FINANCIAL STATEMENTS
−Removed: AIFEEX NEXUS ACQUISITION CORPORATION
+Added: PANTAGES CAPITAL ACQUISITION CORPORATION
+Added: (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION
+Added: BALANCE SHEETS
Current Assets
6 unchanged sentences
Due to related parties
+Added: Working capital loan - related party
Total Current Liabilities
2 unchanged sentences
Commitments and Contingencies
−Removed: Class A ordinary shares subject to possible redemption, 8,625,000 shares at conversion value of $ 10.14 and $ 10.03 per share as of March 31, 2025 and December 31, 2024, respectively
+Added: Class A ordinary shares subject to possible redemption, 8,625,000 shares at conversion value of $ 10.24 and $ 10.03 per share as of June 30, 2025 and December 31, 2024, respectively
Shareholders’ Deficit:
6 unchanged sentences
Total Liabilities, Ordinary Shares Subject to Possible Redemptions and Shareholder’s Deficit
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: AIFEEX NEXUS ACQUISITION CORPORATION
−Removed: OF OPERATIONS
+Added: The accompanying notes are an integral part of these unaudited
+Added: financial statements.
+Added: PANTAGES CAPITAL ACQUISITION CORPORATION
+Added: (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION
+Added: STATEMENTS OF OPERATIONS
Formation and operating costs
1 unchanged sentence
Interest and dividend income on cash and investments held in Trust Account
+Added: Net income (Loss)
Basic and diluted weighted average shares outstanding, Class A ordinary shares subject to possible redemption
1 unchanged sentence
Basic and diluted weighted average shares outstanding, non-redeemable Class A and Class B ordinary shares
−Removed: Basic and diluted net income per share, non-redeemable Class A and Class B ordinary shares
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: AIFEEX NEXUS ACQUISITION CORPORATION
−Removed: OF CHANGES IN SHAREHOLDERS’ DEFICIT
−Removed: FOR THE THREE MONTHS
−Removed: ENDED MARCH 31, 2025
+Added: 1,875,000 (1)(2)
+Added: Basic and diluted net income (loss) per share, non-redeemable Class A and Class B ordinary shares
+Added: (1) This number excludes an aggregate of up to 281,250 Class B ordinary
+Added: shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters.
+Added: On December 6, 2024,
+Added: the underwriters fully exercised the over-allotment option for an additional 1,125,000 Units, reducing the Class B ordinary shares subject
+Added: to forfeiture to 0 (see Note 5).
+Added: (2) Gives retroactive effect to additional 431,250 shares issue
+Added: to the Sponsor at par value on July 5, 2024.
+Added: The accompanying notes are an integral part of these unaudited
+Added: financial statements.
+Added: PANTAGES CAPITAL ACQUISITION CORPORATION
+Added: (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION CORPORATION)
+Added: STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)
+Added: FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2025 AND FOR
+Added: THE PERIOD FROM MAY 31, 2024 (INCEPTION)
+Added: THROUGH JUNE 30, 2024
+Added: Ordinary Shares
Shareholders’
−Removed: as of December 31, 2024
+Added: Balance as of December 31, 2024
$ ( 361,860 )
$ ( 361,620 )
−Removed: Remeasurement
−Removed: of carrying value to redemption value
−Removed: as of March 31, 2025
+Added: Remeasurement of carrying value to redemption value
+Added: Balance as of March 31, 2025
+Added: Remeasurement of carrying value to redemption value
+Added: Balance as of June 30, 2025
$ ( 755,335 )
$ ( 755,095 )
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: AIFEEX NEXUS ACQUISITION CORPORATION
−Removed: OF CASH FLOWS
+Added: Ordinary Shares
+Added: Shareholders’
+Added: Balance as of May 31, 2024 (inception)
+Added: Founder shares issued to initial shareholders (1)
+Added: Additional shares issued to Founder (2)
+Added: Balance as of June 30, 2024
+Added: (1) This number includes an aggregate of up to 281,250 Class B ordinary
+Added: shares subject to forfeiture if the over-allotment option is not exercised in full or in part by the underwriters.
