Wen Acquisition Corp-A(WENN) - 2025 Q3 - Quarterly Report

IPO and Financial Proceeds - The company completed its Initial Public Offering (IPO) on May 19, 2025, raising gross proceeds of $300,150,000 from the sale of 30,015,000 Units at a price of $10.00 per Unit[117]. - The company incurred transaction costs of $20,196,742 related to the IPO, which included a cash underwriting fee of $5,220,000 and a Deferred Fee of $14,289,750[124]. Financial Performance - The company generated net income of $3,000,988 for the three months ended September 30, 2025, primarily from interest earned on marketable securities held in the Trust Account[123]. - The company has not generated any operating revenues to date and expects to incur increased expenses as a public company[122]. - Net income (loss) per Ordinary Share is calculated using the two-class method, allocating net income (loss) pro rata to different classes of shares[143]. Trust Account and Cash Management - As of September 30, 2025, the company had cash and marketable securities in the Trust Account totaling approximately $304,812,813, including about $4,662,813 of interest income[126]. - As of September 30, 2025, the company had cash held outside the Trust Account of approximately $762,861, primarily for identifying and evaluating target businesses[129]. - The company plans to use substantially all funds in the Trust Account to complete its Business Combination and for working capital of the target business[127]. Business Combination and Operational Plans - The company has until May 19, 2027, to complete its Business Combination, or it will cease operations and liquidate[120]. - The Sponsor, directors, and officers have waived their rights to liquidating distributions from the Trust Account for Founder Shares if the initial Business Combination is not completed within the Combination Period[138]. - The company may seek Working Capital Loans from the Sponsor or affiliates to fund operational needs, with up to $1,500,000 convertible into warrants at a price of $1.00 per warrant[132]. Accounting and Regulatory Matters - The FASB issued ASU 2024-03, requiring additional disclosures about specific expense categories, effective for fiscal years beginning after December 15, 2026[144]. - Management does not anticipate that recently issued accounting standards will materially affect the financial statements[145]. - The company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[146]. - Class A Ordinary Shares subject to possible redemption are classified as temporary equity and presented at redemption value outside of shareholders' equity[142]. Debt and Expenses - The company has no long-term debt or capital lease obligations, with administrative service fees of $12,500 per month incurred under an Administrative Services Agreement[134].