Pelican Acquisition Swings to Profit, Announces Merger Agreement

Ticker: PELIR · Form: 10-Q · Filed: Sep 15, 2025 · CIK: 2037431

Pelican Acquisition Corp 10-Q Filing Summary
FieldDetail
CompanyPelican Acquisition Corp (PELIR)
Form Type10-Q
Filed DateSep 15, 2025
Risk Levelmedium
Pages15
Reading Time19 min
Key Dollar Amounts$0.0001, $10.00
Sentimentbullish

Sentiment: bullish

Topics: SPAC, Merger Agreement, IPO, Trust Account, Financial Performance, Technology Industry, Cayman Islands

Related Tickers: PELIU, PELI

TL;DR

**PELIR is finally making moves, securing a merger target and sitting on a fat trust account – time to watch for deal close.**

AI Summary

Pelican Acquisition Corp (PELIR) reported a net income of $307,410 for the three months ended July 31, 2025, and $287,857 for the six months ended July 31, 2025, a significant improvement from its accumulated deficit of $42,564 as of January 31, 2025. This turnaround is primarily driven by $635,672 in interest earned on investments held in its Trust Account. The company successfully completed its IPO on May 27, 2025, raising $75,000,000, and the underwriters fully exercised their over-allotment option on May 30, 2025, generating an additional $11,250,000. A total of $86,250,000 was placed in the Trust Account. Pelican also entered into a Merger Agreement on September 9, 2025, with Greenland Exploration Limited and March GL Company, signaling its strategic move towards a business combination. The company's cash balance increased from $59,073 on January 31, 2025, to $252,240 on July 31, 2025, reflecting the IPO proceeds and subsequent investments.

Why It Matters

This filing is critical for PELIR investors as it confirms the successful completion of its IPO and the establishment of a substantial Trust Account, holding $86,885,672. The announced Merger Agreement with Greenland Exploration Limited and March GL Company provides a clear path for the SPAC to complete its business combination, reducing uncertainty for shareholders. For the broader market, this signals continued activity in the SPAC sector, potentially influencing investor sentiment towards similar blank-check companies. The competitive landscape for SPACs remains intense, and Pelican's ability to identify and secure a target like Greenland Exploration Limited demonstrates its operational progress.

Risk Assessment

Risk Level: medium — While Pelican Acquisition Corp has secured a merger agreement, the inherent risks of a SPAC business combination remain. The company has until August 27, 2026, to consummate the deal, and failure to do so would lead to liquidation, as stated in Note 1. Additionally, the success of the combined entity post-merger is uncertain, and the 'blank check' nature of the company prior to the merger agreement still carries execution risk.

Analyst Insight

Investors should closely monitor the progress of the announced merger with Greenland Exploration Limited and March GL Company. Evaluate the target companies' financials and business prospects to assess the potential value of the combined entity. Consider the redemption option for public shares if the terms of the business combination are not favorable.

Financial Highlights

debt To Equity
0.24
revenue
$0
operating Margin
N/A
total Assets
$87,312,564
total Debt
$83,976
net Income
$307,410
eps
$0.03
gross Margin
N/A
cash Position
$252,240
revenue Growth
N/A

Key Numbers

  • $307,410 — Net income (For the three months ended July 31, 2025)
  • $287,857 — Net income (For the six months ended July 31, 2025)
  • $86,885,672 — Investments held in Trust Account (As of July 31, 2025, up from $0 on January 31, 2025)
  • $75,000,000 — Gross proceeds from IPO (From 7,500,000 units at $10.00 per unit on May 27, 2025)
  • $11,250,000 — Gross proceeds from over-allotment option (From 1,125,000 units at $10.00 per unit on May 30, 2025)
  • $2,635,148 — Total transaction costs (Consisting of underwriting commissions and other offering costs)
  • $252,240 — Cash balance (As of July 31, 2025, up from $59,073 on January 31, 2025)
  • August 27, 2026 — Combination Period deadline (15 months from IPO to consummate initial business combination)

Key Players & Entities

  • Pelican Acquisition Corporation (company) — Registrant and blank check company
  • Pelican Sponsor LLC (company) — Company's sponsor
  • EarlyBirdCapital, Inc. (company) — Representative of the underwriters
  • Continental Stock Transfer & Trust (company) — Trustee for the Trust Account
  • Greenland Exploration Limited (company) — Target company in merger agreement
  • March GL Company (company) — Target company in merger agreement
  • SEC (regulator) — U.S. Securities and Exchange Commission
  • Nasdaq Stock Market LLC (regulator) — Exchange where securities are registered

FAQ

What is Pelican Acquisition Corp's primary business purpose?

