TACOU · Berto Acquisition Corp.

Net income swung dramatically to $2.2M in Q1 FY2026 from a $17.9K loss in the prior year, primarily because the Company generates non-operating income from its Trust Account investments. This dynamic underscores the SPAC structure, where investment returns from IPO proceeds held in trust provide the sole profitability driver absent an operating business. Operating income, however, posted a $482K loss, capturing general and administrative expenses that support the search for a suitable business combination. These costs are inherent to the pre-deal phase, with no revenue generation until a target is acquired and the combination consummates.

Cash flow from operations reflected heightened usage at $120K, up from $23K last year, as working capital changes and non-cash items influenced the period's burn. This increase signals the ongoing operational demands of maintaining the SPAC vehicle, including administrative overhead and preparation for deal execution. Notably, as of March 31, 2026, the Company had no borrowings under Working Capital Loans, which our Sponsor or affiliates could provide—but are not obligated to—for financing transaction costs. This zero-debt position preserves liquidity options, with any such loans repayable upon successful Initial Business Combination completion.

Management's acquisition strategy remains broad, informed by a decade-long perspective on technology and growth industries, with particular emphasis on AI alongside rapidly expanding wellness, longevity, and aesthetics sectors. Having reviewed over a thousand potential targets, the team continues this pursuit within the Completion Window, though no assurance exists of success or timing. Holders of Founder Shares, Sponsor Private Placement Warrants, and Working Capital Warrants hold registration rights, enabling up to three demands post-combination, which could influence future capital market dynamics.

The absence of off-balance-sheet obligations and Working Capital Loan draws positions the Company to navigate pre-deal pressures without additional leverage. Investors should monitor progress toward a business combination, as failure to complete one risks mandatory liquidation and return of Trust funds to public shareholders. This going concern consideration ties directly to the Completion Window, emphasizing the time-sensitive nature of identifying and effectuating a deal. Overall, Q1 results highlight the SPAC's reliance on Trust income to weather operating losses and cash outflows while advancing the combination objective.