Globalink Investment(GLLI) - 2025 Q2 - Quarterly Report

PART 1 – FINANCIAL INFORMATION This section presents the unaudited condensed consolidated financial statements and management's discussion and analysis of financial condition and results of operations Item 1. Financial Statements This section presents the unaudited condensed consolidated financial statements, including the balance sheets, statements of operations, changes in stockholders' deficit, and cash flows, along with detailed notes explaining the company's accounting policies, business operations, liquidity, and significant financial events Condensed Consolidated Balance Sheets (Unaudited) This section provides a snapshot of the company's financial position, detailing assets, liabilities, and stockholders' deficit at specific reporting dates Balance Sheet Highlights (June 30, 2025 vs. December 31, 2024) (in USD): | Metric | June 30, 2025 | December 31, 2024 | Change | | :----------------------------------- | :------------ | :---------------- | :----- | | Cash | $22,170 | $253,507 | ↓ 91.25% | | Prepaid expenses | $48,046 | $96,892 | ↓ 50.41% | | Cash held in Trust Account restricted for redeeming stockholders | $2,594,214 | — | N/A | | Total current assets | $2,664,430 | $350,399 | ↑ 660.40% | | Cash held in Trust Account | $1,132,603 | $3,349,591 | ↓ 66.19% | | TOTAL ASSETS | $3,797,033 | $3,699,990 | ↑ 2.62% | | Accounts payable | $204,675 | $79,886 | ↑ 156.22% | | Franchise tax payable | $243,506 | $209,906 | ↑ 16.01% | | Income tax payable | $522,168 | $479,279 | ↑ 8.95% | | Promissory note - related party | — | $4,445,458 | ↓ 100.00% | | Due to affiliate | $277,000 | $607,000 | ↓ 54.37% | | Convertible note - related party, net of debt discount | $4,631,437 | — | N/A | | Promissory note - third party | $450,000 | — | N/A | | Redeemed stock payable to stockholders | $2,594,214 | — | N/A | | Excise tax liability | $1,600,984 | $1,313,485 | ↑ 21.90% | | Total current liabilities | $10,523,984 | $7,135,014 | ↑ 47.52% | | Warrant liabilities | $22,800 | $2,736 | ↑ 733.33% | | Deferred underwriting fee payable | $4,025,000 | $4,025,000 | 0.00% | | Total Liabilities | $14,571,784 | $11,162,750 | ↑ 30.55% | | Common stock subject to possible redemption | $930,037 | $3,223,514 | ↓ 71.19% | | Total Stockholders' Deficit | $(11,704,788) | $(10,686,274) | ↓ 9.53% | Condensed Consolidated Statements of Operations (Unaudited) This section presents the company's financial performance over specific periods, detailing revenues, expenses, and net loss Statements of Operations Highlights (Three Months Ended June 30, 2025 vs. 2024) (in USD): | Metric | June 30, 2025 | June 30, 2024 | Change | | :----------------------------------- | :------------ | :------------ | :----- | | General and administrative expenses | $333,827 | $419,611 | ↓ 20.44% | | Provision (reversal) for franchise tax expense | $(16,400) | $50,000 | ↓ 132.80% | | Total operating expenses | $(317,427) | $(469,611) | ↓ 32.39% | | Income on cash held in Trust Account | $34,237 | $344,645 | ↓ 90.08% | | Taxes penalties and interest | $(133,677) | — | N/A | | Interest expense | $(451,629) | $(43,602) | ↑ 935.02% | | Change in fair value of warrant liabilities | $(18,525) | $(14,820) | ↑ 25.00% | | Total other (loss) income, net | $(569,594) | $286,223 | ↓ 298.93% | | Loss before provision for income taxes | $(887,021) | $(183,388) | ↑ 383.69% | | Provision for income taxes | $(6,875) | $(33,797) | ↓ 79.63% | | NET LOSS | $(893,896) | $(217,185) | ↑ 311.50% | | Basic and diluted net income per share, Common stock – redeemable | $0.35 | $0.06 | ↑ 483.33% | | Basic and diluted net income (loss) per share, Common stock – non-redeemable | $(0.28) | $(0.11) | ↑ 154.55% | Statements of Operations Highlights (Six Months Ended June 30, 2025 vs. 2024) (in USD): | Metric | June 30, 2025 | June 30, 2024 | Change | | :----------------------------------- | :------------ | :------------ | :----- | | General and administrative expenses | $604,083 | $1,023,082 | ↓ 40.95% | | Provision (reversal) for franchise tax expense | $33,600 | $43,662 | ↓ 23.04% | | Total operating expenses | $(637,683) | $(1,066,744) | ↓ 40.23% | | Income on cash held in Trust Account | $66,336 | $687,312 | ↓ 90.35% | | Taxes penalties and interest | $(297,339) | $(2,356) | ↑ 12596.05% | | Interest expense | $(736,826) | $(76,997) | ↑ 856.83% | | Change in fair value of warrant liabilities | $(20,064) | $(26,619) | ↓ 24.62% | | Total other (loss) income, net | $(987,893) | $581,340 | ↓ 270.00% | | Loss before provision for income taxes | $(1,625,576) | $(485,404) | ↑ 234.80% | | Provision for income taxes | $(6,875) | $(107,088) | ↓ 93.58% | | NET LOSS | $(1,632,451) | $(592,492) | ↑ 175.54% | | Basic and diluted net income per share, Common stock – redeemable | $0.69 | $0.10 | ↑ 590.00% | | Basic and diluted net income (loss) per share, Common stock – non-redeemable | $(0.52) | $(0.25) | ↑ 108.00% | Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) This section outlines the changes in the company's equity over specific periods, reflecting net loss and other comprehensive income/loss Stockholders' Deficit (June 30, 2025 vs. December 31, 2024) (in USD): | Metric | June 30, 2025 | December 31, 2024 | | :-------------------------- | :------------ | :---------------- | | Total Stockholders' Deficit | $(11,704,788) | $(10,686,274) | - Key Changes (Six Months Ended June 30, 2025): * Gain on modification of terms of promissory notes and advances from affiliate: $940,847[12] * Remeasurement of common stock subject to redemption: $(162,099) (March 31, 2025) and $(138,638) (June 30, 2025)[12] * Net loss: $(738,555) (March 31, 2025) and $(893,896) (June 30, 2025)[12] * Excise tax liability in connection with redemption: $(26,173)[12] Condensed Consolidated Statements of Cash Flows (Unaudited) This section details the inflows and outflows of cash from operating, investing, and financing activities over specific periods Cash Flow Highlights (Six Months Ended June 30, 2025 vs. 2024) (in USD): | Metric | June 30, 2025 | June 30, 2024 | Change | | :----------------------------------- | :------------ | :------------ | :----- | | Net cash used in operating activities | $(430,447) | $(1,559,688) | ↓ 72.41% | | Net cash (used in) provided by investing activities | $(310,890) | $73,768 | ↓ 521.44% | | Net cash provided by financing activities | $510,000 | $1,550,000 | ↓ 67.10% | | NET CHANGE IN CASH | $(231,337) | $64,080 | ↓ 461.00% | | CASH, BEGINNING OF PERIOD | $253,507 | $79,073 | ↑ 220.59% | | CASH, END OF PERIOD | $22,170 | $143,153 | ↓ 84.51% | - Non-cash investing and financing activities (Six Months Ended June 30, 2025): * Remeasurement of Common stock subject to redemption: $300,737[16] * Gain on modification of terms of promissory notes and advances from affiliate: $940,847[16] * Excise tax accrued for common stock redemption: $26,173[16] Notes to Condensed Consolidated Financial Statements (Unaudited) This section provides detailed explanations and additional information supporting the condensed consolidated financial statements Note 1 – Description of Organization and Business Operations and Liquidity Globalink Investment Inc. is a blank check company formed in March 2021 to pursue a business combination. It has not commenced operations and generates non-operating income from interest on its Trust Account. The company faces significant liquidity challenges with a working capital deficit of $7.9 million as of June 30, 2025, and a going concern uncertainty if a business combination is not completed by September 9, 2025 (extendable to December 9, 2025). The company is actively pursuing a merger with Alps Global Holding Pubco and Alps Life Sciences Inc - Company Status: Blank check company formed March 24, 2021, for a Business Combination; no operating revenues until completion of Business Combination[17][20] - IPO Details: Consummated IPO on December 9, 2021, raising $100,000,000 from 10,000,000 units at $10.00/unit. Additional $15,000,000 from over-allotment option[20][22] - Trust Account: $116,725,000 initially placed in Trust Account, invested in U.S. government securities, but converted to cash in July 2023 to mitigate investment company risk[25][26] - Redemptions & Extensions: * March 6, 2023: 6,756,695 shares redeemed for ~$69.92 million[37] * November 28, 2023: 2,180,738 shares redeemed for ~$23.60 million[40] * December 3, 2024: 2,285,056 shares redeemed for ~$26.89 million (overpayment of $563,108 identified)[43] * June 4, 2025: 204,910 shares redeemed for ~$2.6 million (overpayment of $23,067 identified)[45][46] * Termination Date extended to September 9, 2025, with options to extend to December 9, 2025[65] - Nasdaq Delisting: Received delisting notice on December 10, 2024, for failing to complete a business combination within 