+Added: On December 6, 2024,
+Added: the underwriters fully exercised the over-allotment option for an additional 1,125,000 Units, reducing the Class B ordinary shares subject
+Added: to forfeiture to 0 (see Note 5).
+Added: (2) Gives retroactive effect to additional 431,250 shares issue
+Added: to the Sponsor at par value on July 5, 2024.
+Added: The accompanying notes are an integral part of these unaudited
+Added: financial statements.
+Added: PANTAGES CAPITAL ACQUISITION CORPORATION
+Added: (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION
+Added: STATEMENTS OF CASH FLOWS
Cash Flows from Operating Activities:
−Removed: Adjustments to reconcile net loss to net cash used in operating activities:
+Added: Net income (loss)
+Added: Adjustments to reconcile net income (loss) to net cash used in operating
Interest and dividend earned on cash and investments held in Trust Account
+Added: ( 1,797,542 )
+Added: Formation and operating cost paid by the Sponsor
Changes in operating assets and liabilities:
3 unchanged sentences
Net Cash Used in Operating Activities
+Added: Cash Flows from Financing Activity:
+Added: Proceeds from working capital loan - related party
+Added: Net Cash Provided by Financing Activity
Net Change in Cash
2 unchanged sentences
Supplemental Disclosure of Non Cash Financing Activities:
+Added: Issuance of shares for receivable
+Added: Prepaid expenses paid via promissory note - related party
+Added: Deferred offering costs included in accrued offering costs
+Added: Deferred offering costs paid by shareholders in exchange for issuance of Class B ordinary shares
+Added: Deferred offering costs paid via promissory note - related party
Remeasurement of carrying value to redemption value
−Removed: The accompanying notes are an integral part of these unaudited financial statements.
−Removed: AIFEEX NEXUS ACQUISITION CORPORATION
+Added: The accompanying notes are an integral part of these
+Added: unaudited financial statements.
+Added: PANTAGES CAPITAL ACQUISITION CORPORATION
+Added: (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION
NOTES TO UNAUDITED FINANCIAL STATEMENTS
1 unchanged sentence
Business Operation and Going Concern Consideration
−Removed: Aifeex Nexus Acquisition Corporation (the “Company”,
−Removed: formerly known as “Shepherd Ave Capital Acquisition Corporation”) is a blank check company incorporated in the Cayman Islands
−Removed: on May 31, 2024 as an exempted company with limited liability.
−Removed: The Company was formed for the purpose of effecting a merger, share
−Removed: exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination involving the Company, with
−Removed: one or more businesses or entities (the “initial business combination”).
−Removed: The Company’s efforts to identify a prospective
−Removed: target business will not be limited to a particular industry or geographic location.
−Removed: The Company has elected December 31 as its fiscal
−Removed: As of March 31, 2025, the Company had not commenced
+Added: Pantages Capital Acquisition Corporation (the
+Added: “Company”, formerly known as “Aifeex Nexus Acquisition Corporation” and “Shepherd Ave Capital Acquisition
+Added: Corporation”) is a blank check company incorporated in the Cayman Islands on May 31, 2024 as an exempted company with limited
+Added: The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization,
+Added: reorganization or similar business combination involving the Company, with one or more businesses or entities (the “initial business
+Added: combination”).
+Added: The Company’s efforts to identify a prospective target business will not be limited to a particular industry
+Added: or geographic location.
+Added: The Company has elected December 31 as its fiscal year end.
+Added: As of June 30, 2025, the Company had not commenced
any operations.
−Removed: For the three months ended March 31, 2025, the Company’s efforts have been limited to organizational activities,
−Removed: activities related to the initial public offering (“IPO”, see Note 3), and search for target for business combination.
−Removed: The Company will not generate any operating revenues until after the completion of an initial business combination, at the earliest.
−Removed: Company will generate non-operating income in the form of dividend and/or interest income from the proceeds derived from the IPO and Private
−Removed: Placement (“Private Placement”, see Note 4).
+Added: For the period from May 31, 2024 (inception) through June 30, 2025, the Company’s efforts have been limited to organizational
+Added: activities, activities related to the initial public offering (“IPO”, see Note 3), and search for target for business
+Added: The Company will not generate any operating revenues until after the completion of an initial business combination, at the
+Added: The Company will generate non-operating income in the form of dividend and/or interest income from the proceeds derived from
+Added: the IPO and Private Placement (“Private Placement”, see Note 4).
