Financial Performance - The company reported a net loss of $61,783 for the three months ended September 30, 2025, compared to a net loss of $20,600 for the same period in 2024, reflecting a year-over-year increase of 200%[9] - The basic and diluted net loss per ordinary share was $0.03 for the three months ended September 30, 2025, compared to $0.01 for the same period in 2024[9] - For the three months ended September 30, 2025, the Company incurred formation and operating costs of $61,800, resulting in a net loss of $61,783[78] - For the nine months ended September 30, 2025, the Company incurred formation and operating costs of $84,533, leading to a net loss of $84,486[78] Assets and Liabilities - As of September 30, 2025, total assets amounted to $2,194,422, a significant increase from $220,633 as of December 31, 2024[7] - Total current liabilities reached $2,156,996 as of September 30, 2025, compared to $147,055 as of December 31, 2024, indicating a substantial rise in obligations[7] - The total shareholders' equity decreased to $37,426 as of September 30, 2025, down from $73,578 as of December 31, 2024, indicating a decline of approximately 49%[11] - As of September 30, 2025, the Company had a working capital deficit of $252,875, compared to $141,302 as of December 31, 2024[26] Cash and Reserves - The company had cash reserves of $1,901,988 at the end of the reporting period, up from $1,487 at the beginning of the period[15] - The Company incurred deferred offering costs of $290,301 as of September 30, 2025, up from $214,880 as of December 31, 2024[33] - The amount due to related parties was $241,544 as of September 30, 2025, compared to $90,350 as of December 31, 2024[52] IPO and Fundraising - The company completed an IPO on October 23, 2025, raising gross proceeds of $60,000,000 from the sale of 6,000,000 units[22] - Transaction costs related to the IPO were approximately $1,957,585, which included $1,200,000 in cash underwriting fees[23] - The Company sold 6,000,000 units at $10.00 per unit during its IPO on October 23, 2025, generating total proceeds of $60 million[41] - The Sponsors and EBC purchased 252,500 Private Placement Units at $10.00 per unit, generating total proceeds of $2,525,000[42] - The Company has raised $1.9 million from the Sponsor for private placement units related to the IPO, with $1.7 million deposited into the Trust[47] - A private placement of 252,500 units was completed simultaneously with the IPO, generating total proceeds of $2,525,000[100] Business Operations - The company has not commenced any revenue-generating operations as of September 30, 2025, and all activities relate to its formation and IPO[21] - The Company has not engaged in any operations or generated revenues to date, with activities limited to organizational tasks and preparing for the IPO[77] - Following the IPO, the Company expects to incur increased expenses related to being a public company and conducting due diligence on potential business combination candidates[77] - The Company has not selected any specific business combination target and has not initiated substantive discussions with any potential targets[76] Going Concern - The Company has a substantial doubt about its ability to continue as a going concern if it cannot complete a Business Combination within the Combination Period[27] Accounting and Compliance - The company has not recognized any unrecognized tax benefits or accrued interest and penalties as of September 30, 2025[36] - The Chief Executive Officer and Chief Financial Officer concluded that disclosure controls and procedures were not effective at a reasonable assurance level[96] - The company has not identified any critical accounting policies or estimates that could materially affect financial statements[92] Advisory and Fees - The company has engaged Ascendant Global Advisors Inc. for accounting consulting services, incurring a service fee of $10,000 out of $20,000 in deferred offering costs[53] - The company has engaged EBC as an advisor for the Business Combination, with a service fee of 3.5% of the gross proceeds of the IPO[89] - The company has agreed to pay Ascendant Global Advisors Inc. a fixed quarterly rate of $5,250 for accounting services[90] - The company will incur an administration fee of up to $10,000 per month until the close of the Business Combination[91] Shareholder Information - The Company is authorized to issue 266,666,666 ordinary shares, with 2,475,000 ordinary shares issued and outstanding as of September 30, 2025[64] - The weighted average number of ordinary shares outstanding was adjusted for 300,000 shares subject to forfeiture if the over-allotment option is not exercised[38] Trust Account - An amount of $60,000,000 from the IPO proceeds was placed in a trust account, intended for the initial business combination[83] - Prior to the initial business combination, approximately $600,000 of proceeds held outside the trust account will be available for identifying and evaluating target businesses[84] - The company has deposited $60,000,000 in a trust account established in connection with the IPO[101]
Calisa Acquisition Corp(ALISU) - 2025 Q3 - Quarterly Report