Financial Performance - For the three months ended September 30, 2025, oil sales decreased by $8.0 million (55%) to $6.6 million, while natural gas sales increased by $2.0 million (69%) to $5.0 million[83]. - Net profits for the three months ended September 30, 2025, were $1.6 million, a decrease of $6.2 million (79%) compared to $7.9 million in the same period of 2024[86]. - Total gross profits for the nine months ended September 30, 2025, were $33.4 million, a decrease of $14.0 million (30%) from $47.4 million in 2024[89]. - The average realized oil price for the nine months ended September 30, 2025, was $70.69 per Bbl, down 11% from $79.56 per Bbl in 2024[92]. - Natural gas sales for the nine months ended September 30, 2025, increased by $3.0 million (40%) to $10.3 million, driven by higher realized prices[89]. - Lease operating expenses for the nine months ended September 30, 2025, decreased by $5.7 million (28%) to $15.0 million compared to the same period in 2024[93]. - The Trust's distributable income for the nine months ended September 30, 2025, was $810,084, a decrease of $707,916 (47%) from $1.5 million in 2024[89]. - The Trust's general and administrative expenses for the nine months ended September 30, 2025, were $0.7 million, a decrease of $0.3 million (43%) compared to $1.0 million in 2024[93]. Capital Expenditures and Reserves - The Trust's capital expenditure outlook for 2025 has been revised to $12.0 million to $17.0 million, or $9.6 million to $13.6 million net to the Trust's Net Profits Interest, up from a previous estimate of $10.0 million to $15.0 million[75]. - The Sponsor established a cash reserve of $0.3 million for near-term capital expenditures as of September 30, 2025[73]. - The Trust has established a cash reserve of approximately $2.3 million, with $1,392,534 withheld as of September 30, 2025, to cover future liabilities[95]. - The Trustee began withholding $50,000 monthly from distributions starting April 2023 to build the cash reserve[95]. - The Trust has not borrowed any funds since its formation and has not drawn on the $1.2 million letter of credit provided by COERT[96]. - Outstanding advances to the Trust were $0 as of September 30, 2025, down from $150,000 as of December 31, 2024[97]. Market Conditions - Oil prices fluctuated between $57 per barrel and $80 per barrel from December 2024 to October 2025, while natural gas prices ranged from $2.70 per MMBtu to $4.49 per MMBtu during the same period[74]. - The average natural gas price realized for the nine months ended September 30, 2025, was $2.47 per Mcf, an increase of 25% from $1.97 per Mcf in 2024[92]. Operational Activities - The Sponsor indicated that development activity on the Underlying Properties decreased compared to the first nine months of 2024 but remained above historical averages[73]. - The Sponsor expects to drill three additional wells in the Haynesville region, following the successful completion of three wells that contributed to the repayment of the Net Profits Interest shortfall[73]. - A non-producing, partial Permian acreage stake was sold for total cash proceeds of $0.4 million, approximately $20,000 per undeveloped acre, with proceeds included in the November 2025 Net Profits Interest calculation[82]. - The Sponsor believes further opportunities for divestitures or leasing of some or all Underlying Properties could arise as operators seek to acquire assets in the Permian and Haynesville regions[78]. Trust Structure and Distributions - The Trust's only asset is the net profits interest representing the right to receive 80% of the net profits from oil and natural gas production from properties in Texas, Louisiana, and New Mexico[67]. - The Trust is required to make monthly cash distributions of substantially all its monthly cash receipts after deducting administrative expenses[69]. - The cumulative outstanding Sponsor advances to the Trust were fully repaid in August 2025, allowing for distributions to unitholders in September 2025[89]. - The Trust's only use of cash is for distributions to unitholders, aside from administrative expenses and reserves[94]. - The Trustee may adjust the cash reserve amount and withholding rate without prior notice to unitholders[95]. - The Trust does not have any transactions or relationships with unconsolidated entities that could affect its liquidity[99]. - The Trust incurs an annual administrative fee of $200,000 to the Trustee and $2,000 to the Delaware Trustee, along with other operational expenses[98]. - The Trust has no off-balance sheet arrangements or guaranteed debts with other parties[100].

