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Collective Acquisition Corp-A 2026年季度报告

2026-08-07 美股财报 Billy
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 quarterly period ended June 30, 2026 Commission file number: 001-42607 COLLECTIVE ACQUISITION CORP.(Exact Name of Registrant as Specified in Its Charter) (Address of principal executive offices) 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 Rule12b-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 4, 2026, there were 14,482,813 Class A ordinary shares, $0.0001 par value and 5,750,000 Class B ordinary shares,$0.0001 par value, issued and outstanding. COLLECTIVE ACQUISITION CORP. FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026 TABLE OF CONTENTS PagePart I. Financial Information1Item 1. Financial Statements1Condensed Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 20251Condensed Statements of Operations (Unaudited) for the three and six months ended June 30, 2026 and 20252Condensed Statements of Changes in Shareholders’ Deficit (Unaudited) for the three and six months ended June 30,2026 and 20253Condensed Statements of Cash Flows (Unaudited) for the six months ended June 30, 2026 and 20254Notes to Condensed Financial Statements (Unaudited)5Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations18Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk21Item 4. Controls and Procedures21Part II. Other Information22Item 1. Legal Proceedings22Item 1A. Risk Factors22Item 2. Unregistered Sales of Equity Securities and Use of Proceeds22Item 3. Defaults Upon Senior Securities22Item 4. Mine Safety Disclosures23Item 5. Other Information23Item 6. Exhibits23Signatures24 PART I - FINANCIAL INFORMATION COLLECTIVE ACQUISITION CORP.CONDENSED BALANCE SHEETS COLLECTIVE ACQUISITION CORP.CONDENSED STATEMENTS OF OPERATIONS(UNAUDITED) COLLECTIVE ACQUISITION CORP.CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT(UNAUDITED) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 COLLECTIVE ACQUISITION CORP.CONDENSED STATEMENTS OF CASH FLOWS(UNAUDITED) For the Six MonthsEnded June 30,20262025Cash Flows from Operating Activities:Net income$1,074,568$712,925Adjustments to reconcile net income to net cash used in operating activities:Interest earned on marketable securities held in Trust Account(2,621,302)(873,464)Payment of operating expenses through promissory note – related party—23,500Payment of operating costs through advances from related party—4,320Changes in operating assets and liabilities:Prepaid expenses(13,782)(51,722)Prepaid insurance—(28,504)Accounts payable and accrued expenses73,8387,836Accrued expenses – related party45,000—Deferred consulting fees27,500—Deferred legal fees1,092,069—Net cash used in operating activities(322,109)(205,109) COLLECTIVE ACQUISITION CORP.NOTES TO CONDENSED FINANCIAL STATEMENTSJUNE 30, 2026(Unaudited) NOTE 1—ORGANIZATION AND BUSINESS OPERATIONS Formation and Initial Public Offering Collective Acquisition Corp., (the “Company”), formerly known as Dune Acquisition CorporationII, is a blank check companyincorporated as a Cayman Islands exempted company on September13, 2024. The Company was incorporated for the purpose ofeffecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combinationwith one or more businesses (the “Business Combination”). As of June 30, 2026, the Company had not commenced any operations. All activity for the period from September13, 2024 (inception)through June 30, 2026 relates to the Company’s formation, initial public offering (the “Initial Public Offering”), which is describedbelow, and subsequent to the Initial Public Offering, id