The Company’s management has broad discretion
25 unchanged sentences
must occur with one or more target businesses that together have an aggregate fair market value of at least 80 % of the value of the Trust
−Removed: Account (excluding any deferred underwriters’ fees and taxes payable on the income earned on the Trust Account) at the time of
−Removed: the agreement to enter into the initial business combination.
−Removed: The Company will complete its initial business combination only if the
−Removed: post-transaction company in which its public shareholders own shares will own or acquire 50 % or more of the outstanding voting securities
−Removed: of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment
−Removed: company under the Investment Company Act of 1940, as amended (the “Investment Company Act”).
−Removed: There is no assurance that the
−Removed: Company will be able to complete an initial business combination successfully.
+Added: Account (excluding any deferred underwriters’ fees and taxes payable on the income earned on the Trust Account) at the time of the
+Added: agreement to enter into the initial business combination.
+Added: The Company will complete its initial business combination only if the post-transaction
+Added: company in which its public shareholders own shares will own or acquire 50 % or more of the outstanding voting securities of the target
+Added: or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under
+Added: the Investment Company Act of 1940, as amended (the “Investment Company Act”).
+Added: There is no assurance that the Company will
+Added: be able to complete an initial business combination successfully.
Upon the closing of the IPO, management has agreed
50 unchanged sentences
and to waive their redemption rights with respect to their founder shares, private shares, and public shares in connection with a shareholder
−Removed: vote to approve an amendment to the Company’s amended and restated articles of association (A) to modify the substance or timing
−Removed: of our obligation to allow redemption in connection with the initial business combination or to redeem 100 % of the public shares if the
−Removed: Company does not complete its initial business combination within 15 months from the closing of this offering (or up to 18 months,
+Added: vote to approve an amendment to the Company’s amended and restated articles of association (A) to modify the substance or
+Added: timing of our obligation to allow redemption in connection with the initial business combination or to redeem 100 % of the public shares
+Added: if the Company does not complete its initial business combination within 15 months from the closing of this offering (or up to 18 months,
if extended) or (B) with respect to any other provision relating to shareholders’ rights or pre-initial business combination
−Removed: The Sponsor has agreed that it will be liable
−Removed: to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective
−Removed: target business with which the Company has entered into a written letter of intent, confidentiality or similar agreement or business combination
−Removed: agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $ 10.00 per public share and (ii) the actual
−Removed: amount per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $ 10.00 per share
−Removed: due to reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a
−Removed: third party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether
−Removed: or not such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of this offering
−Removed: against certain liabilities, including liabilities under the Securities Act.
−Removed: However, the Company has not asked the Sponsor to reserve
−Removed: for such indemnification obligations, nor have the Company independently verified whether the Company’s Sponsor has sufficient funds
−Removed: to satisfy its indemnity obligations and believe that the Sponsor’s only assets are securities of the company.
−Removed: Therefore, it cannot
−Removed: be assured that that the Sponsor would be able to satisfy those obligations.
−Removed: None of the officers or directors will indemnify the Company
−Removed: for claims by third parties including, without limitation, claims by vendors and prospective target businesses.
+Added: The Sponsor has agreed that it will be liable to the Company if and
+Added: to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with
+Added: which the Company has entered into a written letter of intent, confidentiality or similar agreement or business combination agreement,
+Added: reduce the amount of funds in the Trust Account to below the lesser of (i) $ 10.00 per public share and (ii) the actual amount
+Added: per public share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $ 10.00 per share due to
+Added: reductions in the value of the trust assets, less taxes payable, provided that such liability will not apply to any claims by a third
+Added: party or prospective target business who executed a waiver of any and all rights to the monies held in the Trust Account (whether or not
+Added: such waiver is enforceable) nor will it apply to any claims under the Company’s indemnity of the underwriters of this offering against
+Added: certain liabilities, including liabilities under the Securities Act.
+Added: However, the Company has not asked the Sponsor to reserve for such
+Added: indemnification obligations, nor have the Company independently verified whether the Company’s Sponsor has sufficient funds to satisfy
+Added: its indemnity obligations and believe that the Sponsor’s only assets are securities of the company.