Financial Performance - Ensysce has incurred significant operating losses since its inception and expects to continue incurring net losses for the foreseeable future [108]. - The company has not generated any revenue from product sales and may never be able to commercialize a marketable product [106]. - Net loss attributable to common stockholders was $3.7 million for the three months ended September 30, 2025, compared to a net income of $0.7 million in the same period of 2024, representing a change of $4.4 million [147]. - Net loss for the nine months ended September 30, 2025, was $7.4 million, compared to a net loss of $4.4 million in the same period of 2024, reflecting an increase of $3.0 million [152]. - The company anticipates continued significant operating losses and has raised substantial doubt about its ability to continue as a going concern without additional capital [161]. Research and Development - Ensysce's lead product candidate, PF614, is in Phase 3 clinical development, while PF614-MPAR is in Phase 1b, and nafamostat has completed Phase 1 clinical development [107]. - Research and development expenses increased by $1.3 million to $3.0 million for the three months ended September 30, 2025, primarily due to increased clinical and pre-clinical activity for PF614 and PF614-MPAR [149]. - For the nine months ended September 30, 2025, research and development expenses totaled $6.8 million, an increase of $3.3 million from $3.4 million in the same period of 2024 [152]. - The company expects future research and development expenses to increase once it begins the Phase 3 clinical trial for PF614, contingent on raising sufficient capital [149]. - Research and development expenses increased to $6.8 million for the nine months ended September 30, 2025, from $3.4 million in 2024, representing an increase of approximately 97% [154]. Funding and Capital Requirements - The company requires substantial additional funding to support ongoing operations and growth strategy, with current cash expected to last until late Q4 2025 [113]. - Ensysce has entered into various financing agreements, including a registered direct offering in March 2025 that raised approximately $1.1 million before fees [119]. - The company has issued unregistered warrants to purchase up to 1,863,706 shares of common stock as part of a concurrent private placement [124]. - The remaining funding under the MPAR federal research grant was $8.7 million as of September 30, 2025, expected to be utilized by May 31, 2027 [160]. - The company expects to incur elevated expenses related to ongoing research and development activities, including preclinical and clinical trials [166]. Grants and Federal Funding - Ensysce has received federal grants from the NIH, including a research and development MPAR Grant awarded in September 2018 and August 2024 [130]. - Federal grants decreased by $2.9 million to $0.5 million for the three months ended September 30, 2025, compared to $3.4 million in the same period of 2024 [148]. - Federal grant funding for the nine months ended September 30, 2025, totaled $3.2 million, a decrease of approximately $0.7 million from $3.9 million in 2024 [153]. Operating Expenses - Total operating expenses increased by $1.5 million to $4.2 million for the three months ended September 30, 2025, compared to $2.8 million in 2024 [147]. - Total operating expenses for the nine months ended September 30, 2025, were $10.6 million, up by $3.6 million from $7.1 million in 2024 [152]. - General and administrative expenses were $1.3 million for the three months ended September 30, 2025, compared to $1.1 million in the same period of 2024 [150]. - General and administrative expenses were $3.9 million for the nine months ended September 30, 2025, compared to $3.6 million in 2024, with expectations to maintain current levels [155]. Cash Flow - As of September 30, 2025, the company had $1.7 million in cash and cash equivalents and completed a convertible preferred stock offering with gross proceeds of $4 million in November 2025 [158]. - Net cash used in operating activities was $6.3 million for the nine months ended September 30, 2025, a slight decrease from $6.7 million in 2024 [163]. - Net cash provided by financing activities was $4.6 million for the nine months ended September 30, 2025, down from $9.8 million in 2024 [164]. Commitments and Obligations - Commitments as of September 30, 2025, included an estimated $7.3 million related to open purchase orders and contractual obligations [167].

