Item 1. Financial Statements
Item 1. Financial Statements.
PLUM ACQUISITION CORP. IV
CONDENSED BALANCE SHEETS
June 30,
December 31,
2025
2024
( Unaudited )
ASSETS
Current assets
Cash
$ 375,823
$ 3,864
Prepaid expenses
142,513
—
Total current assets
518,336
3,864
Long term prepaid expenses
46,042
—
Deferred offering costs
—
438,352
Investments held in Trust Account
177,580,409
—
Total Assets
$ 178,144,787
$ 442,216
Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Deficit
Current liabilities
Accrued expenses
$ 92,274
$ 42,445
Due to officer
—
12,374
Accrued offering costs
75,000
304,904
Promissory note — related party
—
149,473
Total current liabilities
167,274
509,196
Deferred underwriting fee
6,900,000
—
Total Liabilities
7,067,274
509,196
Commitments and Contingencies (Note 6)
Class A Ordinary Shares subject to possible redemption, 17,250,000 and 0 shares at redemption value of approximately $ 10.29 and $ 0 per share at June 30, 2025 and December 31, 2024, respectively
177,580,409
—
Shareholders’ Deficit
Preference shares, $ 0.0001 par value; 1,000,000 shares authorized; none issued or outstanding at June 30, 2025 and December 31, 2024
—
—
Class A ordinary shares, $ 0.0001 par value; 200,000,000 shares authorized; 1,242,875 shares issued and outstanding at June 30, 2025 (excluding 17,250,000 shares subject to possible redemption) and no shares issued and outstanding as of December 31, 2024
124
—
Class B ordinary shares, $ 0.0001 par value; 20,000,000 shares authorized; 5,750,000 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively
575
575
Additional paid-in capital
—
24,425
Accumulated deficit
( 6,503,595 )
( 91,980 )
Total Shareholders’ Deficit
( 6,502,896 )
( 66,980 )
Total Liabilities, Class A Ordinary Shares Subject to Possible Redemption, and Shareholders’ Deficit
$ 178,144,787
$ 442,216
The accompanying notes are an integral part of
the unaudited condensed financial statements.
1
PLUM ACQUISITION CORP. IV
CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the
Three Months
Ended
June 30,
For the
Six Months
Ended
June 30,
For the Period from
June 10, 2024 (Inception) Through
June 30,
2025
2025
2024
General and administrative expenses
$ 237,782
$ 544,127
$ 28,263
Loss from operations
( 237,782 )
( 544,127 )
( 28,263 )
Other income:
Interest earned on investments held in Trust Account
1,867,009
3,355,409
—
Total other income, net
1,867,009
3,355,409
—
Net income (loss)
$ 1,629,227
$ 2,811,282
$ ( 28,263 )
Weighted average shares outstanding of Class A ordinary shares
18,492,875
16,951,802
—
Basic and diluted net income per ordinary share, Class A
ordinary shares
$ 0.07
$ 0.12
$ —
Weighted average shares outstanding of Class B ordinary shares
5,750,000
5,687,500
6,666,000
Basic net income (loss) per ordinary share, Class B ordinary
shares
$ 0.07
$ 0.12
$ ( 0.00 )
Weighted average shares outstanding of Class B ordinary shares
5,750,000
5,750,000
—
Diluted net income per ordinary share, Class B ordinary shares
$ 0.07
$ 0.12
$ —
The accompanying notes are an integral part of
the unaudited condensed financial statements.
2
PLUM ACQUISITION CORP. IV
CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’
DEFICIT
(UNAUDITED)
FOR THE THREE AND SIX MONTHS ENDED JUNE 30,
2025
Class A
Ordinary Shares
Class B
Ordinary Shares
Additional
Paid-in
Accumulated
Total
Shareholders’
Shares
Amount
Shares
Amount
Capital
Deficit
Deficit
Balance — December 31, 2024
—
$ —
5,750,000
$ 575
$ 24,425
$ ( 91,980 )
$ ( 66,980 )
Remeasurement of Class A ordinary shares subject to redemption
—
—
—
—
( 7,333,504 )
( 7,355,888 )
( 14,689,392 )
Sale of Private Placement Units
672,875
67
—
—
6,443,683
—
6,443,750
Sale of Restricted Shares
570,000
57
284,943
—
285,000
Fair Value of Public Warrants at issuance
—
—
—
—
603,750
—
603,750
Allocated value of transaction costs to Class A shares
—
—
—
—
( 60,047 )
—
( 60,047 )
Share-based compensation
—
—
—
—
36,750
—
36,750
Net income
—
—
—
—
—
1,182,055
1,182,055
Balance — March 31, 2025
1,242,875
$ 124
5,750,000
$ 575
$ —
$ ( 6,265,813 )
$ ( 6,265,114 )
Remeasurement of Class A ordinary shares subject to redemption
—
—
—
—
—
( 1,867,009 )
( 1,867,009 )
Net income
—
—
—
—
—
1,629,227
1,629,227
Balance — June 30, 2025
1,242,875
$ 124
5,750,000
$ 575
$ —
$ ( 6,503,595 )
$ ( 6,502,896 )
FOR THE PERIOD FROM JUNE 10, 3024 (INCEPTION)
THROUGH JUNE 30, 2024
Class B
Ordinary Shares
Additional
Paid-In
Accumulated
Total
Shareholders’
Shares
Amount
Capital
Deficit
Deficit
Balance as of June 10, 2024 (inception)
—
$ —
—
$ —
$ —
Class B ordinary shares issued to Sponsor (1)
7,665,900
767
24,233
—
25,000
Net loss
—
—
—
( 28,263 )
( 28,263 )
Balance as of June 30, 2024
7,665,900
$ 767
24,233
$ ( 28,263 )
$ ( 3,263 )
(1) Included an aggregate of up to 999,900 Class B ordinary shares
that were subject to forfeiture by the holders thereof depending on the extent to which the underwriter’s over-allotment option
is exercised (see Note 5).
The accompanying notes are an integral part of
the unaudited condensed financial statements.
