Mountain Lake Acquisition Corp-A 2024年度报告

FORM10-K OR Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES☐NO☒ Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. YES☐NO☒ Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. YES☐NO☒ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theRegistrant was required to submit such files).YES☒NO☐ Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.: ☐Accelerated filer☒Small reporting companyEmerging growth company Large accelerated filer☐Non-accelerated filer☒☒ If an emerging growth company, indicate by the check mark if the registrant has elected not to use the extended transition periodfor complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by theregistered public accounting firm that prepared or issued its audit report.☐ Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES☒NO☐ As of December 31, 2024, the last business day of the registrant’s most recently completed fiscal quarter, the registrant’s Class BOrdinary Shares, par value $0.0001 per share, werenot publicly traded. Accordingly, there was no market value for the registrant’sClass B Ordinary Shares on such date. As of March 18, 2025, there were23,805,000Class A Ordinary Shares, par value $0.0001 per share, and7,187,500Class BOrdinary Shares, par value $0.0001 per share issued and outstanding. PCAOB ID Number:100 Auditor Name:WithumSmith+BrownAuditor Location:New York, New York Documents Incorporated by Reference:None. TABLE OF CONTENTS PageCAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTSiiiPART IItem 1.Business1Item 1A.Risk Factors18Item 1B.Unresolved Staff Comments56Item 1C.Cybersecurity56Item 2.Properties56Item 3.Legal Proceedings56Item 4.Mine Safety Disclosures56PART IIItem 5.Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities57Item 6.Reserved58Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations59Item 7A.Quantitative and Qualitative Disclosures About Market Risk61Item 8.Financial Statements and Supplementary Data61Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure61Item 9A.Controls and Procedures61Item 9B.Other Information61Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.61PART IIIItem 10.Directors, Executive Officers and Corporate Governance62Item 11.Executive Compensation70Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters71Item 13.Certain Relationships and Related Transactions, and Director Independence72Item 14.Principal Accounting Fees and Services73PART IVItem 15.Exhibits, Financial Statement Schedules74SIGNATURES76POWERS OF ATTORNEY76 CERTAIN TERMS Unless otherwise stated in this Annual Report on Form 10-K (this “Report”), references to: ●“amended and restated memorandum and articles of association” are to our second amended and restated memorandum andarticles of association;●“common shares” are to our Class A Ordinary Shares;●“company” or “our company” are to Mountain Lake Acquisition Corp., a Cayman Islands exempted company;●“founder shares” are to our Class B Ordinary Shares initially purchased by our sponsor in