Pelican Acquisition Corp is a blank check company formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization, or similar business combination with one or more businesses or entities, primarily focusing on the technology industry globally.

When did Pelican Acquisition Corp complete its IPO and how much did it raise?

Pelican Acquisition Corp completed its IPO on May 27, 2025, raising gross proceeds of $75,000,000 from the sale of 7,500,000 units at $10.00 per unit. An additional $11,250,000 was raised on May 30, 2025, from the full exercise of the over-allotment option.

What is the current balance in Pelican Acquisition Corp's Trust Account?

As of July 31, 2025, Pelican Acquisition Corp had $86,885,672 invested in its Trust Account. These funds are primarily from the net proceeds of the IPO and private placements.

What is the significance of the Merger Agreement announced by Pelican Acquisition Corp?

The Merger Agreement, entered into on September 9, 2025, with Greenland Exploration Limited and March GL Company, signifies Pelican Acquisition Corp's progress towards completing its initial business combination. This provides a clear target for the SPAC, reducing uncertainty for investors.

What is Pelican Acquisition Corp's deadline for completing a business combination?

Pelican Acquisition Corp has 15 months from the consummation of its IPO, or until August 27, 2026, to complete its initial business combination. Failure to do so would result in the company's liquidation.

How did Pelican Acquisition Corp's financial performance change in the recent quarter?

Pelican Acquisition Corp reported a net income of $307,410 for the three months ended July 31, 2025, and $287,857 for the six months ended July 31, 2025. This is a significant improvement from an accumulated deficit of $42,564 as of January 31, 2025, largely due to interest earned on Trust Account investments.

What are the risks associated with investing in Pelican Acquisition Corp?

Key risks include the possibility of not completing the business combination by August 27, 2026, which would lead to liquidation. There are also inherent risks associated with the target businesses, Greenland Exploration Limited and March GL Company, and the overall success of the combined entity post-merger.

What happens if Pelican Acquisition Corp fails to complete a business combination?

If Pelican Acquisition Corp fails to complete a business combination within the Combination Period, it will cease operations, redeem its public shares at a per-share price equal to the amount in the trust account, and then dissolve and liquidate.

Who are the key parties involved in Pelican Acquisition Corp's operations?

Pelican Acquisition Corp's key parties include Pelican Sponsor LLC (the sponsor), EarlyBirdCapital, Inc. (underwriters' representative), and Continental Stock Transfer & Trust (trustee for the Trust Account). The recent merger agreement also introduces Greenland Exploration Limited and March GL Company as key entities.

How much cash does Pelican Acquisition Corp have outside of its Trust Account?

As of July 31, 2025, Pelican Acquisition Corp had a cash balance of $252,240. At the IPO date, $507,955 was held outside of the Trust Account for working capital purposes.

