Global Gas Corp
For the period ended Mar 31, 2026. Filed May 15, 2026.
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.
Mar 31, 2026 · Filed May 15, 2026
HGAS$0.060.0%Stored close · as of Jul 8, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-14.
0001213900-25-110899
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-15.
0001213900-26-056883
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 67 previous paragraphs and 63 current paragraphs.
37 unchanged; 20 reworded; 6 added; 9 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 6 previous and 5 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
The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with our condensed consolidated financial statements for the three months ended March 31, 2026 and 2025 and our audited financial statements as of the year ended December 31, 2025, included in Form 10-K filed with the Securities and Exchange Commission (“SEC”) on April 15, 2026. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from such forward-looking statements. Factors that could cause or contribute to those differences include, but are not limited to, those identified below and those discussed in the sections titled “Risk Factors” and “Cautionary Note Regarding Forward-Looking Statements” included elsewhere in this report. Additionally, our historical results are not necessarily indicative of the results that may be expected in any future period. Amounts are presented in U.S. dollars.
Current report
Cautionary Note Regarding Forward-Looking Statements
Current report
This report contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “PSLRA”). Forward-looking statements may be identified by the use of words such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “would,” “will,” “shall,” “seek,” “result,” “become,” “target” or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters, but the absence of these words does not mean a statement is not forward looking. Indications of, and guidance or outlook on, future earnings, dividends or financial position or performance are also forward looking statements. These forward-looking statements include, but are not limited to: (1) references with respect to the anticipated benefits of the proposed Business Combination and anticipated closing timing; (2) the anticipated capitalization and enterprise value of the combined company following the consummation of the proposed Business Combination; (3) current and future potential commercial and customer relationships; and (4) anticipated demand for New Global’s product and service offerings.
Current report
These forward-looking statements involve significant risks and uncertainties that could cause the actual results to differ materially, and potentially adversely, from those expressed or implied in the forward-looking statements. Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and assumptions and, as a result, are subject to risks and uncertainties. Most of these factors are outside the Company’s control and are difficult to predict. Factors that may cause such differences include, but are not limited to: (i) risks relating to the uncertainty of the projected financial information with respect to Global Hydrogen; (ii) risks relating to Global Hydrogen’s operations and business, including its ability to raise financing, hire employees, secure supplier, customer and other commercial contracts, obtain licenses and information technology and protect itself against cybersecurity risks; (iii) intense competition and competitive pressures from other companies worldwide in the industries in which it operates; (iv) litigation and the ability to adequately protect its intellectual property rights; (v) changes in applicable laws or regulations; and (vi) the possibility that Global Hydrogen may be adversely affected by other economic, business and/or competitive factors.
Current report
These forward-looking statements should not be relied upon as representing the Company’s assessments as of any date subsequent to the date of this report. Accordingly, undue reliance should not be placed upon the forward-looking statements.
Current report
Net cash used in operating activities for the three months ended March 31, 2025 was $39,413, primarily related to net loss for the period and a decrease contract liabilities.
Removed paragraphs (9)
Previous report
The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read in conjunction with our financial statements as of and for the three months ended September 30, 2025 and 2024, for the nine months ended September 30, 2025 and 2024 and other information included elsewhere in this report. This discussion includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We have based these forward-looking statements on our current expectations and projections about future events. These forward-looking statements are subject to known and unknown risks, uncertainties and assumptions about us that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “could,” “would,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “continue,” or the negative of such terms or other similar expressions. Such statements include, but are not limited to, possible business combinations and the financing thereof, and related matters, as well as all other statements other than statements of historical fact included herein. Factors that might cause or contribute to such a discrepancy include, but are not limited to, those described in our other Securities and Exchange Commission (“SEC”) filings.
Previous report
As of September 30, 2025, the Company’s revenue was generated from one contract. As of September 30, 2025, the Company’s expenses have been related to initial operations and efforts to source materials for future projects and to undertake conversations with potential customers.
Previous report
NM* - Percentage change not meaningful
Previous report
Other income
Previous report
During the three and nine months ended September 30, 2025, the Company received a refund of Delaware franchise taxes overpaid in 2023 of $0 and $202,173, respectively.
Previous report
Net cash and cash equivalents used in operating activities for the nine months ended September 30, 2024 was $1,265,884, primarily related to the decrease in accounts payable and accrued expenses and change in fair value of derivative warrant liabilities, partially offset by net income for the period and the increase in deferred revenue.
Previous report
Net cash and cash equivalents provided by financing activities the nine months ended September 30, 2024 was $275,000, consisting of the proceeds received from forward purchase agreement contract.