+Added: Therefore, it cannot be assured
+Added: that the Sponsor would be able to satisfy those obligations.
+Added: None of the officers or directors will indemnify the Company for claims by
+Added: third parties including, without limitation, claims by vendors and prospective target businesses.
Going Concern Consideration
−Removed: As of March 31, 2025, the Company had $ 273,472
+Added: As of June 30, 2025, the Company had $ 294,644
cash and a working capital of $ 107,405 .
1 unchanged sentence
and to incur significant transaction costs in pursuit of the consummation of an initial business combination.
−Removed: In connection with the Company’s
−Removed: assessment of going concern considerations in accordance with the Financial Accounting Standards Board (“FASB”) Accounting
−Removed: Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going
−Removed: Concern,” management has determined that these conditions raise substantial doubt about the Company’s ability to continue
−Removed: as a going concern.
−Removed: Management’s plan in addressing this uncertainty is through the borrowing of Working Capital Loans, as defined
−Removed: below (see Note 5).
−Removed: In addition, if the Company is unable to complete an initial business combination within the Combination Period by
−Removed: March 6, 2026, unless further extended, the Company’s board of directors would proceed to commence a voluntary liquidation and thereby
−Removed: a formal dissolution of the Company.
−Removed: There is no assurance that the Company’s plans to consummate an initial business combination
−Removed: will be successful within the Combination Period.
−Removed: As a result, management has determined that such additional condition also raise substantial
−Removed: doubt about the Company’s ability to continue as a going concern within one year after the date that the unaudited financial statements
−Removed: The unaudited financial statement does not include any adjustments that might result from the outcome of this uncertainty.
+Added: In connection with the
+Added: Company’s assessment of going concern considerations in accordance with the Financial Accounting Standards Board (“FASB”)
+Added: Accounting Standards Update (“ASU”) 2014-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue
+Added: as a Going Concern,” management has determined that these conditions raise substantial doubt about the Company’s ability
+Added: to continue as a going concern.
+Added: Management’s plan in addressing this uncertainty is through the borrowing of Working Capital Loans,
+Added: as defined below (see Note 5).
+Added: In addition, if the Company is unable to complete an initial business combination within the Combination
+Added: Period by March 6, 2026, unless further extended, the Company’s board of directors would proceed to commence a voluntary liquidation
+Added: and thereby a formal dissolution of the Company.
+Added: There is no assurance that the Company’s plans to consummate an initial business
+Added: combination will be successful within the Combination Period.
+Added: As a result, management has determined that such additional condition also
+Added: raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that the unaudited
+Added: financial statements are issued.
+Added: The unaudited financial statement does not include any adjustments that might result from the outcome
+Added: of this uncertainty.
Risks and Uncertainties
10 unchanged sentences
do not include any adjustments that might result from the outcome of this uncertainty.
−Removed: Note 2 — Significant Accounting
+Added: Note 2 — Significant Accounting Policies
Basis of Presentation
−Removed: The accompanying unaudited financial statements are presented in conformity
−Removed: with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and
−Removed: regulations of the SEC.
−Removed: The interim financial information provided is unaudited but includes all adjustments which management considers
−Removed: necessary for the fair presentation of the results for the period.
−Removed: The information included in this Form 10-Q should be read in conjunction
−Removed: with information included in the Company’s annual report on Form 10-K for the year ended December 31, 2024, filed with the SEC on
−Removed: March 27, 2025.
−Removed: Operating results for the interim period ended March 31, 2025 are not necessarily indicative of the results that may be
−Removed: expected for the fiscal year ending December 31, 2025.
+Added: The accompanying unaudited financial statements
+Added: are presented in conformity with accounting principles generally accepted in the United States of America (“US GAAP”)
+Added: and pursuant to the rules and regulations of the SEC.
+Added: The interim financial information provided is unaudited but includes all
+Added: adjustments which management considers necessary for the fair presentation of the results for the period.
+Added: The information included in
+Added: this Form 10-Q should be read in conjunction with information included in the Company’s annual report on Form 10-K for the year
+Added: ended December 31, 2024, filed with the SEC on March 27, 2025.
