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Item 1. Financial Statements

2026-05-14 compared with 2025-12-16 · 252 added, 148 removed, 241 unchanged (62% of the section changed)

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CONDENSED BALANCE SHEETS

September 30,

Deferred offering costs $ 164,309 $ 306

March 31, 2026 December 31,

Current Assets:

Cash $ 25,000 $ 169,132

Prepaid expenses 193,749 130,000

Total Current Assets 218,749 299,132

Available-for-sale debt securities held in Trust Account, at fair value (amortized cost $ 253,736,427 and $ 251,417,210 as of March 31, 2026 and December 31, 2025, respectively) 253,766,587 251,587,731

Other assets 76,646 109,146

Total Assets $ 254,061,982 $ 251,996,009

Liabilities and Shareholder’s Deficit:

Liabilities and Shareholders’ Equity:

Current Liabilities:

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Commitments and Contingencies

Shareholder’s Deficit:

Class A ordinary shares subject to possible redemption, 25,000,000 shares issued and outstanding at redemption value of $ 10.15 and $ 10.06 per share as of March 31, 2026 and December 31, 2025, respectively 253,766,677 251,587,821

Shareholders’ Equity:

Preference shares, $ 0.0001 par value;

5,000,000 shares authorized;

none issued or outstanding as of both September 30, 2025 and December 31, 2024 — —

none issued or outstanding as of both March 31, 2026 and December 31, 2025 — —

Class A ordinary shares, $ 0.0001 par value;

500,000,000 shares authorized;

none issued or outstanding as of both September 30, 2025 and December 31, 2024 — —

540,000 shares issued and outstanding (excluding 25,000,000 shares subject to possible redemption) as of both March 31, 2026 and December 31, 2025 54 54

Class B ordinary shares, $ 0.0001 par value;

50,000,000 shares authorized;

6,325,000 shares issued and outstanding as of both September 30, 2025 and December 31, 2024 (1) 633 633 (2)

6,250,000 shares issued and outstanding as of both March 31, 2026 and December 31, 2025 625 625

Additional paid-in capital — —

Accumulated deficit ( 70,500 ) ( 26,882 )

Total Shareholder’s Deficit ( 45,500 ) ( 1,882 )

Total Liabilities, Commitments and Contingencies and Shareholder’s Deficit $ 164,309 $ 306

(1) Both periods include up to 825,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters.

The number of shares and the amounts have been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 575,000 Class B ordinary shares on November 3, 2025 (See Note 6).

(2) The number of shares and the amount have been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 750,000 Class B ordinary shares on June 25, 2025 (See Note 6).

The accompanying notes are an integral part

of these unaudited condensed financial statements.

Retained earnings 142,536 145,811

Accumulated other comprehensive income 30,160 170,521

Total Shareholders’ Equity 173,375 317,011

Total Liabilities, Commitments and Contingencies and Shareholders’ Equity $ 254,061,982 $ 251,996,009

The accompanying notes are an integral part of these unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

CONDENSED STATEMENTS OF OPERATIONS

For the Three Months Ended

September 30,

For the Nine Months Ended

September 30,

For the Three Months

General and administrative costs $ 113,636 $ 459

Net loss $ ( 42,945 ) $ ( 369 ) $ ( 43,618 ) $ ( 2,880 )

Weighted average number of ordinary shares outstanding, basic and diluted (1) :

5,500,000 5,500,000 (2) 5,500,000 (2) 5,500,000 (2)(3)

Basic and diluted net loss per share:

$ ( 0.01 ) $ ( 0.00 ) $ ( 0.01 ) $ ( 0.00 )

(1) All periods exclude up to 825,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters.

The number of shares has been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 575,000 Class B ordinary shares on November 3, 2025 (See Note 6).

(2) This number has been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 750,000 Class B ordinary shares on June 25, 2025 (see Note 6).

(3) This number has been retroactively adjusted to reflect the recapitalization of the Company in the form of the cancellation of 9,375,000 Class B ordinary shares on June 6, 2024 (See Note 6).

The accompanying notes are an integral part

of these unaudited condensed financial statements.

Administrative expenses – related party 30,000 —

Loss from operations ( 143,636 ) ( 459 )

Interest income on investments held in the Trust Account 2,319,217 —

Net income (loss) $ 2,175,581 $ ( 459 )

Weighted average number of ordinary shares outstanding:

Class A – Public shares 25,000,000 —

Class A – Private placement 540,000 —

Class B – Ordinary shares 6,250,000 5,500,000 (1)

Basic and diluted net income (loss) per share:

Class A – Public shares $ 0.07 $ —

Class A – Private placement $ 0.07 $ —

Class B – Ordinary shares $ 0.07 $ ( 0.00 )

(1) This number excludes up to 825,000 Class B ordinary shares subject to surrender if the over-allotment option is not exercised in full or in part by the underwriter.

On November 5, 2025, 75,000 Class B ordinary shares were surrendered by the Sponsor due to the partial exercise of the over-allotment option, and the remaining balance of the over-allotment option was forfeited by the underwriter.

Also, this number has been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 750,000 and 575,000 Class B ordinary shares on June 25, 2025 and November 3, 2025, respectively (See Note 7).

