| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis
of Presentation The
accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United
States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article
8 of Regulation S-X of the SEC. Certain information or footnote disclosures normally included in unaudited financial statements prepared
in accordance with GAAP have been or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly,
they do not include all the information and footnotes necessary for a complete presentation of financial position, results of operations,
or cash flows. In the opinion of management, the accompanying unaudited financial statements include all adjustments, consisting of a
normal recurring nature, which are necessary for a fair presentation of the financial position, operating results and cash flows for
the periods presented. The
accompanying unaudited financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the
year ended September 30, 2024, as filed with the SEC on December 26, 2024. The interim results for the three months ended December 31,
2024, are not necessarily indicative of the results to be expected for the year ending September 30, 2025 or for any future periods. Emerging
Growth Company The
Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our
Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements
that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required
to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced
disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements
of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously
approved. Further,
Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting
standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do
not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting
standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements
that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of
such extended transition period which means that when a standard is issued or revised and it has different application dates for public
or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies
adopt the new or revised standard. This may make comparison of the Company’s unaudited financial statements with another public
company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition
period difficult or impossible because of the potential differences in accounting standards used. Use
of Estimates The
preparation of unaudited financial statements in conformity with GAAP requires the Company’s management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited
financial statements and the reported amounts of expenses during the reporting period. Making
estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of
a condition, situation or set of circumstances that existed at the date of the unaudited financial statements, which management considered
in formulating its estimate, could change in the near term due to one or more future confirming events. Accordingly, the actual results
could differ significantly from those estimates. Cash
and Cash Equivalents The
Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. The Company
had $ 910,193 822,799 no Marketable
securities held in Trust account As
of December 31, 2024, all of the assets held in the Trust Account were held in money market funds which are invested only in U.S. government
securities. Investments in money market funds are presented on the balance sheet at fair value at the end of each reporting period. Interest
income earned from investments in these securities are included in the accompanying unaudited statements of operations. Offering
Costs The
Company complies with the requirements of the ASC 340-10-S99-1 and SEC Staff Accounting Bulletin (“SAB”) Topic 5A —
“Expenses of Offering”. Offering costs consist principally of professional and registration fees, cash underwriting discount,
and deferred underwriting fees incurred through the balance sheet date that are related to the Initial Public Offering. Offering costs
were allocated to the separable financial instruments issued in the Initial Public Offering based on relative fair value basis, compared
to total proceeds received. Offering costs allocated to the Public Shares were charged against the carrying value of ordinary shares
subject to possible redemption upon the completion of the Initial Public Offering and offering costs allocated to Public Rights (as defined
in Note 3) were charged to additional paid in capital at the completion of the Initial Public Offering. IB
ACQUISITION CORP. NOTES
TO FINANCIAL STATEMENTS DECEMBER
31, 2024 (Unaudited) Common
Stock Subject to Possible Redemption The
Public Shares contain a redemption feature which allows for the redemption of such Public Shares in connection with the Company’s
liquidation, or if there is a shareholder vote or tender offer in connection with the Company’s initial business combination. In
accordance with ASC 480-10-S99, the Company classifies Public Shares subject to redemption outside of permanent equity as the redemption
provisions are not solely within the control of the Company. The Public Shares sold as part of the Units in the Initial Public Offering
were issued with other freestanding instruments (i.e., Public Rights) and as such, the initial carrying value of Public Shares classified
as temporary equity are the allocated proceeds determined in accordance with ASC 470-20. The Company recognizes changes in redemption
value immediately as it occurs and will adjust the carrying value of redeemable shares to equal the redemption value at the end of each
reporting period. Immediately upon the closing of the Initial Public Offering, the Company recognized the accretion from initial book
value to redemption amount value. The change in the carrying value of redeemable shares will result in charges against retained earnings
or additional paid-in capital in the absence of retained earnings. Accordingly, as of December 31, 2024, common stock subject to possible
redemption is presented at redemption value as temporary equity, outside of the stockholders’ equity section of the Company’s
balance sheet. The Company recognizes changes in redemption value immediately as they occur and adjusts the carrying value of redeemable
shares to equal the redemption value at the end of each reporting period. Increases or decreases in the carrying amount of redeemable
shares are affected by charges against retained earnings or additional paid-in capital in the absence of retained earnings. As
of December 31, 2024, the common stock subject to redemption reflected in the balance sheet are reconciled in the following table: SCHEDULE OF COMMON STOCK SUBJECT TO REDEMPTION
Gross proceeds $ 115,000,000
Less:
Proceeds allocated to Public Rights (2,415,000 )
Common stock issuance costs (7,571,317 )
Plus:
Remeasurement of carrying value to redemption value 12,952,678
Common stock subject to possible redemption, September 30, 2024 $ 117,966,361
Plus:
Remeasurement of carrying value to redemption value 1,083,509
Common stock subject to possible redemption, December 31, 2024 $ 119,049,870 Income
Taxes The
Company accounts for income taxes under ASC 740, “Income Taxes.” ASC 740, Income Taxes, requires the recognition of deferred
tax assets and liabilities for both the expected impact of differences between the financial statements and tax basis of assets and liabilities
and for the expected future tax benefit to be derived from tax loss and tax credit carry forwards. ASC 740 additionally requires a valuation
allowance to be established when it is more likely than not that all or a portion of deferred tax assets will not be realized. As of
December 31, 2024 and September 30, 2024, the Company’s deferred tax asset had a full valuation allowance recorded against it.