+Added: Operating results for the interim period ended June 30, 2025 are not necessarily
+Added: indicative of the results that may be expected for the fiscal year ending December 31, 2025.
Emerging Growth Company Status
31 unchanged sentences
The Company had $ 294,644 and $ 533,006 cash
−Removed: in bank as of March 31, 2025 and December 31, 2024, respectively.
+Added: in bank as of June 30, 2025 and December 31, 2024, respectively.
Cash and Investments Held in Trust Account
−Removed: 31, 2025 and December 31 , 2024, the Company had $ 87,415,481 and $ 86,518,878 in Cash and
−Removed: investments held in Trust Account, which are invested in money market funds which
−Removed: invest in U.S.
+Added: 30, 2025 and December 31 , 2024, the Company had $ 88,316,420 and $ 86,518,878 in Cash and investments
+Added: held in Trust Account, which are invested in money market funds which invest in U.S.
Treasury securities .
Concentration of Credit Risk
−Removed: instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial
−Removed: institution, which, at times, may exceed the Federal Depository Insurance Coverage (“FDIC”) of $ 250,000 .
−Removed: As of March 31,
−Removed: 2025 and December 31, 2024, $ 23,472 and $ 283,006 , respectively, were over
−Removed: the FDIC limit.
+Added: instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution,
+Added: which, at times, may exceed the Federal Depository Insurance Coverage (“FDIC”) of $ 250,000 .
+Added: As of June 30, 2025 and December
+Added: 31, 2024, $ 44,644 and $ 283,006 , respectively, were over the FDIC limit.
The Company has not experienced losses on these accounts.
12 unchanged sentences
ordinary shares is excluded from income per share as the redemption value approximates fair value.
−Removed: For the three months ended March 31,
−Removed: 2025, the Company has not considered the effect of the Rights included in the IPO and Private Placement Units in the calculation of diluted
−Removed: net income per share, since the conversion of the Rights is contingent upon the occurrence of future events and the inclusion of such
−Removed: Rights would be anti-dilutive and the Company did not have any other dilutive securities and other contracts that could, potentially,
+Added: For the three and six months ended
+Added: June 30, 2025, the Company has not considered the effect of the Rights included in the IPO and Private Placement Units in the calculation
+Added: of diluted net income per share, since the conversion of the Rights is contingent upon the occurrence of future events and the inclusion
+Added: of such Rights would be anti-dilutive and the Company did not have any other dilutive securities and other contracts that could, potentially,
be exercised or converted into ordinary shares and then share in the earnings of the Company.
1 unchanged sentence
the same as basic income per share for the period presented.
−Removed: March 31, 2025
+Added: For The Three Months Ended
+Added: June 30, 2025
Non-Redeemable
−Removed: Class A and Class B
Ordinary Shares
5 unchanged sentences
Basic and diluted net income per ordinary share
+Added: For The Period From
+Added: For The Six Months Ended
+Added: (Inception) Through
+Added: June 30, 2025
+Added: June 30, 2024
+Added: Non-Redeemable
+Added: Non-Redeemable
+Added: Basic and diluted net income (loss) per ordinary share:
+Added: Allocation of net income (loss)
+Added: Denominators:
+Added: Basic and diluted weighted average shares outstanding
+Added: Basic and diluted net income (loss) per ordinary share
Fair Value of Financial Instruments
14 unchanged sentences
the asset or liability and are to be developed based on the best information available in the circumstances.
−Removed: 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges.
−Removed: Inputs to the fair value measurement
−Removed: are observable inputs, such as quoted prices in active markets for identical assets or liabilities.
−Removed: 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying
−Removed: terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted
−Removed: 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when
−Removed: little or no market data exists for the assets or liabilities.
−Removed: The following
−Removed: table presents information about the Company’s assets that are measured at fair value on March 31, 2025 and December 31, 2024 and
−Removed: indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value.
−Removed: March 31, 2025
+Added: Level 1 — Assets and liabilities with unadjusted, quoted prices listed on active market exchanges.
+Added: Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities.
+Added: Level 2 — Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals.
+Added: Level 3 — Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.
