Business Context and Reporting Period
Kochav Defense Acquisition Corp. (KCHV) is a Cayman Islands exempted company and a Special Purpose Acquisition Company (SPAC) focused on the defense and aerospace sectors. The company is an emerging growth company and a shell company with no active operations other than identifying and evaluating prospective acquisition targets. This Form 10-Q covers the quarterly period ended June 30, 2026.
Key Financial Metrics
| Metric | Value (Six Months Ended June 30, 2026) | Value (Three Months Ended June 30, 2026) |
|---|---|---|
| Net Income | $4,210,264 | $2,130,992 |
| Operating Expenses | $380,466 | $178,358 |
| Trust Account Balance | $263,622,803 | $263,622,803 |
| Redemption Value Per Share | $10.42 | $10.42 |
| Cash (Operating Account) | $213,329 | $213,329 |
| Working Capital Surplus | $321,357 | $321,357 |
| Deferred Underwriting Fee | $6,957,500 | $6,957,500 |
The company generated no operating revenue. Net income was derived primarily from dividends earned on investments held in the Trust Account ($4,583,095 for the six months ended June 30, 2026).
Material Changes vs. Prior Period
- Net Income Increase: Net income for the three months ended June 30, 2026, was $2,130,992, compared to $798,203 for the same period in 2025. This increase is driven by higher dividends earned on Trust Account investments ($2,306,270 vs. $919,363).
- Expense Growth: General and administrative costs increased to $178,358 for the three months ended June 30, 2026, from $124,718 in the prior year period.
- Trust Account Growth: The Trust Account balance increased from $259,039,708 as of December 31, 2025, to $263,622,803 as of June 30, 2026, due to accrued interest and dividends.
- Cash Position: Operating cash decreased from $709,887 at year-end 2025 to $213,329 as of June 30, 2026, reflecting ongoing operational expenditures.
Outlook, Risks, and Management Commentary
- Combination Deadline: The company must consummate a Business Combination by November 29, 2026 (18 months from IPO). The Sponsor may extend this period twice by three months each (up to May 29, 2027) without shareholder approval.
- Liquidity and Going Concern: Management has determined that the company lacks sufficient liquidity to meet obligations for at least twelve months from the issuance date. This raises substantial doubt about the company's ability to continue as a going concern unless a Business Combination is consummated or additional financing is secured.
- Financing Needs: The company may need to raise additional capital through loans or investments from the Sponsor, officers, or directors. The Sponsor is not obligated to provide such funds.
- Redemption Rights: Public shareholders may redeem their shares for a pro-rata portion of the Trust Account (currently $10.42 per share) upon the completion of a Business Combination or if the company fails to complete one within the Combination Period.
- Risks: Risks include the inability to find a suitable target, failure to consummate a transaction, and potential delisting from Nasdaq if the 36-month requirement is not met.
Investor Verification Checklist
- Verify the current status of the search for a Business Combination target and any definitive agreements signed.
- Confirm the Sponsor's ability and intent to provide Working Capital Loans if operating cash is depleted before a deal closes.
- Monitor the Trust Account balance and redemption value per share, which fluctuates with interest rates and market conditions.
- Review the timeline for the Combination Period (November 29, 2026) and the likelihood of extensions being utilized.
- Assess the impact of the $6,957,500 deferred underwriting fee payable upon the completion of a Business Combination.