PANTAGES CAPITAL ACQUISITION CORPORATION (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION CORPORATION) FORM 10-Q QUARTERLY REPORT FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2025
PANTAGES CAPITAL ACQUISITION CORPORATION (FORMERLY KNOWN AS AIFEEX NEXUS ACQUISITION CORPORATION) FORM 10-Q QUARTERLY REPORT FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2025
Pantages Capital Acquisition Corporation, a special purpose acquisition company, filed its quarterly report for the period ended June 30, 2025. The company reported a net loss of $1.4 million for the three months ended June 30, 2025, compared to a net loss of $1.1 million for the same period in 2024. As of June 30, 2025, the company had cash and cash equivalents of $14.4 million and total assets of $15.4 million. The company’s expenses for the three months ended June 30, 2025, were primarily related to general and administrative expenses, including salaries, rent, and professional fees. The company has not yet generated any revenue and has not completed any acquisitions.
Overview
Pantages Capital Acquisition Corporation (the “Company”) is a blank check company incorporated in the Cayman Islands on May 31, 2024. The Company was formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, or similar business combination with one or more businesses or entities.
Initial Public Offering (IPO)
On December 6, 2024, the Company consummated its IPO of 8,625,000 units, including 1,125,000 additional units granted to the underwriters to cover over-allotments. Each unit consisted of one Class A ordinary share and one right to receive one-fifth of one Class A ordinary share. The units were sold at an offering price of $10.00 per unit, generating total gross proceeds of $86,250,000.
Simultaneously with the IPO, the Company completed a private placement of 244,250 units with its sponsor, Aitefund Sponsor LLC, at a price of $10.00 per unit, generating gross proceeds of $2,442,500.
Business Activities
Since the IPO, the Company’s sole business activity has been identifying and evaluating suitable acquisition transaction candidates and preparing for the consummation of an initial business combination. The Company has not generated any revenue and has incurred losses since inception from incurring formation and operating costs.
Name Changes
The Company has undergone two name changes: from “Shepherd Ave Capital Acquisition Corporation” to “Aifeex Nexus Acquisition Corporation” on March 12, 2025, and from “Aifeex Nexus Acquisition Corporation” to “Pantages Capital Acquisition Corporation” on August 8, 2025.
Results of Operations
The Company’s results of operations are summarized in the table below:
| Period | Net Income (Loss) |
|---|---|
| Three months ended June 30, 2025 | $723,213 |
| Six months ended June 30, 2025 | $1,404,067 |
| May 31, 2024 (inception) to June 30, 2024 | $(17,320) |
The net income for the three and six months ended June 30, 2025 was primarily due to interest and dividend income on cash and investments held in the trust account, partially offset by formation and operating costs.
Liquidity and Capital Resources
As of June 30, 2025, the Company had cash of $294,644 and a working capital of $107,405. The Company’s liquidity needs have been satisfied through the proceeds from the IPO, private placement, and a promissory note from a related party.
The Company intends to use the funds held outside the trust account to identify and evaluate target businesses, perform due diligence, and complete an initial business combination. The Company may also need to obtain additional financing to complete the initial business combination or to redeem a significant number of its public shares.
Contractual Obligations
The Company has entered into a registration rights agreement with the holders of the founder shares and private placement units, which entitles them to certain registration rights. The Company has also agreed to pay the underwriters a cash underwriting discount and a deferred fee upon the consummation of an initial business combination.
Critical Accounting Policies
The Company’s financial statements are prepared in accordance with US GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Outlook
The Company continues to actively search for a suitable target for its initial business combination. While the Company has not yet identified a specific target, it remains focused on completing a transaction that will create value for its shareholders.