Financial Performance - The company reported a net income of $70,891 for the three months ended September 30, 2025, compared to a net loss of $365 for the same period in 2024[8]. - For the nine months ended September 30, 2025, the company reported a net income of $1,312,339, compared to a net loss of $(7,687) for the same period in 2024[13]. - For the three months ended September 30, 2025, the Company reported net income of $70,891, primarily from $914,894 in interest earned on marketable securities held in the Trust Account[120]. - For the nine months ended September 30, 2025, the Company reported net income of $1,312,339, with $2,235,688 in interest earned on marketable securities held in the Trust Account[121]. Assets and Liabilities - As of September 30, 2025, total assets amounted to $88,835,774, a significant increase from $131,602 as of December 31, 2024[5]. - Total current liabilities were $660,725 as of September 30, 2025, compared to $114,314 as of December 31, 2024, indicating a substantial increase in liabilities[5]. - The company had total non-current liabilities of $3,950,000 as of September 30, 2025, with a deferred underwriting fee of $3,450,000 included[5]. - The total shareholders' deficit was $(4,260,639) as of September 30, 2025, compared to a surplus of $17,288 as of December 31, 2024[5]. - The accumulated deficit as of September 30, 2025, was $(4,260,968), an increase from $(7,712) as of December 31, 2024[10]. Initial Public Offering (IPO) - The Company generated gross proceeds of $86,250,000 from its initial public offering (IPO) and over-allotment, with 7,500,000 units sold at $10.00 per unit[17]. - The total transaction costs of the IPO amounted to $6,010,829, which included $2,156,250 in underwriting fees and $3,450,000 in deferred underwriting commissions[19]. - The Company completed its IPO on February 14, 2025, raising gross proceeds of $86,250,000 from the sale of 8,625,000 units at $10.00 per unit[114]. - The Company sold 7,500,000 Units at a price of $10.00 per Unit during the IPO, generating gross proceeds of $75,000,000[62]. - An additional 1,125,000 Units were purchased by underwriters, generating gross proceeds of $11,250,000[63]. - The Sponsor and underwriters purchased 262,500 Private Placement Units for a total of $2,625,000[64]. Business Combination - The company has until August 14, 2026, to complete its initial business combination following the definitive agreement with GOWell Technology Limited[21]. - The company has until August 14, 2026, to consummate a business combination, or it will face mandatory liquidation[119]. - The company intends to consummate the proposed GOWell Business Combination prior to the deadline[34]. - The Company entered into a Business Combination Agreement on October 13, 2025, to merge with GOWell Technology Limited, with PubCo continuing as the surviving entity[101]. Cash and Working Capital - As of September 30, 2025, the company had $289,580 in its operating bank account and a working capital deficit of $310,639[33]. - As of September 30, 2025, the Company had cash of $289,580 held outside of the Trust Account and a working capital deficit of $310,639[118]. - The company placed $86,250,000 in a trust account, which is intended for use in completing its initial business combination[22]. Operating Activities - The company incurred net cash used in operating activities of $(437,444) for the nine months ended September 30, 2025[13]. - The company has not commenced any operations and will not generate operating revenue until after the completion of its initial business combination[16]. Shareholder Information - The weighted average shares outstanding of Class A redeemable ordinary shares was 8,625,000 for the three months ended September 30, 2025[8]. - As of September 30, 2025, the Company had 10,919,375 Class A ordinary shares issued and outstanding[88]. - The Company has a total of 8,625,000 Class A redeemable ordinary shares and 990,000 Class B ordinary shares outstanding after recent conversions[93]. - The company reported a net income allocation of $51,294 for Class A redeemable shares for the three months ended September 30, 2025, resulting in a basic and diluted net income per share of $0.01[50]. Administrative and Compliance Matters - The Company entered into an Administrative Services Agreement for $1,667 per month for office space and administrative support[69]. - The Company terminated its Administrative Services Agreement with the Prior Sponsor on September 9, 2025, resulting in a forgiveness of debt of $12,502[123]. - The company is classified as an "emerging growth company," allowing it to take advantage of certain exemptions from reporting requirements[37]. - The company has not recognized any unrecognized tax benefits or accrued interest and penalties as of September 30, 2025[47]. - The provision for income taxes was deemed de minimis from May 31, 2024, through September 30, 2025[48]. - The company has not made any adjustments to the carrying amounts of assets or liabilities in anticipation of liquidation after August 14, 2026[34]. - The company has not disclosed any material changes to the risk factors since its IPO prospectus dated February 12, 2025[137]. - There were no changes in internal control over financial reporting that materially affected the company during the most recently completed fiscal quarter[135]. - The company’s disclosure controls and procedures were evaluated as effective as of September 30, 2025[134]. Market and Economic Factors - The geopolitical instability from the Russia-Ukraine conflict and tensions in the Middle East may impact the Company's business combination efforts[76]. - The Company has a 15-month completion window for its initial business combination, extendable to 18 months under certain conditions[66]. Accounting and Financial Reporting - The Company is evaluating the impact of ASU 2023-09 on its financial statements, which requires detailed income tax disclosures effective after December 15, 2024[60]. - The company does not expect any recently issued accounting standards to materially affect its unaudited condensed financial statements[130]. - As of September 30, 2025, the company had no critical accounting estimates to disclose[127].
Maywood Acquisition Corp-A(MAYA) - 2025 Q3 - Quarterly Report