3
PLUM ACQUISITION CORP. IV
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the
Six Months
Ended
June 30,
For the Period from June 10, 2024 (Inception) Through
June 30,
2025
2024
Cash Flows from Operating Activities:
Net income (loss)
$ 2,811,282
$ ( 28,263 )
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Payment of expenses through promissory note-related party
—
10,420
Payment of formation and operating costs through promissory note – related party
8,550
—
Interest earned on investments held in Trust Account
( 3,355,409 )
—
Compensation expense
36,750
—
Changes in operating assets and liabilities:
Prepaid expenses
( 33,813 )
—
Due from Sponsor
1,295
—
Long Term prepaid insurance
( 46,042 )
—
Due to Officer
( 12,374 )
—
Accounts payable and accrued expenses
49,829
17,843
Net cash used in operating activities
( 539,932 )
—
Cash Flows from Investing Activities:
Investment of cash into Trust Account
( 174,225,000 )
—
Net cash used in investing activities
( 174,225,000 )
—
Cash Flows from Financing Activities:
Proceeds from sale of founder shares
—
25,000
Proceeds from sale of Units, net of underwriting discounts paid
169,050,000
—
Proceeds from sale of Private Placements Units
6,728,750
—
Repayment of promissory note - related party
( 285,318 )
—
Payment of offering costs
( 356,541 )
—
Net cash provided by financing activities
175,136,891
25,000
Net Change in Cash
371,959
25,000
Cash – Beginning of period
3,864
—
Cash – End of period
$ 375,823
$ 25,000
Non-Cash investing and financing activities:
Deferred offering costs paid through promissory note – related party
$ 17,300
$ —
Deferred underwriting fee payable
$ 6,900,000
$ —
Deferred offering costs included in accrued offering costs
$ —
$ 75,405
The accompanying notes are an integral part of
the unaudited condensed financial statements.
4
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS
Plum Acquisition Corp. IV (the “Company”)
is a blank check company incorporated as a Cayman Islands exempted corporation on June 10, 2024 . The Company was incorporated for
the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination
with one or more businesses (“Business Combination”).
The Company is not limited to a particular industry
or geographic region for purposes of completing a Business Combination. 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 June 30, 2025, the Company had not commenced
any operations. All activity for the period from June 10, 2024 (inception) through June 30, 2025 relates to the Company’s
formation and the initial public offering (“Initial Public Offering”), which is described below, and, after the Initial Public
Offering, identifying a target company for a Business Combination. The Company will not generate any operating revenues until after the
completion of a Business Combination, at the earliest. The Company will generate non-operating income in the form of interest income
from the proceeds derived from the Initial Public Offering. The Company has selected December 31 as its fiscal year end.
The registration statement for the Company’s
Initial Public Offering was declared effective on January 14, 2025. On January 16, 2025, the Company consummated the Initial Public Offering
of 17,250,000 units (the “Units” and, with respect to the Class A ordinary shares included in the Units being offered, the
“Public Shares”), which included the full exercise by the underwriters of their over-allotment option in the amount of 2,250,000
Units, at $ 10.00 per Unit, generating gross proceeds of $ 172,500,000 , which is discussed in Note 3.
Simultaneously with the closing of the Initial
Public Offering, the Company consummated the sale of an aggregate of 672,875 private placement units (each, a “Private Placement
Unit”) at a price of $ 10.00 per Private Placement Unit, generating gross proceeds of $ 6,728,750 , as follows: (i) by and among the
Company and each of the Underwriters for the purchase by the Underwriters of an aggregate of 232,875 private placement units for an aggregate
purchase price of $ 2,328,750 and (ii) by and between the Company and Plum Partners IV, LLC (the “Sponsor”) for the purchase
by the Sponsor of an aggregate of 440,000 private placement units and 570,000 restricted Class A ordinary shares for an aggregate purchase
price of $ 4,400,000 . The private placement units are identical to the units sold in this offering, subject to certain limited exceptions
as described in the prospectus.
Transaction costs amounted to $ 10,932,289 , consisting
of $ 3,450,000 of cash underwriting fee, $ 6,900,000 of deferred underwriting fee, and $ 582,289 of other offering costs.
The Company’s management has broad discretion
with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of the Private Placement Securities,
although substantially all of the net proceeds are intended to be applied generally toward completing a Business Combination. The Company
must complete its initial Business Combination with one or more target businesses that together have a fair market value equal to at
least 80 % of the net assets held in the Trust Account (as defined below) (excluding any deferred underwriting commissions held in the
Trust Account) at the time of the agreement to enter into a Business Combination. The Company will only complete a Business Combination
if the post-Business Combination company owns or acquires 50 % or more of the issued and outstanding voting securities of the target or
otherwise acquires a controlling interest in the target business sufficient for it not to be required to register as an investment company
under the Investment Company Act of 1940, as amended (the “Investment Company Act”). There is no assurance that
the Company will be able to successfully effect a Business Combination.
Following the closing of the Initial Public Offering,
on January 16, 2025, an amount of $ 174,225,000 ($ 10.10 per Unit) from the net proceeds of the sale of the Units and the sale of the Private
Placement Securities was placed in the trust account (the “Trust Account”) and invested or held in either (i) U.S. government
treasury bills with a maturity of 185 days or less or in money market funds investing solely in U.S. Treasuries, (ii) uninvested
cash, or (iii) an interest bearing bank demand deposit account or other accounts at a bank, as determined by the Company, until
the earlier of: (i) the completion of a Business Combination or (ii) the distribution of the funds in the Trust Account to
the Company’s shareholders, as described below. No later than 18 months after the closing of the Initial Public Offering or
such earlier liquidation date as the Company’s board of directors may approve, or such later time as provided for in any amendment
to the Company’s Amended and Restated Memorandum and Articles of Association, (an “Extension Period”), subject to applicable
law, the amounts held in the Trust Account are held as cash or cash items, including in demand deposit accounts.
The Company will provide its shareholders with
the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection
with a general meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether
the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The shareholders
will be entitled to redeem their shares for a pro rata portion of the amount held in the Trust Account (initially $ 10.10 per share),
calculated as of two business days prior to the completion of a Business Combination, including any pro rata interest earned
on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations. There will be no redemption
rights upon the completion of a Business Combination with respect to the Company’s public warrants.
5
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
If the Company seeks shareholder approval in
connection with a Business Combination, it receives an ordinary resolution under Cayman Islands law approving a Business Combination,
which requires the affirmative vote of a majority of the shareholders who vote at a general meeting of the Company. If a shareholder
vote is not required under applicable law or stock exchange listing requirements and the Company does not decide to hold a shareholder
vote for business or other reasons, the Company will, pursuant to its Amended and Restated Memorandum and Articles of Association, conduct
the redemptions pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer
documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a
Business Combination.
