DT Cloud Star Acquisition Corp
For the period ended Sep 30, 2026. Filed Oct 20, 2026.
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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.
Sep 30, 2026 · Filed Oct 20, 2026
DTSQ$11.52-0.3%Stored close · as of Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-03.
0001493152-26-035847
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-20.
0001493152-26-047784
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 43 previous paragraphs and 44 current paragraphs.
38 unchanged; 4 reworded; 2 added; 1 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 (2)
Current report
Subsequent to the quarter ended September 30, 2026, on October 1, 2026, the Company held its Annual General Meeting of Shareholders, during which the Company’s shareholders approved amendments to the Company’s Investment Management Trust Agreement and Charter to extend the deadline by which the Company must consummate an initial business combination from October 26, 2026 to October 26, 2027, through up to twelve successive one-month extensions. This extension was sought to provide the Company with additional time to complete its previously announced proposed business combination with PrimeGen US, Inc. While the shareholders’ approval has extended the Company’s timeline, there can be no assurance that the Company will be able to consummate the business combination within the extended period or at all. Failure to complete the business combination by the extended deadline would result in the Company’s mandatory liquidation and subsequent dissolution.
Current report
In connection with the Annual General Meeting, holders of 787,135 public shares exercised their redemption rights, and such shares were redeemed. These redemptions and the sponsor’s extension payment have reduced the amount of cash available outside of the Trust Account and may adversely affect the Company’s liquidity position and its ability to fund transaction-related expenses. Management is actively evaluating available financing options, including the issuance of additional promissory notes to the sponsor or its affiliates, to address the Company’s liquidity needs. However, there is no guarantee that such financing will be available on acceptable terms or at all. This subsequent event does not have any direct impact on the Company’s reported results of operations, cash flows, or financial position for the quarter ended September 30, 2026.
Removed paragraphs (1)
Previous report
Subsequent to the quarter ended June 30, 2026, on July 29, 2026, the Company completed the transfer of its listed securities from the Nasdaq Global Market to the Nasdaq Capital Market, following Nasdaq’s approval received on July 27, 2026. This transfer was initiated to address previously reported deficiencies in the Company’s compliance with the Global Market continued listing standards and has successfully restored the Company’s compliance at the Capital Market tier, which imposes lower quantitative thresholds for stockholders’ equity, market value of publicly held shares, and minimum bid price. While this transfer has resolved the immediate risk of delisting, management cautions that there can be no assurance that the Company will be able to maintain compliance with the Capital Market’s ongoing listing requirements in the future. A future delisting from Nasdaq, if it were to occur, would materially reduce the trading liquidity of the Company’s ordinary shares, units and rights, and would adversely affect their market prices, as well as potentially impair the Company’s access to capital markets. Management intends to continue monitoring the Company’s key financial metrics against the Capital Market continued listing standards and will evaluate available remedial measures, if necessary. However, there is no guarantee that any such measures would be successful or that the Company would avoid future non-compliance. This listing transfer does not have any direct impact on the Company’s reported results of operations, cash flows, or financial position for the quarter ended June 30, 2026.
Reworded paragraphs (4)
Previous wording
For the six months ended June 30, 2026, cash used in operating activities was $120, primarily due to the Company’s operating expenditures, which offset payments made by the sponsor during the period. As of June 30, 2026, we had cash at bank of $341.
Current wording
For the nine months ended September 30, 2026, cash used in operating activities was $263, primarily due to the Company’s operating expenditures, which offset payments made by the sponsor during the period. As of September 30, 2026, we had cash at bank of $198.
Previous wording
On June 30, 2026, the Company had working capital deficit of $980,611, excluding deferred underwriting commissions and the available cash held in the Trust Account for marketable securities, which indicated a lack of liquidity it needed to sustain operations for a reasonable period of time, which was considered to be one year from the issuance of the financial statements.
Current wording
On September 30, 2026, the Company had working capital deficit of $1,622,876, excluding deferred underwriting commissions and the available cash held in the Trust Account for marketable securities, which indicated a lack of liquidity it needed to sustain operations for a reasonable period of time, which was considered to be one year from the issuance of the financial statements.
Previous wording
Additionally, during the shareholder meeting, a total of 5,247,491 shares of common stock were tendered for redemption. This redemption of public shares resulted in a significant reduction in the number of outstanding public shares and has impacted the Company’s available liquidity. Management is actively managing the Company’s cash resources to ensure that sufficient funds are available to meet the minimum cash condition required to consummate the business combination.
Current wording
Additionally, during the Annual General Meeting of Shareholders held in October 2025, a total of 5,247,491 shares of common stock were tendered for redemption. This redemption of public shares resulted in a significant reduction in the number of outstanding public shares and has impacted the Company’s available liquidity. Management is actively managing the Company’s cash resources to ensure that sufficient funds are available to meet the minimum cash condition required to consummate the business combination.
Previous wording
For the six months ended June 30, 2026, we had net loss of $74,754, which consisted of operating costs of $394,383, offset by interest earned on marketable securities held in the operating account and Trust Account of $319,629. For the six months ended June 30, 2025, we had net income of $1,261,782, which consisted of operating costs of $223,570, offset by interest and dividends earned on marketable securities held in the operating account and Trust Account of $1,485,352.
Current wording
For the nine months ended September 30, 2026, we had net loss of $95,883, which consisted of operating costs of $586,661, offset by interest earned on marketable securities held in the operating account and Trust Account of $490,778. For the nine months ended September 30, 2025, we had net income of $1,844,746, which consisted of operating costs of $392,650, offset by Interest earned on marketable securities held in the operating account and Trust Account of $2,237,396.