0001193125-26-051286
SEC filingArmada Acquisition Corp. II (AACI), a blank check company, reported a net loss of $604K for the three months ended December 31, 2025, compared to no comparable prior quarter in Q1 2025. The loss from operations was $2.9M driven by general and administrative costs, partially offset by $2.3M in interest income from the Trust Account holding $236.9M in cash and marketable securities (23,000,000 Class A ordinary shares at $10.30 redemption value). QoQ, total assets increased from $235.2M to $237.4M, Trust Account grew from $234.6M to $236.9M due to interest accretion, while cash declined from $361K to $287K. Total liabilities rose to $13.5M from $10.7M, primarily from accounts payable and accrued expenses increasing to $4.2M. Shareholders' deficit deepened to -$13.1M from -$10.1M. Net cash used in operating activities was $74K. As a SPAC post-IPO (May 2025, $230M raised), the company focuses on FinTech, SaaS, or AI business combinations, with no operations or revenues yet.
Armada Acquisition Corp. II reported a net loss of $603,760 for the three months ended December 31, 2025, driven by $2,905,649 in general and administrative costs resulting in a $2,905,649 operating loss. This was offset by $2,301,889 in interest income from the Trust Account, yielding the net loss. QoQ from September 30, 2025, total assets grew to $237,375,559 from $235,199,591, with the Trust Account increasing to $236,930,055 (redemption value $10.30 per share for 23,000,000 shares) from $234,628,166 ($10.20 per share). Cash decreased to $287,074 from $361,105. Liabilities rose to $13,495,722 from $10,715,994, mainly due to accounts payable and accrued expenses climbing to $4,183,158 from $1,403,430. Shareholders' deficit widened to -$13,050,218 from -$10,144,569, reflecting $2,301,889 accretion and net loss. No revenues as pre-business combination SPAC.
No operating revenues reported, as the Company is a blank check company pursuing a business combination. Non-operating other income of $2,301,889 from interest on Trust Account investments. No segment breakdown or geographic mix disclosed. Focus areas include FinTech, SaaS, or AI targets, but no specific target selected. Initial Public Offering in May 2025 raised $230M (23M units at $10.00), with Trust Account funded by IPO and private placement proceeds.
Not applicable for operating margins due to no revenues. Operating loss of $2.9M on administrative costs. Net loss per share for non-redeemable Class A & B shares was $0.02. Basic and diluted weighted average shares outstanding for redeemable Class A: 23,000,000; for non-redeemable: 8,590,000. Accumulated deficit increased to -$13,051,077. Additional paid-in capital remained at $0 post-accretion.
Net cash used in operating activities: $74,031, with net loss $603,760, interest earned adjustment -$2,301,889, and working capital changes including +$2,779,728 in accounts payable. Cash decreased $74,031 to $287,074. Total current assets $445,504 (cash $287K, prepaid expenses $33K, prepaid insurance $126K). No investing or financing cash flows reported. Balance sheet: Total assets $237.4M, liabilities $13.5M (including $9.2M deferred underwriting), Class A redemption $236.9M, shareholders' deficit -$13.1M. Liquidity supported by Trust Account.
No management guidance provided in filing. Company formed October 3, 2024, for business combination, with sponsor change to Arrington XRP Capital Fund, LP in August 2025. Branding license expires November 22, 2026. Disclosure controls effective as of December 31, 2025. No market risk disclosures required as smaller reporting company. Risks include completion of business combination; no operations until post-combination.