If the Company seeks shareholder approval in
connection with a Business Combination, the Sponsor has agreed to vote its Founder Shares (as defined in Note 5) and any Public
Shares purchased in or after the Initial Public Offering in favor of approving a Business Combination and to waive its redemption rights
with respect to any such shares in connection with a shareholder vote to approve a Business Combination. Additionally, each public shareholder
may elect to redeem its Public Shares, without voting, and if they do vote, irrespective of whether they vote for or against a proposed
Business Combination.
Notwithstanding the foregoing, if the Company
seeks shareholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Company’s
Amended and Restated Memorandum and Articles of Association provides that a public shareholder, together with any affiliate of such shareholder
or any other person with whom such shareholder is acting in concert or as a “group” (as defined under Section 13 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming
its shares with respect to more than an aggregate of 15 % of the Public Shares without the Company’s prior written consent.
The Sponsor has agreed to (i) waive its
redemption rights with respect to its private placement shares in connection with the completion of the initial business combination,
(ii) waive its redemption rights with respect to its private placement shares in connection with a shareholder vote to approve an
amendment to the amended and restated memorandum and articles of association (A) to modify the substance or timing of the obligation
to allow redemption in connection with the initial Business Combination or to redeem 100 % of the public shares if the Company fails to
complete the initial Business Combination within 18 months from the closing of the Initial Public Offering or such earlier liquidation
date as the Company’s board of directors may approve, or during any Extension Period, subject to applicable law or (B) with
respect to any other provision relating to shareholders’ rights or pre-initial business combination activity and (iii) waive
its rights to liquidating distributions from the Trust Account with respect to its private placement shares if the Company fails to complete
the initial Business Combination within the prescribed timeframe. In addition, the Sponsor has agreed to vote any private placement shares
held by it in favor of the initial Business Combination.
The Company will have until 18 months from
the closing of the Initial Public Offering (the “Combination Period”) to complete a Business Combination. If the Company
is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for
the purpose of winding up, (ii) as promptly as reasonably possible but no more than 10 business days thereafter, redeem 100 %
of the outstanding Public Shares, at a per-share price, payable in cash, including interest earned on the funds held in the Trust Account
(which interest shall be net of taxes payable and up to $ 100,000 of interest to pay dissolution expenses) and not previously released
to the Company to pay its taxes, if any, 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 liquidation distributions, if any), and (iii) as
promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the Company’s
board of directors, liquidate and dissolve, subject in each case to its obligations under Cayman Islands law to provide for claims of
creditors and the requirements of other applicable law.
The Sponsor has agreed to waive its liquidation
rights with respect to the Founder Shares if the Company fails to complete a Business Combination within the Combination Period. However,
if the Sponsor acquires Public Shares in or after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions
from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed
to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company
does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds
held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is
possible that the per share value of the assets remaining available for distribution will be less than the initial amount held in the
Trust Account ($ 10.10 ).
The Sponsor has agreed that it will be liable
to the Company, if and to the extent any claims by a third party for services rendered or products sold to the Company, or by a prospective
target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account
to below (1) $ 10.10 per Public Share or (2) such lesser amount per Public Share held in the Trust Account as of the date of
the liquidation of the Trust Account due to reductions in the value of trust assets, in each case net of the amount of interest which
may be withdrawn to pay taxes. This liability will not apply with respect to any claims by a third party who executed a waiver of any
and all rights to seek access to the Trust Account nor will it apply to any claims under the Company’s indemnity of the underwriters
of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended
(the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party,
the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility
that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers
(other than the Company’s independent auditors), prospective target businesses or other entities with which the Company does business,
execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.
6
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
Risks and Uncertainties
The United States and global markets are
experiencing volatility and disruption following the geopolitical instability resulting from the ongoing Russia-Ukraine conflict and
the Israel-Hamas conflict. In response to the ongoing Russia-Ukraine conflict, the North Atlantic Treaty Organization (“NATO”)
deployed additional military forces to eastern Europe, and the United States, the United Kingdom, the European Union and other countries
have announced various sanctions and restrictive actions against Russia, Belarus and related individuals and entities, including the
removal of certain financial institutions from the Society for Worldwide Interbank Financial Telecommunication payment system. Certain
countries, including the United States, have also provided and may continue to provide military aid or other assistance to Ukraine
and to Israel, increasing geopolitical tensions among a number of nations. The invasion of Ukraine by Russia and the Israel-Hamas conflict
and the resulting measures that have been taken, and could be taken in the future, by NATO, the United States, the United Kingdom,
the European Union, Israel and its neighboring states and other countries have created global security concerns that could have a lasting
impact on regional and global economies. Although the length and impact of the ongoing conflicts are highly unpredictable, they could
lead to market disruptions, including significant volatility in commodity prices, credit and capital markets, as well as supply chain
interruptions and increased cyber-attacks against U.S. companies. Additionally, any resulting sanctions could adversely affect the
global economy and financial markets and lead to instability and lack of liquidity in capital markets.
Furthermore, there is currently significant uncertainty
regarding the future relationship between the United States and various other countries arising from changes that may be implemented
by the new presidential administration, including with respect to trade policies, treaties, tariffs, taxes, and other limitations on
cross-border operations. Any actions taken by the United States’ federal government that restrict or could impact the economics
of trade-including additional tariffs, trade barriers, and other similar measures-could have the potential to disrupt existing supply
chains and trigger retaliatory efforts by other countries, including the imposition of tariffs, raising taxation, setting foreign exchange
or capital controls, or establishing embargos, sanctions, or other import/export restrictions, thereby negatively impacting our business,
both directly and indirectly.
Any of the above-mentioned factors, or any other
negative impact on the global economy, capital markets or other geopolitical conditions resulting from the Russian invasion of Ukraine,
the Israel-Hamas conflict and subsequent sanctions or related actions, including the imposition of tariffs, could adversely affect the
Company’s search for an initial business combination and any target business with which the Company may ultimately consummate an
initial business combination.
NOTE 2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The accompanying unaudited condensed financial
statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”)
for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X of the SEC. Certain
information or footnote disclosures normally included in unaudited condensed financial statements prepared in accordance with GAAP have
been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not
include all the information and footnotes necessary for a complete presentation of financial position, results of operations, or cash
flows. In the opinion of management, the accompanying unaudited condensed financial statements include all adjustments, consisting of
a normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for
the periods presented.
