Surfside Acquisition's Losses Mount Amidst Search for Business Target

TL;DR

**Surfside Acquisition is a cash-burning shell with no business, making it a highly speculative bet on a future, unidentified merger.**

AI Summary

Surfside Acquisition Inc. reported a net loss of $12,774 for the three months ended June 30, 2025, an increase from a net loss of $11,461 for the same period in 2024. For the six months ended June 30, 2025, the net loss was $24,037, up from $22,752 in 2024. The company generated no revenue in either period. General and administrative expenses rose to $24,037 for the six months ended June 30, 2025, compared to $22,752 in the prior year. Cash increased significantly to $11,027 as of June 30, 2025, from $3,464 at December 31, 2024, primarily due to $25,000 in proceeds from a note payable to a stockholder. Total liabilities increased to $189,325 from $157,725, driven by a $25,000 increase in the note payable to a stockholder, reaching $172,025. The company continues to operate as a 'blank check' and 'shell company' with an accumulated deficit of $178,798, raising substantial doubt about its ability to continue as a going concern.

Why It Matters

This filing highlights Surfside Acquisition Inc.'s precarious financial position as a 'blank check' and 'shell company' with no operations or revenue. For investors, this means significant risk, as the company's viability hinges entirely on securing a business combination, which remains uncertain. Employees are non-existent beyond management, and customers are irrelevant without an operating business. The broader market impact is minimal, but it underscores the speculative nature of SPACs and shell companies, often seen as high-risk ventures. Competitively, Surfside is not yet in any market, making its future entirely dependent on a successful acquisition.

Risk Assessment

Risk Level: high — The company has an accumulated deficit of $178,798 and total stockholders' deficit of $178,298 as of June 30, 2025. Management explicitly states these conditions 'raise substantial doubt about the Company's ability to continue as a going concern' for the next twelve months, indicating severe financial instability.

Analyst Insight

Investors should avoid Surfside Acquisition Inc. given its 'shell company' status, lack of operations, and explicit going concern warning. This is a highly speculative investment with no current business to evaluate; wait for a definitive business combination announcement and a clear operational strategy before considering any position.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$11,027

total Debt

$189,325

net Income

$ -24,037

eps

$ (0.00)

gross Margin

N/A

cash Position

$11,027

revenue Growth

N/A

Revenue Breakdown

Key Numbers

• $12,774 — Net Loss (Q2 2025) (Increased from $11,461 in Q2 2024, indicating rising operational costs without revenue.)
• $24,037 — Net Loss (YTD Q2 2025) (Increased from $22,752 in YTD Q2 2024, reflecting continued expenses in the absence of business operations.)
• $11,027 — Cash (June 30, 2025) (Increased from $3,464 at December 31, 2024, primarily due to stockholder financing.)
• $172,025 — Note Payable - Stockholder (June 30, 2025) (Increased by $25,000 from December 31, 2024, showing reliance on related-party financing for operations.)
• $178,798 — Accumulated Deficit (June 30, 2025) (A significant and growing deficit, highlighting the company's lack of profitability and ongoing losses.)
• $178,298 — Total Stockholders' Deficit (June 30, 2025) (Indicates negative equity, reinforcing the going concern risk.)
• 0 — Revenue (The company has generated no revenue since inception, underscoring its 'shell company' status.)
• 5,000,000 — Common Stock Outstanding (Consistent share count, but the value is diminished by the accumulated deficit.)

Key Players & Entities

• Surfside Acquisition Inc. (company) — registrant
• SEC (regulator) — Securities and Exchange Commission
• $12,774 (dollar_amount) — net loss for three months ended June 30, 2025
• $11,461 (dollar_amount) — net loss for three months ended June 30, 2024
• $24,037 (dollar_amount) — net loss for six months ended June 30, 2025
• $22,752 (dollar_amount) — net loss for six months ended June 30, 2024
• $11,027 (dollar_amount) — cash as of June 30, 2025
• $3,464 (dollar_amount) — cash as of December 31, 2024
• $172,025 (dollar_amount) — note payable to stockholder as of June 30, 2025
• $178,798 (dollar_amount) — accumulated deficit as of June 30, 2025

