PGAC · Pantages Capital Acquisition Corp

Performance Summary

For the fiscal year ended December 31, 2025, Pantages Capital Acquisition Corp reported a net income of $2,547,952. This represents a substantial positive swing from the net loss of $85,311 reported for the period from inception (May 31, 2024) through December 31, 2024. The company's financial performance is not driven by operations, as it is a pre-revenue blank check company. The net income for 2025 was generated by $3,565,599 in interest and dividend income on cash and investments held in the Trust Account. This income was partially offset by formation and operating costs of $1,017,647, resulting in a loss from operations of $1,054,000. The company's basic and diluted net income per share were $0.00 for the year.

Revenue Analysis

The company has not generated any operating revenues to date. Its sole business activity since its IPO has been identifying and evaluating suitable target businesses for an initial business combination. The only income reported is non-operating income from interest and dividends earned on the funds held in the Trust Account, which amounted to $3.6 million for the year ended December 31, 2025. The company does not expect to generate any operating revenues until after the completion of an initial business combination.

Margins & Profitability

As a pre-operational entity with no revenue, traditional margin analysis (gross margin, operating margin) is not applicable. The company's profitability metric, net income of $2.5 million, is entirely attributable to investment income from its Trust Account, which holds the net proceeds from its IPO and private placement. The company's operations consistently result in a loss, with a reported loss from operations of $1.0 million for the year, primarily due to formation, operating, and public company compliance costs. The cost structure is dominated by these administrative and pursuit costs for a business combination.

Cash Flow & Balance Sheet

Net cash used in operating activities was $1.1 million for the year ended December 31, 2025. The company's balance sheet as of December 31, 2025, shows total assets of $90.4 million, which is almost entirely composed of $90.1 million in cash and investments held in the Trust Account. Current assets outside the Trust Account total $275,000, consisting of $188,000 in cash and $87,000 in prepaid expenses. Total liabilities are $1.7 million, resulting in a shareholders' deficit of $1.4 million. The company reported a working capital deficit of $516,767. Liquidity outside the Trust Account is limited, and the company has relied on loans from its sponsor, including a working capital loan of $714,500, to fund operations. A second promissory note for up to $500,000 was agreed to with the sponsor on February 26, 2026, for additional working capital.

Outlook

The company's primary forward-looking event is the pending business combination with MacMines Austasia Pty Ltd, as detailed in the Merger Agreement executed on November 18, 2025. This agreement extended the company's deadline to complete an initial business combination to June 6, 2026. Management's discussion highlights several material risks, including the company's status as a blank check company with no operating history, the going concern emphasis paragraph from its auditor, and the risk of not completing a business combination by the deadline, which would trigger liquidation and the redemption of public shares at approximately $10.00 per share. The company's strategic priority is solely the successful consummation of the MacMines business combination, after which the combined entity would seek to operate as a public company.