Our effective tax rate was (24.1) 0.00 21 ASC
740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s unaudited financial statements
and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position
taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be
sustained upon examination by taxing authorities. ASC 740 also provides guidance on derecognition, classification, interest and penalties,
accounting in interim period, disclosure and transition. The
Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no no The
Company has identified the United States as its only “major” tax jurisdiction. The Company is subject to income taxation
by major taxing authorities since inception. These examinations may include questioning the timing and amount of deductions, the nexus
of income among various tax jurisdictions and compliance with federal and state tax laws. The Company’s management does not expect
that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net
Income (Loss) Per Common Stock The
Company complies with the accounting and disclosure requirements of FASB ASC Topic 260, “Earnings Per Share”. Net income
(loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding
for the period. Accretion associated with the redeemable shares of common stock is excluded from earnings (loss) per share as the redemption
value approximates fair value. The
calculation of diluted net income (loss) per share does not consider the effect of the rights issued in connection with the (i) Initial
Public Offering, and (ii) the private placement since the exercise of the rights are contingent upon the occurrence of future events.
As of December 31, 2024, the rights are exercisable to purchase 605,525 IB
ACQUISITION CORP. NOTES
TO FINANCIAL STATEMENTS DECEMBER
31, 2024 (Unaudited) The
following table reflects the calculation of basic and diluted net income (loss) per common stock (in dollars, except per share amounts): SCHEDULE
OF BASIC AND DILUTED NET INCOME (LOSS) PER COMMON STOCK
For the Three Months Ended December 31, For the Three Months Ended December 31,
2024 2023
Redeemable Non-redeemable Redeemable Non-redeemable
Basic and diluted net income (loss) per common share
Numerator:
Allocation of net income (loss) $ 662,342 $ 244,726 $ — $ (87,491 )
Denominator:
Basic and diluted weighted-average shares outstanding 11,500,000 4,249,090 — 2,820,513
Basic and diluted net income (loss) per common share $ 0.06 $ 0.06 $ — $ (0.03 ) Concentration
of Credit Risk Financial
instruments that potentially subject the Company to concentrations of credit risk consist of cash accounts in a financial institution,
which at times may exceed the Federal Depository Insurance Coverage of $ 250,000 660,193 Fair
Value of Financial Instruments The
fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value
Measurements and Disclosures,” approximates the carrying amounts represented in the accompanying balance sheet, primarily due to
their short-term nature. Recent
Accounting Standards In
November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. The amendments
in this ASU require disclosures, on an annual and interim basis, of significant segment expenses that are regularly provided to the chief
operating officer decision maker (“CODM”), as well as the aggregate amount of other segment items included in the reported
measure of segment profit or loss. The ASU requires that a public entity disclose the title and position of the CODM and an explanation
of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate
resources. Public entities will be required to provide all annual disclosures currently required by Topic 280 in interim periods, and
entities with a single reportable segment are required to provide all the disclosures required by the amendments in this ASU and existing
segment disclosures in Topic 280. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within
fiscal years beginning after December 15, 2024, with early adoption permitted. Management
does not believe that any recently issued, but not effective, accounting standards, if currently adopted, would have a material effect
on the Company’s unaudited financial statements. |
