What changed in this filing

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Item 1. Financial Statements

2026-08-14 compared with 2026-05-15 · 141 added, 95 removed, 582 unchanged (29% of the section changed)

1 unchanged sentence

BORAL ARC ACQUISITION I CORP.

CONSOLIDATED CONDENSED BALANCE SHEETS

CONDENSED CONSOLIDATED BALANCE SHEETS

Current Assets

11 unchanged sentences

outstanding, at redemption value of $ 10.35

on March 31, 2026

on June 30, 2026

and $10.17 on December 31, 2025, respectively

11 unchanged sentences

Additional paid-in capital

Retained earnings

Retained Earnings (Accumulated Deficit)

Shareholders’ Equity (Deficit)

2 unchanged sentences

BORAL ARC ACQUISITION I CORP.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended

Six months Ended

March 20, 2025

(Inception) through

three months ended

Formation and operating costs

2 unchanged sentences

Total other income

(loss)/income

income (loss)

Weighted average shares of Class A ordinary shares outstanding, basic and diluted

4 unchanged sentences

BORAL ARC ACQUISITION I CORP.

CONSOLIDATED CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’

EQUITY (DEFICIT)

FOR THE THREE MONTHS ENDED MARCH 31, 2026

FOR THE SIX MONTHS ENDED JUNE 30, 2026

Ordinary shares

Retained Earnings

Shareholder’s

4 unchanged sentences

Balance March 31, 2026

CONSOLIDATED CONDENSED STATEMENTS OF CHANGES SHAREHOLDER’S

Accretion in value of Class A ordinary shares

( 2,563,451 )

Balance June 30, 2026

$ ( 620,231 )

$ ( 618,911 )

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES SHAREHOLDER’S

EQUITY (DEFICIT)

FOR THE PERIOD FROM MARCH 20, 2025 (INCEPTION)

THROUGH MARCH 31, 2025

THROUGH JUNE 30, 2025

Ordinary shares

4 unchanged sentences

Balance – March 31, 2025

Proceeds from issuance of Class B ordinary shares to Sponsor

Balance June 30, 2025

(1) Includes an aggregate of 321,429

2 unchanged sentences

BORAL ARC ACQUISITION I CORP.

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months Ended

March 20, 2025

1 unchanged sentence

Cash flows from Operating Activities:

(loss)/income

Adjustments to reconcile net (loss)/income to net cash used in operating activities:

income (loss)

Adjustments to reconcile net income/(loss) to net cash used in operating activities:

Payment of expenses through promissory note – related party

Investment income in trust account

Changes in operating assets and liabilities:

operating assets and liabilities:

Prepaid expenses

5 unchanged sentences

Proceeds from issuance of Class B ordinary shares to Sponsor

Proceeds from sale of Units, net of underwriting discount paid

Proceeds from sale of private placement units

Repayment of promissory note

Payment of offering costs

Net cash provided by financing activities

7 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS

3 unchanged sentences

While the Company may pursue an acquisition opportunity in any business, industry, sector or geographical location, the Company intends to focus on industries that complement our management team’s background, and to capitalize on the ability of our management team to identify and acquire a business.

At March 31, 2026, the Company had not yet commenced

At June 30, 2026, the Company had not yet commenced

any operations.

All activity through March 31, 2026 related to the Company’s formation and the Initial Public Offering (as defined

All activity through June 30, 2026 related to the Company’s formation and the Initial Public Offering (as defined

Since the IPO, the Company’s activity has been limited to the costs in pursuit of the consummation of an initial business

21 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

DESCRIPTION OF ORGANIZATION, BUSINESS OPERATIONS (Continued)

25 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

DESCRIPTION OF ORGANIZATION,

46 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

DESCRIPTION OF ORGANIZATION,

2 unchanged sentences

Consideration

As of March 31, 2026, the Company had $ 243,576 of cash in its operating bank account and working capital of $ 54,122 .

As of June 30, 2026, the Company had $ 41,733 of cash in its operating bank account and working capital deficit of $ 618,911 .

The Company’s liquidity needs prior to the

11 unchanged sentences

Company Working Capital Loans (as defined in Note 4).