The accompanying notes are an integral part of these unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDER’S

EQUITY (DEFICIT)

For the Three and Nine Months Ended September

Ordinary shares

Shareholder’s

Balance – December 31, 2024 — $ — 6,325,000 (2) $ 633 (2) $ 24,367 $ ( 26,882 ) $ ( 1,882 )

Net loss — — — — — ( 459 ) ( 459 )

Balance – March 31, 2025 — $ — 6,325,000 (2) $ 633 (2) $ 24,367 $ ( 27,341 ) $ ( 2,341 )

Net loss — — — — — ( 214 ) ( 214 )

Balance – June 30, 2025 — $ — 6,325,000 $ 633 $ 24,367 $ ( 27,555 ) $ ( 2,555 )

Net loss — — — — — ( 42,945 ) ( 42,945 )

Balance – September 30, 2025 — $ — 6,325,000 $ 633 $ 24,367 $ ( 70,500 ) $ ( 45,500 )

For the Three and Nine Months Ended September

Ordinary shares

Shareholder’s

Shares (1)(2)

Amount (1)(2)

CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

For the Three Months

Net income (loss) $ 2,175,581 $ ( 459 )

Other comprehensive income (loss):

Change in unrealized depreciation of available-for-sale debt securities ( 140,361 ) —

Total other comprehensive income (loss) ( 140,361 ) —

Comprehensive income (loss) $ 2,035,220 $ ( 459 )

The accompanying notes are an integral part of these unaudited condensed financial statements

CANTOR EQUITY PARTNERS V, INC.

CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)

For the Three Months Ended March 31, 2026

Ordinary Shares Additional Accumulated

Class A Class B Paid-In Retained Comprehensive Shareholders’

Shares Amount Shares Amount Capital Earnings Income Equity

Balance – December 31, 2025 540,000 $ 54 6,250,000 $ 625 $ — $ 145,811 $ 170,521 $ 317,011

Accretion of redeemable Class A ordinary shares to redemption value — — — — — ( 2,178,856 ) — ( 2,178,856 )

Other comprehensive loss — — — — — — ( 140,361 ) ( 140,361 )

Net income — — — — — 2,175,581 — 2,175,581

Balance – March 31, 2026 540,000 $ 54 6,250,000 $ 625 $ — $ 142,536 $ 30,160 $ 173,375

Net loss — — — — — ( 2,511 ) ( 2,511 )

Balance – June 30, 2024 — $ — 6,325,000 $ 633 $ 24,367 $ ( 22,347 ) $ 2,653

For the Three Months Ended March 31, 2025

Ordinary Shares Additional Accumulated

Class A Class B Paid-In Accumulated Comprehensive Shareholder’s

Shares Amount Shares (1) Amount (1) Capital Deficit Income Deficit

Balance – December 31, 2024 — $ — 6,325,000 $ 633 $ 24,367 $ ( 26,882 ) $ — $ ( 1,882 )

Net loss — — — — — ( 459 ) — ( 459 )

Balance – September 30, 2024 — $ — 6,325,000 $ 633 $ 24,367 $ ( 22,716 ) $ 2,284

(1) All periods include up to 825,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters.

(2) The number of shares and the amounts have been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 750,000 Class B ordinary shares on June 25, 2025 (See Note 6).

(3) The number of shares and the amounts have been retroactively adjusted to reflect the recapitalization of the Company in the form of the cancellation of 9,375,000 Class B ordinary shares on June 6, 2024 (See Note 6).

The accompanying notes are an integral part

of these unaudited condensed financial statements.

Balance – March 31, 2025 — $ — 6,325,000 $ 633 $ 24,367 $ ( 27,341 ) $ — $ ( 2,341 )

(1) The number of shares and the amounts have been retroactively adjusted to reflect the capitalization of the Company in the form of the issuance of 750,000 and 575,000 Class B ordinary shares on June 25, 2025 and November 3, 2025, respectively.

(See Note 7).

The accompanying notes are an integral part of these unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

CONDENSED STATEMENTS OF CASH FLOWS

For the Nine Months Ended

September 30,

For the Three Months Ended

Cash flows from operating activities:

Net loss $ ( 43,618 ) $ ( 2,880 )

Net income (loss) $ 2,175,581 $ ( 459 )

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

General and administrative expenses paid by related party 78,408 —

Interest income on investments held in the Trust Account ( 2,319,217 ) —

Changes in operating assets and liabilities:

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Prepaid expenses 21,251 —

Other assets 32,500 —

Accrued expenses 11,477 ( 1,073 )

Net cash used in operating activities ( 118,175 ) —

Net cash provided by (used in) operating activities — ( 1,882 )

Cash flows from financing activities:

Proceeds from Note payable – related party 118,175 —

Net cash provided by financing activities 118,175 —

Proceeds from Notes payable – related party 19,276 1,882

Payment on Payable to related party ( 163,408 ) —

Net cash provided by (used in) financing activities ( 144,132 ) 1,882

Net change in Cash ( 144,132 ) —

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Deferred offering costs included in Accrued expenses $ — $ 350

The accompanying notes are an integral part

of these unaudited condensed financial statements.

The accompanying notes are an integral part of these unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

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(the “Company”) was incorporated on April 30, 2021 as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”).

Although the Company is not limited in its search for target businesses to a particular industry or sector for the purpose of consummating the Business Combination, the Company intends to focus its search on companies operating in the financial services, digital assets, healthcare, real estate services, technology and software industries.

Although the Company is not limited in its search for target businesses to a particular industry or sector for the purpose of consummating the Business Combination, the Company is focusing its search on companies operating in the financial services, digital assets, healthcare, real estate services, technology and software industries.

The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies.

As of September 30, 2025, the Company had not commenced operations.

All activity through September 30, 2025 relates to the Company’s formation and the preparation for the Company’s initial public offering (the “Initial Public Offering”) described below.

As of March 31, 2026, the Company had not commenced operations.

All activity through March 31, 2026 relates to the Company’s formation, the initial public offering (the “Initial Public Offering”) described below, and the Company’s efforts toward locating and completing a suitable Business Combination.

The Company will not generate any operating revenues until after the completion of the Business Combination, at the earliest.