Previous report
Warrants
Previous report
New Accounting Pronouncements
Reworded paragraphs (20)
Previous wording
The following tables sets forth our condensed unaudited consolidated statements of operations for the three and nine months ended September 30, 2025 and 2024, and the dollar and percentage change between the two periods:
Current wording
The following tables sets forth our condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025, and the dollar and percentage change between the two periods:
Previous wording
For the three months ended September 30, 2025 and 2024, the Company recognized $0 and $0, respectively, of revenue from a project recognized on a net basis. For the nine months ended September 30, 2025 and 2024, the Company recognized $33,012 and $0, respectively, of revenue from a project recognized on a net basis.
Current wording
For the three months ended March 31, 2025, the Company recognized $33,012 of revenue from a project recognized on a net basis.
Previous wording
General and administrative expenses increased by $21,079 for the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily related to franchise tax expense, legal fees and professional fees. General and administrative expenses decreased by $29,244 for the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily related to franchise tax expense, legal fees and professional fees.
Current wording
General and administrative expenses decreased by $45,530 for the three months ended March 31, 2026 compared to the three months ended March 31, 2025, primarily related to a decrease in legal fees and professional fees.
Previous wording
For the three months ended September 30, 2025 and 2024, the Company earned $739 and $2,643, respectively, of interest income on cash balances at bank. For the nine months ended September 30, 2025 and 2024, the Company earned $2,498 and $15,118, respectively, of interest income on cash balances at bank.
Current wording
For the three months ended March 31, 2026 and 2025, the Company earned $358 and $885, respectively, of interest income on cash balances at bank.
Previous wording
For the three months ended September 30, 2025 and 2024, the Company incurred $3,453 and $0 respectively, of interest expense on its convertible promissory notes. For the nine months ended September 30, 2025 and 2024, the Company incurred $11,220 and $0, respectively, of interest expense on its convertible promissory notes.
Current wording
For the three months ended March 31, 2026 and 2025, the Company incurred $3,378 and $4,353, respectively, of interest expense on its convertible promissory notes.
Previous wording
The change in fair value of warrant liabilities for the three months ended September 30, 2025 and 2024 of $16,170 and $5,390, respectively, is recognized into other expense. The change in fair value of warrant liabilities for the nine months ended September 30, 2025 and 2024 of $8,090 and $357,080, respectively, is recognized into other expense and other income, respectively.
Current wording
The change in fair value of warrant liabilities for the three months ended March 31, 2026 and 2025 of $1,340 and $4,040, respectively, is recognized into other income on the condensed consolidated statement of operations.
Previous wording
Since inception, the Company’s primary sources of liquidity have been cash flows from contributions from a member and a related party. The Company had $48,307 in cash and cash equivalents, a working capital deficit of $307,470, and an accumulated deficit of $468,652 as of September 30, 2025.
Current wording
Since inception, the Company’s primary sources of liquidity have been cash flows from contributions from a member and a related party and from revenue from customers. The Company had $5,472 in cash, a working capital deficit of $299,776, and an accumulated deficit of $440,748 as of March 31, 2026.
Previous wording
The Company intends to operate with its current cash and cash equivalents on hand. In the future, the Company may borrow money and sell equity to finance its operations. As the Company has a limited operating history, its liquidity and capital resources may change substantially from past results.
Current wording
In the future, the Company may borrow money and sell equity to finance its operations. As the Company has a limited operating history, its liquidity and capital resources may change substantially from past results.
Previous wording
As a result of the above, in connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s (“FASB”) ASC Subtopic 205-40, “Going Concern,” management has determined that the Company’s liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern through twelve months from the date these condensed unaudited consolidated financial statements are available to be issued. These condensed unaudited consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.
Current wording
As a result of the above, in connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s (“FASB”) ASC Subtopic 205-40, “Going Concern,” management has determined that the Company’s liquidity condition raises substantial doubt about the Company’s ability to continue as a going concern through twelve months from the date these condensed consolidated financial statements are available to be issued. These condensed consolidated financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern.
Previous wording
Cash flows for the nine months ended September 30, 2025 and 2024
Current wording
Cash flows for the three months ended March 31, 2026 and 2025
Previous wording
The following table summarizes cash flows from operating, investing and financing activities for the nine months ended September 30, 2025 and 2024:
Current wording
The following table summarizes cash flows from operating, investing and financing activities for the three months ended March 31, 2026 and 2025:
Previous wording
Net cash and cash equivalents used in operating activities for the nine months ended September 30, 2025 was $63,632, primarily related to the decrease in deferred revenue and repayment of accounts payable – related party partially offset by a decrease in deposit.
Current wording
Net cash used in operating activities for the three months ended March 31, 2026 was $43,241, primarily related to net loss and a decrease in accounts payable and accrued expenses.