The accompanying unaudited condensed financial
statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as
filed with the SEC on March 31, 2025. The interim results for the three and six months ended June 30, 2025 are not necessarily indicative
of the results to be expected for the year ending December 31, 2025 or for any future periods.
Liquidity and Going Concern
As of June 30, 2025, the Company had $ 375,823
in cash and a working capital of $ 351,062 . Further, the Company 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 will be successful. In connection with
the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”)
Topic 205-40, “Going Concern,” as of June 30, 2025, management has determined that mandatory liquidation, should a Business
Combination not occur, and potential subsequent dissolution and the liquidity issue raise substantial doubt about the Company’s
ability to continue as a going concern for one year from the date the financial statements are issued.
No adjustments have been made to the carrying
amounts of assets or liabilities should the Company be required to liquidate after the Combination Period. The Company cannot assure
that its plans to raise capital or to consummate an Initial Business Combination will be successful.
7
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
Emerging Growth Company
The Company is an “emerging growth company,”
as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012
(the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable
to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the
auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act of 2002, reduced disclosure obligations regarding
executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory
vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.
Further, Section 102(b)(1) of the JOBS
Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private
companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities
registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides
that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth
companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period
which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company,
as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard.
This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company
nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential
differences in accounting standards used.
Use of Estimates
The preparation of condensed financial statements
in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities
and disclosure of contingent assets and liabilities at the date of the unaudited condensed financial statements and the reported amounts
of expenses during the reporting periods.
Making estimates requires management to exercise
significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances
that existed at the date of the condensed financial statements, which management considered in formulating its estimate, could change
in the near term due to one or more future confirming events. Accordingly, the actual results could differ significantly from those estimates.
Cash and Cash Equivalents
The Company considers all short-term investments
with an original maturity of three months or less when purchased to be cash equivalents. The Company had $ 375,823 and $ 3,864 in
cash as of June 30, 2025 and December 31, 2024, respectively. The Company had no cash equivalents as of June 30, 2025 and December 31,
2024.
Investments Held in Trust Account
As of June 30, 2025 and December 31, 2024, the
investments held in the Trust Account, amounting to $ 177,580,409 and $0 , were held in U.S. government treasury bills, respectively.
Offering Costs
The Company complies with the requirements of
the Financial Accounting Standards Board (“FASB”) ASC 340-10-S99 and SEC Staff Accounting Bulletin (“SAB”)
Topic 5A — ”Expenses of Offering.” Offering costs consist principally of professional and registration
fees that are directly related to the Initial Public Offering. FASB ASC 470-20, “Debt with Conversion and Other Options,”
addresses the allocation of proceeds from the issuance of convertible debt into its equity and debt components. The Company applies this
guidance to allocate Initial Public Offering proceeds from the Units between Class A ordinary shares and warrants, using the
residual method by allocating Initial Public Offering proceeds first to assigned value of the warrants and then to the Class A ordinary
shares. Offering costs allocated to the Public Shares were charged to temporary equity, and offering costs allocated to Public Warrants
(as defined below) and Private Units were charged to shareholders’ deficit as the Public and Private Placement Warrants (as defined
below), after management’s evaluation, were accounted for under equity treatment.
Income Taxes
The Company accounts for income taxes under ASC 740,
“Income Taxes” (“ASC 740”). ASC 740 requires the recognition of deferred tax assets and liabilities
for both the expected impact of differences between the financial statement and tax basis of assets and liabilities and for the expected
future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation allowance
to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized.
8
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
ASC 740 also clarifies the accounting for
uncertainty in income taxes recognized in an enterprise’s financial statement and prescribes a recognition threshold and measurement
process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those
benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The Company
recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax
benefits and no amounts accrued for interest 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 in significant payments, accruals or material deviation from its position. The Company is
subject to income tax examinations by major taxing authorities since inception.
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.
As such, the Company’s tax provision was zero for the period presented.
Net Income (Loss) Per Ordinary Share
Net income (loss) per ordinary share is computed
by dividing net loss by the weighted average number of ordinary shares issued and outstanding during the period, excluding ordinary shares
subject to forfeiture. Weighted average shares were reduced for the effect of an aggregate of 750,000 Class B ordinary shares that were
subject to forfeiture depending on the extent to which the underwriters’ over-allotment option is exercised (see Note 5). At June
30, 2025 and December 31, 2024, the Company did not have any 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 income per ordinary share is the
same as basic income per ordinary share for the period presented.
The following table reflects the calculation
of basic and diluted net income (loss) per ordinary share (in dollars, except per share amounts):
For the Three Months Ended
For the Six Months Ended
For the Period from
June 10, 2024
(Inception) Through
June 30, 2025
June 30, 2025
June 30, 2024
Class A
Class B
Class A
Class B
Class A
Class B
Basic net income (loss) per share of common stock:
Numerator:
Allocation of net income (loss)
$ 1,242,802
$ 386,425
$ 2,105,025
$ 706,257
$ —
$ ( 28,263 )
Denominator:
Weighted-average shares outstanding
18,492,875
5,750,000
16,951,802
5,687,500
—
6,666,000
Basic net income (loss) per ordinary share
$ 0.07
$ 0.07
$ 0.12
$ 0.12
$ —
$ ( 0.00 )
For the Three Months Ended
For the Six Months Ended
For the Period from
June 10, 2024
(Inception) Through
June 30, 2025
June 30, 2025
June 30, 2024
Class A
Class B
Class A
Class B
Class A
Class B
Diluted net income per share of common stock:
Numerator:
Allocation of net income
$ 1,242,802
$ 386,425
$ 2,099,230
$ 712,052
$ —
$ —
Denominator:
Weighted-average shares outstanding
18,492,875
5,750,000
16,951,802
5,750,000
—
—
Diluted net income per ordinary share
$ 0.07
$ 0.07
$ 0.13
$ 0.12
$ —
$ —
9
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
Concentration of Credit Risk
Financial instruments that potentially subject
the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times may exceed the Federal
Depository Insurance Corporation coverage of $ 250,000 . Any loss incurred or a lack of access to such funds could have a significant adverse
impact on the Company’s financial condition, results of operations, and cash flows.
Fair Value of Financial Instruments
The fair value of the Company’s assets
and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates
the carrying amounts represented in the accompanying condensed balance sheets, primarily due to their short-term nature.