+Added: The following table presents information about
+Added: the Company’s assets that are measured at fair value on June 30, 2025 and December 31, 2024 and indicates the fair value hierarchy
+Added: of the valuation inputs the Company utilized to determine such fair value.
+Added: June 30, 2025
Cash and Investments held in Trust Account
28 unchanged sentences
to equal the redemption value at the end of each reporting period.
−Removed: As of March 31, 2025 and December 31, 2024, the Class A ordinary shares
−Removed: subject to possible redemption reflected in the balance sheets are reconciled in the following table:
−Removed: Class A ordinary
−Removed: shares subject to
−Removed: possible redemption
+Added: As of June 30, 2025 and December 31, 2024, the
+Added: Class A ordinary shares subject to possible redemption reflected in the balance sheets are reconciled in the following table:
Balance as of May 31, 2024 (Inception)
8 unchanged sentences
Remeasurement of carrying value to redemption value
−Removed: Balance as of March 31, 2025
+Added: Balance as of June 30, 2025
The Company accounts for income taxes under ASC 740,
15 unchanged sentences
There were no unrecognized tax benefits and no amounts accrued for interest
−Removed: and penalties as of March 31, 2025 and December 31, 2024.
+Added: and penalties as of June 30, 2025 and December 31, 2024.
The Company is currently not aware of any issues under review that could result
44 unchanged sentences
In total, an aggregate 2,156,250 Class B ordinary shares were issued to the Sponsor and executives, at a per-share
−Removed: price of approximately $ 0.012 per share.
+Added: price of approximately $ 0.012 per share, including an aggregate of up to 281,250 Class B ordinary shares subject to forfeiture if the
+Added: over-allotment option is not exercised in full or in part by the underwriters.
+Added: On December 6, 2024, the underwriters fully exercised the
+Added: over-allotment option for an additional 1,125,000 Units, reducing the Class B ordinary shares subject to forfeiture to 0 .
Concurrent with the IPO, the sponsor transferred
36 unchanged sentences
Promissory Note — Related Party
−Removed: June 14, 2024, the sponsor has agreed to loan the Company up to $ 500,000 (the “Promissory Note”) to be used for a
−Removed: portion of the expenses of the IPO.
−Removed: Immediately before the IPO, the Company had an outstanding loan balance of $ 295,019 and the
−Removed: balance was repaid.
−Removed: There is no balance as of March 31, 2025 and December 31, 2024.
−Removed: Working Capital Loans
+Added: On June 14, 2024, the sponsor has agreed to loan
+Added: the Company up to $ 500,000 (the “Promissory Note”) to be used for a portion of the expenses of the IPO.
+Added: Immediately before
+Added: the IPO, the Company had an outstanding loan balance of $ 295,019 and the balance was repaid.
+Added: There is no balance as of June 30, 2025 and
+Added: December 31, 2024.
+Added: Working Capital Loans — Related
In addition, in order to meet the Company’s
9 unchanged sentences
complete an initial business combination, the loans would be repaid out of funds not held in the Trust Account, and only to the extent
−Removed: As of March 31, 2025 and December 31, 2024, the
−Removed: Company had no borrowings under the Working Capital Loans.
+Added: As of June 30, 2025 and December 31, 2024, the
+Added: Company had $ 175,000 and $0 borrowings under the Working Capital Loans.
Due to Related Parties
4 unchanged sentences
payable each month.
−Removed: As of March 31, 2025 and December 31, 2024, the
−Removed: Company had accrued expenses for Jia Peng of $ 14,000 and $ 14,300 , respectively.
+Added: As of June 30, 2025 and December 31, 2024, the
+Added: Company had prepaid expenses of $ 300 and accrued expense of $ 14,300 for Jia Peng, respectively.
On June 14, 2024, the Company appointed William
2 unchanged sentences
in the amount of $ 7,500 , payable each month.
−Removed: As of March 31, 2025 and December 31, 2024, the
−Removed: Company had accrued compensation expenses for William Snyder of $ 18,750 .
+Added: As of June 30, 2025 and December 31, 2024, the
+Added: Company had accrued compensation expenses for William Snyder of $ 0 and $ 18,750 , respectively.
