Vernal Capital Acquisition Corp 2026年季度报告

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 during the preceding 12 months (or for such shorter period that the registrant was required to Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging 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☐ (1)Ordinary shares have been retroactively restated to reflect the issuance of 2,875,000 Founder Shares to the sponsors for $25,000 inMarch 2026, including an aggregate of up to 375,000 shares of ordinary shares subject to forfeiture if the over-allotment option is The accompanying notes are an integral part of these unaudited condensed financial statements. (1)Excludes an aggregate of up to 375,000 shares of ordinary shares subject to forfeiture if the over-allotment option is not exercisedin full or in part by the underwriters. Ordinary shares have been retroactively restated to reflect the issuance of 2,875,000 Founder (1)Ordinary shares have been retroactively restated to reflect the issuance of 2,875,000 Founder Shares to the sponsors for $25,000 inMarch 2026, including an aggregate of up to 375,000 shares of ordinary shares subject to forfeiture if the over-allotment option is The accompanying notes are an integral part of these unaudited condensed financial statements. VERNAL CAPITAL ACQUISITION CORP.NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS Note 1 — Organization and Business Operations Vernal Capital Acquisition Corp. (the “Company”) is a blank check company incorporated as a Cayman Islands exempted company onJuly 28, 2025. The Company was incorporated for the purpose of effecting a merger, share exchange, asset acquisition, share purchase,reorganization or similar business combination with one or more businesses (the “Business Combination”). The Company is not As of April 30, 2026, the Company had not commenced any operations. For the period from July 28, 2025 (inception) through April30, 2026, the Company’s efforts have been limited to organizational activities as well as activities related to completing the initialpublic offering (“IPO”). The Company will not generate any operating revenues until after the completion of a Business Combination, The Company’s sponsors are Vernal One Limited (“Sponsor A”) and Xesse Ventures Limited (“Sponsor B”) (collectively the“Sponsors”), both are British Virgin Island business companies. The registration statement for the IPO was declared effective on May 5, 2026. On May 7, 2026, the Company consummated its IPO of10,000,000 units (the “Public Units”). The Public Units were sold at an offering price of $10.00 per unit, generating gross proceeds of$100,000,000. Simultaneously with the IPO, the Company sold to its Sponsors 251,250 units at $10.00 per unit (the “Private Units”) in Transaction costs amounted to $1,288,267, consisting of $517,500 underwriting commissions, which were paid in cash at the closingdate of the IPO, and $770,767 of legal and other offering costs. On the IPO date, $929,774 in cash (after deducting the $300,000outstanding sponsor loan), was held outside the Trust Account and available for working capital. The Company’s management has broad discretion with respect to the specific application of the net proceeds of the IPO and the sale ofthe Private Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a BusinessCombination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Companymust complete a Business Combination having an aggregate fair market value of at least 80% of the assets held in the Trust Account(as defined below) (excluding the deferred underwriting commissions and taxes payable on interest earned in the Trust Account) at thetime of the agreement to enter into an initial Business Combination. The Company will only complete a Business Combination if the Following the closing of the IPO on May 7, 2026, an amount of $100,500,000 ($10.05 per Public Unit) from the net proceeds of thesale of the Public Units and the Private Units was placed in the trust account (the “Trust Account”), located in the United States, withContinental Transfer and Trust Company acting as trustee. The funds held in the Trust Account will be invested only in U.S.government treasury bills with a maturity of 185 days or less, or in money market funds