Mountain Lake Acquisition Corp II-A 2026年季度报告

FORM 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 Commission File Number:001-43075 Not Applicable(Former name, former address and former fiscal year, if changed since last report) 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 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 Rule405 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 the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” 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 forcomplying with any new 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 Rule12b-2 of the Exchange Act). Yes☒No☐ As of May 13, 2026, there were 36,980,000 Class A Ordinary Shares, par value $0.0001 per share and 12,000,000 Class B OrdinaryShares, par value $0.0001 per share, of the registrant issued and outstanding. MOUNTAIN LAKE ACQUISITION CORP. II FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2026 TABLE OF CONTENTS PagePART I – FINANCIAL INFORMATION1Item 1.Financial Statements.1Condensed Balance Sheets as ofMarch 31, 2026 (Unaudited) and December 31, 20251Unaudited Condensed Statement of Operations for the Three Months Ended March 31, 20262Unaudited Condensed Statement of Changes in Shareholders’ Deficit for the Three Months Ended March31, 20263Unaudited Condensed Statement of Cash Flows for the Three Months Ended March 31, 20264Notes to Unaudited Condensed Financial Statements5Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.21Item 3.Quantitative and Qualitative Disclosures About Market Risk.26Item 4.Controls and Procedures.26PART II – OTHER INFORMATION27Item 1.Legal Proceedings.27Item 1A.Risk Factors.27Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.31Item 3.Defaults Upon Senior Securities.31Item 4.Mine Safety Disclosures.31Item 5.Other Information.31Item 6.Exhibits.32SIGNATURES33 Unless otherwise stated in this Report (as defined below), or the context otherwise requires, references to: ●“2025 Annual Report” are to our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed withthe SEC (as defined below) on March 20, 2026;●“Amended and Restated Articles” are to our Amended and Restated Memorandum and Articles of Association, ascurrently in effect;●“ASC” are to the FASB (as defined below) Accounting Standards Codification;●“ASU” are to the FASB Accounting Standards Update;●“Board of Directors” or “Board” are to our board of directors;●“BTIG” are to BTIG, LLC, the representative of the Underwriters (as defined below);●“Business Combination” are to a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganizationor similar business combination with one or more businesses;●“Certifying Officers” are to our Chief Executive Officer and Chief Financial Officer, together;●“Class A Ordinary Shares” are to our Class A ordinary shares, par value $0.0001 per share;●“Class B Ordinary Shares” are to our Class B ordinary shares, par value $0.0001 per share;●“Combination Period” are to (i) the 24-month period, from the closing of the Initial Public Offering (as defined below) toJanuary 28, 2028 (or such earlier date as determined by the Board), that we have to consummate an initial BusinessCombination, or (ii) such other period during which we must consummate an initial Business Combination pursuant to anamendment to the Amended and Restated Articles and consistent with applicable laws, regulations and stock exchangerules;●“Company,” “our,” “we” or “us” are to Mountain Lake Acquisition Corp. II, a Cayman Islands exempted company;●“Continental” are to Continental Stock Transfer & Trust Company, trustee of ou