Revenue Recognition - The company recognized revenue of approximately $65,000 from its first commercial service contract in Q3 2023 and $83,000 and $117,000 in revenue for the three and nine months ended September 30, 2025, respectively, from a collaboration agreement with Eleison Pharmaceuticals[109]. - The company recognized a cost of revenue of approximately $68,000 for the three months ended September 30, 2025, related to its collaboration with Eleison[113]. - Collaboration revenue recognized for the nine months ended September 30, 2025 was approximately $117,000, with a cost of revenue of approximately $95,000, entirely related to the collaboration with Eleison[118]. Financial Position - As of September 30, 2025, the company has a cash balance of approximately $2.1 million, which is insufficient to fund planned operations for at least one year beyond the filing date, raising substantial doubt about its ability to continue as a going concern[104]. - As of September 30, 2025, the company's cash and cash equivalents were insufficient to fund planned operations for at least one year, raising substantial doubt about its ability to continue as a going concern[127]. - The company has an accumulated deficit of approximately $21.8 million as of September 30, 2025, funded primarily through the sale of common stock, warrants, and debt[123]. Operating Performance - The company has incurred negative cash flows from operations and has operated at a net loss since inception, requiring additional capital to execute its strategy[105]. - Net cash used in operating activities for the nine months ended September 30, 2025 was $(4,337,270), slightly improved from $(4,338,214) in the same period of 2024[129]. - Total operating expenses for the three months ended September 30, 2025 decreased to $1,585,053 from $1,819,941 in the same period of 2024, a reduction of $234,888[114]. Research and Development - Research and development costs are expected to become significant as the company conducts preclinical research and development activities for its licensed drug development programs[111]. - Research and development expenses for the three months ended September 30, 2025 decreased to $345,992 from $566,584 in the same period of 2024, a reduction of $220,592[114]. Capital and Financing - The company plans to secure additional capital through revenues from licensing agreements and collaborative arrangements, as well as potential equity or debt transactions[105]. - The company completed its IPO in February 2023, receiving net proceeds of approximately $5.7 million from a public offering in February 2024 and $2.7 million from a registered direct offering in October 2024[104]. - The company entered into a purchase agreement with Lincoln Park for up to $10 million of common stock, with no shares sold under this facility during the nine months ended September 30, 2025[126]. - Net cash provided by financing activities for the nine months ended September 30, 2025 decreased to $996,999 from $5,952,472 in the same period of 2024, a decrease of $4,955,473[132]. Licensing and Collaborations - The company entered into a new license agreement with JHU-APL in July 2022, entitling JHU-APL to 8% of net sales for services provided to other parties and 3% for internally developed drug projects[97]. - The company has signed exclusive worldwide license agreements for cancer drugs targeting glioblastoma and hepatocellular carcinoma, enhancing its drug development portfolio[101]. Interest Income - Interest income for the nine months ended September 30, 2025 was approximately $83,000, down from approximately $205,000 in the same period of 2024, primarily due to a decrease in average cash balance[122]. General and Administrative Expenses - General and administrative expenses for the three months ended September 30, 2025 decreased to $1,239,061 from $1,253,357 in the same period of 2024, a reduction of $14,296[116].

Clinical Trial Results - Cretostimogene achieved a 24-month complete response rate of 41.8% in high-risk Non-Muscle Invasive Bladder Cancer patients, with 46 confirmed complete responses out of 110 patients [112]. - The trial reported a 75.5% complete response rate at any time, with a median duration of response of 28 months [113]. - 96.6% of patients were free from progression to muscle invasive disease at 24 months, with no Grade 3 or greater treatment-related adverse events reported [113]. - The company initiated a BLA submission for cretostimogene in the fourth quarter of 2025, having received Fast Track and Breakthrough Therapy designations from the FDA [113]. Financial Performance - The company incurred net losses of $119.7 million for the nine months ended September 30, 2025, compared to $56.2 million for the same period in 2024 [116]. - Total revenues for the nine months ended September 30, 2025, were $1.7 million, up from $683,000 in the same period in 2024, reflecting a $1.0 million increase [146]. - Commercial and development revenue for Q3 2025 was $1.5 million, a significant increase from zero in Q3 2024, attributed to the Conversion Event in July 2025 [140]. - License and collaboration revenue recognized from agreements totaled $26.3 million since inception, with no revenue expected from cretostimogene product sales in the foreseeable future [125]. Expenses and Operating Costs - Research and development expenses for Q3 2025 were $27.9 million, an increase of $8.3 million from $19.6 million in Q3 2024, driven by higher external clinical trial costs and increased personnel-related expenses [143]. - General and administrative expenses for Q3 2025 reached $23.3 million, up $14.6 million from $8.7 million in Q3 2024, primarily due to increased professional fees and compensation costs [144]. - Total operating costs and expenses for Q3 2025 were $52.8 