Globa Terra Acquisition Corp-A 2025年季度报告

FORM10-Q GLOBA TERRA ACQUISITION CORPORATION 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 the 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,” “smaller 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 November 18, 2025, there were17,893,817Class A ordinary shares, $0.0001 par value and5,833,183Class B ordinary shares,$0.0001 par value, issued and outstanding. Part I. Financial Information CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2025 CONDENSED STATEMENT OFCASH FLOWFOR THE NINE MONTHS ENDED SEPTEMBER 30, 2025 GLOBA TERRA ACQUISITION CORPORATIONNotes to Condensed Unaudited Financial Statements NOTE 1 — DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS AND GOING CONCERN Globa Terra Acquisition Corporation (the “Company”) is a blank check company incorporated as a Cayman Islands exemptedcompany on October 18, 2024. The Company was incorporated for the purpose of effecting a merger, share exchange, asset The Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination,however, it intends to focus its search on high potential businesses based in North America. The Company is an early-stage and As of September 30, 2025, the Company had not commenced any operations. All activity for the period from October 18, 2024(inception) through September 30, 2025 relates to the Company’s formation and the initial public offering (“Initial Public Offering”),which is described below. The Company will not generate any operating revenues until after the completion of an initial Business On July 10, 2025, the Company consummated its Initial Public Offering of17,499,550units, including the full exercise of theover-allotment option for2,282,550units (the “Units” and, with respect to the Class A ordinary shares (as defined below) included in Simultaneously with the closing of the Initial Public Offering, the Company completed the private sale of (i)394,267privateplacement units (the “Private Placement Units”) and (ii)788,534Class A ordinary shares, which shares would vest only upon theconsummation of the initial Business Combination (each, a “Restricted Class A Share” and the Restricted Class A Shares collectivelywith the Private Placement Units, the “Private Placement Securities”) to Globa Terra Management LLC (the “Sponsor”) andone Transaction costs amounted to $3,195,665, consisting of $750,000of cash underwriting fee and $2,445,665of other offeringcosts. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial PublicOffering and the sale of the private placement securities, although substantially all of the net proceeds are intended to be appliedgenerally toward consummating a Business Combination. The stock exchange listing rules require that the Business Combination mustbe withoneor more operating businesses or assets with a fair market value equal to at least80% of the net assets held in the TrustAccount (as defined below) (excluding taxes payable on the interest income earned on the Trust Account). The Company will onlycomplete a Business Combination if the post-Business Combination company owns or acquires50% or more of the issued andoutstanding voting securities of the target or otherwise acquires a controlling interest in the target business sufficient for it not to berequired to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment CompanyAct”). There is no assurance that the Company will be able to successfully effect a Business Combination. Management has agreed Table of Contents The Company will provide the holders of the outstanding Public Shares (the “Public Shareholders”) with the opportunity toredeem all or a portion of their Public Shares either (i) in connection with a general meeting called to approve the BusinessCombination or (ii) by means of a tender offer in connection with the Business Combination. The decision as to whether the Companywill seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company. The PublicShareholders will be entitled to redeem their Public Sha