Warrant Instruments
The Company will account for the Public and Private
Placement Warrants issued in connection with the Initial Public Offering, on January 16, 2025 and the private placement in accordance
with the guidance contained in FASB ASC Topic 815, “Derivatives and Hedging.” Accordingly, the Company evaluated and
classified the warrant instruments under equity treatment at their assigned values.
The fair value of the Public Warrants was $ 603,750 ,
or $ 0.07 per Public Warrant. The fair value of Public Warrants was determined using Monte Carlo Simulation Model. The Public Warrants
have been classified within shareholders’ deficit and will not require remeasurement after issuance. The following table presents
the quantitative information regarding market assumptions used in the valuation of the Public Warrants:
January 16,
2025
Underlying stock price
$ 9.98
Exercise price
$ 11.50
Remaining term (years)
6.74
Annual volatility
2.9 %
Annual risk-free rate
4.39 %
Pre-adjusted value per share
$ 1.43
Market adjustment
5.0 %
Class A Ordinary Shares Subject to Possible
Redemption Classification
The public shares contain a redemption feature
which allows for the redemption of such public shares in connection with the Company’s liquidation, or if there is a shareholder
vote or tender offer in connection with the Company’s initial Business Combination. In accordance with ASC 480-10-S99, the Company
classifies public shares subject to possible redemption outside of permanent deficit as the redemption provisions are not solely within
the control of the Company. The Company recognizes changes in redemption value immediately as it occurs and will adjust the carrying
value of redeemable shares to equal 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. The change in the carrying
value of redeemable shares will result in charges against additional paid-in capital (to the extent available) and accumulated deficit.
Accordingly, as of June 30, 2025, Class A ordinary shares subject to possible redemption is presented at redemption value as temporary
equity, outside of the shareholders’ deficit section of the Company’s condensed balance sheets. As of June 30, 2025, the
Class A ordinary shares subject to possible redemption reflected in the condensed balance sheets are reconciled in the following table:
Gross proceeds
$ 172,500,000
Less:
Proceeds allocated to Public Warrants
( 603,750 )
Class A ordinary shares issuance costs
( 10,872,242 )
Plus:
Remeasurement of carrying value to redemption value
14,689,392
Class A ordinary shares subject to possible redemption, March 31, 2025
175,713,400
Plus:
Remeasurement of carrying value to redemption value
1,867,009
Class A ordinary shares subject to possible redemption, June 30, 2025
$ 177,580,409
10
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
Share-Based Compensation
The Company records share-based compensation
in accordance with FASB ASC Topic 718, “Compensation-Share Compensation” (“ASC 718”), guidance to account for
its share-based compensation. It defines a fair value-based method of accounting for an employee share option or similar equity instrument.
The Company recognizes all forms of share-based payments at their fair value on the grant date, which are based on the estimated number
of awards that are ultimately expected to vest. Share-based payments are valued using a Black-Scholes option pricing model. Grants of
share-based payment awards issued to non-employees for services rendered have been recorded at the fair value of the share-based payment,
which is the more readily determinable value. The grants are amortized on a straight-line basis over the requisite service periods, which
is generally the vesting period. If an award is granted, but vesting does not occur, any previously recognized compensation cost is reversed
in the period related to the termination of service. Share-based compensation expenses are included in costs and operating expenses depending
on the nature of the services provided in the condensed statements of operations.
Derivative Financial Instruments
The Company evaluates its financial instruments
to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic
815, “Derivatives and Hedging.” For derivative financial instruments that are accounted for as liabilities, the derivative
instrument is initially recorded at its fair value on the grant date and is then re-valued at each reporting date, with changes in the
fair value reported in the condensed statements of operations. The classification of derivative instruments, including whether such instruments
should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative liabilities are classified
in the condensed balance sheets as current or non-current based on whether or not net cash settlement or conversion of the instrument
could be required within 12 months of the condensed balance sheet date. The underwriters’ over-allotment option is deemed to be
a freestanding financial instrument indexed on the contingently redeemable shares and would have been accounted for as a liability pursuant
to ASC 480 if not fully exercised at the time of the Initial Public Offering.
Recently Issued Accounting Standards
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 condensed
financial statements.
NOTE 3. INITIAL PUBLIC OFFERING
Pursuant to the Initial Public Offering on January
16, 2025, the Company sold 17,250,000 Public Shares, which includes a full exercise by the underwriters of their over-allotment
option at a purchase price of $ 10.00 per Unit. Each Unit consists of one Class A ordinary share and one-half of one redeemable public
warrant (“Public Warrant”). Each whole Public Warrant entitles the holder to purchase one Class A ordinary share at
an exercise price of $ 11.50 per share, subject to adjustment (see Note 6).
11
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
NOTE 4 — PRIVATE PLACEMENT
Simultaneously with the closing of the Initial
Public Offering, the Company consummated the sale of an aggregate of 672,875 private placement units (each, a “Private Placement
Unit”) at a price of $ 10.00 per Private Placement Unit, or Non-Managing Investor Private Placement Security (as defined below)
generating gross proceeds of $ 6,728,750 , as follows: (i) by and among the Company and each of the Underwriters for the purchase by the
Underwriters of an aggregate of 232,875 Private Placement units for an aggregate purchase price of $ 2,328,750 and (ii) by and between
the Company and Plum Partners IV, LLC (the “Sponsor”) for the purchase by the Sponsor of an aggregate of 440,000 Private
Placement Units and 570,000 restricted Class A ordinary shares (the “Restricted Private Placement Shares,” the Restricted
Private Placement Shares together with the Private Placement Units purchased by the Sponsor, collectively, the “Non-Managing Investor
Private Placement Securities”) for an aggregate purchase price of $ 4,400,000 .
Each Private Placement Unit has an offering price
of $ 10.00 and consists of one Class A ordinary share and one-half of one redeemable Public Warrant. Each whole Public Warrant entitles
the holder to purchase one Class A ordinary share at a price of $ 11.50 per share. The proceeds from the sale of the Private Placement
Units and the Non-Managing Investor Private Placement Securities were added to the net proceeds from the Initial Public Offering held
in the Trust Account. If the Company does not complete a Business Combination within the Combination Period, the proceeds from the sale
of the Private Placement Units and the Non-Managing Investor Private Placement Securities held in the Trust Account will be used to fund
the redemption of the Public Shares (subject to the requirements of applicable law) and the Private Placement Warrants expire worthless.