The Company will use the net proceeds derived from the Initial Public Offering and the Private Placement (as defined below) to generate non-operating income in the form of interest income on cash and investments in U.S.

government debt securities or a money market fund as further described below.

During the three months ended March 31, 2026, the Company used the net proceeds derived from the Initial Public Offering and the Private Placement (as defined below) to generate non-operating income in the form of interest income from direct investments in U.S.

government debt securities.

The Company’s sponsor is Cantor EP Holdings V, LLC (the “Sponsor”).

The registration statements for the Initial Public Offering became effective on November 3, 2025.

On November 5, 2025, the Company consummated the Initial Public Offering of 25,000,000 Class A ordinary shares, par value $ 0.0001 per share (the “Class A ordinary shares” and such Class A ordinary shares issued in the Initial Public Offering, the “Public Shares”), including 3,000,000 Class A ordinary shares issued pursuant to the partial exercise of the underwriters’ over-allotment option, at a purchase price of $ 10.00 per share, generating gross proceeds of $ 250,000,000 , as described in Note 3.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 540,000 Class A ordinary shares (the “Private Placement Shares”) to the Sponsor at a price of $ 10.00 per Private Placement Share in a private placement (the “Private Placement”), generating gross proceeds of $ 5,400,000 , as described in Note 4.

On November 5, 2025, the Company consummated the Initial Public Offering of 25,000,000 Class A ordinary shares, par value $ 0.0001 per share (“Class A ordinary shares” and such Class A ordinary shares issued in the Initial Public Offering, the “Public Shares”), including 3,000,000 Public Shares issued pursuant to the partial exercise of the underwriter’s over-allotment option, at a purchase price of $ 10.00 per share, generating gross proceeds of $ 250,000,000 , as described in Note 3.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 540,000 Class A ordinary shares (the “Private Placement Shares”) to the Sponsor, at a purchase price of $ 10.00 per share, in a private placement (the “Private Placement”), generating gross proceeds of $ 5,400,000 , as described in Note 4.

The net proceeds of the Private Placement were deposited into the Trust Account (as defined below) and will be used to fund the redemption of the Public Shares subject to the requirements of applicable law (see Note 4).

Offering costs amounted to approximately $ 4,900,000 , consisting of $ 4,500,000 of underwriting fees and approximately $ 400,000 of other costs.

Following the closing of the Initial Public Offering and the Private Placement on November 5, 2025, an amount of $ 250,000,000 ($ 10.00 per Public Share) from the net proceeds of the sale of the Public Shares and the Private Placement Shares (see Note 4) was placed in a trust account (the “Trust Account”) located in the United States with Continental Stock Transfer & Trust Company (“Continental”) acting as trustee.

Following the closing of the Initial Public Offering and the Private Placement on November 5, 2025, an amount of $ 250,000,000 ($ 10.00 per share) from the net proceeds of the Initial Public Offering and the Private Placement was placed in a trust account (the “Trust Account”) located in the United States with Continental Stock Transfer & Trust Company (“Continental”) acting as trustee.

The funds in the Trust Account were initially held in an account at J.P.

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(i) the completion of the Business Combination or (ii) the distribution of the Trust Account, as described below.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Business Combination — The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the Private Placement, although substantially all of the net proceeds are intended to be applied generally toward consummating the Business Combination.

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The decision as to whether the Company will seek shareholder approval of the Business Combination or conduct a tender offer will be made by the Company, solely in its discretion.

The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (which was initially $ 10.00 per Public Share).

The Public Shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account (which, as of March 31, 2026 and December 31, 2025, was $ 10.15 and $ 10.06 per Public Share, respectively).

The Public Shares are recorded at a redemption value and classified as temporary equity in accordance with the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”).

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If the Company is unable to complete the Business Combination by the end of the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned on the funds held in the Trust Account and not previously released to the Company to pay taxes, divided by the number of then outstanding Public Shares, which redemption will completely extinguish Public Shareholders’ rights as shareholders (including the right to receive further liquidating distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the Company’s remaining shareholders and the Company’s board of directors, liquidate and dissolve, subject, in each case, to the Company’s obligations under Cayman Islands law to provide for claims of creditors and the requirements of other applicable law.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

The Sponsor and the Company’s directors and officers have agreed to waive their liquidation rights from the Trust Account with respect to the Founder Shares and the Private Placement Shares held by them if the Company fails to complete the Business Combination within the Combination Period.

However, if the Sponsor or any of the Company’s directors and officers acquire Public Shares in or after the Initial Public Offering, they will be entitled to liquidating distributions from the Trust Account with respect to such Public Shares if the Company fails to complete the Business Combination within the Combination Period.

In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than $ 10.00 per share initially held in the Trust Account.

In the event of such distribution, it is possible that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than the initial redemption amount of $ 10.00 per share.

In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account below $ 10.00 per share.

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Liquidity and Capital Resources

As of September 30, 2025 and December 31, 2024, the Company had a working capital deficit of approximately $ 210,000 and approximately $ 2,000 , respectively.

The Company’s liquidity needs through September 30, 2025 have been satisfied through a contribution of $ 25,000 from the Sponsor in exchange for the issuance of the Founder Shares and a loan of up to $ 300,000 from the Sponsor pursuant to a promissory note (the “Pre-IPO Note”), of which approximately $ 118,000 and $ 0 had been drawn as of September 30, 2025 and December 31, 2024, respectively.

As of March 31, 2026 and December 31, 2025, the Company had $ 25,000 and approximately $ 169,000 , respectively, of cash in its operating account.

As of March 31, 2026 and December 31, 2025, the Company had working capital of approximately $ 97,000 and approximately $ 208,000 , respectively.

