Oxley Bridge Acquisition Ltd - 10-Q Summary (Q1 2026)
Business Context and Reporting Period
Oxley Bridge Acquisition Limited is a Cayman Islands exempted company operating as a Special Purpose Acquisition Company (SPAC). The company was incorporated on August 6, 2024, and consummated its Initial Public Offering (IPO) on June 26, 2025. As of the filing date, the company has not commenced operations and is focused on identifying and evaluating prospective acquisition candidates in the global consumer and technology sectors, specifically targeting businesses with operations in Asia (excluding China, Hong Kong, and Macau). The reporting period covers the three months ended March 31, 2026.
Key Financial Metrics
| Metric | Q1 2026 | Q1 2025 |
|---|---|---|
| Net Income (Loss) | $2,116,110 | $(12,962) |
| Operating Expenses | $162,277 | $12,962 |
| Trust Account Balance | $260,497,599 | N/A (Pre-IPO) |
| Cash and Cash Equivalents (Outside Trust) | $816,134 | $0 |
| Working Capital | $815,461 | N/A |
| Deferred Underwriting Fee | $12,045,000 | $12,045,000 |
| Shares Outstanding (Class A Redeemable) | 25,300,000 | 0 |
| Shares Outstanding (Class B Founder) | 6,325,000 | 5,500,000 (Restated) |
Note: The company generated no operating revenue. Net income is driven primarily by interest income on Trust Account investments ($2,270,574).
Material Changes vs. Prior Period
- Revenue and Income: The company transitioned from a net loss of $12,962 in Q1 2025 to a net income of $2,116,110 in Q1 2026. This shift is attributable to the completion of the IPO in June 2025, which placed funds into the Trust Account generating significant interest income.
- Expenses: General and administrative expenses increased to $124,777 in Q1 2026 from $12,962 in Q1 2025, reflecting the costs of operating as a public company. Additionally, $37,500 in related-party administrative expenses were incurred in Q1 2026 under the Administrative Services Agreement.
- Liquidity: Cash held outside the Trust Account decreased from $978,307 at December 31, 2025, to $816,134 at March 31, 2026, due to operating cash outflows of $162,173.
- Trust Account Growth: The Trust Account balance increased by approximately $2.27 million due to accrued interest income.
Outlook, Risks, and Management Commentary
Combination Period: The company has until June 26, 2027 (24 months from the IPO closing) to consummate a Business Combination. If unsuccessful, the company will liquidate and redeem Public Shares at the pro-rata Trust Account balance.
Liquidity: Management believes current working capital and borrowing capacity are sufficient to meet needs for at least one year from the filing date. The company has no outstanding debt, though it may utilize Working Capital Loans from the Sponsor or affiliates if necessary.
Risks:
- Investment Company Act: The company monitors its status to avoid being classified as an investment company, which could require liquidating Trust Account investments into cash.
- Market Conditions: Geopolitical instability, inflation, and market downturns could adversely affect the ability to complete a Business Combination.
- Redemption Risk: Significant redemptions by Public Shareholders could reduce the funds available for a transaction.
Unusual Items: The filing notes no material litigation or subsequent events requiring adjustment. The company is an "emerging growth company" and a "smaller reporting company."
Investor Verification Checklist
- Verify the current balance and interest rate of the Trust Account to assess the per-share redemption value.
- Confirm the status of the search for a target business and any definitive agreements signed since March 31, 2026.
- Review the Sponsor's ability to satisfy indemnification obligations if third-party claims reduce the Trust Account balance below $10.00 per share.
- Monitor the company's cash burn rate outside the Trust Account to ensure sufficient liquidity to reach the June 2027 deadline.
- Check for any amendments to the Amended and Restated Articles that might extend the Combination Period or alter redemption rights.