Business Context and Reporting Period
Company: ChampionsGate Acquisition Corporation (a Cayman Islands exempted company and "blank check" SPAC).
Reporting Period: Quarterly period ended June 30, 2026.
Status: The Company has not commenced operations. Its sole activity is identifying a target for an initial business combination. The Company consummated its IPO on May 29, 2025, and is currently in the pre-business combination phase. It is classified as a shell company, a smaller reporting company, and an emerging growth company.
Key Financial Metrics
| Metric | Three Months Ended June 30, 2026 | Six Months Ended June 30, 2026 | Balance Sheet (June 30, 2026) |
|---|---|---|---|
| Revenue | $0 | $0 | N/A |
| Net Income (Loss) | $583,350 | $1,154,720 | N/A |
| Operating Costs | $103,331 | $208,158 | N/A |
| Trust Account Balance | N/A | N/A | $78,265,208 |
| Cash (Outside Trust) | N/A | N/A | $16,618 |
| Working Capital Deficit | N/A | N/A | ($285,727) |
| Related Party Debt | N/A | N/A | $334,815 |
| Deferred Underwriting Fees | N/A | N/A | $1,495,000 |
Note: Net income is driven entirely by interest and dividend income earned on investments held in the Trust Account ($686,681 for the quarter; $1,362,878 for the six months), offset by formation and operating costs.
Material Changes vs. Prior Period
- Profitability Shift: The Company reported a net income of $583,350 for the three months ended June 30, 2026, compared to a net loss of $70,056 for the same period in 2025. This improvement is primarily due to significantly higher interest income from the Trust Account ($686,681 vs. $248,334) and the absence of stock compensation expense in the current period ($0 vs. $155,904 in 2025).
- Operating Costs: Formation and operating costs decreased to $103,331 for the current quarter from $162,486 in the prior year quarter.
- Trust Account Growth: The Trust Account balance increased to $78,265,208 from $76,902,330 at December 31, 2025, reflecting accrued interest.
- Related Party Borrowings: Working capital loans from related parties increased to $334,815 from $151,671 at the end of the prior fiscal year.
Outlook, Risks, and Contingencies
- Going Concern: Management has raised substantial doubt about the Company's ability to continue as a going concern within one year. The Company has a working capital deficit and expects to incur significant costs to pursue an acquisition. It relies on working capital loans from the Sponsor to fund operations.
- Combination Deadline: The Company must complete its initial business combination by November 29, 2026 (18 months from IPO), unless extended. Extensions of up to three months each (totaling up to 24 or 27 months) are possible if the Sponsor deposits extension loans into the Trust Account.
- Liquidity: As of June 30, 2026, the Company held only $16,618 in cash outside the Trust Account. It relies on the Sponsor's working capital loan facility (up to $500,000 available) to meet obligations.
- Redemption Risk: Public shareholders have the right to redeem their shares for a pro-rata portion of the Trust Account upon the completion of a business combination or if the Company fails to complete one by the deadline.
- Market Risks: The filing notes potential adverse effects from the ongoing military conflict in Ukraine and related economic sanctions, which could impact the ability to consummate a transaction or raise financing.
- Internal Controls: Management concluded that disclosure controls and procedures were not effective as of June 30, 2026.
Investor Verification Checklist
- Extension Loan Capacity: Verify the Sponsor's ability to fund extension loans ($747,500 per 3-month extension) if the business combination is not completed by the November 2026 deadline.
- Working Capital Sufficiency: Confirm if the current cash balance ($16,618) and available related party loan capacity are sufficient to fund operations until the combination deadline or liquidation.
- Target Identification: Assess the progress in identifying a target business, given the Company has not commenced operations and has no revenue.
- Deferred Fees: Note the $1,495,000 deferred underwriting commission payable only upon successful completion of a business combination.
- Control Deficiencies: Investigate the specific reasons why disclosure controls and procedures were deemed ineffective.