AI智能总结
FORM10-Q ☒QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter endedSeptember 30,2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________to __________ Commission File Number001-42887 Harvard Ave Acquisition Corporation(Exact name of registrant as specified in its charter) Cayman IslandsN/A(State or other jurisdiction of(I.R.S. Employer 3rdFloor, 166 Yeongsin-roYeongdengpo-gu,Seoul07362,Republic of Korea (Address of principal executive offices and zip code) +82-10-8781-0823(Registrant’s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: 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 (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter periodthat the registrant 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. Large accelerated filer☐Non-accelerated filer☒ 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 the date hereof, there were15,859,856of the registrant’s Class A ordinary shares, par value $0.0001 per share, and4,833,333ofthe registrant’s Class B ordinary shares, par value $0.0001 per share, issued and outstanding. HARVARD AVE ACQUISITION CORPORATIONFORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2025 TABLE OF CONTENTS PagePart I. Financial InformationItem 1. Interim Financial Statements1Balance Sheets as of September 30, 2025 and December 31, 2024 (Unaudited)1Statements of Operations for the Three and Nine Months Ended September 30, 2025 and for the Period from August15, 2024 (Inception) Through September 30, 2024 (Unaudited)2Statements of Changes in Shareholders’ (Deficit) Equity for the Three and Nine Months Ended September 30, 2025and for the Period from August 15, 2024 (Inception) Through September 30, 2024 (Unaudited)3Statements of Cash Flows for the Nine Months Ended September 30, 2025 and for the Period from August 15, 2024(Inception) Through September 30, 2024 (Unaudited)4Notes to Financial Statements (Unaudited)5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations14Item 3. Quantitative and Qualitative Disclosures About Market Risk16Item 4. Controls and Procedures16Part II. Other InformationItem 1. Legal Proceedings17Item 1A. Risk Factors17Item 2. Unregistered Sales of Equity Securities and Use of Proceeds17Item 3. Defaults Upon Senior Securities17Item 4. Mine Safety Disclosures17Item 5. Other Information17Item 6. Exhibits18Part III. Signatures19 PART I - FINANCIAL INFORMATION HARVARD AVE ACQUISITION CORPORATIONBALANCE SHEETS(UNAUDITED) Current assets:Related party receivable$1,865,088$6,082Prepaid expenses21,0233,693Total Current Assets1,886,1119,775 Shareholders’ DeficitPreferred shares, $0.0001par value,10,000,000shares authorized,noneissued and outstanding as ofSeptember 30, 2025 and December 31, 2024——ClassA ordinary shares, $0.0001par value,400,000,000shares authorized,noneissued andoutstanding as of September 30, 2025 and December 31, 2024——ClassB ordinary shares, $0.0001par value,90,000,000shares authorized,5,558,333shares issued andoutstanding as of September 30, 2025 and December 31, 2024(1)(2)556556Additional paid-in capital24,44424,444Accumulated deficit(181,433)(84,721)Total Shareholders’ Deficit(156,433)(59,721)Total Liabilities and Shareholders’ Deficit$2,273,303$216,817 (1)On July 14, 2025, the Sponsor surrendered 287,500 Class B ordinary shares for no consideration. Subsequently on October 22,2025, Copley Square LLC, a Cayman Islands limited liability company,surrendered 591,974 Class B ordinary shares of HarvardAve Acquisition Corporation (the “Company”) it held, and Northlake Partners Ltd., a British Virgin Island