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Newbury Street II Acquisition Corp

For the period ended Dec 31, 2025. Filed Mar 6, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 6, 2026

NTWO$10.92-0.6%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Balance Sheets as of December 31, 2025 and 2024

BALANCE SHEETS

December 31, 2025December 31, 2024
ASSETS
Current Assets
Cash$772,506$1,237,201
Due from Sponsor32,59025,000
Prepaid expenses91,171185,085
Total Current Assets896,2671,447,286
Long-term prepaid insurance—86,667
Cash and securities held in Trust Account181,847,374174,580,335
Total Assets$182,743,641$176,114,288
LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION, AND SHAREHOLDERS’ DEFICIT
Current Liabilities
Accounts payable and accrued expenses$122,304$38,679
Accrued offering costs25,000100,264
Total Current Liabilities147,304138,943
Deferred underwriting fee6,037,5006,037,500
Total Liabilities6,184,8046,176,443
Commitments and Contingencies (Note 6)
Class A Ordinary Shares subject to possible redemption 17,250,000 shares issued and outstanding, at redemption value of $10.54 per share as of December 31, 2025 and $10.12 as of December 31, 2024181,847,374174,580,335
Shareholders’ Deficit
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding as of December 31, 2025 and December 31, 2024——
Class A Ordinary Shares, $0.0001 par value; 500,000,000 shares authorized; 748,375 shares issued and outstanding (excluding 17,250,000 shares subject to possible redemption) as of December 31, 2025 and December 31, 20247575
Class B Ordinary Shares, $0.0001 par value; 50,000,000 shares authorized; 6,118,000 shares issued and outstanding as of December 31, 2025 and December 31, 2024612612
Additional paid-in capital——
Accumulated deficit(5,289,224)(4,643,177)
Total Shareholders’ Deficit(5,288,537)(4,642,490)
TOTAL LIABILITIES, CLASS A ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION, AND SHAREHOLDERS’ DEFICIT$182,743,641$176,114,288

STATEMENTS OF OPERATIONS

For the Year Ended December 31, 2025For the Period from June 18, 2024 (inception) through December 31, 2024
General and administrative costs$688,452$175,611
Loss from Operations(688,452)(175,611)
Other income:
Interest earned on cash and securities held in Trust Account7,267,0391,217,835
Interest on operating account42,405—
Total other income7,309,4441,217,835
Net Income$6,620,992$1,042,224
Weighted average shares outstanding of redeemable Class A Ordinary Shares outstanding17,250,0005,016,582
Basic Net Income per Ordinary Share, redeemable Class A Ordinary Shares$0.27$0.10
Weighted average shares outstanding of non-redeemable Class A Ordinary Shares and Class B Ordinary Shares outstanding6,866,3755,715,425
Basic Net Income per Ordinary Share, non-redeemable Class A Ordinary Shares and Class B Ordinary Shares$0.27$0.10

STATEMENTS OF CHANGES IN SHAREHOLDERS’ DEFICIT

FOR THE YEAR ENDED DECEMBER 31, 2025 AND FOR THE PERIOD FROM JUNE 18, 2024

(INCEPTION) THROUGH DECEMBER 31, 2024

Class A · Class B · Additional · Total
Ordinary Shares · Ordinary Shares · Paid-in · Accumulated · Shareholders’
SharesAmountSharesAmountCapitalDeficitDeficit
Balance as of June 18, 2024 (inception)—$——$—$—$—$—
Issuance of Class B Ordinary Shares to Sponsor——6,118,00061224,388—25,000
Accretion for Class A Ordinary Shares to redemption amount————(7,721,375)(5,685,401)(13,406,776)
Sale of Private Placement Units648,37565——6,483,685—6,483,750
Fair value of Public Warrants at issuance————517,500—517,500
Fair value of Representative Shares deferred until IPO100,00010——750,990—751,000
Allocated value of transaction costs————(55,188)—(55,188)
Net income—————1,042,2241,042,224
Balance – December 31, 2024748,375$756,118,000$612$—$(4,643,177)$(4,642,490)
Accretion for Class A Ordinary Shares to redemption amount—————(7,267,039)(7,267,039)
Net income—————6,620,9926,620,992
Balance - December 31, 2025748,375$756,118,000$612$—$(5,289,224)$(5,288,537)

STATEMENTS OF CASH FLOWS

For the Year Ended December 31, 2025For the Period from June 18, 2024 (inception) through December 31, 2024
Cash flows from operating activities:
Net income$6,620,992$1,042,224
Adjustments to reconcile net income to net cash used in operating activities:
Payment of formation costs through issuance of Class B Ordinary Shares—5,402
Payment of operation costs through IPO Promissory Note - related party—30,487
Interest earned on cash and securities held in Trust Account(7,267,039)(1,217,835)
Changes in operating assets and liabilities:
Prepaid expenses93,914(85,685)
Due from Sponsor(7,590)(25,000)
Long-term prepaid insurance86,667(86,667)
Accounts payables and accrued expenses83,62538,679
Accrued offering costs(75,264)—
Net cash used in operating activities(464,695)(298,395)
Cash flows from investing activities:
Investment of cash into Trust Account—(173,362,500)
Net cash used in investing activities—(173,362,500)
Cash flows from financing activities:
Proceeds from sale of Public Units, net of underwriting discounts paid—169,050,000
Proceeds from sale of Private Placement Units—6,483,750
Repayment of IPO Promissory Note-related party—(329,693)
Payment of offering costs—(305,961)
Net cash provided by financing activities—174,898,096
Net Change in Cash(464,695)1,237,201
Cash - Beginning of period1,237,201—
Cash - End of period$772,506$1,237,201
Supplemental disclosure of noncash investing and financing activities:
Deferred offering costs included in accrued offering costs$—$100,264
Deferred offering costs paid through IPO Promissory Note-related party$—$205,806
Deferred offering costs paid by Sponsor in exchange for issuance of Class B Ordinary Shares$—$19,598
Accretion of Class A Ordinary Shares to redemption value$—$13,406,776
Deferred underwriting fee payable$—$6,037,500
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