[美股财报]：charlton aria acquisition corp-尊龙凯时人生就博

united statessecurities and exchange commissionwashington, d.c. 20549 form 10-q commission file number 001-42386 securities registered pursuant to section 12(b) of the act: indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d)of the securities exchange act of 1934 during the preceding 12 months (or for such shorter period that the registrantwas required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. yes☐no☒ indicate by check mark whether the registrant has submitted electronically every interactive data file requiredto be submitted pursuant to rule 405 of regulation s-t (section 232.405 of this chapter) during the preceding 12months (or such shorter period that the registrant was required to submit such files). yes☒no☐ indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratedfiler, a smaller reporting company or an emerging growth company. see the definitions of “large accelerated filer,”“accelerated filer,” “smaller reporting company,” and “emerging growth company” in rule 12b-2 of the exchangeact: large accelerated filer☐accelerated filer☐non-accelerated filer☒smaller reporting company☒emerging growth company☒ if an emerging growth company, indicate by check mark if the registrant has elected not to use the extendedtransition period for complying with any new or revised financial accounting standards provided pursuant to section13(a) of the exchange act.☐ indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the exchangeact). yes☒no☐ as of may 12, 2025, there were 8,840,000 of the registrant’s class a ordinary shares, par value $0.0001 pershare, and 2,125,000 of the registrant’s class b ordinary shares, par value $0.0001 per share, issued and outstanding. charlton aria acquisition corporation table of contents item 1. financial statements (unaudited)1balance sheets as of march 31, 2025 and december 31, 2024 (unaudited)1statements of operations for the three months ended march 31, 2025 and for the period frommarch 22, 2024 (inception) through march 31, 2024 (unaudited)2statements of changes in shareholders’ deficit for the three months ended march 31, 2025 andfor the period from march 22, 2024 (inception) through march 31, 2024 (unaudited)3statements of cash flows for the three months ended march 31, 2025 and for the period frommarch 22, 2024 (inception) through march 31, 2024 (unaudited)4notes to unaudited financial statements5item 2. management’s discussion and analysis of financial condition andresults of operations18item 3. quantitative and qualitative disclosures about market risk22item 4. controls and procedures22 item 1. legal proceedings23item 1a. risk factors23 item 2. unregistered sales of equity securities and use of proceeds fromregistered securities23item 3. defaults upon senior securities23item 4. mine safety disclosures23item 5. other information23item 6. exhibits24signatures25 charlton aria acquisition corporationstatements of changes in shareholders’ deficitfor the three months ended march 31, 2025 and for the period from march 22,2024(inception) through march 31, 2024 (unaudited) charlton aria acquisition corporationstatements of cash flows(unaudited) for theperiodfromfor themarch 22,2024threemonths(inception)through charlton aria acquisition corporationnotes to unaudited financial statements note 1 — organization, business operation and going concern consideration charlton aria acquisition corporation (the “company”) is a blank check company incorporated in the caymanislands on march 22, 2024 as an exempted company with limited liability. the company was formed for thepurpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization orsimilar business combination involving the company, with one or more businesses or entities (the “initial businesscombination”). the company’s efforts to identify a prospective target business will not be limited to a particularindustry or geographic location. the company has elected december 31 as its fiscal year end. as of march 31, 2025, the company had not commenced any operations. for the period from march 22, 2024(inception) through march 31, 2025, the company’s efforts have been limited to organizational activities as well asactivities related to the initial public offering (the “ipo”) and search for target for business combination. thecompany will not generate any operating revenues until after the completion of an initial business combination, atthe earliest. the company will generate non-operating income in the form of dividend and/or interest income fromthe proceeds derived from the ipo and private placement (“private placement”, see note 4). the company’s management has broad discretion with respect to the specific application of the net proceeds of theipo and the sa