CO2 Energy Transition Corp.
For the period ended Jun 30, 2025. Filed Aug 12, 2025.
View on SEC.govAbout 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.
Jun 30, 2025 · Filed Aug 12, 2025
NOEM$10.500.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-13.
0001213900-25-042720
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-12.
0001213900-25-075048
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe 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 60 previous paragraphs and 64 current paragraphs.
48 unchanged; 10 reworded; 3 added; 2 removed; 0 previous and 3 current paragraphs rearranged.
Tables are not compared: 7 previous and 9 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 (3)
Current report
Liquidity, Capital Resources and Going Concern
Current report
In addition, if we are unable to complete a Business Combination by May 22, 2026, unless extended for further 6 months, then the Company will cease all operations except for the purpose of liquidating. We cannot be assured that our plans to consummate an initial Business Combination will be successful.
Current report
In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Codification (“ASC”) 205-40 “Going Concern,” we have determined that the potential liquidity shortfall and the mandatory liquidation raise substantial doubt about the Company’s ability to continue as a going concern.
Removed paragraphs (2)
Previous report
Liquidity and Capital Resources
Previous report
In November 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.
Reworded paragraphs (10)
Previous wording
As of March 31, 2025, the Company had $631,409 in cash and working capital of $424,782.
Current wording
As of June 30, 2025, the Company had $469,288 in cash and working capital of $434,534.
Previous wording
For the three months ended March 31, 2025, cash used in operating activities was $337,343. Net income of $406,402 was impacted by interest earned on marketable securities held in the trust account of $725,763, and changes in operating assets and liabilities provided $17,982 of cash.
Current wording
For the six months ended June 30, 2025, cash used in operating activities was $563,672. Net income of $825,293 was impacted by interest earned on marketable securities held in the trust account of $1,455,374, and changes in operating assets and liabilities provided $66,408 of cash.
Previous wording
For the three months ended March 31, 2024, cash used in operating activities was $61,041. Net loss of $20,398 was impacted by operating expenses paid on behalf of the Company of $6,050, and changes in operating assets and liabilities used $46,693 of cash.
Current wording
For the six months ended June 30, 2024, cash used in operating activities was $76,718. Net loss of $40,453 was impacted by operating expenses paid on behalf of the Company of $6,050, and changes in operating assets and liabilities used $42,315 of cash.
Previous wording
For the three months ended March 31, 2025, cash provided by investing activities was $15,683, representing cash interest withdrawn from the Trust Account to pay taxes. We had no cash used in investing activities for the year ended March 31, 2024.
Current wording
For the six months ended June 30, 2025, cash provided by investing activities was $79,891, representing cash interest withdrawn from the Trust Account to pay taxes.
Previous wording
For the three months ended March 31, 2025, no cash was used in financing activities.
Current wording
For the six months ended June 30, 2025, no cash was used in financing activities.
Previous wording
For the three months ended March 31, 2024, cash provided by financing activities was $60,565, consisting of proceeds from our promissory note with our sponsor of $63,600, repayment of promissory note-related party of $2,000, and payments of offering costs of $1,035.
Current wording
For the six months ended June 30, 2024, cash provided by financing activities was $74,925, consisting of proceeds from our promissory note with our sponsor of $81,600, repayment of promissory note-related party of $2,000, and payments of offering costs of $4,675.
Previous wording
As of March 31, 2025, we had investments of $70,020,977 held in the trust account. Through March 31, 2025 and December 31, 2024, we have not withdrawn any principal from the trust account, nor any interest earned, except to pay taxes.
Current wording
As of June 30, 2025, we had investments of $70,686,381 held in the trust account. Through June 30, 2025 and December 31, 2024, we have not withdrawn any principal from the trust account, nor any interest earned, except to pay taxes.
Previous wording
As of March 31, 2025, we had cash of $631,409. We intend to use the funds held outside the trust account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a business combination.
Current wording
As of June 30, 2025, we had cash of $469,288. We intend to use the funds held outside the trust account primarily to identify and evaluate target businesses, perform business due diligence on prospective target businesses, travel to and from the offices, plants or similar locations of prospective target businesses or their representatives or owners, review corporate documents and material agreements of prospective target businesses, and structure, negotiate and complete a business combination.
Previous wording
For the three months ended March 31, 2025, we had net income of $406,402, which consists of interest income on investments held in the trust account of $725,763, offset by operating costs of $170,720, provision for income taxes of $146,016, and interest expense of $2,625.
Current wording
For the three months ended June 30, 2025, we had net income of $418,891, which consists of interest income on investments held in the trust account of $729,611, offset by operating costs of $162,313, provision for income taxes of $146,750, and interest expense of $1,657.
Previous wording
For the three months ended March 31, 2024, we had a net loss of $20,398, which consisted solely of general and administrative expense.
Current wording
For the three months ended June 30, 2024, we had a net loss of $20,055, which consisted solely of general and administrative expenses.
Rearranged current paragraphs (3)
Current report — wording carried from elsewhere
For the six months ended June 30, 2024, no cash was used in investing activities.
Current report — wording carried from elsewhere
For the six months ended June 30, 2025, we had net income of $825,293, which consists of interest income on investments held in the trust account of $1,455,374, offset by operating costs of $333,033, provision for income taxes of $292,766, and interest expense of $4,282.
Current report — wording carried from elsewhere
For the three months ended June 30, 2024, we had a net loss of $40,453, which consisted solely of general and administrative expenses.