Risk Factors

  • Dependence on Trust Account Investments [medium — financial]: The company's net income of $307,410 for the three months and $287,857 for the six months ended July 31, 2025, is heavily reliant on $635,672 in interest earned on investments held in the Trust Account. This income stream is subject to market fluctuations and the performance of the underlying investments, posing a risk if interest rates or investment values decline.
  • Business Combination Timeline [high — operational]: Pelican Acquisition Corp has a strict 15-month deadline from its IPO (May 27, 2025) to consummate an initial business combination, ending August 27, 2026. Failure to complete a combination within this period could result in the liquidation of the company and the return of funds to shareholders, impacting the company's long-term viability.
  • High Offering Costs [medium — financial]: The company incurred significant total transaction costs of $2,635,148 related to its IPO. These costs, primarily underwriting commissions, reduce the net proceeds available for the business combination and operational expenses, impacting the capital available for future growth.
  • Redemption Risk [high — regulatory]: Ordinary shares are subject to redemption, with 8,625,000 shares outstanding as of July 31, 2025, valued at $86,885,672. A high redemption rate by shareholders prior to or in connection with a business combination could significantly deplete the cash available for the target company, potentially jeopardizing the transaction.
  • Merger Agreement Uncertainty [high — operational]: The company entered into a Merger Agreement with Greenland Exploration Limited and March GL Company on September 9, 2025. The success of this agreement is subject to various closing conditions, regulatory approvals, and shareholder votes, creating uncertainty around the completion of the business combination.

Industry Context

Pelican Acquisition Corp operates within the Special Purpose Acquisition Company (SPAC) sector, which has seen significant activity in recent years. SPACs provide an alternative route to public markets for private companies. The competitive landscape involves numerous SPACs vying to identify and merge with attractive target companies, often in technology, healthcare, or energy sectors. Industry trends include increasing regulatory scrutiny and a focus on target company quality and valuation.

Regulatory Implications

As a SPAC, Pelican Acquisition Corp is subject to SEC regulations governing public companies and IPOs. The recent merger agreement with Greenland Exploration Limited and March GL Company will likely trigger further regulatory reviews and disclosures related to the business combination. Shareholder rights, particularly redemption rights, are a key regulatory consideration that can impact the capital available post-combination.

What Investors Should Do

  1. Monitor the progress of the business combination with Greenland Exploration Limited and March GL Company.
  2. Evaluate the sustainability of the company's net income.
  3. Assess the potential impact of shareholder redemptions.
  4. Review the terms and valuation of the proposed business combination.

Key Dates

  • 2025-05-27: Initial Public Offering (IPO) — Raised $75,000,000 in gross proceeds, establishing the company's capital base for its search for a business combination.
  • 2025-05-30: Full exercise of over-allotment option — Generated an additional $11,250,000, increasing the total IPO proceeds to $86,250,000 and strengthening the Trust Account.
  • 2025-07-31: Quarterly Reporting Period End — Reported net income of $307,410, primarily driven by investment income in the Trust Account, and a significant increase in cash balance.
  • 2025-09-09: Merger Agreement Signed — Announced a definitive agreement to combine with Greenland Exploration Limited and March GL Company, marking a significant step towards a business combination.
  • 2026-08-27: Combination Period Deadline — The company has 15 months from its IPO to complete a business combination; failure to do so may result in liquidation.

Glossary

Trust Account
A segregated account holding the proceeds from the IPO, typically invested in U.S. Treasury securities or money market funds, to protect investor capital until a business combination is completed. (The primary source of the company's reported net income ($635,672) due to interest earned on these investments.)
Ordinary shares subject to possible redemption
Shares issued during the IPO that holders have the right to redeem for cash upon the occurrence of certain events, typically a business combination or liquidation. (Represents 8,625,000 shares valued at $86,885,672 as of July 31, 2025, and significantly impacts the company's capital structure and potential cash outflows.)
Accumulated deficit
The cumulative net losses of a company since its inception, offset by any net income. (The company has successfully transitioned from an accumulated deficit of $42,564 as of January 31, 2025, to a positive retained earnings balance of $245,293 as of July 31, 2025, due to investment income.)
Deferred offering costs
Costs incurred in connection with an initial public offering that are deferred and typically amortized over the period until the IPO is completed or written off if the IPO is not completed. (These costs were $149,313 as of January 31, 2025, and were fully expensed or offset by the IPO proceeds by July 31, 2025, as they are no longer listed as a separate asset.)
SPAC
Special Purpose Acquisition Company. A shell company that is formed to raise capital through an IPO for the purpose of acquiring or merging with an existing company. (Pelican Acquisition Corp is a SPAC, and its primary objective is to identify and complete a business combination.)

