Hyperliquid Strategies Inc 2025年季度报告

For the quarter ended September 30, 2025 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 Commission file number: 001-42985 Hyperliquid Strategies Inc(Exact Name of Registrant as Specified in Its Charter) Delaware(State or other jurisdiction ofincorporation or organization) 39-3284080(I.R.S.EmployerIdentification No.) 477 Madison Avenue, 22ndFloor,New York, New York(Address of principal executive offices) Securities registered pursuant to Section12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934during 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 filingrequirements for the past 90 days.Yes☐No☒ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 ofRegulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit suchfiles).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. Acceleratedfiler☐Smallerreportingcompany☒Emerginggrowthcompany☒ Largeacceleratedfiler☐Non-accelerated filer☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with anynew or revised financial accounting standards provided pursuant to Section13(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 December 5, 2025, there were 127,025,563shares of the Company’s common stock, $0.01 par value, issued and outstanding. HYPERLIQUID STRATEGIES INCFORM 10-Q FOR THE QUARTER ENDED SEPTEMBER30, 2025TABLE OF CONTENTS Part I. Financial InformationItem 1. Interim Financial StatementsCondensed Consolidated Balance Sheet (Unaudited)Condensed Consolidated Statement of Operations (Unaudited)Condensed Consolidated Statement of Changes in Stockholder’s Deficit (Unaudited)Condensed Consolidated Statement of Cash Flows (Unaudited)Notes to Condensed Consolidated Financial Statements (Unaudited)Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures About Market RiskItem 4. Controls and ProceduresPart II. Other InformationItem 1. Legal ProceedingsItem 1A. Risk FactorsItem 2. Unregistered Sales of Equity Securities and Use of ProceedsItem 3. Defaults Upon Senior SecuritiesItem 4. Mine Safety DisclosuresItem 5. Other InformationItem 6. Exhibits Part III. Signatures Table of Contents PART I - FINANCIAL INFORMATION HYPERLIQUID STRATEGIES INC.CONDENSED CONSOLIDATED BALANCE SHEETSeptember30, 2025 Liabilities and Stockholder’s DeficitAccounts payable and accrued expenses$1,138,335Due to related parties74,586Total Current Liabilities and Total Liabilities1,212,921Commitments and ContingenciesStockholder’s Deficit:Common stock, $0.01 par value; 1,000 shares authorized; 100 shares issued and outstanding—Accumulated deficit(1,212,921)Total Stockholder’s Deficit(1,212,921)Total Liabilities and Stockholder’s Deficit$— Table of Contents HYPERLIQUID STRATEGIES INC.CONDENSED CONSOLIDATED STATEMENT OF OPERATIONSFor the period from July2, 2025 (inception) through September30, 2025 The accompanying notes are an integral part of these condensed consolidated financial statements. Table of Contents HYPERLIQUID STRATEGIES INC.CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWSFor the period from July2, 2025 (inception) through September30, 2025 Table of ContentsNOTE1— ORGANIZATION, BUSINESS OPERATIONS AND LIQUIDITY Organization and General Hyperliquid Strategies Inc (the “Company”) is a company incorporated on July2, 2025, as a Delaware corporation. The Company was formed for thepurpose of effecting a proposed Transaction (See Note 4). In August 2025, the Company incorporated a wholly owned entity in the Cayman Islands,Rorschach Cayman LLC. The Company owns all of the equity and has unilateral control over Rorschach Cayman LLC and as such consolidates theentity under ASC 810, “Consolidations.” As of September30, 2025, the Company and its wholly owned subsidiaries, Rorschach Cayman LLC, Rorschach Merger Sub LLC and TBS MergerSubInc had not generated any revenues. All activity as of September30, 2025 relates to the Company’s formation and preparation for the Transaction.The Company will not generate any operating revenues until after the proposed Transaction, at the earliest. A