Mountain Lake Acquisition Corp-A(MLAC) - 2025 Q2 - Quarterly Report

Part I. Financial Information Item 1. Financial Statements This section presents the unaudited condensed financial statements, including the balance sheets, statements of operations, changes in shareholders' equity (deficit), and cash flows, along with detailed notes explaining the company's organization, accounting policies, and specific financial transactions Condensed Balance Sheets | Metric | June 30, 2025 | December 31, 2024 | Change | | :----------------------------------- | :-------------- | :---------------- | :----- | | Total Assets | $237,676,418 | $233,231,190 | +$4,445,228 | | Cash and marketable securities in Trust Account | $236,375,099 | $231,643,853 | +$4,731,246 | | Total Current Liabilities | $247,671 | $17,334 | +$230,337 | | Shareholders' Deficit | $(6,996,352) | $(6,479,997) | $(516,355) | Condensed Statements of Operations | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | Period from June 14, 2024 (inception) through June 30, 2024 | | :------------------------------------------------- | :------------------------------- | :----------------------------- | :------------------------------------------------------------------------ | | Operating and formation costs | $195,572 | $516,355 | $18,953 | | Interest earned on Trust Account | $2,391,942 | $4,731,246 | $0 | | Net income (loss) | $2,196,370 | $4,214,891 | $(18,953) | | Basic and diluted net income (loss) per share, Class A | $0.07 | $0.14 | $0 | Condensed Statements of Changes in Shareholders' Equity (Deficit) | Metric | January 1, 2025 Balance | Accretion for Class A ordinary shares to redemption amount (Jan-Mar 2025) | Net income (Jan-Mar 2025) | March 31, 2025 Balance | Accretion for Class A ordinary shares to redemption amount (Apr-Jun 2025) | Net income (Apr-Jun 2025) | June 30, 2025 Balance | | :----------------------------------- | :---------------------- | :-------------------------------------------------------- | :------------------------ | :--------------------- | :-------------------------------------------------------- | :------------------------ | :-------------------- | | Accumulated Deficit | $(6,480,797) | $(2,339,304) | $2,018,521 | $(6,801,580) | $(2,391,942) | $2,196,370 | $(6,997,152) | | Total Shareholders' Deficit | $(6,479,997) | $(2,339,304) | $2,018,521 | $(6,800,780) | $(2,391,942) | $2,196,370 | $(6,996,352) | Condensed Statements of Cash Flows | Metric | Six Months Ended June 30, 2025 | Period from June 14, 2024 (inception) through June 30, 2024 | | :--------------------------------------- | :----------------------------- | :------------------------------------------------------------------------ | | Net income (loss) | $4,214,891 | $(18,953) | | Interest earned on Trust Account | $(4,731,246) | $0 | | Net cash used in operating activities | $(222,509) | $0 | | Cash – End of period | $1,160,883 | $0 | Notes to Condensed Financial Statements NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS - The Company is a blank check company incorporated on June 14, 2024, for the purpose of effecting a business combination[22] - Initial Public Offering (IPO) consummated on December 16, 2024, selling 23,000,000 units at $10.00 per unit, generating $230,000,000 gross proceeds[24] - Simultaneously, 805,000 private placement units were sold at $10.00 per unit, generating $8,050,000 gross proceeds[24] - An amount of $231,150,000 was placed in the Trust Account, to be invested in U.S. government securities or money market funds until a business combination or distribution[28] NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - The Company is an "emerging growth company" and has elected not to opt out of the extended transition period for complying with new or revised financial accounting standards[44][45] - Class A ordinary shares subject to possible redemption are classified as temporary equity, with changes in redemption value recognized immediately[51] - Assets held in the Trust Account are classified as held-to-maturity U.S. Treasury securities or trading money market securities, recorded at amortized cost or fair value, respectively[50] NOTE 3 — INITIAL PUBLIC OFFERING - IPO on December 16, 2024, sold 23,000,000 units at $10.00 per unit[70] - Each unit includes one Class A ordinary share and one right, with each right entitling the holder to one-tenth of a Class A ordinary share upon business combination[70] NOTE 4 — PRIVATE PLACEMENT - Sponsor and BTIG purchased 805,000 Private Placement Units at $10.00 per unit, generating $8,050,000[71] - Proceeds from Private Placement Units were added to the Trust Account[71] - Private Placement Units are identical to IPO units but are subject to transfer restrictions until after a business combination[71] NOTE 5 — RELATED PARTY TRANSACTIONS - Sponsor received 7,187,500 Class B ordinary shares (Founder Shares) for a $25,000 capital contribution, with 359,375 Founder Shares later forfeited due to partial over-allotment exercise[72] - The Company owed the Sponsor $688 as of June 30, 2025, and $3,183 as of December 31, 2024[75] - The Company pays its Chairman/CEO and President/CFO up to $20,000 per month for services, incurring $60,000 for the three months and $120,000 for the six months ended June 30, 2025[78] NOTE 6 — COMMITMENTS AND CONTINGENCIES - Underwriters are entitled to a deferred underwriting fee of $8,050,000, payable from the Trust Account upon completion of a business combination[83] - Geopolitical instability (Russia-Ukraine, Israel-Hamas conflicts) could adversely affect the Company's search for and consummation of a business combination[84][85] NOTE 7 — SHAREHOLDERS' DEFICIT - As of June 30, 2025, there are 805,000 Class A ordinary shares and 7,187,500 Class B ordinary shares issued and outstanding (excluding redeemable Class A shares)[87][88] - Only Class B ordinary shareholders vote on director elections