Evan Graj, a Director of the Company, paid office
−Removed: expenses on behalf of the Company during the three months ended March 31, 2025.
−Removed: As of March 31, 2025 and December 31, 2024, the
+Added: expenses on behalf of the Company during the six months ended June 30, 2025.
+Added: As of June 30, 2025 and December 31, 2024, the
Company had accrued expenses for Evan Graj of $ 2,333 and $ 470 , respectively.
−Removed: 6 — Commitments and Contingencies
+Added: Note 6 — Commitments and
+Added: Contingencies
Registration Rights
24 unchanged sentences
to fund the redemption of our public shares.
−Removed: As of March 31, 2025 and December 31, 2024, deferred
+Added: As of June 30, 2025 and December 31, 2024, deferred
underwriting discounts and commissions amounted to $ 862,500 payable upon consummation of the Company’s initial business combination.
3 unchanged sentences
and preferences as may be determined from time to time by the Company’s board of directors.
−Removed: As of March 31, 2025 and December 31,
+Added: As of June 30, 2025 and December 31,
2024, there were no preference shares issued or outstanding.
1 unchanged sentence
Company is authorized to issue 445,000,000 shares of Class A ordinary share with $ 0.0001 par value.
−Removed: As of March 31, 2025 and December
+Added: As of June 30, 2025 and December
31, 2024, there were 244,250 shares of Class A ordinary share issued or outstanding, excluding
43 unchanged sentences
unaudited statement of operations.
−Removed: key measures of segment profit or loss reviewed by our CODM are interest and dividend income on cash
−Removed: and investments held in Trust Account and formation and operating costs.
−Removed: The CODM reviews interest and dividend income on
−Removed: investment held in Trust Account to measure and monitor shareholder value and determine the most effective strategy of cash
−Removed: and investments with the Trust Account funds while maintaining compliance with the trust agreement.
−Removed: Formation and operating
−Removed: costs are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete an
−Removed: initial business combination within the initial business combination period.
−Removed: The CODM also reviews formation and operating costs to
−Removed: manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget.
+Added: measures of segment profit or loss reviewed by our CODM are interest and dividend income on cash and investments held in Trust Account
+Added: and formation and operating costs.
+Added: The CODM reviews interest and dividend income on cash and investments held in Trust Account to measure
+Added: and monitor shareholder value and determine the most effective strategy of cash and investments with the Trust Account funds while maintaining
+Added: compliance with the trust agreement.
+Added: Formation and operating costs are reviewed and monitored by the CODM to manage and forecast cash
+Added: to ensure enough capital is available to complete an initial business combination within the initial business combination period.
+Added: CODM also reviews formation and operating costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned
+Added: with all agreements and budget.
Note 9 — Subsequent Events
3 unchanged sentences
the Company did not identify any subsequent events that would require adjustment or disclosure in the unaudited financial statements,
+Added: other than the event described below.
+Added: On July 18, 2025, the
+Added: Sponsor agreed to loan the Company up to $ 500,000 (“Working Capital Loan”) to meet the Company’s working capital
+Added: The loan was evidenced by a promissory note that was non-interest bearing and unsecured, and it was to be paid upon the earlier
+Added: of (1) the date on which the Company consummates a business combination or merger with a qualified target company, and (2) the date
+Added: of the liquidation of the Company.
+Added: The Sponsor has the right, but not the obligation, to convert this loan, in whole or in part, into
+Added: private units of the Company, each consisting of one Class A ordinary share, one right to receive one-fifth of one Class A ordinary share.
+Added: The number of private units to be received by the Sponsor in connection with such conversion shall be an amount determined by dividing
+Added: (x) the sum of the outstanding principal amount payable to the Sponsor by (y) $ 10.00 .
+Added: On August 5, 2025, the Company held an extraordinary
+Added: general meeting (the “Second Shareholder Meeting”).
+Added: At the Second Shareholder Meeting, the shareholders of the Company, by
+Added: special resolution, approved the proposal to amend Company’s 2 nd amended and restated memorandum and articles of
+Added: associations to change the Company’s name from “Aifeex Nexus Acquisition Corporation” to “Pantages Capital Acquisition
+Added: Corporation”.
+Added: The name change was effective as of August 5, 2025.
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.