Business Context and Reporting Period
Company: Silicon Valley Acquisition Corp. (SVAQ)
Filing Type: Form 10-Q (Quarterly Report)
Reporting Period: Three months ended March 31, 2026
Business Overview: The Company is a Cayman Islands exempted company and a Special Purpose Acquisition Company (SPAC) formed to effect a business combination with one or more target businesses. As of March 31, 2026, the Company had not commenced any operations. All activity relates to formation, the initial public offering (IPO), and identifying a target. The Company has 24 months from its IPO closing (December 24, 2025) to complete a business combination.
Key Financial Metrics
| Metric | Value (Q1 2026) | Value (Dec 31, 2025) |
|---|---|---|
| Net Income | $1,668,980 | N/A (Inception July 2025) |
| Revenue | $0 | $0 |
| Operating Expenses | $374,117 | N/A |
| Cash and Cash Equivalents | $1,416,533 | $1,600,031 |
| Investments in Trust Account | $217,058,155 | $200,119,181 |
| Total Assets | $218,676,047 | $201,879,569 |
| Total Liabilities | $8,950,645 | $8,316,797 |
| Deferred Underwriting Fee | $8,600,000 | $8,000,000 |
| Working Capital | $1,212,974 (Surplus) | N/A |
Income Components: Net income was driven primarily by interest earned on Trust Account investments ($1,938,974) and an unrealized gain from the fair value change of the over-allotment liability ($95,150), offset by general and administrative costs ($374,117).
Material Changes vs. Prior Period
- Trust Account Growth: Investments held in the Trust Account increased by approximately $16.9 million, from $200.1 million to $217.1 million. This increase is due to the partial exercise of the over-allotment option in January 2026 (adding $15 million) and accrued interest income.
- Over-Allotment Option: On January 7, 2026, underwriters partially exercised the over-allotment option, purchasing 1,500,000 additional units. The remaining option expired on February 7, 2026, resulting in the forfeiture of 499,950 Class B ordinary shares.
- Liabilities: The over-allotment liability, previously recorded at $188,800 as of December 31, 2025, was extinguished (reduced to $0) following the expiration of the unexercised portion of the option, generating a $95,150 gain.
- Share Count: Class A ordinary shares subject to possible redemption increased from 20,000,000 to 21,500,000. Class B ordinary shares decreased from 7,665,900 to 7,165,950 due to the forfeiture mentioned above.
Guidance, Outlook, and Risks
Outlook: Management does not expect to generate operating revenues until after the completion of a business combination. The Company intends to use substantially all funds in the Trust Account to complete a business combination. If a combination is not completed within 24 months of the IPO (by December 24, 2027), the Company will liquidate and redeem public shares.
Liquidity: As of March 31, 2026, the Company had $1.4 million in cash outside the Trust Account. Management believes this is sufficient to finance working capital needs for at least one year. The Sponsor or affiliates may provide working capital loans if necessary, which could be convertible into private placement units.
Risks and Contingencies:
- Business Combination Failure: There is no assurance the Company will successfully identify or complete a business combination.
- Redemption Risk: Public shareholders may redeem their shares upon the consummation of a business combination, potentially reducing the cash available for the transaction.
- Warrant Redemption: Warrants may be redeemed if the share price exceeds $18.00 for 20 trading days within a 30-day period.
- Related Party Transactions: The Company pays the Sponsor $25,000 per month for administrative services.
Investor Verification Checklist
- Trust Account Balance: Verify the $217,058,155 balance in the Trust Account and the per-share redemption value of approximately $10.10.
- Completion Deadline: Confirm the 24-month deadline (December 24, 2027) to complete a business combination or face liquidation.
- Deferred Fees: Note the $8.6 million deferred underwriting fee payable only upon successful completion of a business combination.
- Share Structure: Verify the split between 21,500,000 redeemable Class A shares and 7,165,950 non-redeemable Class B founder shares.
- Warrant Terms: Review the exercise price of $11.50 per share and the redemption trigger price of $18.00 per share.