IPO and Offering Details - The company completed its Initial Public Offering (IPO) on August 8, 2024, raising gross proceeds of $253 million from the sale of 25,300,000 Units[132]. - The company incurred offering expenses of approximately $1,173,390 and underwriting commissions of $4,400,000 during the IPO[144]. - The underwriters are entitled to a deferred underwriting commission of $12,045,000 upon the completion of the initial Business Combination[156]. Financial Performance - The company generated a net income of $2,358,611 for the three months ended September 30, 2025, compared to $1,321,694 for the same period in 2024, primarily from $2,763,576 in income from investments held in the Trust Account[137]. - For the nine months ended September 30, 2025, the company reported a net income of $7,283,753, significantly up from $1,218,846 in the same period in 2024, with $8,195,502 from investments held in the Trust Account[138]. Trust Account and Liquidity - As of September 30, 2025, the Trust Account held $267,284,310 in a money market fund, an increase from $259,099,778 held in U.S. Treasury bills as of December 31, 2024[145]. - The company intends to use substantially all funds in the Trust Account to complete its initial business combination, with potential withdrawals for income taxes[147]. - As of September 30, 2025, the Company had a cash balance of $252,350 held outside the trust account[148]. - The Company expects primary liquidity requirements to include approximately $1,425,000 for general working capital and other expenses[151]. Business Operations and Future Plans - The company has not engaged in any operations or generated revenues to date, with activities limited to organizational tasks and preparations for the IPO and initial business combination[136]. - The company has entered into a Business Combination Agreement with Veraxa Biotech AG, outlining a two-step transaction for the merger[134][135]. - The company expects to incur increased expenses as a result of being a public company, including legal and compliance costs[136]. - The Company does not anticipate needing to raise additional funds prior to the initial Business Combination, but may require additional financing if costs exceed estimates[153]. Debt and Financial Obligations - The Company does not have any long-term debt or significant contractual obligations, except for an agreement to pay $10,000 per month for office space and support services[155]. - The Company has not borrowed any amounts under its promissory note with the sponsor as of September 30, 2025[142]. - Up to $1,500,000 of loans may be convertible into warrants at a price of $1.00 per warrant at the option of the lender[150]. - The Company has no off-balance sheet arrangements or commitments as of September 30, 2025[154]. Financial Reporting and Valuation - The preparation of financial statements involves significant judgment and estimates, which could lead to material differences from actual results[157]. - The Company's warrants were recorded at fair value using a Monte Carlo simulation model, with key assumptions affecting the valuation[158]. - The Company is classified as a smaller reporting company and is not required to provide certain market risk disclosures[159].
Voyager Acquisition Corp.(VACH) - 2025 Q3 - Quarterly Report