36 months. Securities suspended from trading on Nasdaq on December 17, 2024, and delisting became effective May 19, 2025. Now quoted on OTC Pink[48][49] - Business Combination: Entered Merger Agreement with Alps Global Holding Pubco and Alps Life Sciences Inc. on January 30, 2024, amended multiple times[51] - PIPE Investment: Initial $40.2 million PIPE agreements terminated; new agreements for $3,279,911, with $1,124,361 received as of June 30, 2025[52][53] - Liquidity & Going Concern: Cash of $22,170 and working capital deficit of ~$7.9 million as of June 30, 2025. Substantial doubt about ability to continue as a going concern due to mandatory liquidation if business combination not completed by September 9, 2025 (or December 9, 2025 with extensions)[62][65] - Excise Tax: Subject to a 1% excise tax on stock repurchases after December 31, 2022. Recorded $1,600,984 excise tax liability (including interest and penalties) as of June 30, 2025[58][59][89] Note 2 – Summary of Significant Accounting Policies This note outlines the company's accounting policies, including basis of presentation, principles of consolidation, emerging growth company status, use of estimates, cash held in Trust Account, concentration of credit risk, fair value measurements, debt modification/extinguishment, convertible debt, income taxes, excise tax, common stock subject to redemption, net income (loss) per share, accounting for warrants, and recent accounting pronouncements - Basis of Presentation: Unaudited condensed consolidated financial statements prepared in conformity with U.S. GAAP and SEC rules for interim reporting[67] - Emerging Growth Company: Elected not to opt out of the extended transition period for new accounting standards, allowing adoption at private company dates[70] - Cash Held in Trust Account: All assets in Trust Account held in cash since July 2023 to mitigate investment company risk[72][73] - Income Taxes: Effective tax rate was (0.78)% for Q2 2025 and (0.42)% for H1 2025, differing from the 21% statutory rate due to penalties, interest on excise tax, business combination expenses, warrant fair value changes, and debt discount amortization[83] - Excise Tax Liability: Recorded $1,600,984 as of June 30, 2025, including $370,693 in interest and penalties, for the 1% excise tax on stock repurchases[89] - Common Stock Subject to Redemption: Classified as temporary equity due to redemption features outside the company's control[91] - Accounting for Warrants: Public Warrants are equity-classified; Private Placement Warrants are liability-classified and re-measured at fair value each period, with changes recognized in operations[102][103] - Recent Accounting Pronouncements: Adopted ASU 2023-07 (Segment Reporting) for FY2024; evaluating ASU 2023-09 (Income Tax Disclosures) effective FY2025[104][106] Note 3 – Initial Public Offering and Over-allotment Details the IPO and over-allotment, where the company sold 11,500,000 units at $10.00 each, generating $115,000,000. Each unit included one common stock, one redeemable warrant (for 1/2 share at $11.50), and one right (for 1/10 share) - IPO Units Sold: 11,500,000 units at $10.00 per unit[107] - Gross Proceeds: $115,000,000[107] - Unit Composition: One common stock, one redeemable warrant (1/2 share at $11.50), one right (1/10 share)[107] Note 4 – Private Placement The company issued and sold 570,000 Private Placement Units at $10.00 per unit, generating $5,700,000 in gross proceeds. These units, sold to a related party, include one share, one Private Placement Warrant, and one right. Proceeds were added to the Trust Account - Private Placement Units Sold: 570,000 units at $10.00 per unit[108] - Gross Proceeds: $5,700,000[108] - Unit Composition: One share, one Private Placement Warrant (1/2 share at $11.50), one right (1/10 share)[108] - Purchaser: Public Gold Marketing Sdn. Bhd., a related party[108] Note 5 – Related Party Transactions This note details transactions with related parties, including the initial purchase of Founder Shares by the sponsor, the private placement of units to Public Gold Marketing Sdn. Bhd., and various promissory notes and advances from Public Gold Marketing Sdn. Bhd. and an affiliate of the sponsor. It also covers the termination of an administrative services agreement - Founder Shares: Sponsor purchased 2,875,000 shares for $25,000 on August 19, 2021, subject to transfer restrictions[109][110] - Private