GSRF

Business Context and Reporting Period

GSR IV Acquisition Corp. is a Cayman Islands exempted company and a "blank check" SPAC incorporated on May 10, 2023. The company is in the pre-business combination phase, searching for a target to merge with. The reporting period covers the quarter and six months ended June 30, 2026. The company consummated its Initial Public Offering (IPO) on September 5, 2025, raising $230 million, and has not yet commenced commercial operations.

Key Financial Metrics

Note: Net income is driven primarily by interest and dividends earned on the Trust Account ($4.12M for six months), offset by general and administrative expenses.

Material Changes vs. Prior Period

• Profitability Shift: The company reported a net income of $3.45 million for the six months ended June 30, 2026, compared to a net loss of $81,100 for the same period in 2025. This change is attributable to the IPO closing in September 2025, which placed funds in the Trust Account generating significant interest income.
• Expense Increase: General and administrative expenses rose to $679,604 for the six months ended June 30, 2026, from $81,100 in the prior year period, reflecting post-IPO operational costs and administrative fees paid to the Sponsor.
• Trust Account Growth: The Trust Account balance increased from $232.9 million at December 31, 2025, to $236.8 million at June 30, 2026, due to accrued interest and dividends.
• Liquidity: Operating cash and cash equivalents decreased from $1.55 million to $643,331, while the company invested $1 million in certificates of deposit (classified as cash equivalents and short-term investments).

Outlook, Risks, and Contingencies

• Completion Window: The company must complete a Business Combination by March 5, 2027 (18 months post-IPO) or June 5, 2027 (21 months post-IPO), unless extended by shareholder vote. Failure to do so will result in mandatory liquidation.
• Going Concern: Management has raised substantial doubt about the company's ability to continue as a going concern if a Business Combination is not completed, citing mandatory liquidation risks and liquidity constraints outside the Trust Account.
• Internal Controls: The company disclosed that its disclosure controls and procedures were not effective as of June 30, 2026, due to inadequate segregation of duties and insufficient written policies for accounting and financial reporting.
• Related Party Obligations: The company pays the Sponsor $55,556 per month for administrative services. Deferred underwriting commissions of $9.2 million are payable only upon the successful completion of a Business Combination.
• Market Risks: Management notes potential negative impacts from global conflicts (Russia/Ukraine, Israel/Palestine, U.S./Iran) on the search for a target, though specific impacts are not determinable.

Investor Verification Checklist

• Extension Timeline: Verify the exact deadline for the Business Combination and the process for shareholder approval of extensions.
• Internal Control Remediation: Review the company's plan to address the material weaknesses in internal controls over financial reporting disclosed in Item 4.
• Trust Account Yield: Monitor the interest rate environment and its impact on the Trust Account balance, which affects the redemption value per share.
• Liquidity Runway: Assess whether the $1.26 million in working capital is sufficient to fund operations until the mandatory liquidation date without additional financing.
• Redemption Rights: Confirm the current redemption price per share ($10.29) and the conditions under which shareholders may redeem their shares.