凯森收购 Corp 2025年季度报告

FORM10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period endedMarch 31,2025 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to __________ Commission File Number:001-42280 Cayson Acquisition Corp (Exact name of registrant as specified in its charter) Cayman Islands 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 during the preceding 12 months (or for such shorter period that the registrant was required to Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging Large accelerated filer☐Non-accelerated filer☒ Accelerated filer☐Smaller reporting company☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ 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 May 7, 2025, the registrant had7,830,000ordinary shares, $0.0001par value, outstanding. CAYSON ACQUISITION CORPBALANCE SHEETS (UNAUDITED) March 31, 2025December 31, 2024 CAYSON ACQUISITION CORPSTATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICIT CAYSON ACQUISITION CORPNOTES TO THE FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 —ORGANIZATION AND BUSINESS OPERATIONS Organizational and General Cayson Acquisition Corp (the “Company”) was incorporated in the Cayman Islands on May 27, 2024. The Company was formed forthe purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or similar business with The Company is not limited to a particular industry or sector for purposes of consummating a Business Combination. The Company isan early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and The Company’s sponsors are Yawei Cao and Cayson Holding LP, a Delaware limited partnership (the “Sponsors”). As of March 31,2025, the Company had not commenced any operations. All activity for the period from May 27, 2024 (inception) through March 31,2025 relates to the Company’s formation and the initial public offering (“Initial Public Offering”), which is described below, andidentifying a target company for our initial Business Combination. The Company will not generate any operating revenues until after The registration statement for the Company’s IPO (the “Registration Statement”) was declared effective on September 19, 2024. OnSeptember 23, 2024, the Company consummated the IPO of6,000,000units, (“Units” and, with respect to the ordinary shares includedin the Units being offered, the “Public Shares”), generating gross proceeds of $60,000,000, which is described in Note 3, and the saleof230,000Units (the “Private Placement Units”) at a price of $10.00per Private Placement Unit in a private placement to the Transaction costs amounted to $3,722,528(net of $300,000underwriters cash reimbursement of deferred offering cost), consisting of$1,200,000of cash underwriting fees, $2,100,000of deferred underwriting commission and $422,528(net of $300,000underwriterscash reimbursement of deferred offering cost) of other offering costs. These costs were charged to additional paid-in capital or The Company will have until 12 months from the closing of the IPO (or up to 21 months, if we extend the time to complete a businesscombination, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possiblebut not more than ten business days thereafter, redeem100% of the public shares, at a per-share price, payable in cash, equal to theaggregate amount then on deposit in the trust account including interest earned on the funds held in the trust account and notpreviously released to us to pay our taxes (less up to $100,000of interest to pay liquidation and dissolution expenses), divided by thenumber of then outstanding public shares, which redemption will completely extinguish public shareholders’ rights as shareholders The Trust Account On September 23, 2024, a total of $60,000,000of the net proceeds from the Initial Public Offering, including proceeds of the sale ofthe Private Placement Units, was deposited in a trust account (the “Trust Account”) and will be invested in U.S. government securities,within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 185 days or less, or in any open-ended investment company that holds itself out as