Placement: 570,000 Private Placement Units sold to Public Gold Marketing Sdn. Bhd. (a related party) for $5,700,000[111] - Related Party Loans (Promissory Notes): * Multiple promissory notes with Public Gold Marketing Sdn. Bhd. (related party) for extension fees and working capital, bearing 6% interest[113] * Total principal and interest from these notes: $4,570,422 as of June 30, 2025 (vs. $4,445,458 as of December 31, 2024)[137][138](index=138&type=chunk] * March 6, 2025 amendment: $2 million of outstanding balance due in cash post-closing, remaining converted to PubCo ordinary shares at $10.00/share. Resulted in a gain on modification of $880,656[139][140] - Advances from Affiliate: * $390,000 advanced by an affiliate of the sponsor for Trust Account extensions[116] * March 24, 2025 amendment: $390,000 advance converted to PubCo ordinary shares at $10.00/share at closing. Resulted in a gain on modification of $60,191[117] * $60,000 advance from CEO for trust extension deposits[117] - Administrative Services Agreement: Terminated on September 30, 2023. $217,000 accrued under "Due to affiliate" as of June 30, 2025[114][115] Note 6 – Commitments and Contingencies This note outlines the company's commitments and contingencies, including registration rights for certain security holders and the deferred underwriting fees. It details an amendment to the underwriting agreement where deferred fees and M&A fees will be satisfied by a transfer of Alps Holdco Shares - Registration Rights: Holders of Founder Shares, Private Placement Units, and warrants from Working Capital Loans are entitled to registration rights[120] - Underwriting Agreement: * Deferred underwriting discounts of $4,025,000 payable upon Business Combination[121] * May 22, 2025 Amendment: Total Fee Amount of $5,025,000 (deferred underwriting + $1,000,000 M&A fee) to be satisfied by transfer of 4,187,500 Alps Holdco Shares to Chardan prior to business combination closing (by July 31, 2025)[122] Note 7 – Promissory Notes – Related Party This note provides detailed information on various promissory notes entered into with Public Gold Marketing Sdn. Bhd., a related party, for extension fees and working capital. These notes bear 6% interest and are repayable upon a business combination. An amendment on March 6, 2025, converted a portion of the outstanding balance into PubCo shares and made $2 million payable in cash, resulting in a significant gain on modification - Promissory Notes with Public Gold Marketing Sdn. Bhd.: Multiple notes totaling $4,570,422 (principal + interest) as of June 30, 2025, bearing 6% interest, repayable upon Business Combination[123][124][126][127][128][129][130][131][132][133][134][135][136][137] - March 6, 2025 Amendment: $2 million of outstanding balance due in cash post-closing; remaining balance converted to PubCo ordinary shares at $10.00/share[138][139] - Gain on Modification: $880,656 gain recognized due to the amendment[140] - Amortization of Debt Discount: $358,947 (Q2 2025) and $576,931 (H1 2025) recorded as interest expense[140] Valuation Assumptions for Convertible Note (March 6, 2025): | Assumption | Value | | :----------------------- | :------ | | Closing stock price | $12.00 | | Expected time to liquidity | 0.37 years | | Risk free rate | 4.31% | | Volatility | 27.7% | Note 8 – Promissory Note - Third Party The company entered into two non-interest bearing promissory notes with Dr. Tham Seng Kong, a party to the Merger Agreement, for working capital. As of June 30, 2025, $450,000 had been borrowed, with an additional $200,000 withdrawn subsequently, bringing the total to $650,000 - Promissory Notes: Two non-interest bearing notes with Dr. Tham Seng Kong (Merger Agreement party) for working capital[144] - Amount Borrowed: $450,000 as of June 30, 2025[144] - Subsequent Withdrawal: Additional $200,000 withdrawn after June 30, 2025, totaling $650,000[169] Note 9 – Stockholders' Deficit This note details the company's common stock, warrants, and rights. It specifies the number of authorized and outstanding common shares, the types and terms of public and private warrants (including exercise conditions and redemption features), and the automatic conversion of public rights into common stock upon a business combination - Common Stock: 500,000,000 shares authorized; 3,445,000 shares issued and outstanding (excluding redeemable shares) as of June 30, 2025 