Year-Over-Year Comparison

This is Pelican Acquisition Corp's first 10-Q filing following its IPO on May 27, 2025. Therefore, direct year-over-year comparisons of revenue, net income, or operating margins are not applicable. The company has transitioned from an accumulated deficit of $42,564 as of January 31, 2025, to a net income of $307,410 for the three months ended July 31, 2025, driven by investment income. Key metrics such as cash position and total assets have seen substantial increases due to the IPO proceeds.

Filing Stats: 4,626 words · 19 min read · ~15 pages · Grade level 18.5 · Accepted 2025-09-15 17:11:31

Key Financial Figures

  • $0.0001 — Market LLC Ordinary Shares, par value $0.0001 per share PELI The Nasdaq Stock Mar
  • $10.00 — tal purposes. A total of $ 86,250,000 ($10.00 per Unit) of the net proceeds from the

Filing Documents

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION 1 Item 1.

Financial Statements

Financial Statements 1 Condensed Balance Sheets as of July 31, 2025 (Unaudited) and January 31, 2025 1 Unaudited Condensed Statements of Operations for the Three and Six Months Ended July 31, 2025 2 Unaudited Condensed Statement of Changes in Shareholders' (Deficit) Equity for the Three and Six Months Ended July 31, 2025 3 Unaudited Condensed Statement of Cash Flows for the Six Months Ended July 31, 2025 4 Notes to Unaudited Condensed Financial Statements 5 Item 2.

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

Management's Discussion and Analysis of Financial Condition and Results of Operations 21 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 26 Item 4.

Controls and Procedures

Controls and Procedures 26

– OTHER INFORMATION

PART II – OTHER INFORMATION 28 Item 1.

Legal Proceedings

Legal Proceedings 28 Item 1A.

Risk Factors

Risk Factors 28 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 28 Item 3. Defaults Upon Senior Securities 28 Item 4. Mine Safety Disclosures 28 Item 5. Other Information 28 Item 6. Exhibits 29

– FINANCIAL INFORMATION

PART I – FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements PELICAN ACQUISITION CORPORATION CONDENSED BALANCE SHEETS July 31, 2025 January 31, 2025 (Unaudited) Assets: Current Assets Cash $ 252,240 $ 59,073 Prepaid expenses 116,338 - Total Current Assets 368,578 59,073 Deferred offering costs - 149,313 Prepaid expenses 58,314 - Investments held in Trust Account 86,885,672 - Total Assets $ 87,312,564 $ 208,386 Liabilities, Ordinary Shares Subject to Possible Redemption and Shareholders' Equity (Deficit) Current Liabilities Accrued expenses $ 83,698 $ 18,539 Accrued offering costs 278 3,063 Promissory note – related party - 200,000 Total Current Liabilities 83,976 221,602 Total Liabilities 83,976 221,602 Commitments and Contingencies – see Note 6 Ordinary shares subject to possible redemption, 8,625,000 shares and 0 shares at redemption value of $ 10.07 and $ 0 per share as of July 31, 2025 and January 31, 2025, respectively 86,885,672 - Shareholders' Equity (Deficit) Ordinary shares, $ 0.0001 par value; 500,000,000 shares authorized; 3,373,750 and 3,075,000 shares (1) issued and outstanding as of July 31, 2025 and January 31, 2025 (excluding 8,625,000 and 0 shares subject to possible redemption as of July 31, 2025 and January 31, 2025, respectively) 337 307 Additional paid-in capital 97,286 29,041 Retained earnings (Accumulated deficit) 245,293 ( 42,564 ) Total Shareholders' Equity (Deficit) 342,916 ( 13,216 ) Total Liabilities and Shareholders' Equity (Deficit) $ 87,312,564 $ 208,386 (1) Includes an aggregate of up to 375,000 ordinary shares subject to forfeiture if the over-allotment is not exercised in full or in part by the underwriters (see Note 5). As a result of the underwriter's full exercise of its over-allotment option to purchase 1,125,000 units on May 30, 2025, no shares were subject to forfeiture. The accompanying notes are an integral pa

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