million, compared to $28.3 million in Q3 2024, marking a $24.5 million increase [139]. - Total research and development expenses increased to $86.7 million for the nine months ended September 30, 2025, compared to $55.3 million in 2024, marking a $31.4 million increase [151]. - General and administrative expenses rose to $55.5 million for the nine months ended September 30, 2025, up from $22.0 million in 2024, reflecting a $33.5 million increase [152]. Cash and Funding - Cash, cash equivalents, and marketable securities totaled $680.3 million as of September 30, 2025, expected to fund operations into the first half of 2028 [117][119]. - Net cash used in operating activities was $96.1 million for the nine months ended September 30, 2025, compared to $58.1 million in 2024 [161]. - Net cash provided by financing activities was $54.5 million for the nine months ended September 30, 2025, compared to $404.9 million in 2024 [166]. - The company expects existing cash resources to fund operations into the first half of 2028, based on current operating plans [157]. Investment and Financial Management - The primary objective of the company's investment activities is to preserve capital while maximizing income from investments without assuming significant risk [176]. - The company seeks to limit its exposure to interest rate risk due to the short-term duration and low risk profile of its investment portfolio [176]. - Inflation has not had a material effect on the company's business, financial condition, or results of operations for the periods covered by the Quarterly Report [177]. - The company does not currently have any off-balance sheet arrangements as defined by SEC regulations [173]. Other Financial Information - The company had an accumulated deficit of $337.7 million as of September 30, 2025, primarily due to research and development costs [116]. - Other income, net, increased to $22.4 million for the nine months ended September 30, 2025, compared to $20.4 million in 2024 [153]. - Recently issued accounting standards that may impact the company's financial position and results of operations are detailed in Note 2 of the Quarterly Report [174]. - There have been no material differences between the company's estimates of expenses and the amounts actually incurred to date [172]. - The company estimates the timing and level of effort for services performed, adjusting accruals or prepaid expenses as necessary [171].

Revenue Performance - Revenue decreased by $1.1 million, or 9%, to $11.5 million for the three months ended September 30, 2025, compared to $12.6 million for the same period in 2024[79] - For the nine months ended September 30, 2025, revenue decreased by $1.6 million, or 4%, to $34.6 million from $36.2 million in the prior year[79] Cost and Expenses - Cost of revenue for the three months ended September 30, 2025, was $4.2 million, representing 37% of revenue, compared to 34% in the same period of 2024[80] - Total operating expenses for the three months ended September 30, 2025, were $12.5 million, which is 108% of revenue, compared to 107% in the same period of 2024[77] - Loss from operations for the three months ended September 30, 2025, was $941,000, or -8% of revenue, compared to a loss of $825,000, or -7% in 2024[77] - Sales and marketing expenses decreased by $0.3 million, or 9%, to $2.9 million for the three months ended September 30, 2025[82] - Product development expenses decreased by $0.7 million, or 23%, to $2.4 million for the three months ended September 30, 2025[84] - General and administrative expenses increased by $0.2 million, or 7%, to $2.9 million for the three months ended September 30, 2025[86] - General and administrative expenses increased by $1.0 million, or 13%, to $8.5 million for the nine months ended September 30, 2025, compared to $7.5 million for the same period in 2024[87] - Stock-based compensation expense totaled $920,000 for the three months ended September 30, 2025, compared to $411,000 in the same period of 2024[78] Cash Flow and Financial Position - Cash used in operating activities was $1.5 million during the nine months ended September 30, 2025, primarily due to a net loss of $2.9 million, adjusted for non-cash items of $3.4 million[92] - Cash used in investing activities was $0.9 million for the nine months ended September 30, 2025, primarily for software development costs for new products[93] - Cash used in financing activities was $25.0 thousand for the nine months ended September 30, 2025, consisting of payments for equipment financing lease obligations[94] - As of September 30, 2025, the company had cash and cash equivalents of $10.3 million, down from $12.8 million as of December 31, 2024[91] - Cash used in operating activities was $2.0 million for the nine months ended September 30, 2024, primarily due to a net loss of $3.0 million[92] Tax and Valuation - The effective tax rate differed from the expected tax rate of 21% due to valuation allowance and non-deductible stock-based compensation[89] - The company recorded a full valuation allowance for deferred tax assets as it is more likely than not that these assets will not be realized[90] Future Outlook - The company aims to leverage AI and data analytics to enhance customer interactions and drive revenue growth[64] - The company believes its resources will be sufficient to fund operations for at least twelve months, but macroeconomic factors could significantly influence this[95] - Intangible amortization expense was $0 for the nine months ended September 30, 2025, as all intangible assets from acquisitions reached the end of their useful lives[88]

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-33038 Alaunos Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 84-1475642 (State or other jurisdiction of incorporation or ...

