Lionheart Holdings(CUB) - 2025 Q3 - Quarterly Report

Initial Public Offering - The company completed its Initial Public Offering on June 20, 2024, raising gross proceeds of $230,000,000 from the sale of 23,000,000 Units at $10.00 per Unit[116]. - The company incurred total fees of $14,462,875 related to the Initial Public Offering, which included a cash underwriting fee of $4,000,000 and a Deferred Fee of $9,800,000[125]. Financial Performance - For the three months ended September 30, 2025, the company reported a net income of $2,332,213, primarily from interest income of $2,528,262 on marketable securities held in the Trust Account[122]. - For the nine months ended September 30, 2025, the company reported a net income of $6,778,619, with interest income of $7,453,394 offset by operating costs of $674,775[122]. - Cash used in operating activities for the nine months ended September 30, 2025, was $479,562, with changes in operating assets and liabilities using $195,213 of cash[126]. Marketable Securities - As of September 30, 2025, the company had marketable securities in the Trust Account totaling $243,788,499, including $13,788,499 of interest income[128]. - The company has cash held outside the Trust Account amounting to $336,455 as of September 30, 2025, primarily for evaluating target businesses[130]. Business Combination - The company has until June 20, 2026, to complete its Business Combination, or it will cease operations and liquidate[119]. - The company may seek to extend the Combination Period with shareholder approval, which could affect its ability to maintain its Nasdaq listing[120]. Shareholder Rights - The holders of Founder Shares and Private Placement Warrants are entitled to registration rights, allowing them to demand registration for resale of these securities up to three times[139]. - Class A Ordinary Shares subject to possible redemption are classified as temporary equity, reflecting uncertain future events and redemption rights outside the company's control[147]. Legal and Administrative Fees - As of September 30, 2025, legal fees incurred from Wasserstrom amounted to $225,000, with a remaining balance of $175,000 recorded as deferred legal fees[143]. - The company incurred $45,000 and $135,000 in administrative service fees for the three and nine months ended September 30, 2025, respectively[136]. Accounting Standards - The company adopted ASU 2023-07, requiring additional disclosures regarding segment expenses, effective for fiscal years beginning after December 15, 2023[149]. - The company is evaluating the impact of adopting ASU 2024-03, which mandates additional disclosures about specific expense categories, effective for fiscal years beginning after December 15, 2026[150]. - Management does not anticipate any recently issued accounting standards to materially affect the financial statements[151]. - The company is classified as a smaller reporting company and is not required to provide extensive market risk disclosures[152]. Earnings Per Share - Net income (loss) per Ordinary Share is calculated using the two-class method, allocating net income (loss) pro rata to different classes of shares[148].