HCM II Acquisition Corp.
For the period ended Jun 30, 2025. Filed Aug 12, 2025.
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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
IMSR$2.84+10.7%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 2025-05-20.
0001213900-25-045957
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.
0001213900-25-075067
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 41 previous paragraphs and 45 current paragraphs.
35 unchanged; 6 reworded; 4 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 0 previous and 0 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 (4)
Current report
Pursuant to the Business Combination Agreement, the aggregate consideration to be paid in the Merger in respect of each Terrestrial Energy Common Share and each Terrestrial Energy Series A Preferred Share that is issued and outstanding immediately prior to the Effective Time (as defined in the Business Combination Agreement), will be a number of shares of Domesticated Common Stock equal to the Exchange Ratio (the “Per Share Base Consideration”). The “Exchange Ratio” is equal to the number of shares of Domesticated Common Stock equal to the quotient of (i)(a) $925,000,000, divided by (b) the Redemption Price divided by (ii) the Terrestrial Energy Fully Diluted Capital (as defined in the Business Combination Agreement).
Current report
For the six months ended June 30, 2025, we had net income of $1,291,026 which consists of interest earned on marketable securities held in the trust account of $4,940,590, offset by operating costs of $2,592,440, initial loss on FPA Liability of $893,425 and change in fair value of FPA Liability of $163,699.
Current report
For the period from April 4, 2024 (inception) through June 30, 2024, we had a net loss $52,663, which consisted of general and administrative costs.
Current report
For the period from April 4, 2024 (inception) through June 30, 2024, cash used in operating activities was $0. Net loss of $52,663 was affected by formation costs paid by Sponsor in exchange for issuance of Class B ordinary shares of $12,463 and payment of operation costs through promissory note of $40,200.
Reworded paragraphs (6)
Previous wording
For the three months ended March 31, 2025, we had net income of $689,999 which consists of interest earned on marketable securities held in the trust account of $2,462,864, offset by operating costs of $1,103,133.
Current wording
For the three months ended June 30, 2025, we had net income of $601,027 which consists of interest earned on marketable securities held in the trust account of $2,477,726, offset by operating costs of $1,489,307 and change in fair of FPA Liability of $387,392.
Previous wording
For the three months ended March 31, 2025, cash used in operating activities was $150,929. Net income of $689,999 was affected by interest earned on marketable securities held in the trust account of $2,462,864. Changes in operating assets and liabilities was affected by $952,204 of cash provided for operating activities.
Current wording
For the six months ended June 30, 2025, cash used in operating activities was $544,006. Net income of $1,291,026 was affected by interest earned on marketable securities held in the trust account of $4,940,590, initial loss on FPA Liability of $893,425 and change in fair value of FPA Liability of $163,699. Changes in operating assets and liabilities used $2,048,434 of cash for operating activities.
Previous wording
As of March 31, 2025, we had marketable securities held in the trust account of $237,656,449. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.** **
Current wording
As of June 30, 2025, we had marketable securities held in the trust account of $240,134,175. We intend to use substantially all of the funds held in the Trust Account, including any amounts representing interest earned on the Trust Account (less income taxes payable), to complete our Business Combination. To the extent that our share capital or debt is used, in whole or in part, as consideration to complete our Business Combination, the remaining proceeds held in the Trust Account will be used as working capital to finance the operations of the target business or businesses, make other acquisitions and pursue our growth strategies.** **
Previous wording
As of March 31, 2025, we had cash held outside of the trust account of $517,160 available for working capital needs. 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 held outside of the trust account of $124,083 available for working capital needs. 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
We have until August 19, 2026 to consummate the initial Business Combination (assume no extensions). If we do not complete a Business Combination, we will trigger an automatic winding up, dissolution and liquidation pursuant to the terms of the Amended and Restated Memorandum and Articles of Association. Notwithstanding management’s belief that we would have sufficient funds to execute its business strategy, there is a possibility that business combination might not happen within the 24-month period from the date of the auditors’ report.
Current wording
We have until August 19, 2026 to consummate the initial Business Combination (assume no extensions). If we do not complete a Business Combination, we will trigger an automatic winding up, dissolution and liquidation pursuant to the terms of the Amended and Restated Memorandum and Articles of Association. Notwithstanding management’s belief that we would have sufficient funds to execute its business strategy, there is a possibility that business combination might not happen within the 24-month period from the date of the Initial Public Offering.
Previous wording
On March 26, 2025, we entered into a Forward Purchase Agreement. We accounts for the Forward Purchase Agreement as a derivative instrument in accordance with the guidance in ASC 815-40. The instrument is subject to re-measurement at each balance sheet date, with changes in fair value recognized in the condensed statements of operations. The ability of us to receive any of the proceeds of the Forward Purchase Agreement is dependent upon the financial metrics of the business combination target, among other factors, rendering the receipt of such proceeds outside the control of us. As of March 31, 2025, the fair value of the forward purchase derivative liability was $669,732.
Current wording
On March 26, 2025, we entered into a Forward Purchase Agreement. We account for the Forward Purchase Agreement as a derivative instrument in accordance with the guidance in ASC 815-40. The instrument is subject to re-measurement at each balance sheet date, with changes in fair value recognized in the condensed statements of operations. The ability of us to receive any of the proceeds of the Forward Purchase Agreement is dependent upon the financial metrics of the business combination target, among other factors, rendering the receipt of such proceeds outside the control of us. As of June 30, 2025, the fair value of the forward purchase derivative liability was $1,057,124.