Newbridge Acquisition Ltd-A 2026年季度报告

FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________ to __________ Commission File Number: 001-42968 NEWBRIDGE ACQUISITION LIMITED(Exact name of registrant as specified in its charter) British Virgin IslandsN/A(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification Number) (Address of principal executive offices)(Zip Code) Registrant’s telephone number, including area code:(86) 186-0217-2929 Not applicable(Former name or former address, if changed since last report) 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 Date File required to be submitted andpursuant 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 Rule 12b-2 of the Exchange Act. (Check one): Accelerated filer☐Smaller reporting company☒Emerging growth company☒ Large accelerated filerNon-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 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 7, 2026, there were 7,546,250 ordinary shares outstanding (inclusive of shares included in our units), including6,108,750 Class A ordinary shares underlying the units, and 1,437,500 Class B ordinary shares issued and outstanding. NEWBRIDGE ACQUISITION LIMITEDFORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026 TABLE OF CONTENTS Part I - FINANCIAL INFORMATION1Item 1.Unaudited Condensed Financial Statements1Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations17Item 3.Quantitative and Qualitative Disclosures about 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 Disclosures22Item 5.Other Information22Item 6.Exhibits23SIGNATURES24 Ordinary shares subject to redemption, 5,750,000 shares (at redemption price of $9.29 pershare)-53,394,756 Shareholders’ (deficit)/equityClass A ordinary shares, no par value, 200,000,000 authorized shares; nil shares issued andoutstanding as of December 31, 2025, and 358,750 shares issued and outstanding as of June 30,2026 (excluding 5,750,000 shares subject to possible redemption)--Class B ordinary shares, no par value, 10,000,000 authorized shares, 1,437,500 and 1,437,500 sharesissued and outstanding as of December31, 2025 and June 30, 2026, respectively.25,00025,000Additional paid-in capital-4,409,850Accumulated deficit(620,122)(234,770)Total shareholders’ (deficit)/equity(595,122)4,200,080Total Liabilities and Shareholders’ (Deficit)/Equity$4,819,641$ 59,928,357 NEWBRIDGE ACQUISITION LIMITEDUNAUDITED STATEMENT OF OPERATIONS(In U.S. Dollar, except for share data, or otherwise noted) NEWBRIDGE ACQUISITION LIMITEDUNAUDITED STATEMENT OF CHANGES IN SHAREHOLDERS’ (DEFICIT)/EQUITY(In U.S. Dollar, except for share data, or otherwise noted) NEWBRIDGE ACQUISITION LIMITEDUNAUDITED STATEMENTS OF CASH FLOWS(In U.S. Dollar, except for share data, or otherwise noted) For thesix months endedJune 30,20252026Cash Flows from Operating Activities:Net (loss)/income$(88,605)$385,352Adjustments to reconcile net income to net cash used in operating activities:Income earned on marketable securities held in Trust Account-(785,569)Net Cash Used in Operating Activities(88,605)(400,217)Cash Flows from Investing Activity:Purchase of investment held in Trust Account-(54,800,000)Net Cash Used in Investing Activity-(54,800,000)Cash Flows from Financing Activities:Proceeds from public offering-57,500,000Proceeds from private placement-1,862,500Proceeds from promissory note – related party1