As of December 31, 2025 and March 31,2026, there were no amounts

As of December 31, 2025 and June 30, 2026, there were no amounts

outstanding under any Working Capital Loan.

14 unchanged sentences

Management plans to continue its efforts to consummate a Business Combination during the Combination Period.

While the Company expects to have access to

additional sources of capital if necessary, there is no current commitment on the part of any financing source to provide additional

capital and no assurances can be provided that such additional capital will ultimately be available.

The liquidity condition and

mandatory liquidation raise substantial doubt about the Company’s ability to continue as a going concern until the earlier of

the consummation of the Business Combination or the date the Company is required to liquidate.

There is no assurance that the

Company’s plans to raise additional capital (to the extent ultimately necessary) or to consummate a Business Combination will

be successful or successful within the Combination Period.

The consolidated condensed financial statements do not include any

adjustments that might result from the outcome of this uncertainty.

While the Company expects to have access to additional

sources of capital if necessary, there is no current commitment on the part of any financing source to provide additional capital and

no assurances can be provided that such additional capital will ultimately be available.

In addition, the Company initially has until

January 31, 2027 to consummate the initial Business Combination (assume no extensions).

If the Company does not complete a Business Combination

within the prescribed timeline, the Company will trigger an automatic winding up, dissolution and liquidation pursuant to the terms of

the Amended and Restated Memorandum and Articles of Association.

Notwithstanding management’s belief that the Company would have

sufficient funds to execute its business strategy, there is a possibility that business combination might not happen within the 12-month

period from the issuance date of these financial statements.

In connection with the Company’s assessment of going concern considerations

in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, “Disclosures

of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that the mandatory liquidation,

should a business combination not occur, and potential subsequent dissolution, raises substantial doubt about the Company’s ability

to continue as a going concern.

Therefore, management has determined that such additional conditions raise substantial doubt about the

Company’s ability to continue as a going concern until the earlier of the consummation of the Business Combination or the date the

Company is required to liquidate.

BORAL ARC ACQUISITION I CORP.

TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying consolidated condensed financial statements

The accompanying condensed consolidated financial statements

have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S.

4 unchanged sentences

make the information not misleading.

The interim financial statements as of March 31, 2026 and for the three months ended March 31, 2026

are unaudited.

In the opinion of management, the consolidated condensed financial statements include all adjustments, consisting only of normal

The interim financial statements as of June 30, 2026 and for the six months ended June 30, 2026 are

In the opinion of management, the condensed consolidated financial statements include all adjustments, consisting only of normal

recurring adjustments, necessary to provide a fair statement of the results for the periods.

19 unchanged sentences

Use of Estimates

The preparation of consolidated condensed financial

The preparation of condensed consolidated financial

statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and

liabilities and disclosure of contingent assets and liabilities at the date of the consolidated condensed financial statements and the

liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the

reported amounts of revenues and expenses during the reporting period.

2 unchanged sentences

It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances

that existed at the date of the consolidated condensed financial statements, which management considered in formulating its estimate,

that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate,

could change in the near term due to one or more future confirming events.

2 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

1 unchanged sentence

The Company considers all highly liquid

investments purchased with an original maturity of three months or less to be cash equivalents.

investments purchased with an original maturity of six months or less to be cash equivalents.

Cash equivalents are carried at

1 unchanged sentence

The Company had $ 420,340 and $ 41,733

in cash as of December 31, 2025 and March 31, 2026, respectively.

in cash as of December 31, 2025 and June 30, 2026, respectively.

The Company had no

cash equivalents as of December 31, 2025 and March 31, 2026.

cash equivalents as of December 31, 2025 and June 30, 2026.

Cash Held in Trust Account

The Company had $ 284,776,628 and $ 289,883,138

a of cash in the trust account held in an interest bearing demand deposit account as of December 31, 2025 and March 31,

of cash in the trust account held in an interest bearing demand deposit account as of December 31, 2025 and June 30,

2026, respectively.

27 unchanged sentences

when necessary, to reduce deferred tax assets to the amount expected to be realized.

