Velos Acquisition I Corp. filed its Form 10-Q for the quarter ended September 30, 2026 with the SEC on November 13, 2026, reporting a net loss of $487,525 for the three-month period and total assets of $177,887,666.

Key Highlights

  • Trust Account balance: Investments held in Trust Account stood at $177,040,756 as of September 30, 2026, down from $306,880,908 at December 31, 2025.
  • Shares subject to possible redemption: Class A ordinary shares subject to possible redemption decreased to 16,294,411 shares at approximately $10.87 per share, from 28,750,000 shares at approximately $10.67 per share at year-end 2025.
  • Q3 2026 net loss: The company reported a net loss of $487,525 for the three months ended September 30, 2026, compared to a net loss of $491,393 for the same period in 2025.
  • Nine-month net income: For the nine months ended September 30, 2026, the company reported net income of $2,897,293, compared to $4,606,168 for the nine months ended September 30, 2025.
  • Non-redemption agreements expense: The filing records a non-redemption agreements expense of $2,083,554 for the three and nine months ended September 30, 2026, with no comparable charge in the prior-year periods.
  • Class B to Class A conversion: All 7,187,500 Class B ordinary shares were converted to Class A ordinary shares during the third quarter of 2026, leaving zero Class B shares outstanding.
  • Shares outstanding: As of November 10, 2026, there were 23,481,911 Class A ordinary shares and 0 Class B ordinary shares issued and outstanding.

Velos Acquisition I Reports Declining Trust Assets and Share Redemptions Through September 2026

According to the filing, Velos Acquisition I Corp. (NASDAQ:VLOS) reported total assets of $177,887,666 as of September 30, 2026, a significant reduction from $308,181,330 at December 31, 2025. The company disclosed that the primary driver of the decline was a decrease in investments held in its Trust Account, which fell to $177,040,756 from $306,880,908, reflecting substantial shareholder redemptions that reduced Class A ordinary shares subject to possible redemption from 28,750,000 to 16,294,411 shares over the same period.

For the three months ended September 30, 2026, the company reported a loss from operations of $369,909, driven by general and administrative costs, and a non-redemption agreements expense of $2,083,554 that the filing attributes to the fair value of Private Placement Warrants transferred by the Sponsor to Voting and Non-Redemption Shareholders. Interest earned on investments held in Trust Account was $1,870,359 for the quarter, partially offsetting these charges. The company also recorded a gain on extinguishment of liabilities of $95,579 during the quarter. Total shareholders' deficit widened to $(20,094,560) as of September 30, 2026, from $(19,395,887) at December 31, 2025, according to the filing.

The filing also discloses that all 7,187,500 Class B ordinary shares were converted to Class A ordinary shares during the third quarter of 2026. Additionally, the balance sheet reflects promissory notes to a related party totaling $4,600,000 as of September 30, 2026, a figure that did not appear on the December 31, 2025 balance sheet. The deferred underwriting fee payable remained unchanged at $13,400,000 across both periods. The company is registered in the Cayman Islands and classifies itself as a smaller reporting company and an emerging growth company.

What Was Disclosed

Velos Acquisition I Corp. disclosed its unaudited financial results for the quarter and nine months ended September 30, 2026, including a reduced Trust Account balance, significant shareholder redemptions, a Class B-to-Class A share conversion, and the recording of a non-redemption agreements expense of $2,083,554.