Activate Energy Acquisition Corp-A 2026年季度报告

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 ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 001-42992 ACTIVATE ENERGY ACQUISITION CORP.(Exact Name of Registrant as Specified in Its Charter) 71 Fort Street, PO Box 500Grand Cayman, Cayman Islands KY1-1106(Address of principal executive offices) (302) 207-9500(Issuer’s telephone number) 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. Accelerated filer☐Smaller reporting company☒Emerging growth company☒ 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 12, 2026, there were 23,645,000 shares of its Class A ordinary shares, par value $0.0001 per share and 7,666,667 sharesof its Class B ordinary shares, par value $0.0001 per share outstanding. ACTIVATE ENERGY ACQUISITION CORP. FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026 TABLE OF CONTENTS PagePart I. Financial InformationItem 1. Financial StatementsCondensed 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 and for the Period fromJune 10, 2025 (Inception) through June 30, 2025 (Unaudited)2Condensed Statements of Changes in Shareholders’ Deficit for the Three and Six Months Ended June 30, 2026 andfor the Period from June 10, 2025 (Inception) through June 30, 2025 (Unaudited)3Condensed Statements of Cash Flows for the Six Months Ended June 30, 2026 and for the Period from June 10,2025 (Inception) through June 30, 2025 (Unaudited)4Notes 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 InformationItem 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. Exhibits23Part III. Signatures24i PART I - FINANCIAL INFORMATION ACTIVATE ENERGY ACQUISITION CORP.CONDENSED BALANCE SHEETS(UNAUDITED) ACTIVATE ENERGY ACQUISITION CORP.CONDENSED STATEMENTS OF OPERATIONS(UNAUDITED) (1)Excludes up to 1,000,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or inpart by the underwriters (Note 7). The accompanying notes are an integral part of these unaudited condensed financial statements. ACTIVATE ENERGY ACQUISITION CORP.CONDENSED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (DEFICIT)(UNAUDITED) FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2026 (1)Includes up to 1,000,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full or in partby the underwriters (Note 7). The accompanying notes are an integral part of these unaudited condensed financial statements. ACTIVATE ENERGY ACQUISITION CORP.CONDENSED STATEMENTS OF CASH FLOWS(UNAUDITED) Net income (loss)$3,598,811$(18,474)Adjustments to reconcile net income(loss) to net cash used in operating activities:Interest earned on investments held in Trust Account(4,086,205)―Changes in operating assets and liabilities:Prepaid expenses68,622―Accrued expenses93,32718,474Net cash used in operating activities(325,445)— ACTIVATE ENERGY ACQUISITION CORP.NOTES TO CONDENSED FINANCIAL STATEMENTSJUNE 30, 2026(Unaudited) Note1 —Organization and Business Operations Activate Energy Acquisition Corp. (the “Company”) is a blank check company incorporated as a Cayman I