ASC Topic 740 prescribes a recognition threshold and a measurement

attribute for the consolidated financial statement recognition and measurement of tax positions taken or expected to be taken in a tax

For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.

ASC Topic 740 prescribes a recognition threshold

and a measurement attribute for the consolidated financial statement recognition and measurement of tax positions taken or expected to

be taken in a tax return.

For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination

by taxing authorities.

The Company’s management determined the British Virgin Islands is the Company’s only major tax jurisdiction.

The Company recognizes

accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense.

There were no unrecognized tax benefits

as of March 31, 2026 and no amounts accrued for interest and penalties.

The Company is currently not aware of any issues under review

that could result in significant payments, accruals or material deviation from its position.

The Company is considered to be an exempted

British Virgin Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income

tax filing requirements in the British Virgin Islands or the United States.

As such, the provision for income taxes was deemed to be de

minimis for the three months ended March 31, 2026.

The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense.

no unrecognized tax benefits as of June 30, 2026 and no amounts accrued for interest and penalties.

The Company is currently not aware

of any issues under review that could result in significant payments, accruals or material deviation from its position.

The Company is

considered to be an exempted British Virgin Islands company with no connection to any other taxable jurisdiction and is presently not

subject to income taxes or income tax filing requirements in the British Virgin Islands or the United States.

As such, the provision for

income taxes was deemed to be de minimis for the three and six months ended June 30, 2026.

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

31 unchanged sentences

equity section of the Company’s balance sheet.

As of March 31, 2026 and December 31,2025, the 28,000,000 Class A ordinary shares

As of June 30, 2026 and December 31,2025, the 28,000,000 Class A ordinary shares

subject to redemption reflected in the balance sheet are reconciled in the following table:

2 unchanged sentences

Accretion of carrying value to redemption value

Class A ordinary shares subject to possible redemption, March 31, 2026

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Net (Loss)/Income per Ordinary Share

Class A ordinary shares subject to possible redemption, June 30, 2026

Net Income/(Loss) per Ordinary Share

The Company complies with accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share.” Net income per share of ordinary shares is computed by dividing net income applicable to ordinary shareholders by the weighted average number of shares of ordinary shares outstanding during the period.

1 unchanged sentence

As a result, diluted income per share of Class A ordinary shares is the same as basic income per share of ordinary shares for the period presented.

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

The Company has two classes of ordinary shares,

2 unchanged sentences

dividing the net income by the weighted average number of shares of ordinary shares outstanding during the respective period.

The following tables reflect the net (loss)/income

The following tables reflect the net Income/(Loss)

per share after allocating income between the shares based on outstanding shares:

of earning per share basic and diluted

three months ended

six months ended

March 20, 2025

(Inception) through

three months ended

Basic and diluted net income per share:

Allocation of (loss)/income basic and diluted

Basic and diluted weighted average share of ordinary shares:

Basic and diluted net income per share

of Income/(Loss) basic and diluted

and diluted weighted average share of ordinary shares:

and diluted net income per share

Concentration of credit risk

2 unchanged sentences

Federal depository insurance coverage of $ 250,000 .

At December 31, 2025 and March 31, 2026, the Company had not experienced losses on this account and management believes the

At December 31, 2025 and June 30, 2026, the Company had not experienced losses on this account and management believes the

Company is not exposed to significant risks on such account.

2 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED FINANCIAL

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

20 unchanged sentences

Adoption of the ASU did not impact the Company’s financial position, results of operations or cash flows.

In December 2025, the FASB issued ASU 2025-11

Interim Reporting (Topic 270):

Narrow Scope Improvements (“ASU 2025-11”), to improve the guidance for interim reporting and

clarify when that guidance is applicable.

The ASU 2025-11 provides a comprehensive list of required disclosures and also requires entities

to disclose events since the last annual reporting period that have a material impact on the entity.

ASU 2025-11 is effective for interim

reporting periods within annual reporting periods beginning after December 15, 2027, for public business entities and for interim reporting

periods within annual reporting periods beginning after December 15, 2028, for entities other than public business entities.

Early adoption

is permitted.

Management is currently evaluating ASU 2025-11 to determine its impact on the Company’s disclosures.

