Business Context and Reporting Period
M Evo Global Acquisition Corp II (MEVO) is a Cayman Islands-based blank check company (SPAC) formed for the purpose of effecting a merger or business combination. The company is an emerging growth company and a shell company. This Form 10-Q covers the quarter and six months ended June 30, 2026. The company consummated its Initial Public Offering (IPO) on February 2, 2026, and has not yet commenced any operations other than organizational activities and the search for a target business.
Key Financial Metrics
| Metric | Value (as of/for period ended June 30, 2026) |
|---|---|
| Trust Account Balance | $304,335,691 (Includes $4,335,691 interest income) |
| Cash and Cash Equivalents (Outside Trust) | $947,796 |
| Total Assets | $305,458,981 |
| Net Income (3 Months) | $2,565,903 |
| Net Loss (6 Months) | $(4,427,713) |
| Operating Costs (6 Months) | $293,488 (G&A) + $8,469,916 (Compensation) |
| Deferred Underwriting Fee | $12,000,000 |
| Public Shares Outstanding | 30,000,000 (Subject to redemption) |
| Founder Shares (Class B) | 10,000,000 |
Material Changes vs. Prior Period
- Initial Public Offering: The most significant change is the consummation of the IPO on February 2, 2026. The company sold 30,000,000 Units at $10.00 per unit, generating gross proceeds of $300,000,000. This includes the full exercise of the underwriters' over-allotment option.
- Trust Account Funding: As of December 31, 2025, the Trust Account balance was $0. As of June 30, 2026, it holds $304,335,691, funded by IPO proceeds and interest income.
- Shareholder Deficit: The company moved from a small deficit of $(24,942) at year-end 2025 to a deficit of $(10,980,634) at June 30, 2026. This increase is primarily due to the accretion of Class A shares to their redemption value and the recognition of $8,469,916 in stock-based compensation expense for founder shares granted to directors.
- Liabilities: Total liabilities increased from $268,609 to $12,103,924, driven by the recording of the $12,000,000 deferred underwriting fee payable upon completion of a business combination.
Outlook, Risks, and Management Commentary
- Completion Window: The company has 24 months from the IPO closing (February 2, 2026) to complete a Business Combination. If not completed, the company will liquidate and distribute funds from the Trust Account.
- Liquidity: Management believes the $947,796 in working capital outside the Trust Account is sufficient to fund operations for the next 12 months. The company may seek additional funding from the Sponsor or affiliates if necessary.
- Redemption Rights: Public shareholders may redeem their shares for a pro rata portion of the Trust Account (initially $10.00 plus interest) upon the completion of a Business Combination or liquidation.
- Risks: The company faces risks typical of SPACs, including the inability to find a suitable target, market volatility, and the potential for significant redemptions that could reduce the cash available for the transaction. The company is also subject to the risks associated with being an emerging growth company.
- Unusual Items: The $8.47 million compensation expense is a non-cash charge related to the fair value of founder shares assigned to directors, which significantly impacted the six-month net loss.
Investor Verification Checklist
- Trust Account Yield: Verify the current interest rate on the $304.3 million held in the Trust Account to assess potential accretion to the redemption price.
- Deferred Underwriting Fee: Confirm the $12,000,000 deferred fee obligation and its impact on net cash available to the combined entity post-merger.
- Founder Share Vesting: Note that 10,000,000 Founder Shares are outstanding and will convert 1:1 into Class A shares upon a business combination, representing 25% of the post-IPO equity (excluding private placement warrants).
- Extension Provisions: Review the terms for extending the 24-month completion window, which may require shareholder approval and additional deposits into the Trust Account.
- Related Party Transactions: Monitor the $15,000 monthly administrative fee paid to the Sponsor and the potential for additional working capital loans from the Sponsor or affiliates.