IPO and Financial Proceeds - The company completed its Initial Public Offering (IPO) on November 4, 2024, raising gross proceeds of $172,500,000 from the sale of 17,250,000 Public Units at $10.00 each[112]. - The company incurred total fees of $10,113,129 related to the IPO, which included a cash underwriting fee of $3,450,000 and a deferred fee of $6,037,500[120]. Financial Performance - For the three months ended September 30, 2025, the company reported a net income of $1,732,107, primarily from interest earned on marketable securities held in the Trust Account[118]. - As of September 30, 2025, the company had approximately $180,109,893 in marketable securities held in the Trust Account, including $7,609,893 of interest income[122]. - As of September 30, 2025, the company had working capital of $959,617 and cash of $949,601 outside the Trust Account to fund ongoing operations[121]. - The company has not generated any operating revenues to date and has only engaged in organizational activities and evaluating acquisition candidates since its inception[117]. Business Combination and Obligations - The company has until November 4, 2026, to complete a Business Combination, or it will liquidate and redeem Public Shares[115]. - The company has a contractual obligation to pay $10,000 per month for administrative support until the completion of the Business Combination or liquidation[130]. - The company may seek Working Capital Loans from the Sponsor or affiliates to fund working capital deficiencies related to the Business Combination[129]. Shareholder Rights and Equity - The holders of Founder Shares and other securities are entitled to registration rights, allowing them to demand registration for resale up to three times[134]. - The Sponsor, directors, and officers 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[135]. - Class A Ordinary Shares subject to possible redemption are classified as temporary equity and presented at redemption value outside of shareholders' equity[139]. - Net income (loss) per Ordinary Share is calculated using the two-class method, allocating net income (loss) pro rata to different classes of shares[140]. Regulatory and Reporting Requirements - The company expects to incur increased expenses due to being a public company, including legal and financial reporting costs[117]. - Recent accounting standards require public entities to disclose significant segment expenses and other segment items regularly provided to the Chief Operating Decision Maker (CODM)[141].
Newbury Street II Acquisition Corp(NTWOU) - 2025 Q3 - Quarterly Report