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Social Commerce Partners Corp-A 2026年季度报告

2026-08-05 美股财报 朝新G
报告封面

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 June 30, 2026 Commission file number: 001-43028 (Issuer’s telephone number) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 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 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 the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. 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 August 5, 2026, there were 10,350,000 Class A ordinary shares, $0.0001 par value and 3,333,333 Class B ordinary shares,$0.0001 par value, issued and outstanding. SOCIAL COMMERCE PARTNERS CORPORATIONFORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026 TABLE OF CONTENTS PagePart I. Financial InformationItem 1. Interim Financial Statements1Condensed Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 20251Condensed Statements of Operations for the Three and Six Months Ended June 30, 2026 (Unaudited)2Condensed Statements of Changes in Shareholders’ Deficit for the Three and Six Months Ended June 30, 2026(Unaudited)3Condensed Statement of Cash Flows for the Six Months Ended June 30, 2026 (Unaudited)4Notes to Condensed Financial Statements (Unaudited)5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations16Item 3. Quantitative and Qualitative Disclosures About Market Risk18Item 4. Controls and Procedures18Part II. Other InformationItem 1. Legal Proceedings19Item 1A. Risk Factors19Item 2. Unregistered Sales of Equity Securities and Use of Proceeds19Item 3. Defaults Upon Senior Securities19Item 4. Mine Safety Disclosures19Item 5. Other Information19Item 6. Exhibits20Part III. Signatures21 PART I - FINANCIAL INFORMATION SOCIAL COMMERCE PARTNERS CORPORATIONCONDENSED BALANCE SHEETS SOCIAL COMMERCE PARTNERS CORPORATIONCONDENSED STATEMENTS OF OPERATIONS(UNAUDITED) SOCIAL COMMERCE PARTNERS CORPORATIONCONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICITFOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026(UNAUDITED) SOCIAL COMMERCE PARTNERS CORPORATIONCONDENSED STATEMENT OF CASH FLOWSFOR THE SIX MONTHS ENDED JUNE 30, 2026(UNAUDITED) Cash Flows from Operating Activities:Net income $1,334,382Adjustments to reconcile net income to net cash used in operating activities:Interest earned on marketable securities held in Trust Account(1,773,499)Changes in operating assets and liabilities:Prepaid expenses(191,697)Accrued expenses44,289Accrued offering costs(33,500)Net cash used in operating activities(620,025)Cash Flows from Financing Activities:Repayment of promissory note - related party(22,844)Net cash used in financing activities(22,844)Net Change in Cash(642,869)Cash – Beginning of period1,025,947Cash – End of period$383,078 SOCIAL COMMERCE PARTNERS CORPORATIONNOTES TO CONDENSED FINANCIAL STATEMENTSJUNE 30, 2026(UNAUDITED) Note1 —Organization and Business Operations Social Commerce Partners Corporation (the “Company”) is a blank check company incorporated as a Cayman Islands exemptedcorporation on August11, 2025. The Company was incorporated for the purpose of effecting a merger, amalgamation, share exchange,asset acquisition, share purchase, reorganization or similar Business Combination with one or more businesses (the “BusinessCombination”). The Company has not selected any specific Business Combination target and the Company has not, nor has anyone onits behalf, engaged in any substantive discussions, directly or indirectly, with any Business Combination target with respect to aninitial Business Combination with the Company. As of June 30, 2026, the Company had not commenced any operations. All activity for the period from August11, 2025 (inception)through June 30, 2026 relates to the Company’s formation and the Initial Public Off