FAQ

Risk Factors

• Going Concern Uncertainty [high — financial]: The company has an accumulated deficit of $178,798 as of June 30, 2025, and has generated no revenue since inception. This raises substantial doubt about its ability to continue as a going concern.
• Reliance on Stockholder Financing [high — financial]: The company's cash position increased to $11,027 as of June 30, 2025, primarily due to $25,000 in proceeds from a note payable to a stockholder. Total liabilities increased to $189,325, driven by a $25,000 increase in this note payable, indicating a heavy reliance on related-party financing.
• Lack of Operations and Revenue [high — operational]: Surfside Acquisition Inc. is a blank check and shell company with no operations and no revenue since inception. Its plan of operation is to identify and combine with an operating company, with no assurance of success.
• Blank Check Company Regulations [medium — regulatory]: As a blank check company, Surfside Acquisition Inc. is subject to various state regulations and SEC Rule 419. While the company has no present intention of engaging in offerings subject to Rule 419, these regulations can impact future financing and business combinations.
• Increasing Net Loss [medium — financial]: The net loss for the three months ended June 30, 2025, was $12,774, an increase from $11,461 in the prior year. The six-month net loss also increased to $24,037 from $22,752, driven by rising general and administrative expenses.

Industry Context

Surfside Acquisition Inc. operates in the SPAC (Special Purpose Acquisition Company) sector, which is characterized by companies formed solely to raise capital through an IPO to acquire an existing company. The industry is highly dependent on identifying suitable acquisition targets and completing business combinations within a specified timeframe. Recent trends in the SPAC market have seen increased regulatory scrutiny and a more challenging environment for completing deals.

Regulatory Implications

As a blank check and shell company, Surfside Acquisition Inc. is subject to specific regulatory requirements, including those related to penny stocks and potential SEC Rule 419 implications. Compliance with periodic reporting requirements is mandatory. The company's status may also affect its ability to attract target companies and secure future financing.

What Investors Should Do

1. Monitor progress on identifying a business combination target.
2. Evaluate the terms and sustainability of stockholder financing.
3. Assess the increasing operational burn rate.

Key Dates

• 2025-06-30: Quarterly Report (10-Q) Filing — Provides updated financial performance and condition for the period ending June 30, 2025, highlighting continued losses and reliance on financing.
• 2025-06-30: End of Second Quarter — Marks the reporting period for the condensed financial statements, showing a net loss of $12,774 for the quarter and $24,037 year-to-date.
• 2024-12-31: End of Fiscal Year — Previous reporting period, showing a cash position of $3,464 and total liabilities of $157,725.

Glossary

Blank Check Company

A development stage company issuing penny stock with no specific business plan or purpose, often intending to merge with an unidentified company. (Surfside Acquisition Inc. identifies itself as a blank check company, indicating its primary objective is to find and combine with an operating business.)

Shell Company

A company with no or nominal assets (other than cash) and no or nominal operations. (Surfside Acquisition Inc. is also classified as a shell company, reinforcing its lack of current business activities and assets beyond cash.)

Accumulated Deficit

The cumulative net losses of a company that have not been offset by net income. (Surfside Acquisition Inc. has a significant accumulated deficit of $178,798, demonstrating its lack of profitability since inception.)

Note Payable - Stockholder

A loan or debt owed to an individual who is also a shareholder of the company. (This represents a significant portion of Surfside's liabilities ($172,025), highlighting the company's dependence on financing from its own investors.)

Going Concern

The assumption that a company will continue to operate for the foreseeable future. (The company's financial condition, including its accumulated deficit and lack of revenue, raises substantial doubt about its ability to continue as a going concern.)

Year-Over-Year Comparison

Compared to the prior year's comparable periods, Surfside Acquisition Inc. continues to report zero revenue, reinforcing its shell company status. The net loss has increased for both the three months ended June 30, 2025 ($12,774 vs. $11,461) and the six months ended June 30, 2025 ($24,037 vs. $22,752), primarily due to higher general and administrative expenses. While cash has significantly increased from $3,464 to $11,027, this is directly attributable to additional financing from a stockholder, which has also increased total liabilities. No new significant risks have emerged, but existing risks related to going concern and reliance on financing remain prominent.

Key Financial Figures

• $0.0001 — cticable date. Common Stock, par value $0.0001 5,000,000 (Class) Outstanding at Augus

Filing Documents

• ea0251931-10q_surfside.htm (10-Q) — 245KB
• ea025193101ex31-1_surfside.htm (EX-31.1) — 11KB
• ea025193101ex32-1_surfside.htm (EX-32.1) — 4KB
• 0001213900-25-074964.txt ( ) — 1564KB
• ssai-20250630.xsd (EX-101.SCH) — 13KB
• ssai-20250630_cal.xml (EX-101.CAL) — 12KB
• ssai-20250630_def.xml (EX-101.DEF) — 49KB
• ssai-20250630_lab.xml (EX-101.LAB) — 93KB
• ssai-20250630_pre.xml (EX-101.PRE) — 57KB
• ea0251931-10q_surfside_htm.xml (XML) — 81KB

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION Item 1.

