Cactus Acquisition Corp. Reports $168,000 Net Loss and Pursues Business Combination with Tembo e-LV B.V.

Cactus Acquisition Corp. 1 Limited reported a net loss of $168,000 for the quarter ending March 31, 2026, compared to a net loss of $78,000 for the same period in 2025. The increase in loss is attributed primarily to a significant decline in interest income from investments held in the trust account, which fell to $6,000 from $95,000 year-over-year. Operating expenses decreased slightly to $127,000 from $143,000, while financial expenses rose to $47,000 from $30,000, reflecting increased interest on sponsor loans and promissory notes.

As of March 31, 2026, Cactus Acquisition Corp. had total assets of $677,714, which included $647,641 held in a trust account. The company reported a working capital deficiency of $3,139,000, with only $15,000 in cash available in its operating bank account. The company’s financial position has been impacted by shareholder redemptions, which resulted in a reduction of funds in the trust account following the fourth extension meeting held on October 31, 2025. A total of 711,333 Class A ordinary shares were redeemed, leaving 3,214,738 shares outstanding.

Strategically, Cactus Acquisition Corp. is pursuing a business combination with Tembo e-LV B.V., a private company based in the Netherlands. The company signed a Business Combination Agreement with Tembo on August 29, 2024, and is currently working towards finalizing the necessary regulatory approvals. The company submitted a Form F-4 registration statement to the U.S. Securities and Exchange Commission (SEC) in December 2025, which is under review. The completion of the business combination is targeted before the mandatory liquidation date of November 2, 2026.

In terms of operational developments, Cactus Acquisition Corp. has undergone significant changes in its sponsorship structure. The original sponsor, Cactus Healthcare Management, L.P., transferred its securities to EVGI Limited, which subsequently transferred them to ARWM Pte Limited. This change in sponsorship has led to a shift in management and board composition. The company continues to explore additional financing options to support its operations and the business combination process, including a recent unsecured promissory note issued to TAG INTL DMCC for $300,000.

Looking ahead, Cactus Acquisition Corp. faces substantial challenges in securing the necessary funds to complete its business combination and maintain operations. The company has expressed concerns regarding its ability to continue as a going concern if it cannot finalize the business combination or raise sufficient capital. The management team is actively working to address these challenges while navigating the complexities of the regulatory environment and market conditions.