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10-Q2026-05-14· grok-4-1-fast-non-reasoning

SSEAR · Starry Sea Acquisition Corp.

0001829126-26-005196

SEC filing

Summary

Net income of $325.2K reflects non-operating interest income exceeding $159.3K formation and operating costs, consistent with pre-merger SPAC dynamics as management pursues a business combination amid public company expenses.

Key takeaways

Full analysis

Starry Sea Acquisition Corp Rights (SSEA) reported Q1 FY2026 net income of $325.2K, driven by non-operating interest income on investments held in trust and cash that exceeded formation and operating costs of $159.3K. This dynamic is characteristic of special purpose acquisition companies in their pre-merger phase, where Trust yields provide liquidity to cover public company overhead while management identifies and pursues target businesses without industry or geographic limitations.

Operating income reflected a $159.3K loss, primarily from professional fees, directors' and officers' insurance, and SEC compliance expenses. These costs are expected to continue as the Company sustains its public status and advances toward a business combination. Diluted EPS of $-0.02 captures the per-share effect of these expenses, partially mitigated by interest income. Management notes that under GAAP, estimates and assumptions impact reported amounts, with fair value measurements under ASC Topic 820 relying on observable market inputs where available and unobservable assumptions otherwise.

Cash flow from operations used $54.1K net cash, reflecting adjustments for Trust interest timing and amortization of prepaid expenses amid limited operational activity. Prior liquidity needs were met through sponsor contributions, and the Company anticipates significant transaction costs ahead. This burn rate underscores the need for disciplined capital management during the search process.

Looking forward, management highlights ongoing professional costs to remain public and substantial expenses tied to consummating a merger. While interest income supports current operations, success depends on identifying a suitable target, with no assurances of completion. Investors should note the reliance on sponsor support if extended searches or redemptions strain outside-Trust cash, consistent with SPAC lifecycle risks.