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Armada Acquisition Corp III-A 2026年季度报告

2026-05-08 美股财报 大王雪
报告封面

For the quarter ended March 31, 2026 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period fromto Commission file number: 001-43132 ARMADA ACQUISITION CORP. III(Exact Name of Registrant as Specified in Its Charter) Cayman Islands(State or other jurisdiction ofincorporation or organization) 98-1885131(I.R.S. EmployerIdentification No.) 1760 Market Street, Suite 602, Philadelphia, Pennsylvania(Address of principal executive offices) 19103(Zip Code) (212) 543-6886(Issuer’s telephone number) Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the Exchange Act during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2)has been subject to such filing requirementsfor 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 Rule12b-2 of the Exchange Act. Accelerated filer☐Smaller reporting company☒Emerging growth company☒ 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 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 May4, 2026, there were 25,522,000 ClassA ordinary shares issued and outstanding, 16,616,175 of which are included in the Units and 8,233,825of which are trading separately, and 8,507,834 ClassB ordinary shares issued and outstanding. ARMADA ACQUISITION CORP. III FORM 10-Q FOR THE QUARTER ENDED MARCH31, 2026TABLE OF CONTENTS Part I. Financial InformationItem 1. Financial StatementsCondensed Balance Sheets as of March31, 2026 (Unaudited) and December31, 2025Condensed Statement of Operations for the Three Months Ended March31, 2026 (Unaudited)Condensed Statement of Changes in Shareholders’ Deficit for the Three Months Ended March31, 2026 (Unaudited)Condensed Statement of Cash Flows for the Three Months Ended March31, 2026 (Unaudited)Notes to Condensed Financial Statements (Unaudited)Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsItem 3. Quantitative and Qualitative Disclosures Regarding 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. ExhibitsPart III. Signatures (1)At December31, 2025, included an aggregate of up to 1,136,250 ClassB ordinary shares subject to forfeiture by the holders thereof depending onthe extent to which the underwriters’ over-allotment option was exercised (see Note4). On February19, 2026, the Underwriters partially exercisedits over-allotment option and forfeited the unexercised balance. As a result of the partial exercise and the forfeiture of the over-allotment option bythe Underwriters, 791,167 of such founder shares are no longer subject to forfeiture and 345,083 of such founder shares were forfeited. The accompanying notes are an integral part of the unaudited condensed financial statements. ARMADA ACQUISITION CORP. IIICONDENSED STATEMENT OF OPERATIONSFOR THE THREE MONTHS ENDED MARCH31, 2026(UNAUDITED) General and administrative costs$290,949Share-based compensation82.535Loss from operations(373,484)Other income:Interest earned on cash and marketable securities held in Trust Account796,894Other income, net796,894Net income$423,410Basic and diluted weighted average shares outstanding, ClassA ordinary shares subject to redemption11,044,444Basic and diluted net income per share, ClassA ordinary shares subject to redemption$0.02Basic weighted average shares outstanding, ClassA and B Non-redeemable ordinary shares8,366,963Basic net income per share, ClassA and B Non-redeemable ordinary shares$0.02Diluted weighted average shares outstanding, ClassA and B Non-redeemable ordinary shares8,797,710Diluted net income per share, ClassA and B Non-redeemable ordinary shares$0.02 Table of Contents ARMADA ACQUISITION CORP. IIICONDENSED STATEMENT OF CHANGES IN SHAREHOLDERS’ DEFICITFOR THE THREE MONTHS ENDED