Skip to main content

Leapfrog Acquisition Corp

For the period ended Sep 30, 2026. Filed Nov 5, 2026.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2026 · Filed Nov 5, 2026

LFAC$10.100.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2026-06-30; filed 2026-08-12.

0001185185-26-003435

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-05.

0001185185-26-005198

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 49 previous paragraphs and 51 current paragraphs.

42 unchanged; 7 reworded; 2 added; 0 removed; 0 previous and 0 current paragraphs rearranged.

Tables are not compared: 2 previous and 2 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (2)

Current report

Management plans to complete a Business Combination within the Completion Window, which currently expires on December 8, 2027, unless extended. However, the Company has limited funds available outside the Trust Account to meet its operating and transaction costs. If actual costs, including unanticipated or unbudgeted expenses, exceed management’s estimates, the Company may not have sufficient liquidity to meet its obligations as they become due before completing a Business Combination. The Sponsor or its affiliates and certain officers and directors may provide Working Capital Loans, but they are not obligated to do so, and additional financing may not be available when needed.

Current report

In its evaluation under Financial Accounting Standards Board (“FASB”) ASC 205-40, “Presentation of Financial Statements — Going Concern,” management has concluded that these conditions, considered in the aggregate, raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date these condensed financial statements are issued. Management’s plans to complete a Business Combination or obtain additional financing do not alleviate this substantial doubt. The accompanying unaudited condensed financial statements have been prepared on a going concern basis and do not include adjustments that might be necessary if the Company is unable to continue as a going concern.
Reworded paragraphs (7)

Previous wording

Simultaneously with the closing of the Initial Public Offering, we consummated the sale of (i) 472,500 Private Placement Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant (the “Sponsor Private Placement Units”), at a price of $10.00 per Sponsor Private Placement Unit in a private placement, generating gross proceeds of $4,725,000 (the “Private Placement”). Of the 472,500 Private Placement Units, the Sponsor purchased 328,750 Private Placement Units and the BTIG, LLC, the representative of the underwriters, purchased 143,750 Private Placement Units.

Current wording

Simultaneously with the closing of the Initial Public Offering, we consummated the sale of (i) 472,500 Private Placement Units, each consisting of one Class A ordinary share and one-half of one redeemable warrant (the “Sponsor Private Placement Units”), at a price of $10.00 per Sponsor Private Placement Unit in a private placement, generating gross proceeds of $4,725,000 (the “Private Placement”). Of the 472,500 Private Placement Units, the Sponsor purchased 328,750 Private Placement Units and BTIG, LLC, the representative of the underwriters, purchased 143,750 Private Placement Units.

Previous wording

For the three and six months ended June 30, 2026, the Company had a net income of $1,125,244 and $2,199,838, respectively, which consisted of interest earned on cash held in Trust Account, partially offset by general and administrative expenses. For the period from June 20, 2025 (inception) through June 30, 2025, the Company had a net loss of $6,014, consisting of general and administrative expenses.

Current wording

For the three and nine months ended September 30, 2026, the Company had a net income of $1,188,406 and $3,388,244, respectively, which consisted of interest earned on cash held in Trust Account, partially offset by general and administrative expenses. For the three months ended September 30, 2025, the Company had a net loss of $54,875, consisting of general and administrative expenses. For the period from June 20, 2025 (inception) through September 30, 2025, the Company had a net loss of $60,889, which primarily consisted of general and administrative costs.

Previous wording

Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of shares of Class B ordinary shares, par value $0.0001 per share, by the Sponsor and loans from the Sponsor. As of June 30, 2026, the Company had $924,963 in cash and a working capital surplus of $1,004,716.

Current wording

Until the consummation of the Initial Public Offering, our only source of liquidity was an initial purchase of shares of Class B ordinary shares, par value $0.0001 per share, by the Sponsor and loans from the Sponsor. As of September 30, 2026, the Company had $877,781 in cash and a working capital surplus of $913,380.

Previous wording

As of June 30, 2026, the Company had $924,963 in its operating bank account and a working capital surplus of $1,004,716. The Company has incurred and expects to continue to incur significant costs as a publicly traded company, to evaluate business opportunities, and to close on a Business Combination. Such costs will be incurred prior to generating any operating revenues. Management plans to complete a Business Combination before the mandatory liquidation date and anticipates that the Company will have sufficient liquidity to fund its operations until then. However, there is no assurance that the Company’s plans to consummate a Business Combination will be successful within the Completion Window or that liquidity will be sufficient to fund operations. In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standards Board (“FASB”) ASC 205-40, “Presentation of Financial Statements — Going Concern,” management has determined that, pursuant to the proceeds received from the Initial Public Offering, it has access to funds that allow the Company to continue as a going concern.

Current wording

As of September 30, 2026, the Company had $877,781 in its operating bank account and a working capital surplus of $913,380. The Company has incurred and expects to continue to incur significant costs as a publicly traded company, to evaluate business opportunities, and to close on a Business Combination. Such costs will be incurred prior to generating any operating revenues.

Previous wording

We do not believe we will need to raise additional funds in order to meet the expenditures required for operating our business. However, if our estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination is less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our Business Combination. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of our Public Shares upon consummation of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.

Current wording

We may need to raise additional funds to meet the expenditures required for operating our business. If our estimate of the costs of identifying a target business, undertaking in-depth due diligence and negotiating a Business Combination is less than the actual amount necessary to do so, we may have insufficient funds available to operate our business prior to our Business Combination. Moreover, we may need to obtain additional financing either to complete our Business Combination or because we become obligated to redeem a significant number of our Public Shares upon consummation of our Business Combination, in which case we may issue additional securities or incur debt in connection with such Business Combination.

Previous wording

Commencing on December 8, 2025, the Company agreed to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, utilities, secretarial support and administrative support. This arrangement will terminate upon the earlier of the completion of a Business Combination or the distribution of the Trust Account to the public shareholders. For the three and six months ended June 30, 2026, the Company incurred $30,000 and $60,000 in fees for these services, respectively, with related amounts of $33,103 and $7,500 included in due to Sponsor in the accompanying balance sheets as of June 30, 2026 and December 31, 2025, respectively.

Current wording

Commencing on December 8, 2025, the Company agreed to pay an affiliate of the Sponsor a monthly fee of $10,000 for office space, utilities, secretarial support and administrative support. This arrangement will terminate upon the earlier of the completion of a Business Combination or the distribution of the Trust Account to the public shareholders. For the three and nine months ended September 30, 2026, the Company incurred $30,000 and $90,000 in fees for these services, respectively, with related amounts of $56,007 and $7,500 included in due to Sponsor in the accompanying condensed balance sheets as of September 30, 2026 and December 31, 2025, respectively.

Previous wording

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could materially differ from those estimates.

Current wording

The preparation of financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and income and expenses during the periods reported. Making estimates requires management to exercise significant judgement. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results could materially differ from those estimates. We have not identified any critical accounting estimates as of September 30, 2026.