Rigel Resource Acquisition Corp. Files Q2 2025 10-Q

TL;DR

Rigel Resource Acquisition Corp. 10-Q filed. Q2 2025 financials out.

AI Summary

Rigel Resource Acquisition Corp. filed its 10-Q for the period ending June 30, 2025. The company, operating under the SIC code for Blank Checks, is managed by Orion Resource Partners (USA) LP. The filing details financial data for the second quarter and the first half of 2025, comparing it to the same periods in 2024.

Why It Matters

This filing provides investors with an update on Rigel Resource Acquisition Corp.'s financial performance and position for the second quarter of 2025, crucial for evaluating the company's progress and potential.

Risk Assessment

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

Key Numbers

• 2025 Q2 — Reporting Period (Financials for the second quarter of 2025 are detailed.)
• 2025-06-30 — End of Fiscal Period (The 10-Q covers financial data up to this date.)
• 2024-12-31 — Previous Fiscal Year End (Comparison data from the end of 2024 is included.)

Key Players & Entities

• Rigel Resource Acquisition Corp. (company) — Filer of the 10-Q
• Orion Resource Partners (USA) LP (company) — Management entity
• 20250630 (date) — End of reporting period
• 20250818 (date) — Filing date

FAQ

Key Financial Figures

• $0.0001 — ,929 Class A ordinary shares, par value $0.0001 per share, and 7,500,000 Class B ordina
• $10.00 — Units were sold at an offering price of $10.00 per Unit, generating additional gross p
• $3,000,000 — , the Sponsor deposited an aggregate of $3,000,000 into the Company's trust account for th
• $0.10 — any's public shareholders, representing $0.10 per public share, which enabled the Com
• $10.73 — at a redemption price of approximately $10.73 per share, for an aggregate redemption
• $58,279,780 — , for an aggregate redemption amount of $58,279,780, leaving approximately $263,710,000 in
• $263,710,000 — t of $58,279,780, leaving approximately $263,710,000 in the Company's trust account. On De
• $11.40 — at a redemption price of approximately $11.40 per share, for an aggregate redemption
• $0.03 — as a "Contribution") the lesser of (A) $0.03 for each Public Share (as defined below
• $350,000 — cial Meeting (as defined below) and (B) $350,000, for each month (or a pro rata portion
• $4,200,000 — nt of all Contributions will not exceed $4,200,000, and the Contributions will be deposite
• $1,500,000 — into the Company's trust account. Up to $1,500,000 of the Contributions can be settled in
• $1.00 — Company at a conversion price equal to $1.00 per warrant. The Contributions will not
• $248,387 — sor made contributions of approximately $248,387, $350,000, $350,000, $350,000, $350,000
• $101,613 — 0,000, $350,000, $350,000, $350,000 and $101,613 respectively, to the Trust Account unde

Filing Documents

• rigelresources_10q.htm (10-Q) — 895KB
• rigelresources_ex31-1.htm (EX-31.1) — 19KB
• rigelresources_ex31-2.htm (EX-31.2) — 19KB
• rigelresources_ex32-1.htm (EX-32.1) — 6KB
• rigelresources_ex32-2.htm (EX-32.2) — 6KB
• 0001829126-25-006461.txt ( ) — 4716KB
• rrac-20250630.xsd (EX-101.SCH) — 39KB
• rrac-20250630_cal.xml (EX-101.CAL) — 31KB
• rrac-20250630_def.xml (EX-101.DEF) — 206KB
• rrac-20250630_lab.xml (EX-101.LAB) — 276KB
• rrac-20250630_pre.xml (EX-101.PRE) — 268KB
• rigelresources_10q_htm.xml (XML) — 726KB

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION 1 Item 1.

Financial Statements (Unaudited)

Financial Statements (Unaudited) 1 Condensed Consolidated Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 1 Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024 2 Condensed Consolidated Statements of Changes in Shareholders' Deficit for the three and six months ended June 30, 2025 and 2024 3 Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024 4 Notes to Condensed Consolidated 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 29 Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Quantitative and Qualitative Disclosures About Market Risk 37 Item 4.

Controls and Procedures

Controls and Procedures 38

OTHER INFORMATION

PART II. OTHER INFORMATION 39 Item 1.

Legal Proceedings

Legal Proceedings 39 Item 1A.

Risk Factors

Risk Factors 39 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 39 Item 3. Defaults Upon Senior Securities 39 Item 4. Mine Safety Disclosures 39 Item 5. Other Information 39 Item 6. Exhibits 40 i

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements (Unaudited)

Item 1. Financial Statements (Unaudited) RIGEL RESOURCE ACQUISITION CORP CONDENSED CONSOLIDATED BALANCE SHEETS June 30, 2025 December 31, 2024 (unaudited) ASSETS Current Assets: Cash $ 59,865 $ 148,968 Prepaid expenses - 76,709 Total Current Assets 59,865 225,677 Cash and Investments held in the Trust Account 31,688,265 83,293,711 Total Assets $ 31,748,130 $ 83,519,388 LIABILITIES, ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS' DEFICIT Current Liabilities: Accounts payable and accrued expenses $ 5,285,857 $ 3,809,728 Accrued offering costs 378,324 378,324 Convertible promissory notes - related parties 14,809,371 13,697,950 Total Current Liabilities 20,473,552 17,886,002 Derivative liabilities 14,294,227 16,098,952 Deferred underwriting commission - - Total Liabilities 34,767,779 33,984,954 COMMITMENTS AND CONTINGENCIES (Note 6) Class A ordinary shares subject to possible redemption; 2,640,370 and 7,129,558 shares (at redemption value of $ 12.00 and $ 11.68 per share as of June 30, 2025 and December 31, 2024, respectively) 31,688,265 83,293,711 Shareholders' deficit: Preference shares, $ 0.0001 par value; 5,000,000 shares authorized; none issued and outstanding - - Class A ordinary shares, $ 0.0001 par value, 500,000,000 shares authorized, no shares issued and outstanding at June 30, 2025 and December 31, 2024 (excluding 2,640,370 and 7,129,558 shares subject to possible redemption, respectively) - - Class B ordinary shares, $ 0.0001 par value, 50,000,000 shares authorized, 7,500,000 shares issued and outstanding at June 30, 2025 and December 31, 2024, respectively 750 750 Additional paid-in capital - - Accumulated deficit ( 34,708,664 ) ( 33,760,027 ) Total Shareholders' Deficit ( 34,707,914 ) ( 33,759,277 ) Total Liabilities, Ordinary Shares subject to Possible Redemption and Shareholders' Deficit $

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