and December 31, 2024[145] - Warrants Outstanding: 11,500,000 Public Warrants and 570,000 Private Placement Warrants as of June 30, 2025 and December 31, 2024[146] - Public Warrants: Exercisable after Business Combination, expire five years post-combination, redeemable by company if common stock price exceeds $16.50[147][148][149] - Private Placement Warrants: Substantially similar to Public Warrants but exercisable for cash or cashless at holder's option, and not redeemable by the company as long as held by initial purchasers/permitted transferees[151] - Rights: Each Public Right automatically converts to one-tenth of one common share upon Business Combination[155] Note 10 – Fair Value Measurements This note explains the fair value hierarchy used for financial instruments, classifying assets and liabilities based on observable and unobservable inputs. It specifically details the valuation of Private Placement Warrants as Level 2 liabilities, using the observable price of public warrants as a benchmark - Fair Value Hierarchy: Uses Level 1 (quoted prices in active markets), Level 2 (observable inputs other than Level 1), and Level 3 (unobservable inputs)[157][158] - Private Placement Warrants Valuation: Classified as Level 2 liabilities, valued using the observable price for public warrants as a benchmark[160][161] Fair Value of Private Placement Warrants (in USD): | Date | Fair Value | | :----------------------- | :--------- | | June 30, 2025 | $22,800 | | December 31, 2024 | $2,736 | | Change in valuation inputs or other assumptions (Q2 2025) | $18,525 | | Change in valuation inputs or other assumptions (H1 2025) | $20,064 | Note 11 – Segment Information The company operates as a single segment, as it is a blank check company with no operations, and its Chief Executive Officer (CODM) reviews consolidated operating results to allocate resources and assess performance. Key metrics reviewed include interest earned on the Trust Account and formation/operating expenses, particularly professional service fees related to the Business Combination - Single Operating Segment: The company is a blank check company with no operations, thus has only one operating segment[163][164][165] - CODM: Chief Executive Officer reviews consolidated operating results[165] - Key Performance Metrics: Interest earned on Trust Account, professional service fees for Business Combination, and other general and administrative expenses[166] Operating Expenses (Six Months Ended June 30) (in USD): | Metric | 2025 | 2024 | Change | | :------------------------------------------ | :--------- | :--------- | :----- | | Professional service fee in connection with Business Combination | $(175,328) | $(558,504) | ↓ 68.60% | | Franchise tax expense | $(33,600) | $(43,662) | ↓ 23.04% | | Other general and administrative expenses and tax expenses | $(428,755) | $(464,578) | ↓ 7.60% | | Total operating expenses | $(637,683) | $(1,066,744) | ↓ 40.23% | | Income on cash held in Trust Account | $66,336 | $687,312 | ↓ 90.35% | Note 12 – Subsequent Events This note discloses events occurring after June 30, 2025, including additional deposits into the Trust Account to extend the termination date, further withdrawals under a third-party promissory note, tax withdrawals from the Trust Account, and the payment of redeeming shareholders from the June 2025 Special Meeting, which involved an identified overpayment - Trust Account Extensions: $21,780 deposited in July and August 2025, extending Termination Date to September 9, 2025[168] - Third-Party Promissory Note: Additional $200,000 withdrawn by Dr. Tham Seng Kong, bringing total outstanding to $650,000[169] - Tax Withdrawals: $178,491 permitted tax withdrawal from Trust Account in July and August 2025[170] - Redemption Payments: $2,617,281 paid to June 2025 redeeming shareholders, with an identified overpayment of $23,067 ($0.11 per share) that the company will attempt to recover[171] 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 seeking a business combination. It discusses recent developments including redemptions, extensions, the ongoing merger agreement with Alps Holdco, PIPE investments, Nasdaq delisting, and the company's liquidity challenges and going concern risk Overview This section provides a general introduction to the company's purpose as a blank check company and the inherent risks associated with its business model - Company Purpose: Formed March 24, 2021, as a blank check company to effect a business combination[174] - Target Focus: Medical technology and green energy industries in North America, Europe, Southeast Asia, and Asia (excluding mainland China, Hong Kong, Macau)[174] - Acquisition Method: Combination of cash (from Trust Account or financing) or equity securities[174] - Risks of Additional Share Issuance: * May significantly dilute the equity interest of investors[175] * May subordinate the rights of common stock holders if preferred stock is issued[175] * Could cause a change in control, affecting net operating loss carry forwards and potentially leading to officer/director resignations[175] * May delay or prevent a change of control by diluting stock ownership[175] * May adversely affect prevailing market prices for common stock, rights, and/or warrants[175] - Risks of Significant Debt: * Default and foreclosure on assets if operating revenues are insufficient[175] * Acceleration of obligations if covenants are breached[175] * Immediate payment of principal and interest if debt is payable on demand[177] * Inability to obtain necessary additional financing due to restrictive covenants[177] * Substantial portion of cash flow used for debt, reducing funds for dividends, expenses, capital expenditures, and acquisitions[177] * Limitations on flexibility in business planning and reaction to industry changes[177] * Increased vulnerability to adverse economic, industry, competitive, and regulatory changes[177] * Limitations on borrowing additional amounts for various purposes[177] Recent Developments This section highlights key events and changes impacting the company, including share redemptions, extension of the business combination deadline, and Nasdaq delisting - Redemptions: * December 2024 Special Meeting: 2,285,056 shares redeemed for ~$26.89 million; identified overpayment of $563,108[179] * June 2025 Special Meeting: 204,910 shares redeemed for ~$2.6 million; identified overpayment of $23,067[182] - Extensions: Termination Date extended to September 9, 2025, with options to extend to December 9, 2025, through monthly deposits into the Trust Account[180][181][183] - Business Combination: Merger Agreement with Alps Global Holding Pubco and Alps Life Sciences Inc. entered January 30, 2024, and amended multiple times[184][185] - Merger Agreement Amendments: * Removed earn-out provision[188] * Removed $5,000,001 net tangible asset requirement for Globalink and PubCo (if PubCo satisfies Nasdaq listing)[188] * Removed Nasdaq listing as a condition to closing[188] - PIPE Agreements: Initial $40.2 million subscriptions terminated; new agreements for $3,279,911, with $1,124,361 received in escrow[186][187] - Nasdaq Delisting: Delisting notice received December 10, 2024, for non-compliance with business combination timeline. Securities suspended December 17, 2024, delisting effective May 19, 2025. Now quoted on OTC Pink[191][192] - Continuation of Merger: Company expects to proceed with the Merger Agreement despite delisting[193] Results of Operations This section analyzes the company's financial performance, focusing on the primary drivers of net loss and changes in income from the Trust Account - Net Loss (Three Months Ended June 30): * 2025: $(893,896)[195] * 2024: $(217,185)[195] * Increase in net loss primarily due to higher interest expense ($451,629 in 2025 vs. $43,602 in 2024) and tax penalties/interest ($133,677 in 2025 vs. $0 in 2024), despite lower general and administrative expenses and a franchise tax expense reversal[197] - Net Loss (Six Months Ended June 30): * 2025: $(1,632,451)[196] * 2024: $(592,492)[196] * Increase in net loss primarily due to significantly higher interest expense ($736,826 in 2025 vs. $76,997 in 2024) and tax penalties/interest ($297,339 in 2025 vs. $2,356 in 2024), partially offset by lower general and administrative expenses[198] - Trust Account Income: Decreased significantly from $344,645 (Q2 2024) to $34,237 (Q2 2025) and from $687,312 (H1 2024) to $66,336 (H1 2025)[195][196][197][198] Liquidity, Capital Resources and Going Concern This section assesses the company's ability to meet its short-term and long-term obligations, detailing its cash position, financing activities, and the ongoing risk to its continued operations - IPO Proceeds: $100,000,000 from IPO, $5,175,000 from private placement, and $15,000,000 from over-allotment