Artius II Acquisition Inc-A 2026年季度报告

FORM 10-Q (MARK ONE) ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended March 31, 2026 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission file number: 1-42521 ARTIUS II ACQUISITION INC. (Exact Name of Registrant as Specified in Its Charter) 98-1802901 (State or other jurisdiction of incorporation or organization) 3 Columbus Circle, Suite 1609New York, NY 10019(Address of principal executive offices) (212) 309-7668(Issuer’s telephone number) Securities registered pursuant to Section 12(b) of the Act: Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 forthe 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 definitions of “large accelerated filer”, “accelerated filer”, “smaller reportingcompany”, and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerNon-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 May 6, 2026 there were 22,175,000 Class A ordinary shares, $0.0001 par value and 5,500,000 Class B ordinary shares, $0.0001par value, issued and outstanding. ARTIUS II ACQUISITION INC. FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2026TABLE OF CONTENTS Part I. Financial InformationItem 1. Interim Financial StatementsCondensed Balance Sheets as of March 31, 2026 (Unaudited) and December 31, 20253Condensed Statements of Operations for the Three Months Ended March 31, 2026, and 2025 (Unaudited)4Condensed Statements of Changes in Shareholders’ Deficit for the Three Months Ended March 31, 2026, and 2025(Unaudited)5Condensed Statements of Cash Flows for the Three Months Ended March 31, 2026, and 2025 (Unaudited)6Notes to Condensed Financial Statements (Unaudited)8Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations18Item 3. Quantitative and Qualitative Disclosures About Market Risk20Item 4. Controls and Procedures20Part II. Other InformationItem 1. Legal Proceedings21Item 1A. Risk Factors21Item 2. Unregistered Sales of Equity Securities and Use of Proceeds21Item 3. Defaults Upon Senior Securities21Item 4. Mine Safety Disclosures21Item 5. Other Information21Item 6. Exhibits22Part III. Signatures23 ARTIUS II ACQUISITION INC.CONDENSED BALANCE SHEETS ARTIUS II ACQUISITION INC.CONDENSED STATEMENTS OF OPERATIONS(UNAUDITED) ARTIUS II ACQUISITION INC.CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT(UNAUDITED) FOR THE THREE MONTHS ENDED MARCH 31, 2026 AND 2025 For theThreeMonthsEndedMarch31,2026theThreeMonthsEndedMarch31,2025Cash Flows from Operating Activities:Net income (loss)$245,387$ (5,068,049)Adjustments to reconcile net income (loss) to net cash used in operating activities:Interest earned on cash and marketable securities held in Trust Account(2,061,895)(1,073,439)Changes in operating assets and liabilities:Prepaid expenses18,877(238,314)Long-term prepaid insurance14,559(126,122)Accrued expenses1,548,544(12,291)Advisory fee payable―6,000,000Net cash used in operating activities(234,528)(518,215)Cash Flows from Investing Activities:Investment of cash into Trust Account(220,000) ARTIUS II ACQUISITION INC.NOTES TO CONDENSED FINANCIAL STATEMENTSMARCH 31, 2026(Unaudited) NOTE 1 — ORGANIZATION AND PLAN OF BUSINESS OPERATIONS Artius II Acquisition Inc. (the “Company” or “we”) is a blank check company incorporated as a Cayman Islands exempted companyon July 25, 2024. The Company was incorporated for the purpose of effecting a merger, amalgamation, share exchange, assetacquisition, share purchase, reorganization or similar business combination with one or more businesses (the “initial businesscombination” or “Business Combination”). As of March 31, 2026, the Company had not commenced any operations. All activity for the period from July 25, 2024 (inception)through March 31, 2026 relates to the Company’s formation, the initial public offering (“Initial Public