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GP-Act III Acquisition Corp.

For the period ended Jun 30, 2025. Filed Aug 13, 2025.

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.

Jun 30, 2025 · Filed Aug 13, 2025

GPAT$11.06-0.2%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 2025-03-31; filed 2025-05-14.

0001213900-25-043106

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

Current report: 10-Q

Period ended 2025-06-30; filed 2025-08-13.

0001213900-25-075661

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 33 previous paragraphs and 36 current paragraphs.

26 unchanged; 4 reworded; 6 added; 3 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 (6)

Current report

For the three months ended June 30, 2025, we had a net income of $2,984,738, which consisted of interest earned on marketable securities held in the Trust Account of $3,126,072, partially offset by formation and operational costs of $141,334.

Current report

For the six months ended June 30, 2025, we had a net income of $5,892,067, which consisted of interest earned on marketable securities held in the Trust Account of $6,233,453, partially offset by formation and operational costs of $341,386.

Current report

For the three months ended June 30, 2024, we had a net income of $1,770,649, which consisted of interest earned on marketable securities held in the Trust Account of $1,948,063, partially offset by formation and operational costs of $177,414.

Current report

For the six months ended June 30, 2024, we had a net income of $1,710,911, which consisted of interest earned on marketable securities held in the Trust Account of $1,948,063, partially offset by formation and operational costs of $237,152.

Current report

** **In November 2024, the FASB issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, requiring public entities to disclose additional information about specific expense categories in the notes to the financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.
Removed paragraphs (3)

Previous report

For the three months ended March 31, 2025, we had a net income of $2,907,329, which consisted of interest earned on marketable securities held in the Trust Account of $3,107,381, partially offset by organizational and operational costs of $200,052.

Previous report

For the three months ended March 31, 2024, we had net loss of $59,738 which consisted of organizational and operational costs.
Reworded paragraphs (4)

Previous wording

For the three months ended March 31, 2025, cash used in operating activities was $151,938. Net income of $2,907,329 was affected by interest earned on marketable securities held in the Trust Account of $3,107,381. Changes in operating assets and liabilities provided $48,114 of cash for operating activities.

Current wording

For the six months ended June 30, 2025, cash used in operating activities was $282,196. Net income of $5,892,067 was affected by interest earned on marketable securities held in the Trust Account of $6,233,453. Changes in operating assets and liabilities used $59,190 of cash for operating activities.

Previous wording

For the three months ended March 31, 2024, cash used in operating activities was $48,011. Net loss of $59,738 was affected by changes in operating assets and liabilities provided $11,727 of cash for operating activities.

Current wording

For the six months ended June 30, 2024, cash used in operating activities was $496,525. Net income of $1,710,911 was affected by interest earned on marketable securities held in the Trust Account of $1,948,063. Changes in operating assets and liabilities used $259,373 of cash for operating activities.

Previous wording

As of March 31, 2025, we had marketable securities held in the Trust Account of $299,844,019 (including approximately $3,107,381 of interest income). We may withdraw interest from the Trust Account to pay taxes, if any. 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 permitted withdrawals and deferred underwriting discounts and commissions), to complete our initial business combination. To the extent that our capital stock or debt is used, in whole or in part, as consideration to complete our initial 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 $302,970,091 (including approximately $6,233,453 of interest income). We may withdraw interest from the Trust Account to pay taxes, if any. 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 permitted withdrawals and deferred underwriting discounts and commissions), to complete our initial business combination. To the extent that our capital stock or debt is used, in whole or in part, as consideration to complete our initial 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 of $376,572. 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, structure, negotiate and complete a business combination, and to pay for directors and officers liability insurance premiums. We have incurred and expect to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a business combination.

Current wording

As of June 30, 2025, we had cash of $246,314. 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, structure, negotiate and complete a business combination, and to pay for directors and officers liability insurance premiums. We have incurred and expect to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a business combination.