Revenue and Growth - Revenue increased by $5.4 million, or 38.5%, to $19.4 million for the first quarter ended September 30, 2025, compared to $14.0 million for the same period in 2024[6] - New student starts rose by 31.6% to 1,117, contributing to a total student population of 3,495, which is 37.7% higher than the first quarter of fiscal 2025[6] - Net income for the quarter was $2.2 million, up 4.6% from $2.1 million in the prior year[6] Financial Performance - Adjusted EBITDA was $3.1 million, reflecting a 9.6% increase year-over-year, with an adjusted EBITDA margin of 15.9%[6] - The company maintained a strong balance sheet with $20.6 million in cash and cash equivalents and minimal debt of approximately $0.7 million[6] - Operating cash flow was positive but decreased year-over-year due to the timing of Title IV disbursements[9] - The effective tax rate was 26.5%, benefiting from stock option exercises[5] Expenses - Educational services expenses increased by approximately $3.1 million, or 43.3%, to $10.3 million, driven by increased staffing and instructional costs[9] - General and administrative expenses rose by approximately $2.1 million, or 54%, to $6.1 million, primarily due to higher marketing costs and professional fees[9] Program Development - The company approved new programs including MRI AAS and Cardiac Sonography AAS at Central Coast College, and Surgical Technology AAS at High Desert Medical College[6]

Financial Performance - Ensysce reported a net loss attributable to common stockholders of $3.7 million for Q3 2025, compared to a gain of $0.7 million in Q3 2024, reflecting a significant decline in profitability [13]. - Cash and cash equivalents decreased to $1.7 million as of September 30, 2025, down from $3.5 million at the end of 2024 [9]. - Total operating expenses for Q3 2025 were $4.2 million, compared to $2.8 million in Q3 2024, reflecting increased investment in R&D [20]. - Ensysce's total assets decreased to $3.2 million as of September 30, 2025, down from $5.6 million at the end of 2024 [24]. Research and Development - Research and development expenses increased to $3.0 million in Q3 2025, up from $1.7 million in the same period of 2024, driven by heightened clinical and pre-clinical activities [11]. - The initiation of the pivotal Phase 3 PF614-301 trial in July 2025 marks a major milestone in Ensysce's development of PF614, aimed at providing effective pain relief while minimizing abuse risk [5]. - The FDA granted Breakthrough Therapy designation for the PF614-MPAR program, which combines overdose protection with pain management capabilities [7]. - The company is advancing its opioid use disorder (OUD) program, with PF9001 selected as the lead candidate, supported by a multi-year HEAL grant [8]. Funding and Capital - Federal grants funding totaled $0.5 million in Q3 2025, a decrease of $2.9 million compared to $3.4 million in Q3 2024, primarily due to the timing of research activities [10]. - Ensysce completed a convertible preferred stock offering in November 2025, raising gross proceeds of $4 million, with an additional $16 million potentially available through future tranches [9].

Business Combinations - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[187][188]. - The Company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[197]. - The Company entered into a Business Combination Agreement with CUBEBIO Co., Ltd. on August 29, 2024, with a closing expected by May 15, 2025[209]. - The Company has until November 16, 2026, to consummate a proposed Business Combination, raising concerns about its ability to continue as a going concern[238]. Financial Performance - As of September 30, 2025, the Company had a net loss of $358,431, with operating costs of $388,221 and interest income of $36,656[217]. - For the nine months ended September 30, 2024, the Company had a net loss of $220,998, with general and administrative expenses of $431,169[218]. - The Company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including $1,380,000 in underwriting fees[221]. Capital and Funding - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[190]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, for working capital purposes[201]. - The Company issued an unsecured promissory note of up to $500,000 on April 25, 2025, with $270,000 outstanding as of September 30, 2025[208]. - The Company issued an unsecured promissory note for up to $300,000 on April 3, 2024, with similar terms as the 2023 Note[231]. - The August 2024 Note issued for up to $500,000 had an outstanding amount of $500,000 as of September 30, 2025[235]. - The Company held cash of $41,172 outside the Trust Account for general working capital purposes as of September 30, 2025[226]. - The Company plans to use funds in the Trust Account to complete its Business Combination and for working capital for the target business[225]. Compliance and Regulatory Matters - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[189]. - The Company regained compliance with Nasdaq's $35,000,000 market value of listed securities requirement on June 5, 2024[199]. - The Company has successfully regained compliance with Nasdaq's Listing Rule after filing required reports[202][203][204]. - The Company received a notice from Nasdaq on November 14, 2024, regarding non-compliance with IM-5101-2, leading to delisting of its securities[206]. Trust Account and Investments - As of September 30, 2025, the Trust Account held investments totaling $1,193,968, including $126,805 of interest income[224]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if the Company completes a Business Combination[241]. Notes and Agreements - The Company entered into a note conversion agreement to convert a Note into 75,000 shares of Common Stock[229]. - On October 30, 2023, the Company issued an unsecured promissory note for up to $400,000, due upon the consummation of a Business Combination or liquidation[230]. - As of September 30, 2025, there was $300,000 outstanding under the April 2024 Note[234]. - The Company has no off-balance sheet financing arrangements as of September 30, 2025[239]. - The Company does not have any long-term debt or capital lease obligations, only a monthly payment agreement of up to $10,000[240]. Meeting and Shareholder Actions - The Company held an annual meeting on November 8, 2024, where stockholders approved an amendment to the Company's Charter, with 418,217 shares tendered for redemption[205]. - The Company has extended the Combination Period multiple times, with the latest extension to November 16, 2024[198].