prior to a business combination; all other matters are voted on by both classes as a single class[89] - Class B ordinary shares automatically convert to Class A ordinary shares on a one-for-one basis upon consummation of the initial business combination, subject to adjustments[91] NOTE 8 — FAIR VALUE MEASUREMENTS - As of June 30, 2025, Trust Account assets included $883 in cash and $236,374,216 in U.S. Treasury securities[93] - U.S. Treasury Securities are measured at fair value using Level 1 inputs[97] NOTE 9 — SEGMENT INFORMATION - The Company has only one reportable segment, with the Chief Executive Officer identified as the Chief Operating Decision Maker (CODM)[99] - CODM reviews key metrics including cash, cash and marketable securities in Trust Account, operating and formation costs, and interest earned on marketable securities in Trust Account[100] NOTE 10. SUBSEQUENT EVENTS - No subsequent events requiring adjustment or disclosure were identified[102] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and operational results, highlighting its status as a blank check company, the sources of its non-operating income, liquidity, and key accounting policies Special Note Regarding Forward-Looking Statements - The report includes forward-looking statements that involve risks and uncertainties[105] - The Company disclaims any intention or obligation to update or revise forward-looking statements[105] Overview - The Company is a blank check company formed to effect a business combination[106] - Intends to use cash from IPO/Private Placement, shares, debt, or a combination for the business combination[106] Results of Operations | Metric | Three Months Ended June 30, 2025 | Six Months Ended June 30, 2025 | Period from June 14, 2024 (inception) through June 30, 2024 | | :--------------------------------- | :------------------------------- | :----------------------------- | :------------------------------------------------------------------------ | | Net income (loss) | $2,196,370 | $4,214,891 | $(18,953) | | Interest income on Trust Account | $2,391,942 | $4,731,246 | $0 | | Operating costs | $195,572 | $516,355 | $18,953 | Liquidity and Capital Resources - Cash and marketable securities held in Trust Account: $236,375,099 as of June 30, 2025[115] - Cash held outside of the Trust Account: $1,160,883 as of June 30, 2025, for identifying and evaluating target businesses and due diligence[116] - Sponsor or affiliates may provide Working Capital Loans, repayable from Trust Account proceeds upon business combination or from external funds if no combination[117] Off-Balance Sheet Financing Arrangements - The Company has no obligations, assets, or liabilities considered off-balance sheet arrangements[119] Contractual Obligations - Agreement to pay Chairman/CEO and President/CFO up to $20,000 per month for services[120] - Deferred underwriting fee of $8,050,000 payable to underwriters upon completion of a business combination[121] Critical Accounting Estimates - Class A Ordinary Shares Subject to Possible Redemption is identified as a critical accounting policy[123] Recent Accounting Pronouncements - No material effect expected from recently issued, but not yet effective, accounting pronouncements[124] Item 3. Quantitative and Qualitative Disclosures About Market Risk As a smaller reporting company, Mountain Lake Acquisition Corp. is exempt from providing detailed quantitative and qualitative disclosures about market risk - The Company is a smaller reporting company and is not required to provide market risk disclosures[125] Item 4. Controls and Procedures This section details the evaluation of the company's disclosure controls and procedures and reports on any changes in internal control over financial reporting Evaluation of Disclosure Controls and Procedures - Disclosure controls and procedures were effective at a reasonable assurance level as of June 30, 2025[127] Changes in Internal Control over Financial Reporting - No material changes in internal control over financial reporting occurred during the quarter[128] Part II. Other Information Item 1. Legal Proceedings The Company reported no legal proceedings - No legal proceedings[130] Item 1A. Risk Factors The Company refers to its Annual Report on Form 10-K for a description of risk factors and states that there have been no material changes to these factors as of the report date - Refers to Annual Report on Form 10-K for risk factors[130] - No material changes to risk factors disclosed in the Annual Report on Form 10-K[130] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Details the IPO of 23,000,000 units and a concurrent private placement of 805,000 units, both at $10.00 per unit, generating total gross proceeds of $238,050,000. A total of $231,150,000 from these offerings was deposited into the Trust Account - IPO of 23,000,000 units at $10.00 per unit, generating $230,000,000 gross proceeds[131] - Private placement of 805,000 units at $10.00 per unit, generating $8,050,000 gross proceeds[132] - A total of $231,150,000 from IPO and Private Placement proceeds was deposited into the Trust Account[134] Item 3. Defaults Upon Senior Securities The Company reported no defaults upon senior securities - No defaults upon senior securities[136] Item 4. Mine Safety Disclosures The Company reported no mine safety disclosures - No mine safety disclosures[136] Item 5. Other Information The Company reported no other information - No other information[136] Item 6. Exhibits This section lists the exhibits filed with the Quarterly Report, including certifications from executive officers and XBRL-related documents - Includes certifications of Principal Executive Officer and Principal Financial Officer (Exhibits 31.1, 31.2, 32.1, 32.2)[138] - Includes XBRL Instance Document and Taxonomy Extension Documents[138] Part III. Signatures - Signed by Paul Grinberg, CEO, and Douglas Horlick, CFO[142]