SVCC

Business Context and Reporting Period

Stellar V Capital Corp. is a Cayman Islands exempted company incorporated on July 12, 2024, operating as a blank check company (SPAC) formed to effect a business combination. The company consummated its Initial Public Offering (IPO) on January 31, 2025. This Form 10-Q covers the quarter ended March 31, 2026. As of the reporting date, the company has not commenced operations and is actively searching for a target business. The company is classified as a shell company, a smaller reporting company, and an emerging growth company.

Key Financial Metrics

Debt and Liquidity: The company has no long-term debt. Total liabilities consist primarily of a deferred underwriting fee of $5,250,000 and accounts payable of $122,384. The company holds $181,386 in cash outside the Trust Account to fund operations.

Material Changes vs. Prior Period

• Net Income Increase: Net income increased by approximately 22% to $1.20 million, driven primarily by higher interest income earned on marketable securities held in the Trust Account ($1.38 million vs. $0.96 million in Q1 2025).
• Operating Costs: General and administrative costs decreased slightly to $183,196 from $204,453 in the prior year period.
• Trust Account Growth: The Trust Account balance increased by $1.38 million due to accrued interest, raising the redemption value per share to $10.54 from $10.45.
• Cash Position: Cash held outside the Trust Account decreased by $172,722 due to operating activities, reflecting the burn rate of the pre-combination entity.
• Over-allotment Option: The over-allotment option liability, which generated income in Q1 2025, expired unexercised in March 2025 and is no longer a factor in Q1 2026 results.

Outlook, Risks, and Management Commentary

Going Concern: Management has raised substantial doubt about the company's ability to continue as a going concern. The company lacks sufficient financial resources to sustain operations for one year from the issuance date. If a business combination is not completed by October 31, 2026 (21 months from the IPO), the company will cease operations and liquidate.

Liquidity Strategy: To fund working capital deficiencies, the Sponsor or affiliates may provide "Working Capital Loans" up to $1.5 million, which may be convertible into units of the post-combination entity. As of March 31, 2026, no such loans were outstanding.

Risks:

• Geopolitical Instability: Ongoing conflicts (Russia-Ukraine, Israel-Hamas) and trade policy changes (tariffs) create global market volatility that could impact the ability to consummate a business combination.
• Redemption Risk: Public shareholders may redeem shares upon a business combination, potentially reducing the cash available for the transaction.
• Warrant Expiration: If the company liquidates, warrants will expire worthless.

Management Commentary: The company intends to use substantially all funds in the Trust Account to complete a business combination. The deferred underwriting fee of $5.25 million is payable only upon the successful completion of a business combination.

Investor Verification Checklist

• Liquidation Deadline: Verify the mandatory liquidation date of October 31, 2026, and the company's progress in identifying a target.
• Trust Account Yield: Monitor the interest rate environment affecting the Trust Account balance and the resulting redemption price per share.
• Working Capital Sufficiency: Assess whether the remaining $181,386 in cash is sufficient to cover operating expenses until the liquidation deadline or a deal closing.
• Deferred Fees: Confirm the $5.25 million deferred underwriting fee obligation and its impact on net proceeds in a potential merger.
• Shareholder Redemption Rights: Review the terms under which public shareholders can redeem shares, particularly the 15% aggregate redemption limit for "groups."