Cactus Acquisition Corp. Reports $79,000 Net Loss and Strategic Shift Towards Energy Renewables

Cactus Acquisition Corp. 1 Limited reported its financial results for the quarter ending March 31, 2025, revealing a net loss of approximately $79,000, a decline from a net income of $37,000 during the same period in 2024. The company generated $95,000 in interest income from marketable securities held in its trust account, down from $277,000 in the previous year. Operating expenses totaled $173,000, which included financial expenses of $30,000, marking a significant increase in costs compared to the prior year. The weighted average of Class A ordinary shares subject to possible redemption was 763,592, with earnings per share for these shares reported at $0.08, down from $0.13 in the previous year.

In terms of operational changes, Cactus Acquisition Corp. has undergone significant strategic shifts, including a change in its focus from technology-based healthcare businesses to emerging technology companies globally, particularly in the energy renewables sector. This shift followed the transfer of 80% of the original sponsor's equity to a second sponsor, EVGI Limited, on February 23, 2024. The company is currently advancing towards a business combination with Tembo e-LV B.V., a private company based in the Netherlands, with a proposed transaction value of $838 million, to be paid entirely in newly issued shares of the combined entity.

As of March 31, 2025, Cactus Acquisition Corp. reported total assets of $9.2 million, which included $9.1 million held in a trust account. The company’s liabilities included $2.4 million in current liabilities, primarily from accrued expenses and loans from sponsors. The company also reported a working capital deficiency of $2.2 million, raising concerns about its ability to continue as a going concern if it fails to complete a business combination by the extended deadline of November 2, 2025.

The company has faced challenges in maintaining its listing on the Nasdaq, receiving a notice of delisting in October 2024 due to the failure to complete a business combination within the required timeframe. Following shareholder approval for an extension, trading of its securities was suspended on Nasdaq and began on the OTC market under the symbol CCTSF. The company intends to apply for up-listing on Nasdaq upon the successful completion of the business combination with Tembo.

Looking ahead, Cactus Acquisition Corp. acknowledges the substantial doubt regarding its ability to continue as a going concern, particularly if it cannot secure additional financing or complete its business combination by the extended deadline. The company is actively seeking third-party financing to support its operations and business combination efforts, but there can be no assurance that such financing will be available on favorable terms or at all.