IPO and Financial Overview - The company completed its Initial Public Offering (IPO) on November 12, 2024, raising gross proceeds of $126.5 million from the sale of 12,650,000 Units at $10.00 per Unit[125]. - The company incurred $7,538,114 in IPO-related costs, which included $2,530,000 in cash underwriting fees and a Deferred Fee of up to $4,427,500[137]. - Underwriters exercised the Over-Allotment Option and purchased an additional 1,650,000 Option Units at $10.00 per Unit during the Initial Public Offering[149]. - The cash underwriting discount paid to underwriters was $2,530,000, which is 2.0% of the IPO Proceeds[150]. Financial Performance - For the three months ended September 30, 2025, the company reported a net income of $785,531, primarily from interest earned on marketable securities held in the Trust Account[135]. - For the nine months ended September 30, 2025, the company achieved a net income of $3,241,207, with interest income from investments totaling $4,119,843[136]. - As of September 30, 2025, the company had cash and investments in the Trust Account amounting to $131,283,264, including $4,403,764 in interest income[140]. - As of September 30, 2025, the company had cash held outside the Trust Account of $561,174, primarily used for evaluating target businesses[142]. Business Combination and Future Plans - The company has until November 12, 2026, to complete its Business Combination, or it will cease operations and redeem Public Shares[128]. - The company entered into the Boost Run Business Combination Agreement on September 15, 2025, which involves merging with Boost Run and becoming a publicly traded company[130]. - The company may seek to extend the Combination Period by amending its Articles, which would require Public Shareholder approval[129]. Operational Challenges - The company expects to incur increased expenses as a result of being a public entity, including legal and financial reporting costs[134]. - The company has incurred significant costs in pursuit of acquisition plans and lacks financial resources to sustain operations for a reasonable period, raising substantial doubt about its ability to continue as a going concern[146]. Capital Structure and Liabilities - The company has no long-term debt, capital lease obligations, or long-term liabilities[147]. - Class A Ordinary Shares subject to possible redemption are classified as temporary equity and presented at redemption value[157]. - The company accounted for 6,325,000 Public Warrants and 5,145,722 Private Placement Warrants under equity treatment[159]. Regulatory and Compliance Matters - Holders of certain securities are entitled to registration rights, allowing them to demand registration for resale up to three times[151]. - The company’s Sponsor and directors waived rights to liquidating distributions from the Trust Account for Founder Shares if the initial Business Combination is not completed[152]. - Management does not believe any recently issued accounting standards will materially affect the financial statements[160].
Willow Lane Acquisition Corp.(WLAC) - 2025 Q3 - Quarterly Report