FACT II Acquisition Corp. Files Q3 2024 10-Q
Ticker: FACTW · Form: 10-Q · Filed: Jan 7, 2025 · CIK: 2028935
Sentiment: neutral
Topics: 10-Q, SPAC, quarterly-report
TL;DR
FACT II Acquisition Corp. filed its 10-Q for Q3 2024. Details on financials and operations.
AI Summary
FACT II Acquisition Corp. filed its quarterly report on Form 10-Q for the period ended September 30, 2024. The company, incorporated in the Cayman Islands with its principal executive offices at 14 Wall Street, New York, NY, is a blank check company. The filing details its financial status and operations for the specified quarter.
Why It Matters
This filing provides investors with an update on the financial health and operational status of FACT II Acquisition Corp. during the third quarter of 2024.
Risk Assessment
Risk Level: low — This is a routine quarterly filing for a SPAC, providing standard financial disclosures without immediate significant new risks.
Key Players & Entities
- FACT II Acquisition Corp. (company) — Registrant
- September 30, 2024 (date) — Quarterly period end date
- 14 Wall Street, 20th Floor, New York, New York 10005 (address) — Principal executive offices
- Cayman Islands (location) — State of incorporation
- 001-42421 (other) — Commission file number
FAQ
What is the primary business of FACT II Acquisition Corp. as indicated in the filing?
The filing identifies FACT II Acquisition Corp. as a blank check company, with a Standard Industrial Classification code of 6770.
For what period is this Form 10-Q reporting?
This Form 10-Q is for the quarterly period ended September 30, 2024.
Where are the principal executive offices of FACT II Acquisition Corp. located?
The principal executive offices are located at 14 Wall Street, 20th Floor, New York, New York 10005.
What is the state of incorporation for FACT II Acquisition Corp.?
FACT II Acquisition Corp. is incorporated in the Cayman Islands.
What is the SEC file number for FACT II Acquisition Corp.?
The SEC file number for FACT II Acquisition Corp. is 001-42421.
Filing Stats: 4,692 words · 19 min read · ~16 pages · Grade level 18.8 · Accepted 2025-01-07 16:10:43
Key Financial Figures
- $0.0001 — f one Class A ordinary share, par value $0.0001 per share, and one-half of one redeemab
- $11.50 — ordinary share at an exercise price of $11.50 FACTW Nasdaq Global Market Indicate b
Filing Documents
- ea0226825-10q_fact2.htm (10-Q) — 289KB
- ea022682501ex31-1_fact2.htm (EX-31.1) — 12KB
- ea022682501ex31-2_fact2.htm (EX-31.2) — 12KB
- ea022682501ex32-1_fact2.htm (EX-32.1) — 5KB
- ea022682501ex32-2_fact2.htm (EX-32.2) — 5KB
- 0001213900-25-001637.txt ( ) — 2517KB
- fact-20240930.xsd (EX-101.SCH) — 28KB
- fact-20240930_cal.xml (EX-101.CAL) — 11KB
- fact-20240930_def.xml (EX-101.DEF) — 161KB
- fact-20240930_lab.xml (EX-101.LAB) — 217KB
- fact-20240930_pre.xml (EX-101.PRE) — 155KB
- ea0226825-10q_fact2_htm.xml (XML) — 171KB
Financial Information
Part I. Financial Information
Interim Financial Statements
Item 1. Interim Financial Statements Condensed Balance Sheet as of September 30, 2024 (Unaudited) 1 Condensed Statements of Operations for the Three Months Ended September 30, 2024 and for the Period from June 19, 2024 (Inception) Through September 30, 2024 (Unaudited) 2 Condensed Statements of Changes in Shareholders' Deficit for the Three Months Ended September 30, 2024 and for the Period from June 19, 2024 (Inception) Through September 30, 2024 (Unaudited) 3 Condensed Statement of Cash Flows for the Period from June 19, 2024 (Inception) Through September 30, 2024 (Unaudited) 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 16
Quantitative and Qualitative Disclosures About Market Risk
Item 3. Quantitative and Qualitative Disclosures About Market Risk 18
Controls and Procedures
Item 4. Controls and Procedures 18
Other Information
Part II. Other Information
Legal Proceedings
Item 1. Legal Proceedings 19
Risk Factors
Item 1A. Risk Factors 19
Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 19
Defaults Upon Senior Securities
Item 3. Defaults Upon Senior Securities 19
Mine Safety Disclosures
Item 4. Mine Safety Disclosures 19
Other Information
Item 5. Other Information 19
Exhibits
Item 6. Exhibits 20
Signatures
Part III. Signatures 21 i
- FINANCIAL INFORMATION
PART I - FINANCIAL INFORMATION
Interim Financial Statements
Item 1. Interim Financial Statements. FACT II ACQUISITION CORP. CONDENSED BALANCE SHEET SEPTEMBER 30, 2024 (UNAUDITED) Assets Current asset – cash $ 11,593 Deferred offering costs 345,241 Total Assets $ 356,834 Liabilities and Shareholders' Deficit Current Liabilities Accrued offering costs $ 277,645 Accrued expenses 33,496 Advance from related party 124,980 Total Liabilities 436,121 Commitments and Contingencies (Note 6) Shareholders' Deficit Preference shares, $ 0.0001 par value; 1,000,000 shares authorized; none issued or outstanding — Class A ordinary shares, $ 0.0001 par value; 200,000,000 shares authorized; none issued or outstanding Class B ordinary shares, $ 0.0001 par value; 20,000,000 shares authorized; 6,708,333 shares issued and outstanding (1) 671 Additional paid-in capital 24,329 Accumulated deficit ( 104,287 ) Total Shareholders' Deficit ( 79,287 ) Total Liabilities and Shareholders' Deficit $ 356,834 (1) Includes an aggregate of up to 875,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full by the underwriters (Note 5). The accompanying notes are an integral part of the unaudited condensed financial statements. 1 FACT II ACQUISITION CORP. CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) For the Three Months Ended September 30, 2024 For the Period from June 19, 2024 (Inception) Through September 30, 2024 General and administrative costs $ 104,287 $ 104,287 Loss from operations ( 104,287 ) ( 104,287 ) Net loss $ ( 104,287 ) $ ( 104,287 ) Weighted average Class B ordinary shares outstanding, basic and diluted (1) 5,128,205 4,530,744 Basic and diluted net loss per Class B ordinary share $ ( 0.02 ) $ ( 0.02 ) (1) Excludes an aggregate of up to 875,000 Class B ordinary shares subject to forfeiture if the over-allotment option is not exercised in full by the underwriters (Note 5). The accompanying notes are an in