Previous wording
Net cash and cash equivalents used in financing activities for the nine months ended September 30, 2025 was $2,207, consisting of payments to a related party.
Current wording
Net cash used in financing activities during the three months ended March 31, 2025 was $707, consisting of payment to a related party.
Previous wording
The preparation of our condensed unaudited consolidated financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that impact the amounts reported in our condensed unaudited consolidated financial statements and accompanying notes that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
Current wording
The preparation of our condensed consolidated financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that impact the amounts reported in our condensed consolidated financial statements and accompanying notes that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered relevant. Actual results may differ from these estimates.
Previous wording
A summary of our significant accounting policies is included in Note 3, “Summary of significant accounting policies” to the accompanying condensed unaudited consolidated financial statements. Certain of our accounting policies are considered critical, as these policies require significant, difficult or complex judgments by management, often requiring the use of estimates about the effects of matters that are inherently uncertain.
Current wording
A summary of our significant accounting policies is included in Note 3, “Summary of significant accounting policies” to the accompanying condensed consolidated financial statements. Certain of our accounting policies are considered critical, as these policies require significant, difficult or complex judgments by management, often requiring the use of estimates about the effects of matters that are inherently uncertain.
Previous wording
The Company reviews the terms of warrants to purchase its common stock to determine whether warrants should be classified as liabilities or stockholders’ deficit in its condensed unaudited consolidated balance sheets. In order for a warrant to be classified in stockholders’ deficit, the warrant must be (i) indexed to the Company’s equity and (ii) meet the conditions for equity classification.
Current wording
The Company reviews the terms of warrants to purchase its common stock to determine whether warrants should be classified as liabilities or stockholders’ deficit in its condensed consolidated balance sheets. In order for a warrant to be classified in stockholders’ deficit, the warrant must (i) be indexed to the Company’s equity and (ii) meet the conditions for equity classification.
Previous wording
fair value of the warrant recorded in other non-operating losses (gains) in the condensed consolidated statements of operations. If a warrant meets both conditions for equity classification, the warrant is initially recorded, at its relative fair value on the date of issuance, in stockholders’ deficit in the condensed unaudited consolidated balance sheets, and the amount initially recorded is not subsequently remeasured at fair value.
Current wording
If a warrant does not meet the conditions for stockholders’ deficit classification, it is carried on the condensed consolidated balance sheets as a warrant liability measured at fair value, with subsequent changes in the fair value of the warrant recorded in other non-operating losses (gains) in the condensed consolidated statements of operations. If a warrant meets both conditions for equity classification, the warrant is initially recorded, at its relative fair value on the date of issuance, in stockholders’ deficit in the condensed consolidated balance sheets, and the amount initially recorded is not subsequently remeasured at fair value.
Previous wording
The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the condensed unaudited consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
Current wording
The Company follows the asset and liability method of accounting for income taxes under FASB ASC 740, which requires an asset and liability approach to financial accounting and reporting for income taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the condensed consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized.
Previous wording
The Company is expected to be an “emerging growth company” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to take advantage of the extended transition period to comply with new or revised accounting standards and to adopt certain of the reduced disclosure requirements available to emerging growth companies. As a result of the accounting standards election, the Company will not be subject to the same implementation timeline for new or revised accounting standards as other public companies that are not emerging growth companies which may make comparison of the Company’s condensed unaudited consolidated financial statements to those of other public companies more difficult.
Current wording
The Company is expected to be an “emerging growth company” as defined in Section 2(a) of the Securities Act of 1933, as amended, (the “Securities Act”), as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). The JOBS Act provides that an emerging growth company can take advantage of an extended transition period for complying with new or revised accounting standards. Thus, an emerging growth company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company has elected to take advantage of the extended transition period to comply with new or revised accounting standards and to adopt certain of the reduced disclosure requirements available to emerging growth companies. As a result of the accounting standards election, the Company will not be subject to the same implementation timeline for new or revised accounting standards as other public companies that are not emerging growth companies which may make comparison of the Company’s condensed consolidated financial statements to those of other public companies more difficult.
Previous wording
For the impact of recently issued accounting pronouncements on the Company’s condensed unaudited consolidated financial statements, see Note 3 to the condensed unaudited consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q and incorporated herein by reference.
Current wording
For the impact of recently issued accounting pronouncements on the Company’s condensed consolidated financial statements, see Note 3 to the condensed consolidated financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q and incorporated herein by reference.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
If a warrant does not meet the conditions for stockholders’ deficit classification, it is carried on the condensed unaudited consolidated balance sheets as a warrant liability measured at fair value, with subsequent changes in the