0001213900-26-026959
SEC filingCenturion Acquisition Corp. Unit (ALF) reported net income of $11.7 million for fiscal year 2025, driven primarily by $12.4 million in dividends and interest earned on marketable securities and cash held in its Trust Account. This income was partially offset by $626K in operating and formation costs, resulting in a loss from operations of -$626K. The company is a blank check company with no operations or revenue to date, formed to effect a business combination. As of December 31, 2025, total assets were $308.3 million, consisting mainly of $308.2 million in marketable securities and cash held in the Trust Account. Total liabilities were $13.7 million, primarily from a deferred underwriting fee payable of $13.7 million, resulting in total shareholders' deficit of -$13.6 million. The company has until June 12, 2026 to complete its initial business combination, with substantial doubt about its ability to continue as a going concern if unsuccessful.
Centurion Acquisition Corp. Unit reported net income of $11.7 million for fiscal year 2025, a significant financial result driven entirely by non-operating income. The company generated $12.4 million in dividends and interest earned on marketable securities and cash held in its Trust Account, which was partially offset by $626K in operating and formation costs. This resulted in a loss from operations of -$626K. The company has no operations or revenue to date, as it is a blank check company formed specifically to effect a business combination. All financial performance is derived from investment income rather than business operations.
No revenue was generated during the fiscal year, as the company has not engaged in any operations. The company is a shell company with no business activities beyond identifying potential acquisition targets. All income reported comes from non-operating sources, specifically interest and dividends earned on the Trust Account assets. The company's business model involves using the proceeds from its initial public offering and private placement warrants to identify and complete a business combination within 24 months of the IPO closing date of June 12, 2024.
The company reported a loss from operations of -$626K, reflecting the costs associated with being a public company and pursuing acquisition opportunities. With no revenue, traditional margin calculations are not applicable. The net income of $11.7M represents a 100% return on the Trust Account investments after accounting for operating costs. The company's profitability is entirely dependent on investment income rather than business operations, which is consistent with its status as a pre-business combination special purpose acquisition company.
Cash flow from operating activities was -$564K, while investing activities used -$287.5M primarily for investment in the Trust Account. Financing activities provided $288.3M from the IPO and private placement warrant sales. The balance sheet shows total assets of $308.3M, with $308.2M held in the Trust Account as marketable securities and cash. Current assets total $161K, including $101K in cash and $60K in prepaid expenses. Total liabilities are $13.7M, consisting mainly of a deferred underwriting fee payable of $13.7M. Shareholders' deficit stands at -$13.6M. The company has $100,985 in cash outside the Trust Account for working capital.
The company must complete its initial business combination by June 12, 2026 (24 months from IPO closing). Management has expressed substantial doubt about the company's ability to continue as a going concern if a business combination is not consummated by this deadline. The company intends to target businesses in the digital technology industry, focusing on companies with compelling growth potential, innovative technology, and scalable platforms. Risk factors include the inability to complete a business combination within the required timeframe, potential conflicts of interest with sponsors and directors, and the possibility that post-combination shareholders may own a minority interest in the combined entity.