Financial Statements

Financial Statements. 1 Condensed Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 F-1 Condensed Statements of Operations (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 F-2 Condensed Statements of Changes in Stockholders' Deficit (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 F-3 Condensed Statements of Cash Flows (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 F-4 Notes to Condensed Financial Statements F-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. 2 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk. 7 Item 4.

Controls and Procedures

Controls and Procedures. 7

- OTHER INFORMATION

PART II - OTHER INFORMATION 8 Item 1. Legal Proceedings. 8 Item 1A. Risk Factors. 8 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds. 8 Item 3. Defaults Upon Senior Securities. 8 Item 4. Mine Safety Disclosure. 8 Item 5. Other Information. 8 Item 6. Exhibits. 8

Signatures

Signatures 9 i SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND OTHER INFORMATION CONTAINED IN THIS REPORT This Quarterly Report on Form 10-Q (this "Form 10-Q") contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements by the fact that they do not relate strictly to historical or current facts. You can find many (but not all) of these statements by looking for words such as "approximates," "believes," "hopes," "expects," "anticipates," "estimates," "projects," "intends," "plans," "would," "should," "could," "may" or other similar expressions in this Form 10-Q. In particular, these include statements relating to future actions, future performance, anticipated expenses, or projected financial results. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations or projections. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. Our forward-looking statements do not reflect the potential impact of any future acquisitions, mergers, or joint ventures we may make or collaborations or strategic partnerships we may enter into. You should read this Form 10-Q and the documents that we have filed as exhibits to this Form 10-Q completely and with the understanding that our actual future results may be

Financial Statements

Item 1. Financial Statements. SURFSIDE Acquisition INC. June 30, 2025 INDEX TO CONDENSED FINANCIAL STATEMENTS Page Index to Condensed Financial Statements 1 Condensed Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 F-1 Condensed Statements of Operations (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 F-2 Condensed Statements of Changes in Stockholders' Deficit (Unaudited) for the Three and Six Months Ended June 30, 2025 and 2024 F-3 Condensed Statements of Cash Flows (Unaudited) for the Six Months Ended June 30, 2025 and 2024 F-4 Notes to Condensed Financial Statements F-5 1 SURFSIDE Acquisition INC. CONDENSED BALANCE SHEETS June 30, December 31, 2025 2024 (Unaudited) ASSETS Current assets Cash $ 11,027 $ 3,464 Total current assets 11,027 3,464 Total assets $ 11,027 $ 3,464 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities Accounts payable and accrued expenses $ 17,300 $ 10,700 Note payable - stockholder 172,025 147,025 Total current liabilities 189,325 157,725 Total liabilities 189,325 157,725 Commitments and contingencies Stockholders' deficit Preferred stock, $ 0.0001 par value; 10,000,000 shares authorized; none issued and outstanding - - Common stock, $ 0.0001 par value, 50,000,000 shares authorized, 5,000,000 shares issued and outstanding 500 500 Accumulated deficit ( 178,798 ) ( 154,761 ) Total stockholders' deficit ( 178,298 ) ( 154,261 ) Total liabilities and stockholders' deficit $ 11,027 $ 3,464 See accompanying notes to condensed financial F-1 SURFSIDE Acquisition INC. CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Revenue $ - $ - $ - $ - General and administrative expenses 12,774 11,461 24,037 22,752 Loss from operations ( 12,774 ) ( 11,461 ) ( 24,037 ) ( 22,752 ) Net

Management's Discussion and Analysis of Financial

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Overview of our Business Surfside Acquisition Inc. was incorporated in the State of Delaware on December 10, 2021. Since inception, the Company has been engaged in organizational efforts and obtaining initial financing. The Company was formed as a vehicle to pursue a business combination and has focused its efforts to identify a possible business combination. No revenue has been generated by the Company since inception. It is unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company, of which there can be no assurance. The Company's plan of operation for the remainder of the fiscal year shall be to continue its efforts to locate suitable acquisition candidates. Our principal business objective for the next 12 months and beyond such time will be to achieve long-term growth potential through a combination with a business rather than immediate, short-term earnings. The Company will not restrict our potential candidate target companies to any specific business, industry or geographical location and, thus, may acquire any type of business. The Company is currently considered to be a "blank check" company. The SEC defines those companies as "any development stage company that is issuing a penny stock, within the meaning of Section 3(a)(51) of the Exchange Act, and that has no specific business plan or purpose, or has indicated that its business plan is to merge with an unidentified company or companies." Many states have enacted statutes, rules and regulations limiting the sale of securities of "blank check" companies in their respective jurisdictions. Rule 419 under the Securities Act imposes certain restrictive requirements on offerings of securities by blank check companies. However, we have no present intention of engaging in an offering of our securities that would be subject to Rule 419 while we remain a

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