TKB Critical Technologies 1(USCT) - 2025 Q3 - Quarterly Report

Financial Performance - The Company reported a net loss of $707,953 for the three months ended September 30, 2025, which includes a change in fair value of warrant liabilities of $467,250 and operational costs of $240,703[109]. - For the nine months ended September 30, 2025, the net loss was $2,058,473, consisting of a $1,112,500 change in fair value of warrant liabilities and operational costs of $945,973[109]. - For the nine months ended September 30, 2024, the Company reported a net income of $450,355, primarily from interest earned on marketable securities held in the Trust Account[110]. Cash and Financing - As of September 30, 2025, the Company had cash of $16,083, intended for identifying and evaluating target businesses and related due diligence activities[113]. - The Company entered into a promissory note for up to $2,000,000, which is non-interest bearing and payable upon the consummation of an initial business combination or liquidation[114]. - The Company has no off-balance sheet financing arrangements as of September 30, 2025[118]. - The Company completed its initial public offering on October 29, 2021, raising gross proceeds of $230,000,000 from the sale of 23,000,000 units[103]. Business Operations - The Business Combination Agreement includes the issuance of 560,835,633 shares of Common Stock at the closing of the Business Combination[102]. - The Company generated non-operating income from interest on cash and cash equivalents but has not engaged in operations or generated revenues to date[108]. Going Concern - The Company assessed going concern considerations and raised substantial doubt about its ability to continue as a going concern for the next year[116]. Regulatory Classification - The company is classified as a smaller reporting company under Rule 12b-2 of the Exchange Act, thus exempt from certain disclosures[123].