Boa Acquisition Corp. II filed a Form 10-Q with the SEC on November 12, 2026, reporting unaudited financial results for the quarterly period ended September 30, 2026, its first quarter following its Initial Public Offering.

Key Highlights

  • Trust Account: Cash held in Trust Account totaled $144,558,284 as of September 30, 2026, compared to zero at December 31, 2025, according to the filing.
  • Shares Outstanding: As of November 6, 2026, the company reported 14,596,500 Class A ordinary shares and 6,160,714 Class B ordinary shares issued and outstanding.
  • Redemption Value: 14,375,000 Class A ordinary shares were subject to possible redemption at $10.06 per share as of September 30, 2026.
  • Q3 Net Income: The company reported net income of $444,337 for the three months ended September 30, 2026, driven by $808,284 in interest earned on cash held in the Trust Account.
  • Over-Allotment Exercised: The underwriters exercised their over-allotment option in full on August 5, 2026, as part of the closing of the Initial Public Offering.
  • Shareholders' Deficit: Total shareholders' deficit was $(812,388) as of September 30, 2026, compared to $(77,971) at December 31, 2025.
  • Shell Company Status: The registrant indicated it is a shell company as defined under Rule 12b-2 of the Exchange Act.

Boa Acquisition Corp. II Reports First Post-IPO Quarter Results Through September 30, 2026

Boa Acquisition Corp. II (NASDAQ:THEO), a Cayman Islands-incorporated blank check company based in Washington, D.C., filed its quarterly report covering the period ended September 30, 2026. The filing reflects the company's first full operating quarter following its Initial Public Offering, which closed on August 5, 2026, the same date on which the underwriters exercised their over-allotment option in full, according to the filing.

The condensed balance sheet as of September 30, 2026 showed total assets of $145,182,507, with the dominant component being $144,558,284 held in a Trust Account. Total liabilities stood at $1,436,611, including $1,388,215 in noncurrent accrued expenses. The company reported an accumulated deficit of $(813,026) and total shareholders' deficit of $(812,388). Formation, general and administrative expenses for the nine months ended September 30, 2026 were $415,317, while interest earned on cash held in the Trust Account was $808,284 for both the three- and nine-month periods, the filing stated.

The filing also disclosed that the Sponsor forfeited 1,505,953 Class B ordinary shares on June 17, 2026, and that share counts and associated amounts were retroactively restated to reflect this forfeiture. Private Placement Units consisting of 221,500 Class A ordinary shares were issued during the third quarter, with proceeds of $2,215,000 recorded. The company noted it has not been subject to Exchange Act filing requirements for the past 90 days, checking "No" on the related cover page indicator.

What Was Disclosed

Boa Acquisition Corp. II disclosed its unaudited financial statements for the quarter ended September 30, 2026, covering its IPO closing, trust account funding of $144,558,284, over-allotment exercise, sponsor share forfeiture, and net income of $444,337 for the third quarter.