Pine Tree Acquisition Corp. filed its Form 10-Q for the quarterly period ended September 30, 2026 with the U.S. Securities and Exchange Commission on November 13, 2026, reporting pre-IPO financial activity and an accumulated deficit of $18,198.

Key Highlights

  • Shares outstanding: As of November 12, 2026, the registrant had 11,164,000 Class A ordinary shares and 4,928,571 Class B ordinary shares outstanding.
  • Total assets: The company reported total assets of $191,676 as of September 30, 2026, up from $136,306 at December 31, 2025.
  • Deferred offering costs: Deferred offering costs associated with the proposed public offering stood at $189,794 as of September 30, 2026, compared to $122,592 at year-end 2025.
  • Net income: The company reported net income of $1 for the three months ended September 30, 2026, and net income of $8 for the nine months ended September 30, 2026.
  • Promissory note: The related-party promissory note balance was $118,000 as of September 30, 2026, up from $108,000 at December 31, 2025.
  • Shell company status: The registrant indicated it is a shell company as defined in Rule 12b-2 of the Exchange Act.
  • Class B share capitalization: In June 2026, the company issued an additional 888,030 Class B ordinary shares through a capitalization of share premium, bringing the Sponsor's total to 4,928,571 Class B ordinary shares.

Pine Tree Acquisition Corp. Pre-IPO Financial Position as of September 30, 2026

Pine Tree Acquisition Corp. (NASDAQ:PAXG), a Cayman Islands-incorporated blank check company, filed its quarterly report covering the period ended September 30, 2026. According to the filing, the company had not yet completed its initial public offering as of the reporting date, and substantially all assets consist of deferred offering costs of $189,794 accumulated in connection with the proposed offering. Cash and cash equivalents totaled $1,882 at the end of the quarter, down from $13,714 at December 31, 2025.

The filing disclosed total liabilities of $184,874 as of September 30, 2026, consisting primarily of a related-party promissory note of $118,000, accounts payable and accrued expenses of $29,339, and a related party payable of $37,535. Total shareholder's equity was $6,802, reflecting an accumulated deficit of $18,198. For the nine months ended September 30, 2026, net cash used in operating activities was $3,230, and the company received $10,000 in proceeds from the Sponsor under a promissory note during the same period.

The company disclosed that up to 642,857 of the 4,928,571 Class B ordinary shares held by the Sponsor are subject to forfeiture if the underwriters' over-allotment option is not exercised in full or in part. The filing also noted that the registrant had not filed all required reports during the preceding 12 months, as indicated by the "No" check mark in response to the timely filing question on the cover page. The company is classified as a non-accelerated filer, smaller reporting company, and emerging growth company.

What Was Disclosed

Pine Tree Acquisition Corp. reported its unaudited financial statements for the quarter ended September 30, 2026, reflecting pre-IPO status, minimal operating activity, $191,676 in total assets, and a continuing reliance on Sponsor financing through a related-party promissory note.