Business Combination Agreements - The Company entered into a Business Combination Agreement with AUM Biosciences Pte. Ltd. on October 19, 2022, which was later terminated on June 8, 2023[187][188]. - The Company entered into a non-binding term sheet with CUBEBIO Co., Ltd. for a proposed business combination on May 2, 2024[197]. - The Business Combination Agreement with CUBEBIO Co., Ltd. was entered into on August 29, 2024, with a closing expected no later than May 15, 2025[209]. - The Company has until November 16, 2026, to consummate a proposed Business Combination, raising concerns about its ability to continue as a going concern[238]. Financial Performance - As of September 30, 2025, the Company had a net loss of $358,431, with operating costs of $388,221 and interest income of $36,656 from investments held in the Trust Account[217]. - The Company had a net loss of $220,998 for the nine months ended September 30, 2024, with general and administrative expenses of $431,169[218]. Cash and Investments - The Company had cash of $41,172 held outside the Trust Account for general working capital purposes as of September 30, 2025[226]. - As of September 30, 2025, the Company had investments held in the Trust Account totaling $1,193,968, including $126,805 of interest income[224]. - The Company plans to use substantially all funds in the Trust Account to complete its Business Combination[225]. Promissory Notes - The Company issued an unsecured promissory note of up to $400,000 to the Sponsor on October 30, 2023, for working capital purposes[190]. - The Company issued an unsecured promissory note of up to $500,000 to the Sponsor on August 14, 2024, for working capital purposes[201]. - The Company issued an unsecured promissory note for up to $500,000 on April 25, 2025, with $270,000 outstanding as of September 30, 2025[236]. - The Company issued an unsecured promissory note for up to $300,000 on April 3, 2024, with similar terms as the 2023 Note[231]. - On October 30, 2023, the Company issued an unsecured promissory note for up to $400,000, due upon consummation of a Business Combination or liquidation[230]. - The August 2024 Note issued for up to $500,000 had an outstanding amount of $500,000 as of September 30, 2025[235]. - As of September 30, 2025, there was $300,000 outstanding under the April 2024 Note[234]. Compliance and Listing - The Company received approval from Nasdaq to transfer its listing from The Nasdaq Global Market to The Nasdaq Capital Market, effective October 27, 2023[189]. - The Company submitted a plan to regain compliance with Nasdaq's listing rules by September 16, 2024, and successfully regained compliance by October 30, 2024[203][204]. - The Company did not complete its initial business combination by November 12, 2024, leading to delisting from Nasdaq and suspension of trading on November 21, 2024[206]. - The Company regained compliance with the $35,000,000 market value of listed securities requirement on June 5, 2024[199]. Initial Public Offering - The Company generated gross proceeds of $60,000,000 from its Initial Public Offering of 6,000,000 Units at $10.00 per Unit on November 16, 2021[219]. - The Company incurred transaction costs of $5,090,361 related to its Initial Public Offering, including $1,380,000 in underwriting fees[221]. - The underwriters are entitled to a deferred fee of $2,070,000, payable only if the Company completes a Business Combination[241]. Other Financial Obligations - The Company does not have any long-term debt or capital lease obligations, with a monthly obligation of up to $10,000 for office-related expenses[240]. - The Company has no off-balance sheet financing arrangements as of September 30, 2025[239].