option[199][200] - Offering Costs: $6,887,896, including $4,025,000 deferred underwriting fees contingent on business combination[201] - Trust Account: $116,725,000 initially placed, now held in cash since July 2023[202][203] Cash Flow from Operations (Six Months Ended June 30) (in USD): | Metric | 2025 | 2024 | Change | | :----------------------------------- | :--------- | :----------- | :----- | | Net cash used in operating activities | $(430,447) | $(1,559,688) | ↓ 72.41% | - Cash Balances: * Cash held in Trust Account: $3,726,817 (including $2,594,214 redeemed stock payable) as of June 30, 2025[206] * Cash outside Trust Account: $22,170 as of June 30, 2025 (vs. $253,507 as of December 31, 2024)[208] - Promissory Notes (Related Party): * Total principal and interest owed to related parties: $4,570,422 as of June 30, 2025 (vs. $4,445,458 as of December 31, 2024)[224] * March 6, 2025 amendment: $2 million payable in cash, remaining converted to PubCo shares[225] * Debt discount amortization: $358,947 (Q2 2025) and $576,931 (H1 2025) recorded as interest expense[238] - Promissory Notes (Third Party): * Total owed to third party: $450,000 as of June 30, 2025 (vs. nil as of December 31, 2024)[226] * Subsequent withdrawal: Additional $200,000, bringing total to $650,000[240] - Going Concern: Substantial doubt exists due to mandatory liquidation if business combination not completed by September 9, 2025 (or December 9, 2025 with extensions) and current liquidity condition[231] Off-Balance Sheet Arrangements This section confirms the absence of any off-balance sheet obligations, assets, or liabilities for the company - The company has no off-balance sheet obligations, assets, or liabilities as of June 30, 2025, and December 31, 2024[232] Contractual Obligations This section states that the company has no long-term contractual obligations, including debt or lease liabilities - The company has no long-term debt, capital lease obligations, operating lease obligations, or long-term liabilities[233] Registration Rights This section details the registration rights granted to certain security holders, allowing them to register their shares for resale - Holders of insider shares, private units, and units from working capital/extension loans have registration rights, entitling them to demand and "piggy-back" registration[234] Underwriting Agreement This section outlines the deferred underwriting fees and the amendment regarding their satisfaction through a transfer of Alps Holdco Shares - Deferred underwriting discounts of $4,025,000 are payable upon completion of a business combination[235] - An amendment on May 22, 2025, states that a total Fee Amount of $5,025,000 (including $1,000,000 M&A fee) will be satisfied by the transfer of 4,187,500 Alps Holdco Shares to Chardan prior to the business combination closing[236] Right of First Refusal This section describes the right of first refusal granted to Chardan Capital Markets, LLC for future financing and M&A transactions - Chardan Capital Markets, LLC has a right of first refusal for future financings and M&A transactions for 12 months after the business combination, limited to three years from the IPO registration statement effective date[237] Promissory Notes This section summarizes the company's obligations under related-party and third-party promissory notes, including recent amendments - Related Party Notes: Aggregate principal and interest owed to related parties was $4,570,422 as of June 30, 2025 (vs. $4,445,458 as of December 31, 2024)[238] - Amendments: Terms amended on March 6, 2025, and March 24, 2025, leading to a debt discount amortized over the expected term[239] - Third-Party Notes: $450,000 owed to a third party (Dr. Tham Seng Kong) as of June 30, 2025, which is non-interest bearing[240] Jumpstart Our Business Startups Act of 2012 (the "JOBS Act") This section explains the company's status as an emerging growth company under the JOBS Act and its election to delay adoption of new accounting standards - The company qualifies as an "emerging growth company" under the JOBS Act[241] - It has elected to delay the adoption of new or revised accounting standards, aligning with private company effective dates[241] - The company is evaluating other reduced reporting requirements, such as exemptions from auditor's attestation report on internal controls, certain compensation disclosures, PCAOB rules, and executive