Business Context and Reporting Period
OneIM Acquisition Corp. is a Cayman Islands-incorporated blank check company (SPAC) formed on September 5, 2025, to effect a business combination. This Form 10-Q covers the quarter and six months ended June 30, 2026. The Company consummated its Initial Public Offering (IPO) on January 15, 2026, and has not yet commenced operations. It is classified as a shell company, smaller reporting company, and emerging growth company.
Key Financial Metrics
| Metric | Six Months Ended June 30, 2026 | Three Months Ended June 30, 2026 |
|---|---|---|
| Net Income | $4,260,228 | $2,572,139 |
| Operating Expenses | $418,023 | $(4,023) (Gain) |
| Trust Account Earnings | $4,666,319 | $2,562,056 |
| Cash and Cash Equivalents (Outside Trust) | $699,457 | $699,457 |
| Marketable Securities in Trust | $292,166,318 | $292,166,318 |
| Total Assets | $293,034,115 | $293,034,115 |
| Total Liabilities | $15,995,720 | $15,995,720 |
| Working Capital Surplus | $649,584 | $649,584 |
Debt and Liquidity: The Company has no long-term debt. Current liabilities include $15,812,500 in deferred underwriting fees payable upon a business combination. The Company holds $699,457 in cash outside the Trust Account for working capital purposes.
Material Changes vs. Prior Period
- Initial Public Offering: The most significant change is the completion of the IPO on January 15, 2026. The Company raised gross proceeds of $287,500,000 from the sale of 28,750,000 Units (including full exercise of the over-allotment option) and $2,000,000 from the sale of Private Placement Units.
- Trust Account: As of December 31, 2025, the Trust Account balance was $0. As of June 30, 2026, it holds $292,166,318, reflecting the IPO proceeds plus earnings.
- Share Structure: Class A ordinary shares subject to possible redemption increased from 0 to 28,750,000 shares. Class B ordinary shares (Founder Shares) remain at 7,187,500, with the forfeiture provision lifted following the over-allotment exercise.
- Financial Position: Total assets increased from $479,596 (deferred offering costs) at year-end 2025 to $293,034,115. The Company moved from a pre-IPO formation stage to a post-IPO SPAC with substantial liquidity.
Outlook, Risks, and Management Commentary
Outlook and Timeline: The Company has until January 15, 2028 (24 months from IPO) to complete a business combination. This period may be extended to 27 months if a definitive agreement is signed within the first 24 months. If no combination is consummated, the Company will liquidate and distribute Trust Account funds to shareholders.
Management Commentary: Management states that substantial doubt regarding the Company's ability to continue as a going concern has been alleviated following the IPO. The Company intends to use funds outside the Trust Account for due diligence and transaction costs. Up to $1,500,000 in working capital loans may be provided by the Sponsor or affiliates, convertible into units upon a business combination.
Risks and Contingencies:
- Geopolitical Risk: The filing highlights risks associated with the Russia-Ukraine conflict and the Israel-Hamas conflict, which could cause market volatility and disrupt the search for a target.
- Business Combination Risk: There is no assurance the Company will complete a business combination. Failure to do so results in mandatory liquidation.
- Redemption Risk: Public shareholders may redeem shares upon a business combination, potentially reducing the cash available for the transaction.
Investor Verification Checklist
- Trust Account Balance: Verify the current balance of $292,166,318 and the per-share redemption value (approx. $10.16 as of June 30, 2026).
- Deferred Underwriting Fee: Confirm the $15,812,500 liability payable only upon successful completion of a business combination.
- Extension Provisions: Review the specific terms for extending the combination period beyond 24 months and the associated shareholder vote requirements.
- Related Party Transactions: Note the $10,000 monthly administrative fee payable to the Sponsor and the $60,000 balance due to the related party as of June 30, 2026.
- Warrant Terms: Verify the exercise price of $11.50 per share and the redemption trigger price of $18.00 per share for Public Warrants.