ESH Acquisition Corp. Files Q2 2025 10-Q Report

TL;DR

ESH Acquisition Corp. 10-Q filed Aug 19 for Q2 2025. Blank check company in real estate/construction.

AI Summary

ESH Acquisition Corp. filed its quarterly report on Form 10-Q for the period ended June 30, 2025. The company, incorporated in Delaware with its principal executive offices in New York, NY, is a blank check company focused on the real estate and construction sector. The filing was made on August 19, 2025, under SEC file number 001-41718.

Why It Matters

This filing provides investors with an update on ESH Acquisition Corp.'s financial performance and operational status for the second quarter of 2025, crucial for understanding its progress towards a potential business combination.

Risk Assessment

Risk Level: medium — As a blank check company, ESH Acquisition Corp. faces inherent risks related to its ability to identify and complete a business combination within its specified timeframe.

Key Players & Entities

• ESH Acquisition Corp. (company) — Registrant
• June 30, 2025 (date) — End of reporting period
• August 19, 2025 (date) — Filing date
• 001-41718 (other) — SEC file number
• Delaware (location) — State of incorporation
• New York, NY (location) — Principal executive offices
• 6770 (other) — Standard Industrial Classification for Blank Checks

FAQ

Key Financial Figures

• $0.0001 — 892,381 shares of Class A common stock, $0.0001 par value and 10,000 shares of Class B

Filing Documents

• ea0253849-10q_eshacq.htm (10-Q) — 545KB
• ea025384901ex31-1_eshacq.htm (EX-31.1) — 12KB
• ea025384901ex31-2_eshacq.htm (EX-31.2) — 12KB
• ea025384901ex32-1_eshacq.htm (EX-32.1) — 5KB
• ea025384901ex32-2_eshacq.htm (EX-32.2) — 5KB
• 0001213900-25-078588.txt ( ) — 4178KB
• eshau-20250630.xsd (EX-101.SCH) — 39KB
• eshau-20250630_cal.xml (EX-101.CAL) — 23KB
• eshau-20250630_def.xml (EX-101.DEF) — 222KB
• eshau-20250630_lab.xml (EX-101.LAB) — 355KB
• eshau-20250630_pre.xml (EX-101.PRE) — 226KB
• ea0253849-10q_eshacq_htm.xml (XML) — 425KB

Financial Information

Part I. Financial Information

Interim Financial Statements

Item 1. Interim Financial Statements 1 Condensed Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 1 Condensed Unaudited Statements of Operations for the three and six months ended June 30, 2025 and 2024 2 Condensed Unaudited Statements of Changes in Stockholders' (Deficit) Equity for the three and six months ended June 30, 2025 and 2024 3 Condensed Unaudited Statements of Cash Flows for the six months ended June 30, 2025 and 2024 4 Notes to Condensed Financial Statements (Unaudited) 5

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 20

Quantitative and Qualitative Disclosures Regarding Market Risk

Item 3. Quantitative and Qualitative Disclosures Regarding Market Risk 23

Controls and Procedures

Item 4. Controls and Procedures 23

Other Information

Part II. Other Information

Legal Proceedings

Item 1. Legal Proceedings 24

Risk Factors

Item 1A. Risk Factors 24

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 24

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 24

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 24

Other Information

Item 5. Other Information 24

Exhibits

Item 6. Exhibits 25

Signatures

Part III. Signatures 26 i

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Interim Financial Statements

Item 1. Interim Financial Statements ESH ACQUISITION CORP. CONDENSED BALANCE SHEETS June 30, 2025 December 31, 2024 (Unaudited) ASSETS Current assets Cash $ 518,354 $ 1,346,843 Cash – restricted 45,478 — Due from Sponsor — 13,736 Prepaid expenses 44,583 5,000 Prepaid insurance – current portion — 127,539 Prepaid income taxes 6,528 — Total Current Assets 614,943 1,493,118 Investments held in Trust Account 8,412,253 8,485,212 TOTAL ASSETS $ 9,027,196 $ 9,978,330 LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND STOCKHOLDERS' (DEFICIT) EQUITY Current liabilities Accounts payable and accrued expenses $ 371,420 $ 165,645 Due to Sponsor 275,035 — Excise taxes payable 1,286,220 1,156,916 Franchise tax payable 51,400 47,691 Income taxes payable — 285,459 Total Current Liabilities 1,984,075 1,655,711 TOTAL LIABILITIES 1,984,075 1,655,711 Commitments and Contingencies COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION Class A common stock subject to possible redemption, 739,881 shares at redemption value of $ 11.37 and $ 11.01 per share at June 30, 2025 and December 31, 2024, respectively 8,412,859 8,147,290 STOCKHOLDERS' (DEFICIT) EQUITY Preferred stock, $ 0.0001 par value; 1,000,000 shares authorized; none issued or outstanding at June 30, 2025 and December 31, 2024 — — Class A common stock, $ 0.0001 par value; 100,000,000 shares authorized; 3,152,500 issued and outstanding (excluding 739,881 shares subject to possible redemption) at June 30, 2025 and December 31, 2024 315 315 Class B common stock, $ 0.0001 par value; 10,000,000 shares authorized; 10,000 issued and outstanding at June 30, 2025 and December 31, 2024 1 1 Additional paid-in capital — — (Accumulated Deficit) Retained earnings ( 1,370,054 ) 175,013 TOTAL STOCKHOLDERS' (DEFICIT) EQUITY ( 1,369,738 ) 175,329 TOTAL LIABILITIES, COMMON STOCK SUBJECT TO POSSIBLE REDEMPTION, AND STOCKHOLDERS' (DEFICIT

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