compensation correlation disclosures[243] Critical Estimates This section discusses key accounting estimates, particularly the classification and fair value measurement of warrants and the evaluation of new accounting pronouncements - Accounting for Warrants: Warrants are classified as equity or liability based on specific terms and ASC 480/815. Private warrants are liability-classified and re-measured at fair value each period, with changes recognized in operations[245] - Recent Accounting Pronouncements: Management is evaluating the impact of ASU 2023-09 (Income Tax Disclosures), effective for fiscal years beginning after December 15, 2024[246] Item 3. Quantitative and Qualitative Disclosures about Market Risk As a smaller reporting company, Globalink Investment Inc. is not required to provide quantitative and qualitative disclosures about market risk - The company is a smaller reporting company and is exempt from providing disclosures on market risk[247] Item 4. Controls and Procedures Management concluded that the company's disclosure controls and procedures were not effective as of June 30, 2025, primarily due to material weaknesses related to the reclassification of private warrants, non-compliance with timely tax filings, and incorrect reporting of common stock subject to redemption and redemption price per share. The company plans to enhance processes, access to accounting literature, and internal communication to remediate these issues - Disclosure Controls and Procedures Effectiveness: Not effective as of June 30, 2025[249] - Material Weaknesses Identified: * Controls related to reclassification of private warrants (complex financial instruments)[249] * Lack of compliance control for timely tax return filings[249] * Revisions to earnings per share[249] * Incorrect reporting of common stock subject to possible redemption and redemption price per share[249] - Remediation Plans: Enhance processes, provide enhanced access to accounting literature and research, increase communication among personnel and third-party professionals, and implement deeper review of common stock subject to possible redemption[251] - No Material Changes in Internal Control: No changes in internal control over financial reporting during the quarter that materially affected or are reasonably likely to materially affect it[251] PART II – OTHER INFORMATION This section provides additional information not covered in the financial statements, including legal proceedings, risk factors, and exhibits Item 1. Legal Proceedings The company reported no legal proceedings - No legal proceedings[253] Item 1A. Risk Factors As a smaller reporting company, Globalink Investment Inc. is not required to provide disclosures under this item in its quarterly report, referring instead to the comprehensive list of risk factors in its annual report on Form 10-K - As a smaller reporting company, the company is not required to provide risk factor disclosures in this quarterly report[254] - Comprehensive risk factors are available in the annual report on Form 10-K for the fiscal year ended December 31, 2024[254] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds The company reported no unregistered sales of equity securities and use of proceeds - No unregistered sales of equity securities and use of proceeds to report[255] Item 3. Defaults Upon Senior Securities The company reported no defaults upon senior securities - No defaults upon senior securities to report[256] Item 4. Mine Safety Disclosures This item is not applicable to the company - Not applicable[257] Item 5. Other Information The company reported no other information - No other information to report[258] Item 6. Exhibits This section lists all exhibits filed as part of, or incorporated by reference into, the Quarterly Report on Form 10-Q, including various certificates of incorporation, bylaws, specimen certificates, agreements, and certifications - Lists various corporate documents, agreements, and certifications filed or incorporated by reference[260][261] - Includes certifications of Principal Executive Officer and Principal Financial Officer pursuant to Sarbanes-Oxley Act[261] SIGNATURES The report is signed by Say Leong Lim, Chief Executive Officer, Chief Financial Officer, and Director of Globalink Investment Inc., on August 26, 2025 - Signed by Say Leong Lim, CEO, CFO, and Director[266] - Date of signature: August 26, 2025[266]