As of March 31, 2026 and December 31, 2025, approximately $ 3,767,000 and approximately $ 1,588,000 , respectively, of the amount earned on funds held in the Trust Account was available to pay taxes, if any.

The Company’s liquidity needs through March 31, 2026 have been satisfied through a contribution of $ 25,000 from the Sponsor in exchange for the issuance of the Founder Shares, a loan of approximately $ 125,000 from the Sponsor pursuant to a promissory note (the “Pre-IPO Note”), the proceeds from the sale of the Private Placement Shares not held in the Trust Account and the Sponsor Loan (as defined below).

The Company fully repaid the Pre-IPO Note upon completion of the Initial Public Offering.

The Company’s liquidity needs after the Initial Public Offering will be satisfied through the proceeds from the sale of the Private Placement Shares not held in the Trust Account and the Sponsor Loan (as defined below).

In addition, in order to finance transaction costs in connection with the Business Combination, the Sponsor agreed to loan the Company up to $ 1,750,000 to fund the Company’s expenses relating to investigating and selecting a target business and other working capital requirements after the Initial Public Offering and prior to the Business Combination (the “Sponsor Loan”), of which no amount has been drawn by the Company as of both September 30, 2025 and December 31, 2024.

In addition, in order to finance transaction costs in connection with the Business Combination, the Sponsor agreed to loan the Company up to $ 1,750,000 to fund the Company’s expenses relating to investigating and selecting a target business and other working capital requirements after the Initial Public Offering and prior to the Business Combination (the “Sponsor Loan”), of which approximately $ 19,000 and $ 0 has been drawn by the Company as of March 31, 2026 and December 31, 2025, respectively.

If the Sponsor Loan is insufficient, the Sponsor, or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, provide the Company with Working Capital Loans (as defined in Note 4).

As of both September 30, 2025 and December 31, 2024, the Company did not have any borrowings under the Working Capital Loans.

As of both March 31, 2026 and December 31, 2025, the Company did not have any borrowings under the Working Capital Loans.

Based on the foregoing, management believes that the Company will have sufficient working capital and borrowing capacity from the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors, to meet its needs through the earlier of the consummation of the Business Combination or one year from this filing.

Over this time period, the Company will be using these funds for paying existing accounts payable, identifying and evaluating prospective target businesses, performing due diligence on prospective target businesses, paying for travel expenditures, selecting the target business to merge with or acquire, and structuring, negotiating and consummating the Business Combination.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Basis of Presentation

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dollars, in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) and pursuant to the rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position as of September 30, 2025 and the results of operations and cash flows for the periods presented.

GAAP”) and pursuant to the rules and regulations of the SEC, and reflect all adjustments, consisting only of normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the financial position as of March 31, 2026 and the results of operations, comprehensive income (loss), and cash flows for the periods presented.

Certain information and disclosures normally included in unaudited condensed financial statements prepared in accordance with U.S.

1 unchanged sentence

Interim results are not necessarily indicative of results for a full year or any future period.

The unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the fiscal year ended December 31, 2024 included in the final prospectus filed by the Company with the SEC on November 4, 2025.

The unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes thereto for the fiscal year ended December 31, 2025, included in the Company’s Annual Report on Form 10-K filed by the Company with the SEC on March 31, 2026.

Emerging Growth Company

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Such estimates may be subject to change as more current information becomes available, and accordingly, the actual results could differ significantly from those estimates.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Deferred Offering Costs

The Company complies with the requirements of ASC 340-10-S99, SEC Staff Accounting Bulletin Topic 5.A , Expenses of Offering .

The Company has incurred deferred offering costs in connection with the Initial Public Offering and recognized approximately $ 164,000 and approximately $ 300 , in Deferred offering costs as of September 30, 2025 and December 31, 2024, respectively.

Deferred offerings costs incurred through September 30, 2025 and December 31, 2024 balance sheet dates consisted of legal fees and other costs that are directly related to the Initial Public Offering.

Net Loss Per Ordinary Share

The Company complies with the accounting and disclosure requirements of ASC 260, Earnings Per Share .

Net loss per ordinary share is computed by dividing net loss applicable to shareholders by the weighted average number of ordinary shares outstanding for the applicable periods.

As of both September 30, 2025 and December 31, 2024, the Company did not have dilutive securities and other contracts that could, potentially, be exercised or converted into ordinary shares and then share in the earnings of the Company.

As a result, diluted loss per ordinary share is the same as basic loss per ordinary share for the periods presented, as applicable.

Cash and Cash Equivalents

The Company considers all short-term investments (if any) with an original maturity of three months or less when purchased to be cash equivalents.

The Company had no cash equivalents in its operating account or the Trust Account as of both March 31, 2026 and December 31, 2025.

Available-for-Sale Debt Securities

The Company’s investments held in the Trust Account as of both March 31, 2026 and December 31, 2025 comprised of a direct investment in U.S.

government treasury bills.

The Company accounts for its investment in debt securities in accordance with the guidance in ASC 320 , Investments—Debt and Equity Securities .

When the Company has the ability and positive intent to hold debt securities until maturity, such securities are classified as held-to-maturity and carried at amortized cost.

None of the Company’s debt securities met the criteria for held-to-maturity classification as of both March 31, 2026 and December 31, 2025.

As the Company does not have the ability or positive intent to hold its debt securities until maturity, the securities are classified as available-for-sale.

Unrealized gains and losses from available-for-sale debt securities carried at fair value are reported as a separate component of Accumulated other comprehensive income in shareholders’ equity.

Interest income recognized on the unaudited condensed statements of operations reflects accretion of discount.

Investments in debt securities are recorded on a trade-date basis.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist of cash accounts in financial institutions which, at times, may exceed the Federal Deposit Insurance Corporation maximum coverage limit of $ 250,000 , and investments in the U.S.

government debt securities held in the Trust Account.

For both the three months ended March 31, 2026 and 2025, the Company has not experienced losses on these accounts and management believes the Company is not exposed to significant risks on such accounts.

Fair Value of Financial Instruments

Under ASC 820, Fair Value Measurement (“ASC 820”), “fair value” is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date.

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820, Fair Value Measurement , approximates the carrying amounts presented in the condensed balance sheets, primarily due to their short-term nature.

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC 820 approximates the carrying amounts presented in the balance sheets, primarily due to their short-term nature, with the exception of the available-for-sale debt securities.

Offering Costs Associated with the Initial Public Offering

Offering costs consisted of legal and other fees incurred in connection with the preparation for the Initial Public Offering.

These costs amounted to approximately $ 4,900,000 and were charged against the carrying value of the Public Shares upon the completion of the Initial Public Offering.

Class A Ordinary Shares Subject to Possible Redemption

The Company accounts for its Class A ordinary shares subject to possible redemption in accordance with the guidance in ASC 480.

Class A ordinary shares subject to mandatory redemption (if any) are classified as liability instruments and measured at fair value.

Conditionally redeemable Class A ordinary shares (including Class A ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity.

At all other times, Class A ordinary shares are classified as shareholders’ equity.

All of the Public Shares feature certain redemption rights that are considered to be outside of the Company’s control and subject to the occurrence of uncertain future events.

Accordingly, as of both March 31, 2026 and December 31, 2025, 25,000,000 Class A ordinary shares subject to possible redemption are presented as temporary equity outside of the shareholders’ equity section of the Company’s balance sheets.

The Company recognizes any subsequent changes in redemption value immediately as they occur and adjusts the carrying value of redeemable Class A ordinary shares to the redemption value at the end of each reporting period.

Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book value to redemption amount value of redeemable Class A ordinary shares.

This method would view the end of the reporting period as if it were also the redemption date for the security.

The change in the carrying value of redeemable Class A ordinary shares also resulted in charges against Additional paid-in capital and Retained earnings.

As of March 31, 2026 and December 31, 2025, the Class A ordinary shares subject to possible redemption, as presented in the accompanying balance sheets, are reconciled in the following table:

Gross proceeds $ 250,000,000

Issuance costs allocated to Class A ordinary shares subject to possible redemption ( 4,893,982 )

Accretion of carrying value to redemption value 6,481,803

Class A ordinary shares subject to possible redemption, December 31, 2025 $ 251,587,821

Accretion of carrying value to redemption value 2,178,856

Class A ordinary shares subject to possible redemption, March 31, 2026 $ 253,766,677

Net Income (Loss) Per Ordinary Share

The Company complies with the accounting and disclosure requirements of ASC 260, Earnings Per Share .

Net income (loss) per ordinary share is computed by dividing net income (loss) applicable to shareholders by the weighted average number of ordinary shares outstanding for the applicable periods.

The Company applies the two-class method in calculating earnings per share and allocates net income (loss) pro rata to Class A ordinary shares subject to possible redemption, nonredeemable Class A ordinary shares and Class B ordinary shares, par value $ 0.0001 per share (“Class B ordinary shares”).

Accretion associated with the redeemable Class A ordinary shares is excluded from earnings per share as the redemption value approximates fair value.

The following table reflects the calculation of basic and diluted net income (loss) per ordinary share:

For the Three Months Ended

March 31, 2026 For the Three Months Ended

March 31, 2025

shares Class A –

shares Class B –

shares Class A –

shares Class B –

Basic and diluted net income (loss) per ordinary share

Allocation of net income (loss) $ 1,710,901 $ 36,955 $ 427,725 $ — $ — $ ( 459 )

Basic and diluted weighted average number of ordinary shares outstanding 25,000,000 540,000 6,250,000 — — 5,500,000

Basic and diluted net income (loss) per ordinary share $ 0.07 $ 0.07 $ 0.07 $ — $ — $ ( 0.00 )

Income taxes are accounted for using the asset and liability method as prescribed under ASC 740, Income Taxes (“ASC 740”).

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The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

As of both September 30, 2025 and December 31, 2024, the Company has not recorded any amounts related to uncertain tax positions.

As of both March 31, 2026 and December 31, 2025, the Company has not recorded any amounts related to uncertain tax positions.

The Company is considered an exempted Cayman Islands company and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States.

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The Company adopted the standard on the required effective date for the financial statements issued for the annual reporting periods beginning on January 1, 2024 and applies the guidance for the interim periods beginning on January 1, 2025.

The adoption of the new guidance did not have an impact on the Company’s unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

The adoption of the new guidance did not have an impact on the Company’s financial statements.

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures.

The standard improves the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation and income taxes paid disaggregated by jurisdiction.

The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures.

The Company adopted the standard on the required effective date for the Company’s financial statements issued for annual reporting periods beginning on January 1, 2025.

The adoption of this guidance did not have a material impact on the footnotes to the Company’s financial statements and had no impact on the Company’s financial statements.

In March 2024, the FASB issued ASU No.

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The Company adopted the standard on the required effective date beginning on January 1, 2025 using a prospective transition method for all new transactions recognized on or after the effective date.

The adoption of this guidance did not have a material impact on the Company’s unaudited condensed financial statements.

The adoption of this guidance did not have a material impact on the Company’s financial statements.

New Accounting Pronouncements

In December 2023, the FASB issued ASU No.

2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures .

The ASU also includes certain other amendments to improve the effectiveness of income tax disclosures.

The new guidance will become effective for the Company’s financial statements issued for annual reporting periods beginning on January 1, 2025, will require prospective presentation with an option to apply it retrospectively for each period presented, and early adoption is permitted.

Management is continuing its implementation effort of the new guidance, including drafting new financial statement disclosures required by the standard and developing appropriate internal controls.

The adoption of the new guidance is not expected to have an impact on the Company’s unaudited condensed financial statements.

In November 2024, the FASB issued ASU No.

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Management is currently evaluating the impact of the new standard on the Company’s unaudited condensed financial statements.

In December 2025, the FASB issued ASU No.

2025-11, Interim Reporting (Topic 270):

Narrow-Scope Improvements .

The guidance clarifies the current interim disclosure requirements and their applicability.

The ASU is intended to address feedback from stakeholders that the current guidance is difficult to navigate.

The amendments do not change the fundamental nature or expand or reduce the disclosure requirements of interim reporting.

The ASU creates a comprehensive list of interim disclosures required under U.S.

GAAP and incorporates a disclosure principle that requires disclosures at interim periods when an event or change that has a material effect on an entity has occurred since the previous year end.

The new guidance will become effective for the Company beginning on January 1, 2028, can be adopted using either a prospective or retrospective method, and early adoption is permitted.

Management is currently evaluating the impact of the new standard on the Company’s unaudited condensed financial statements.

In December 2025, the FASB issued ASU No.

2025-12, Codification Improvements .

The guidance clarifies, corrects errors in or makes other improvements to a variety of topics in the Codification that are intended to make it easier to understand and apply.

The amendments apply to all reporting entities in the scope of the affected accounting guidance.

The new guidance will become effective for the Company beginning on January 1, 2027, can be adopted using either a prospective or retrospective method, and early adoption is permitted.

Management is currently evaluating the impact of the new standard on the Company’s unaudited condensed financial statements.

SEC Rule on Climate-Related Disclosures

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Registrants would also be required to disclose whether and how (1) exposures to risks and uncertainties associated with, or known impacts from, severe weather events and other natural conditions and (2) any disclosed climate-related targets or transition plans materially impacted the estimates and assumptions used in preparing the financial statements.

Finally, registrants would be required to disclose additional contextual information about the above disclosures, including how each financial statement effect was derived and the accounting policy decisions made to calculate the effects, for the most recently completed fiscal year and, if previously disclosed or required to be disclosed, for the historical fiscal year for which audited consolidated financial statements are included in the filing.

In April 2024, the SEC released an order staying the rules pending judicial review of all of the petitions challenging the rules and in March 2025, the SEC voted to end its defense of the rules.

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The Company’s management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s unaudited condensed financial statements.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Note 3—Initial Public Offering

Pursuant to the Initial Public Offering, the Company sold 25,000,000 Class A ordinary shares, including 3,000,000 Class A ordinary shares issued pursuant to the partial exercise of the underwriters’ over-allotment option, at a price of $ 10.00 per share.

In connection with the underwriters advising the Company that it will not be exercising the remaining portion of the over-allotment option, the Sponsor surrendered, for no consideration, 75,000 Class B ordinary shares, par value $ 0.0001 per share (the “Class B ordinary shares”), so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares).

Pursuant to the Initial Public Offering, the Company sold 25,000,000 Class A ordinary shares, including 3,000,000 Class A ordinary shares issued pursuant to the partial exercise of the underwriter’s over-allotment option, at a price of $ 10.00 per share.

In connection with the underwriter advising the Company that it will not be exercising the remaining portion of the over-allotment option, the Sponsor surrendered, for no consideration, 75,000 Class B ordinary shares so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares).

Note 4—Related Party Transactions

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On November 3, 2025, the Company issued 575,000 Class B ordinary shares to the Sponsor in a share capitalization, resulting in an increase in the total number of Class B ordinary shares outstanding from 5,750,000 shares to 6,325,000 shares.

On November 5, 2025, due to the underwriter advising the Company that it would not be exercising the remaining portion of the over-allotment option, 75,000 Class B ordinary shares were surrendered by the Sponsor for no consideration, so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares), resulting in 6,250,000 Class B ordinary shares issued and outstanding and held by the Sponsor (the “Founder Shares”).

On November 5, 2025, due to the underwriter advising the Company that it would not be exercising the remaining portion of the over-allotment option, 75,000 Class B ordinary shares were surrendered by the Sponsor for no consideration so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares), resulting in 6,250,000 Class B ordinary shares issued and outstanding held by the Sponsor (the “Founder Shares”).

The Class B ordinary shares will automatically convert into nonredeemable Class A ordinary shares in connection with the consummation of the Business Combination, as described in Note 5, and are subject to certain transfer restrictions, as described in Note 7.

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Private Placement Shares

Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased 540,000 Private Placement Shares at a price of $ 10.00 per Private Placement Share ($ 5,400,000 in the aggregate) in the Private Placement.

Simultaneously with the closing of the Initial Public Offering, the Sponsor purchased 540,000 Private Placement Shares at a price of $ 10.00 per share ($ 5,400,000 in the aggregate) in the Private Placement.

The net proceeds from the Private Placement were added to the net proceeds from the Initial Public Offering held in the Trust Account.

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The Sponsor and the Company’s officers and directors have agreed, subject to limited exceptions, not to transfer, assign or sell any of their Private Placement Shares until 30 days after the completion of the Business Combination.

Investments Held in the Trust Account

Starting on November 6, 2025, the Company’s investments in U.S.

government treasury bills have been held in the Trust Account that is custodied by CF Secured with Continental acting as trustee.

Cantor Fitzgerald & Co.

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a cash fee of $ 9,350,000 for such services upon the consummation of the Business Combination.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Related Party Loans

On June 6, 2024, the Sponsor agreed to loan the Company up to $ 300,000 to be used for a portion of the expenses of the Initial Public Offering pursuant to the Pre-IPO Note.

As of September 30, 2025 and December 31, 2024, the Company had approximately $ 118,000 and $ 0 , respectively, outstanding under the Pre-IPO Note.

The Pre-IPO Note was non-interest bearing and was repaid in full upon completion of the Initial Public Offering.

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Otherwise, the Sponsor Loan would be repaid only out of funds held outside the Trust Account.

As of both September 30, 2025 and December 31, 2024, the Company had no borrowings under the Sponsor Loan.

As of March 31, 2026 and December 31, 2025, the Company had approximately $ 19,000 and $ 0 , respectively, outstanding under the Sponsor Loan.

If the Sponsor Loan is insufficient to cover the working capital requirements of the Company, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”).

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Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans.

As of both September 30, 2025 and December 31, 2024, the Company had no borrowings under the Working Capital Loans.

As of both March 31, 2026 and December 31, 2025, the Company had no borrowings under the Working Capital Loans.

Administrative Services Agreement

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Services commenced on November 4, 2025, the date the Class A ordinary shares were first listed on the Nasdaq Stock Market, and will terminate upon the earlier of the consummation by the Company of the Business Combination or the liquidation of the Company.

During the three months ended March 31, 2026 and 2025, the Company incurred $ 30,000 and $ 0 , respectively, for these services.

Note 5—Commitments and Contingencies

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The Company will bear the expenses incurred in connection with the filing of any such registration statements.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

Underwriting Agreement

The Company granted CF&Co.

a 45-day option to purchase up to 3,300,000 additional Class A ordinary shares to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions.

The Company granted CF&Co., the lead underwriter and an affiliate of the Sponsor, a 45-day option to purchase up to 3,300,000 additional Class A ordinary shares to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions.

On November 5, 2025, simultaneously with the completion of the Initial Public Offering, CF&Co.

partially exercised its over-allotment option in the amount of 3,000,000 Class A ordinary shares.

partially exercised the over-allotment option in the amount of 3,000,000 additional Class A ordinary shares.

In addition, on November 5, 2025, CF&Co.

9 unchanged sentences

as an advisor in connection with the Business Combination (see Note 4).

Independent Directors Compensation

Commencing on November 3, 2025, the Company compensates its independent directors through cash payments for their services on the Company’s board of directors.

As a result, during the three months ended March 31, 2026 and 2025, the Company recognized approximately $ 16,000 and $ 0 , respectively, of compensation expense on its unaudited condensed statements of operations.

The corresponding accrued compensation payable recognized on the Company’s balance sheets was approximately $ 16,000 and approximately $ 8,000 as of March 31, 2026 and December 31, 2025, respectively.

Risks and Uncertainties

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The unaudited condensed financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Note 6—Shareholder’s Deficit

Note 6—Available-for-Sale Debt Securities

The following tables present the amortized cost, gross unrealized gains (losses), fair value and other information for the available-for-sale debt securities held in the Trust Account:

March 31, 2026 Amortized

Cost Gross Unrealized

Gains Gross Unrealized

Losses Fair Value

government debt securities (1)(2) $ 253,736,427 $ 170,521 $ ( 140,361 ) $ 253,766,587

December 31, 2025 Amortized

Cost Gross Unrealized

Gains Gross Unrealized

Losses Fair Value

government debt securities (1)(2) $ 251,417,210 $ 170,521 $ — $ 251,587,731

(1) Contractual maturities are one year or less.

(2) No debt securities were in an unrealized loss position.

The Company did not have any sales of its available-for-sale debt securities during the three months ended March 31, 2026.

Note 7—Shareholders’ Equity

Class A Ordinary Shares — The Company is authorized to issue 500,000,000 Class A ordinary shares with a par value of $ 0.0001 per share.

As of both September 30, 2025 and December 31, 2024, there were no Class A ordinary shares issued or outstanding.

As of both March 31, 2026 and December 31, 2025, there were 540,000 Class A ordinary shares issued and outstanding, excluding 25,000,000 Class A ordinary shares subject to possible redemption.

Class B Ordinary Shares — The Company is authorized to issue 50,000,000 Class B ordinary shares with a par value of $ 0.0001 per share.

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Information contained in the condensed financial statements has been retroactively adjusted for the surrender and cancellation and capitalization.

As of both September 30, 2025 and December 31, 2024, there were 6,325,000 Class B ordinary shares issued and outstanding.

Information contained in the unaudited condensed financial statements has been retroactively adjusted for the surrender and cancellation and capitalization.

In connection with the underwriter advising the Company that it would not exercise the remaining portion of the over-allotment option, on November 5, 2025, the Sponsor surrendered, for no consideration, 75,000 Class B ordinary shares, so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares).

As of both March 31, 2026 and December 31, 2025, there were 6,250,000 Class B ordinary shares issued and outstanding.

Prior to the consummation of the Business Combination, only holders of Class B ordinary shares will have the right to vote on the appointment and removal of directors and be entitled to vote on continuing the Company in a jurisdiction outside the Cayman Islands (including any special resolution required to adopt new constitutional documents as a result of the Company approving a transfer by way of continuation to a jurisdiction outside the Cayman Islands).

Other than as described above, holders of Class A ordinary shares and Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of shareholders except as required by law.

CANTOR EQUITY PARTNERS V, INC.

NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

The Class B ordinary shares will automatically convert into nonredeemable Class A ordinary shares in connection with the consummation of the Business Combination or at any time and from time to time at the option of the holder thereof, on a one-for-one basis, subject to adjustment.

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Preference Shares — The Company is authorized to issue 5,000,000 preference shares with a par value of $ 0.0001 per share, with such designations, voting and other rights and preferences as may be determined from time to time by the Company’s board of directors.