The Restricted Private Placement Shares are held
by the Sponsor and will be transferred to the non-managing investors (or their designees) only upon the consummation of an initial business
combination. Other than such permitted transfer, the Restricted Private Placement Shares will be subject to transfer restrictions for
90 days following our initial business combination and will be entitled to registration rights.
The fair value of the Restricted Private Placement
Shares is $ 285,000 , or $ 0.50 per Restricted Private Placement Shares. The fair value of the Restricted Private Placement Shares was determined
using Monte Carlo Simulation Model. The Restricted Private Placement Shares have been classified within shareholders’ deficit and
will not require remeasurement after issuance. The following table presents the quantitative information regarding market assumptions
used in the valuation of the Restricted Private Placement Shares:
January 16,
2025
Unit value
$ 10.02
Volatility
2.9 %
Risk free rate
4.39 %
Public warrant value
$ 0.04
Implied stock value
$ 9.98
Market adjustment
5.0 %
NOTE 5 — RELATED PARTY TRANSACTIONS
Founder Shares
On June 26, 2024, the Sponsor paid $ 25,000 ,
or approximately $ 0.003 per share in consideration for 7,665,900 Class B ordinary shares (the “Founder Shares”) issued
to the Sponsor. On December 6, 2024, the Sponsor surrendered 1,915,900 Founder Shares for no consideration. All share and per share amounts
have been retroactively restated. The initial shareholders currently hold an aggregate of 5,750,000 Founder Shares.
The Founder Shares included an aggregate of up
to 750,000 shares subject to forfeiture by the holders thereof depending on the extent to which the underwriters’ over-allotment
option was exercised, so that the number of Founder Shares would have collectively represented 25 % of the Company’s issued and
outstanding shares upon the completion of the Initial Public Offering (not including the Restricted Private Placement Shares). On January
16, 2025, the underwriters exercised their over-allotment option in full as part of the closing of the Initial Public Offering. As such,
the 750,000 Founder Shares are no longer subject to forfeiture.
12
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
The Sponsor has agreed, subject to limited exceptions,
not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of a
Business Combination; and (B) subsequent to a Business Combination, (x) if the last reported sale price of the Class A
ordinary shares equals or exceeds $ 12.00 per share (as adjusted for share sub-divisions, share capitalizations, reorganizations, recapitalizations
and the like) for any 20 trading days within any 30 -trading day period commencing at least 150 days after a Business Combination,
or (y) the date on which the Company completes a liquidation, merger, amalgamation, share exchange, reorganization or other similar
transaction that results in all of the Company’s shareholders having the right to exchange their Class A ordinary shares for
cash, securities or other property.
During July and August 2024, the Sponsor transferred
75,000 Founder Shares to three director nominees ( 25,000 shares each) for an aggregate amount of $ 225 , or approximately $ 0.003 per share.
The sale of the Founders Shares to the Company’s directors and director’s nominees is in the scope of FASB ASC Topic 718,
“Compensation-Stock Compensation” (“ASC 718”). Under ASC 718, stock-based compensation associated with equity-classified
awards is measured at fair value upon the grant date. The fair value of the 75,000 shares granted to the Company’s director nominees
was $ 36,750 or $ 0.49 per share. The Founder Shares were granted subject to a performance condition (i.e., named as directors at the occurrence
of the Initial Public Offering). Compensation expense related to the Founder Shares is recognized only when the performance condition
is probable of occurrence under the applicable accounting literature. Stock-based compensation was recognized upon the consummation of
the Initial Public Offering in an amount equal to the number of Founder Shares times the grant date fair value per share (unless subsequently
modified) less the amount initially received for the purchase of the Founder Shares.
Promissory Note — Related
Party
On June 26, 2024, the Company issued an
unsecured promissory note to the Sponsor (as amended on January 6, 2025, the “Promissory Note”), pursuant to which the Company
may borrow up to an aggregate principal amount of $ 500,000 . The Promissory Note is non-interest bearing and payable on the earlier of
(i) February 1, 2025 (as amended) or (ii) the consummation of the Initial Public Offering. As of January 16, 2025, the Company
owed $ 284,023 , which was repaid simultaneously with the closing of the Initial Public Offering. The Company paid the Sponsor a note balance
of $ 285,318 causing an overpayment of $ 1,295 . On January 22, 2025, the Sponsor returned $ 1,295 to the Company. Borrowings under this
note are no longer available.
Due to Officer
As of June 30, 2025 and December 31, 2024, the
Company owes an officer of the Company $0 and $ 12,374 for travel related expenses, respectively.
Consulting Services
The Chief Executive officer and the Chief Financial
Officer entered into agreements with the Company, commencing on January 16, 2025 through the closing of the Company’s Business
Combination, to pay each officer an aggregate of $ 20,833 per month, subject to availability of sufficient funds from working capital
held outside the Trust Account. During the three and six months ended June 30, 2025, the Company incurred approximately $ 125,000 and
$ 233,000 in consulting fees to the officers, respectively. As of June 30, 2025, approximately $ 21,000 in unpaid consulting fees has been
accrued and recorded under accrued expenses in the accompanying balance sheets.
Related Party Loans
In order to finance transaction costs in connection
with a Business Combination, the Sponsor or an affiliate of the Sponsor, any of their respective affiliates or certain of the Company’s
directors and officers may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”).
If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account
released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the
event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the
Working Capital Loans, but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. 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.
The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s
discretion, up to $ 1,500,000 of such Working Capital Loans may be convertible into units at a price of $ 10.00 per unit. The units would
be identical to the Private Placement Units. As of June 30, 2025 and December 31, 2024, there are no Working Capital Loans outstanding.
13
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
NOTE 6 — COMMITMENTS AND CONTINGENCIES
Registration Rights
The holders of the (i) Founder Shares, (ii)
Restricted Private Placement Shares, (iii) Private Placement Units, issued in a private placement simultaneously with the closing
of the Initial Public Offering, private placement shares, private placement warrants and the Class A ordinary shares underlying
such private placement warrants and (iv) private placement units that may be issued upon conversion of working capital loans are
entitled to registration rights pursuant to a registration rights agreement signed on the effective date of the Initial Public Offering
requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A
ordinary shares). The holders of these securities will be entitled to make up to three demands, excluding short form registration demands,
that the Company register such securities. In addition, the holders have certain piggy-back registration rights with respect to registration
statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such
securities pursuant to Rule 415 under the Securities Act. However, the registration rights agreement provides that the Company will
not be required to effect or permit any registration or cause any registration statement to become effective until termination of the
applicable lock-up period. The registration rights agreement does not contain liquidating damages or other cash settlement provisions
resulting from delays in registering the Company’s securities. The Company will bear the expenses incurred in connection with the
filing of any such registration statements.