Management does not believe that any other recently

issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s financial

INITIAL PUBLIC OFFERING

6 unchanged sentences

BORAL ARC ACQUISITION I CORP.

TO THE CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

PRIVATE PLACEMENT

14 unchanged sentences

founder shares.

As of March 31, 2026, sponsor held a total of 12,000,000

As of June 30, 2026, sponsor held a total of 12,000,000

founder shares and none was subject to forfeiture.

27 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED

NOTES TO THE CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

7 unchanged sentences

per month, for up to 18 months, subject to extension to up to 21 months, for such administrative services.

For the three months ended March 31, 2026, $ 60,000

was charged to operations and no amounts were outstanding at March 31, 2026.

For the six months ended June 30, 2026, $ 120,000

was charged to operations and no amounts were outstanding at June 30, 2026.

Related Party Loans

2 unchanged sentences

In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans.

As of March 31, 2026, no amounts under such loans have been drawn.

As of June 30, 2026, no amounts under such loans have been drawn.

Representative Shares

25 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED

NOTES TO THE CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

13 unchanged sentences

On December 31, 2025 and

March 31, 2026, there were no

June 30, 2026, there were no

preferred shares issued or outstanding.

4 unchanged sentences

As a result of closing of the IPO and

the partial exercise of the over-allotment option partial exercise of the over-allotment option, on December 31, 2025 and March 31,

the partial exercise of the over-allotment option partial exercise of the over-allotment option, on December 31, 2025 and June 30,

2026, there were 1,200,000 Class

11 unchanged sentences

Following the partial exercise of the over-allotment option on August 11, 2025 and cancellation 321,429

ordinary shares on September 9, 2025, on December 31, 2025 and March 31, 2026, there were 12,000,000

ordinary shares on September 9, 2025, on December 31, 2025 and June 30, 2026, there were 12,000,000

ordinary 12,300,000 shares issued and outstanding.

4 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED

NOTES TO THE CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

19 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED

NOTES TO THE CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

17 unchanged sentences

The following table presents information about

the Company’s assets that are measured at fair value as of March 31, 2026 and December 31, 2025, and indicates the fair

the Company’s assets that are measured at fair value as of June 30, 2026 and December 31, 2025, and indicates the fair

value hierarchy of the valuation inputs the Company utilized to determine such fair value:

2 unchanged sentences

BORAL ARC ACQUISITION I CORP.

NOTES TO THE CONSOLIDATED CONDENSED

NOTES TO THE CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS

6 unchanged sentences

Schedule of segment information

Three Months Ended

Six months Ended

Formation and operating costs

14 unchanged sentences

SUBSEQUENT EVENTS

In accordance with ASC Topic 855, “Subsequent Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date but before financial statements are issued, the Company has evaluated all events or transactions that occurred through the date the consolidated condensed financial statements were available to issue.

Based upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the financial statements.

In accordance with ASC Topic 855, “Subsequent

Events”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date

but before financial statements are issued, the Company has evaluated all events or transactions that occurred through the date the condensed

consolidated financial statements were available to issue.

Based upon this review, the Company did not identify any subsequent events

that would have required adjustment or disclosure in the financial statements except the following.

On July 29, 2026, the Company held a special meeting of its shareholders (the “Special Meeting”).

At the Special Meeting,

the Company’s shareholders voted to approve the previously announced business combination between Exascale and BCAR (the “Business

Combination”), as well as all other proposals related to the Business Combination considered and voted upon at the Meeting.

Company’s shareholders elected to redeem an aggregate of 26,865,211 Class A ordinary shares, representing 95.95% of the outstanding

public shares, at the special meeting.

Following redemptions by BCAR shareholders in connection with the special meeting, there will be

approximately $ 12 million remaining in BCAR’s trust account, which amount, net of transaction expenses, will be available to PubCo

The amount retained in the trust account will satisfy the minimum cash closing condition under the terms of the business combination

Exascale and BCAR do not currently anticipate pursuing any additional financing prior to closing the transaction.

14, 2026, the trust funds have not been distributed to redeemed shareholders and the business combination has not been closed yet.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements