Future Money Acquisition Corp 10-Q

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Recent Developments On March 30, 2026, the Company consummated its Initial Public Offering of 11,200,000 Units, which includes 1,200,000 units issued pursuant to the underwriters’ partial exercise of the over-allotment option. The Units were sold at a price of $10.00 per Unit, generating gross proceeds of $112,000,000. Each Unit consists of one ordinary share and one right to receive one-fifth (1/5) of one ordinary share upon consummation of the Company’s initial business combination. Simultaneously with the closing of the Initial Public Offering, the Company consummated a private placement with its sponsor of 304,000 private placement units (“Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating gross proceeds of $3,040,000. Results of Operations We have neither engaged in any operations nor generated any revenues to date. Our only activities from September 29, 2025 (inception) through October 31, 2025, were organizational activities and those necessary to consummate the Initial Public Offering, and subsequent to the Initial Public Offering, identifying a target company for an initial business combination. We do not expect to generate any operating revenues until after the completion of our initial business combination. We expect to generate non-operating income in the form of interest income on marketable securities held after the Initial Public Offering. We expect to incur increased expenses as a result of being a public company (for legal, financial reporting, accounting and auditing compliance), as well as for due diligence expenses in connection with searching for, and completing, a Business Combination. For the six months ended April 30, 2026, we had a net income of $243,936, which consisted of operating costs of $103,573, and income earned on cash and investments held in Trust Account of $347,509. Liquidity and Capital Resources On March 30, 2026, we consummated our Initial Public Offering of 10,000,000 Units, at $10.00 per Unit. In connection with the closing of the Initial Public Offering, the underwriters partially exercised their over-allotment option to purchase 1,200,000 additional Units for an aggregate of 11,200,000 Units sold. The Units were sold at an offering price of $10.00 per Unit, generating total gross proceeds of $112,000,000. Simultaneously with the closing of our Initial Public Offering, we consummated the sale of 304,000 Private Placement Units at a price of $10.00 per Private Placement Unit in a private placement to the sponsor, generating total gross proceeds of $3,040,000. Upon the closing of the Initial Public Offering and the private placement on March 30, 2026, a total of $112,560,000 from the net proceeds of the Initial Public Offering and the sale of the Private Placement Units was placed in a trust account (the “Trust Account”) maintained by Equiniti Trust Company, LLC as a trustee and will be invested only in U.S. government treasury bills with a maturity of 185 days or less or in money market funds meeting certain conditions under Rule 2a-7 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and that invest only in direct U.S. government treasury obligations. 19 We intend to use substantially all of the net proceeds of the Initial Public Offering and the private placement, including the funds held in the Trust Account, in connection with our initial business combination. To the extent that our capital stock is used in whole or in part as consideration to effect our initial business combination, the remaining proceeds held in the Trust Account as well as any other net proceeds not expended will be used as working capital to finance the operations of the target business. Such working capital funds could be used in a variety of ways including continuing or expanding the target business’ operations, for strategic acquisitions and for marketing, research and development of existing or new products. Such funds could also be used to repay any operating expenses or finders’ fees which we had incurred prior to the completion of our initial business combination if the funds available to us outside of the Trust Account were insufficient to cover such expenses. As of April 30, 2026, the Company had cash and cash equivalents outside the Trust Account of $151,000 and a working capital surplus of $51 0 ,387 Prior to the completion of the Initial Public Offering, the Company’s liquidity requirements were satisfied through a $25,000 payment from the sponsor for Founder Shares and unsecured promissory note loans provided by the sponsor. As of April 30, 2026, $500 was outstanding under the promissory note. The Company has incurred and expects to continue to incur significant costs in pursuit of the consummation of an initial Business Combination. In addition, the Company currently has until June 30, 2027 (unless the Company exercises the extension options) to consummate the initial Business Combination. 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. 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,” the Company has determined that it has incurred and expects to continue to incur significant costs in pursuit of its acquisition plans. There is no assurance that the Company’s plans to raise capital or to consummate a Business Combination will be successful within the Combination Period. The Company lacks the financial resources it needs to sustain operations for a reasonable period of time, which is considered to be one year from the date of the issuance of the financial statements. Therefore, management has determined that these 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. The financial statement does not include any adjustments that might result from the outcome of this uncertainty. Off-Balance Sheet Arrangements We have no obligations, assets or liabilities, which would be considered off-balance sheet arrangements as of April 30, 2026. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements. We have not entered into any off-balance sheet financing arrangements, established any special purpose entities, guaranteed any debt or commitments of other entities, or purchased any non-financial assets. 20 Contractual Obligations Promissory Note — Related Party On October 2, 2025, the sponsor agreed to loan the Company up to $600,000 to be used, in part, for transaction costs incurred in connection with the initial public offering (the “Promissory Note”). As of April 30, 2026, the Company had an outstanding loan balance of $500 under the Promissory Note. The Promissory Note was unsecured, non-interest bearing. Borrowings under the Note are no longer available since Initial Public Offering. Administrative Services Agreement The Company entered into an Administrative Services Agreement with the sponsor on March 30, 2026, commencing on the effective date of the registration statement for the initial public offering and continuing through the earlier of the consummation of a business combination or the Company’s liquidation, pursuant to which the Company will pay the sponsor a total of $10,000 per month for office space and administrative and support services. For the six months ended April 30, 2026, administrative support services expense of $10,000 was recognized. Underwriting Agreement The underwriters had a 45-day option from the date of the Initial Public Offering to purchase up to an additional 1,500,000 Units to cover over-allotments, if any. As of April 30, 2026, the underwriters partially exercised their over-allotment option, purchasing 1,200,000 Units and the remaining unexercised balance was 300,000 Units. The underwriters were entitled to a cash underwriting discount of 1.25% of the gross proceeds of the Initial Public Offering, or $1,400,000 in the aggregate, which was paid upon the closing of the Initial Public Offering. In addition, the Company issued 28,000 representative shares to D. Boral Capital LLC upon the closing of the Initial Public Offering in connection with the partial exercise of the over-allotment option. The Company has also agreed to indemnify the underwriters against specified liabilities, including liabilities under the Securities Act. Right of First Refusal Subject to certain conditions, the Company granted the Representative, for a period of 12 months after the date of the consummation of the initial Business Combination, a right of first refusal to act as sole investment banker, sole book runner, and/or sole placement agent, at the Representative’s sole discretion, for each and every future public and private equity and debt offering, including all equity linked financings (including a forward purchase arrangement or similar type of equity line financing) for the Company or any of its successors or subsidiaries. In accordance with FINRA Rule 5110(g)(6)(A), such right of first refusal shall not have a duration of more than three years from the commencement of sales of the Initial Public Offering. 21 Critical Accounting Policies and Estimates The preparation of unaudited financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Actual results could materially differ from those estimates. We have not identified any critical accounting policies and estimates. Recent Accounting Standards In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires the disclosure of additional segment information. ASU No. 2023-07 is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company adopted ASU 2023-07 on September 29, 2025, the date of its incorporation. In November 2024, the FASB issued ASU 2024-03, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses (“ASU 2024-03”), and in January 2025, the FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date (“ASU 2025-01”). ASU 2024-03 requires additional disclosure of the nature of expenses included in the income statement as well as disclosures about specific types of expenses included in the expense captions presented in the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is in the process of evaluating the impact of the new guidance and does not expect it to have a significant impact on its financial statements. Off-Balance Sheet Arrangements; Commitments and Contractual Obligations; Quarterly Results As of April 30, 2026, we did not have any off-balance sheet arrangements as defined in Item 303(a)(4)(ii) of Regulation S-K and except as disclosed above, we did not have any material commitments or contractual obligations as of April 30, 2026. JOBS Act The JOBS Act contains provisions that, among other things, relax certain reporting requirements for qualifying public companies. We will qualify as an “emerging growth company” and under the JOBS Act will be allowed to comply with new or revised accounting pronouncements based on the effective date for private (not publicly traded) companies. We are electing to delay the adoption of new or revised accounting standards, and as a result, we may not comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. As a result, our financial statements may not be comparable to companies that comply with new or revised accounting pronouncements as of public company effective dates. Additionally, we are in the process of evaluating the benefits of relying on the other reduced reporting requirements provided by the JOBS Act. Subject to certain conditions set forth in the JOBS Act, if, as an “emerging growth company,” we choose to rely on such exemptions we may not be required to, among other things, (i) provide an independent registered public accounting firm’s attestation report on our system of internal controls over financial reporting pursuant to Section 404, (ii) provide all of the compensation disclosure that may be required of non-emerging growth public companies under the Dodd-Frank Wall Street Reform and Consumer Protection Act, (iii) comply with any requirement that may be adopted by the PCAOB regarding mandatory audit firm rotation or a supplement to the report of the independent registered public accounting firm providing additional information about the audit and the financial statements (auditor discussion and analysis), and (iv) disclose certain executive compensation related items such as the correlation between executive compensation and performance and comparisons of the CEO’s compensation to median employee compensation. These exemptions will apply for a period of five years following the completion of this offering or until we are no longer an “emerging growth company,” whichever is earlier. 22 ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. Not required for smaller reporting companies.