Underwriting Agreement
The Company has granted the underwriters a 45-day
option to purchase up to 2,250,000 additional Units to cover over-allotments at the Initial Public Offering price, less the underwriting
commissions. As of January 16, 2025, simultaneously with the closing of the Initial Public Offering, the underwriters elected to fully
exercise the over-allotment option to purchase the additional 2,250,000 Units at a price of $ 10.00 per Unit
The underwriters were entitled to (1) an underwriting
discount of $ 0.20 per Unit, or $ 3,450,000 in the aggregate, of which (i) $ 0.065 per unit was paid to the underwriters in cash at
the closing of the Initial Public Offering and (ii) $ 0.135 per Unit was used by the underwriters to purchase Private Placement Units,
and (2) a deferred fee of $ 0.40 per Unit, or $ 6,900,000 . The deferred fee will become payable to the underwriters from the
amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the
underwriting agreement and will be based on the amount of funds remaining in the Trust Account after shareholder redemptions of public
shares in connection with the consummation of a Business Combination.
Warrants — As of June
30, 2025, there were 8,961,438 warrants outstanding, including 8,625,000 Public Warrants and 336,438 Private Placement Warrants. Public
Warrants may only be exercised for a whole number of shares. No fractional shares will be issued upon exercise of the Public Warrants.
The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination and
(b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire seven years from the completion
of a Business Combination or earlier upon redemption or liquidation.
The Company will not be obligated to deliver
any Class A ordinary shares pursuant to the exercise of a Public Warrant and will have no obligation to settle such Public Warrant
exercise unless a registration statement under the Securities Act covering the issuance of the Class A ordinary shares issuable
upon exercise of the warrants is then effective and a current prospectus relating thereto is available, subject to the Company satisfying
its obligations with respect to registration, or a valid exemption from registration is available. No warrant will be exercisable for
cash or on a cashless basis, and the Company will not be obligated to issue any shares to holders seeking to exercise their warrants,
unless the issuance of the shares upon such exercise is registered or qualified under the securities laws of the state of the exercising
holder, or an exemption is available.
The Company has agreed that as soon as practicable,
but in no event later than 15 business days, after the closing of a Business Combination, it will use its commercially reasonable
efforts to file with the SEC a registration statement covering the issuance, under the Securities Act, of the Class A ordinary shares
issuable upon exercise of the warrants, and the Company will use its commercially reasonable efforts to cause the same to become effective
within 60 business days after the closing of a Business Combination and to maintain the effectiveness of such registration statement,
and a current prospectus relating thereto, until the expiration of the warrants in accordance with the provisions of the warrant agreement.
Notwithstanding the above, if the Class A ordinary shares are, at the time of any exercise of a warrant, not listed on a national
securities exchange such that they satisfy the definition of a “covered security” under Section 18(b)(1) of the
Securities Act, the Company may, at its option, require holders of Public Warrants who exercise their warrants to do so on a “cashless
basis” in accordance with Section 3(a)(9) of the Securities Act and, in the event the Company so elects, the Company
will not be required to file or maintain in effect a registration statement, but will use its commercially reasonable efforts to register
or qualify the shares under applicable blue sky laws to the extent an exemption is not available.
14
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
Redemption of Public Warrants — Once
the warrants become exercisable, the Company may redeem the outstanding Public Warrants:
● in
whole and not in part;
● at
a price of $ 0.01 per Public Warrant;
● upon
not less than 30 days’ prior written notice of redemption to each warrant holder; and
● if,
and only if, the closing price of the Class A ordinary shares equals or exceeds $ 18.00 per share (as adjusted for share sub-divisions,
share capitalizations, reorganizations, recapitalizations and the like) for any 20 trading days within a 30 -trading day period
ending on the third trading day prior to the date on which the Company sends the notice of redemption to warrant holders.
The Company will not redeem the warrants for
cash unless a registration statement under the Securities Act covering the issuance of the shares of Class A ordinary shares issuable
upon exercise of the warrants is then effective and a current prospectus relating to those Class A ordinary shares is available
throughout the 30 -day redemption period or the Company has elected to require the exercise of the public warrants on a cashless basis.
If and when the warrants become redeemable by the Company, the Company may exercise its redemption right even if the Company is unable
to register or qualify the underlying securities for sale under all applicable state securities laws.
If the Company calls the warrants for redemption
as described in this paragraph, its management will have the option to require any holder that wishes to exercise his, her or its warrant
following the notice of redemption to do so on a cashless basis. In the case of such a cashless exercise, each holder would pay the exercise
price by surrendering the Public Warrants for that number of Class A ordinary shares equal to the quotient obtained by dividing
(x) the product of the number of Class A ordinary shares underlying the warrants, multiplied by the excess of the “fair
market value” less the exercise price of the warrants by (y) the fair market value. The “fair market value” as
used in the preceding sentence shall mean the volume weighted average price of the Class A ordinary shares for the 10 trading
days ending on the trading day prior to the date on which the notice of redemption is sent to the holders of the public warrants.
If its management takes advantage of this option, the notice of redemption will contain the information necessary to calculate the number
of shares of Class A ordinary shares to be received upon exercise of the warrants, including the “fair market value”
in such case.
The Company has established the $ 18.00 per share
(as adjusted) redemption criterion discussed above to prevent a redemption call unless there is at the time of the call a significant
premium to the public warrant exercise price. If the foregoing conditions are satisfied and the Company issues a notice of redemption
of the Public Warrants, each Public Warrant holder will be entitled to exercise his, her or its Public Warrant prior to the scheduled
redemption date. However, the price of the Class A ordinary shares may fall below the $ 18.00 redemption trigger price as well as
the $ 11.50 Public Warrant exercise price after the redemption notice is issued.
In addition, if (x) the Company issues additional
ordinary shares or equity-linked securities for capital raising purposes in connection with the closing of its Initial Business Combination
at an issue price or effective issue price of less than $ 9.20 per ordinary share (with such issue price or effective issue price to be
determined in good faith by its board of directors and, in the case of any such issuance to either of the Sponsor or its affiliates,
without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly
Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60 % of the total equity proceeds,
and interest thereon, available for the funding of its Initial Business Combination on the date of the completion of its Initial Business
Combination (net of redemptions), and (z) the volume weighted average trading price of Class A ordinary shares during the 20 trading
day period starting on the trading day prior to the day on which the Company consummates its initial business combination (such
price, the “Market Value”) is below $ 9.20 per share, the exercise price of the public warrants will be adjusted (to the nearest
cent) to be equal to 115 % of the higher of the Market Value and the Newly Issued Price, the $ 18.00 per share redemption trigger price
will be adjusted (to the nearest cent) to be equal to 180 % of the higher of the Market Value and the Newly Issued Price.
