds being deposited into the Trust Account[104]. Expenses and Financial Obligations - The company incurred $3,448,233 in transaction costs related to the IPO, including $1,380,000 in underwriting fees[112]. - The company expects to incur increased expenses due to being a public entity, including legal and compliance costs[108]. - The company has incurred significant professional costs to remain publicly traded and expects to continue incurring transaction costs for a business combination[117]. - The company has no long-term debt or capital lease obligations, only a monthly fee of $10,000 to the Sponsor for administrative services[119]. Going Concern and Financial Risks - There is substantial doubt about the company's ability to continue as a going concern for one year from the issuance date of the unaudited financial statements[118]. - The company may receive loans from its Sponsor or affiliates to cover working capital deficiencies or transaction costs related to the Business Combination[115]. - As of June 30, 2025, the company was not subject to any material market or interest rate risk, with IPO proceeds invested in U.S. government securities[131]. Notes and Accounting Standards - The company issued a 2024 Note to the Sponsor allowing borrowing up to $1,000,000, repayable upon the earlier of business combination or December 31, 2025[124]. - To extend the time for consummating the initial business combination, the Sponsor must deposit $230,000 into the trust account[125]. - The company qualifies as an "emerging growth company" under the JOBS Act, allowing it to delay the adoption of new accounting standards[129].