As of both September 30, 2025 and December 31, 2024, there were no preference shares issued or outstanding.

As of both March 31, 2026 and December 31, 2025, there were no preference shares issued or outstanding.

Note 8—Fair Value Measurement on a Recurring Basis

Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date.

GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs to valuation techniques used in measuring fair value.

The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

These three levels of the fair value hierarchy are:

● Level 1 measurements – unadjusted observable inputs such as quoted prices for identical instruments in active markets;

● Level 2 measurements – inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active;

● Level 3 measurements – unobservable inputs for which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy.

In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

The following tables present information about the Company’s assets that are measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025, and indicate the fair value hierarchy of the inputs that the Company utilized to determine such fair value.

March 31, 2026

Description Quoted

Prices in Active

(Level 1) Significant

(Level 2) Significant

(Level 3) Total

Assets held in Trust Account – U.S.

government debt securities $ 253,766,587 $ — $ — $ 253,766,587

Total $ 253,766,587 $ — $ — $ 253,766,587

December 31, 2025

Description Quoted

Prices in Active

(Level 1) Significant

(Level 2) Significant

(Level 3) Total

Assets held in Trust Account – U.S.

government debt securities $ 251,587,731 $ — $ — $ 251,587,731

Total $ 251,587,731 $ — $ — $ 251,587,731

As of both March 31, 2026 and December 31, 2025, Level 1 assets include a direct investment in the U.S.

government treasury bills classified as available-for-sale debt securities.

The Company uses inputs such as actual trade data, benchmark yields, quoted market prices from dealers or brokers, and other similar sources to determine the fair value of its investments.

Note 9—Segment Information

The Company has not yet commenced operations, thus all activity for the three and nine months ended September 30, 2025 and 2024 relates to the Company’s formation and the preparation for the Initial Public Offering.

The Company has not yet commenced operations, thus all activity for the three months ended March 31, 2026 and 2025 relates to the Company’s formation, the Initial Public Offering, and the Company’s efforts toward locating and completing a suitable Business Combination.

The Company has identified its Chairman and Chief Executive Officer as the chief operating decision maker (the “CODM”).

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GAAP that is regularly reviewed by the CODM to allocate resources and assess financial performance.

When evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM also reviews interest income and general and administrative expenses included in the net income (loss).

The CODM reviews interest income on investments held in the Trust Account to measure and monitor shareholder value and determine the most effective strategy for investing the Trust Account funds while maintaining compliance with the terms of the trust agreement.

In addition, the CODM reviews and monitors general and administrative expenses to manage and forecast cash to ensure enough capital is available to complete a Business Combination within the Combination Period and to ensure expenses are aligned with the underlying contractual agreements.

The Company does not have operating income and therefore, it does not have any operating revenues.

The Company will not generate any operating revenues until after the completion of the Business Combination, at the earliest.

The Company’s significant expenses were general and administrative expenses, which were approximately $ 43,000 and $ 400 for the three months ended September 30, 2025 and 2024, respectively and approximately $ 44,000 and approximately $ 3,000 for the nine months ended September 30, 2025 and 2024, respectively.

During the three months ended March 31, 2026 and 2025, the Company earned approximately $ 2,319,000 and $ 0 , respectively, of interest income on investments held in the Trust Account.

The Company’s significant segment expenses were general and administrative expenses, which were approximately $ 113,000 and approximately $ 500 for the three months ended March 31, 2026 and 2025, respectively.

The other segment expenses were administrative expenses incurred pursuant to the administrative services agreement with the Sponsor, which amounted to $ 30,000 and $ 0 for the three months ended March 31, 2026 and 2025, respectively.

Refer to the Company’s unaudited condensed statements of operations for additional information.

As of September 30, 2025 and December 31, 2024, the Company had total assets of approximately $ 164 ,000 and approximately $ 300 , respectively.

See the Company’s condensed balance sheets for additional information.

As of March 31, 2026 and December 31, 2025, the Company had total assets of approximately $ 254,062,000 and approximately $ 251,996,000 , respectively.

See the Company’s balance sheets for additional information.

Note 10—Subsequent Events

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued and determined that, except as set forth below, there have been no events that have occurred that would require adjustments to the disclosures in the unaudited condensed financial statements.

On November 5, 2025, the Company consummated the Initial Public Offering of 25,000,000 Class A ordinary shares, including 3,000,000 Class A ordinary shares issued pursuant to the partial exercise of the underwriters’ over-allotment option, at a purchase price of $ 10.00 per share, generating gross proceeds of $ 250,000,000 .

In connection with the underwriters advising the Company that it will not be exercising the remaining portion of the over-allotment option, on November 5, 2025, the Sponsor surrendered for no consideration 75,000 Class B ordinary shares, so that the issued and outstanding Class B ordinary shares represent 20 % of all of the Company’s issued and outstanding ordinary shares after the Initial Public Offering (other than the Private Placement Shares).

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 540,000 Private Placement Shares to the Sponsor at a price of $ 10.00 per share in the Private Placement, generating gross proceeds of $ 5,400,000 .

Following the closing of the Initial Public Offering and the Private Placement on November 5, 2025, an amount of $ 250,000,000 from the net proceeds of the Initial Public Offering and the Private Placement was placed in the Trust Account.

On November 6, 2025, the Company transferred the $ 250,000,000 of net proceeds derived from the Initial Public Offering and the Private Placement to its trust account held at CF Secured, an affiliate of the Sponsor, with Continental acting as trustee.

The net proceeds were invested in U.S.

government treasury bills.

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the unaudited condensed financial statements were issued and determined that there have been no events that have occurred that would require adjustments to the disclosures in the unaudited condensed financial statements.

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