The Private Placement Warrants are identical
to the Public Warrants underlying the Units being sold in the Initial Public Offering, except that the Private Placement Warrants
and the Class A ordinary shares issuable upon the exercise of the Private Placement Warrants will not be transferable, assignable
or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the
Private Placement Warrants will be exercisable on a cashless basis and be non-redeemable.
15
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
NOTE 7 — SHAREHOLDERS’ DEFICIT
Preference Shares — The
Company is authorized to issue 1,000,000 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. At June 30, 2025 and December
31, 2024, there were no preference shares issued or outstanding.
Class A Ordinary Shares — The
Company is authorized to issue 200,000,000 Class A ordinary shares, with a par value of $ 0.0001 per share. Holders of Class A
ordinary shares are entitled to one vote for each share. At June 30, 2025 and December 31, 2024, there are 1,242,875 Class A ordinary
shares issued and outstanding, excluding 17,250,000 Class A ordinary shares subject to redemption.
Class B Ordinary Shares — The
Company is authorized to issue 20,000,000 Class B ordinary shares, with a par value of $ 0.0001 per share. Holders of the Class B
ordinary shares are entitled to one vote for each share. At June 30, 2025 and December 31, 2024, there were 5,750,000 Class B ordinary
shares issued and outstanding (see Note 5).
Only holders of Class B ordinary shares
will have the right to vote on the election of directors prior to the Business Combination. Holders of Class A ordinary shares and
holders of Class B ordinary shares will vote together as a single class on all other matters submitted to a vote of the Company’s
shareholders except as otherwise required by law.
The Class B ordinary shares will automatically
convert into Class A ordinary shares at the time of a Business Combination or earlier at the option of the holder, on a one-for-one
basis, subject to adjustment.
NOTE 8 — FAIR VALUE MEASUREMENTS
The fair value of the Company’s financial
assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale
of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the
measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of
observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions
about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and
liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities:
Level 1:
Quoted prices
in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions
for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2:
Observable inputs other
than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted
prices for identical assets or liabilities in markets that are not active.
Level 3:
Unobservable inputs based
on assessment of the assumptions that market participants would use in pricing the asset or liability.
As of June 30, 2025, investments held in the Trust Account contained $ 758 in cash.
The following table presents information about
the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2025 and indicates the
fair value hierarchy of the valuation techniques that the Company utilized to determine such fair value:
Level
June 30,
2025
Asset:
Investments held in Trust Account – U.S. Treasury Securities
1
$ 177,579,651
16
PLUM ACQUISITION CORP. IV
NOTES TO CONDENSED FINANCIAL STATEMENTS
JUNE 30, 2025
(UNAUDITED)
NOTE 9 — SEGMENT REPORTING
ASC Topic 280, “Segment Reporting,”
establishes standards for companies to report in their financial statement information about operating segments, products, services,
geographic areas, and major customers. Operating segments are defined as components of an enterprise that engage in business activities
from which it may recognize revenues and incur expenses, and for which separate financial information is available that is regularly
evaluated by the Company’s chief operating decision maker, or group, in deciding how to allocate resources and assess performance.
The Company’s chief operating decision
maker (“CODM”) has been identified as the Chief Financial Officer , who reviews the assets, operating results, and financial
metrics for the Company as a whole to make decisions about allocating resources and assessing financial performance. Accordingly, management
has determined that there is only one reportable segment.
The CODM assesses performance for the single
segment and decides how to allocate resources based on net income or loss that also is reported on the condensed statements of operations
as net income or loss. The measure of segment assets is reported on the condensed balance sheets as total assets. When evaluating the
Company’s performance and making key decisions regarding resource allocation, the CODM reviews the below key metric included in
net income or loss:
For The
Three Months
Ended
June 30,
For The
Six Months
E nded
June 30,
For the Period from June 10, 2024 (Inception) Through
2025
2025
2024
General and administrative expenses
$ 237,782
$ 544,127
$ 28,263
Interest earned on investments held in Trust Account
1,867,009
3,355,409
—
June 30,
2025
Cash
$ 375,823
Investments held in Trust Account
177,580,409
Formation and operating costs are reviewed and
monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete a business combination or similar
transaction within the business combination period. The CODM also reviews formation and operating costs to manage, maintain and enforce
all contractual agreements to ensure costs are aligned with all agreements and budget. Formation and operating costs, as reported on
the condensed statements of operations, are the significant segment expenses provided to the CODM on a regular basis.
All other segment items included in net income or loss are reported
on the condensed statements of operations and described within their respective disclosures.
NOTE 10 — SUBSEQUENT EVENTS
The Company evaluated subsequent events and transactions
that occurred after the condensed balance sheet date up to the date that the unaudited condensed financial statements were issued. Based
upon this review, the Company did not identify any subsequent events that would have required adjustment or disclosure in the condensed
financial statements, except as noted in the paragraphs below.
On July 8, 2025, the Company issued an unsecured
promissory note (the “Note”) in the principal amount of up to $ 1,500,000 to Sponsor which may be drawn down from time to
time prior to the Maturity Date (as defined below) upon request by the Company. The Note does not bear interest and the principal balance
will be payable on the date on which the Company consummates its Business Combination (the “Maturity Date”). In the event
the Company consummates the Business Combination, the Sponsor has the option on the Maturity Date to convert the principal outstanding
under the Note into that number of ordinary shares of the post-business combination company (the “New PubCo Shares”). The
number of New PubCo Shares to be received by the Sponsor in connection with such optional conversion shall be an amount determined by
dividing (x) the sum of the outstanding principal amount (or portion thereof) payable to such Sponsor by (y) $ 10.00 . The Note is subject
to customary events of default, the occurrence of certain of which automatically triggers the unpaid principal balance of the Note and
all other sums payable with regard to the Note becoming immediately due and payable.
Concurrently with the issuance of the Note, the
Company drew an initial amount of $ 250,000 .
17
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.