Cayson Acquisition Corp
For the period ended Sep 30, 2025. Filed Nov 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.
Sep 30, 2025 · Filed Nov 12, 2025
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-14.
0001641172-25-023963
Item 2. – Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-12.
0001493152-25-021969
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 49 previous paragraphs and 52 current paragraphs.
41 unchanged; 8 reworded; 3 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 (3)
Current report
For the nine months ended September 30, 2025, cash used in investing activities was $600,000. which represents the extension payment deposited into an escrow account maintained by the Company’s trustee, Continental, in connection with the Company’s extension of the deadline to consummate a Business Combination. Such funds are subject to possible redemption by the Company’s public shareholders in accordance with the terms of the Trust Account.
Current report
For the nine months ended September 30, 2025, cash provided by financing activities was $600,000, consisting of $300,000 of proceeds from promissory notes and $300,000 of proceeds from promissory notes – related party.
Current report
On September 9, 2025, Cayson Holding LP, one of the Sponsors, issued an unsecured promissory note to the Company, pursuant to which the Company borrowed an aggregate amount of $300,000 (the “Extension Note”). The Extension Note is non-interest bearing and are repayable in full upon consummation of a Business Combination. The proceeds from the Extension Note were deposited into escrow account managed by the Company’s trustee, Continental. Such funds are subject to possible redemption by the Company’s public shareholders in accordance with the terms of the Trust Account, and were used to extend the period of time the Company has to consummate a Business Combination from September 23, 2025 to January 23, 2026. As of September 30, 2025, $300,000 was outstanding under the Extension Note.
Reworded paragraphs (8)
Previous wording
For the three months ended June 30, 2025, we had a net income of $383,558, which consists of a loss of $259,113 derived from formation and operating costs, offset by interest earned on cash and investments held in the Trust Account of $640,013, and bank-interest income of $2,657
Current wording
For the three months ended September 30, 2025, we had net income of $415,606 which consisted of a loss of $234,096 derived from formation and operating costs, offset by interest earned on cash and investments held in the Trust Account of $648,039 and bank interest income of $1,663.
Previous wording
For the six months ended June 30, 2025, we had a net income of $788,235, which consists of a loss of $494,912 derived from formation and operating costs, offset by interest earned on cash and investments held in the Trust Account of $1,276,187, and bank-interest income of $6,960.
Current wording
For the nine months ended September 30, 2025, we had net income of $1,203,841, which consisted of a loss of $729,008 derived from formation and operating costs, offset by interest earned on cash and investments held in the Trust Account of $1,924,226 and bank interest income of $8,623.
Previous wording
For the period from May 27, 2024 (inception) through June 30, 2024, we had a net loss of $59,919, which resulted entirely from formation and operating costs.
Current wording
For the period from May 27, 2024 (inception) through September 30, 2024, we had a net loss of $91,197, which resulted entirely from formation and operating costs incurred prior to the IPO.
Previous wording
Following the Initial Public Offering and the private placement, an aggregate of $60,000,000 ($10.00 per Unit) was placed in the Trust Account. We incurred transaction costs amounted to $3,722,528 (net of $300,000 underwriters cash reimbursement of deferred offering cost), consisting of $1,200,000 of cash underwriting fees, $2,100,000 of deferred underwriting fees, and $566,978 of other offering costs.
Current wording
Following the Initial Public Offering and the private placement, an aggregate of $60,000,000 ($10.00 per Unit) was placed in the Trust Account. We incurred transaction costs amounted to $3,722,527 (net of $300,000 underwriters cash reimbursement of deferred offering cost), consisting of $1,200,000 of cash underwriting fees, $2,100,000 of deferred underwriting fees, and $422,527 of other offering costs.
Previous wording
For the six months ended June 30, 2025, cash used in operating activities was $281,836. Net income of $788,235 was reduced by $1,276,187 of interest earned on the Trust Account and $6,959 of bank-interest income. Changes in operating assets and liabilities used $206,116 of cash for operating activities.
Current wording
For the nine months ended September 30, 2025, cash used in operating activities was $377,356. Net income of $1,203,841 was reduced by $1,924,226 of interest earned on cash and investments held in the Trust. Changes in operating assets and liabilities provided $343,029 of cash for operating activities.
Previous wording
As of June 30, 2025, we had cash and investments held in the Trust Account of $62,028,266. 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 September 30, 2025, we had cash and investments held in the Trust Account of $62,676,305. 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 June 30, 2025, we had a cash balance of $183,418 and a working capital of $203,540. We intend to use the funds held outside the Trust Account primarily to pay existing accounts payable, identify and evaluate target business combination candidates, perform business due diligence on prospective target businesses, pay for travel expenditures to 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.
Current wording
As of September 30, 2025, we had a cash balance of $87,898 held outside the Trust Account and working capital deficit of $481,777. We intend to use the funds held outside the Trust Account primarily to pay existing accounts payable, identify and evaluate target business combination candidates, perform business due diligence on prospective target businesses, pay for travel expenditures to 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.
Previous wording
The Company engaged TenX Global Capital LP (“TenX”) as a related party consultant in connection with the formation and initial public offering. During the period from May 27, 2024 (inception) through December 31, 2024, $150,000 has been paid through sponsor as deferred offering costs for these services. As of June 30, 2025 and December 31, 2024, no amounts remain outstanding.
Current wording
The Company engaged TenX Global Capital LP as a related party consultant in connection with the formation and initial public offering. During the period from May 27, 2024 (inception) through December 31, 2024, $150,000 has been paid through sponsor as deferred offering costs for these services. As of September 30, 2025 and December 31, 2024, no amounts remain outstanding.