GSHRMEDIUM SIGNALOPERATIONAL10-Q

GSHR's quarterly filing shows the SPAC has progressed from having no substantive target discussions as of June 30 to actively evaluating prospective acquisition candidates as of September 30, 2025.

This represents meaningful operational progress for the blank check company, indicating management has moved beyond the initial formation phase into active deal sourcing. However, the company still has not entered into any definitive agreement with a specific target, meaning shareholders remain in the typical SPAC waiting period with execution risk.

Comparing 2025-11-12 vs 2025-08-14View on EDGAR →
FINANCIAL ANALYSIS

The financial picture shows mixed signals with operating losses doubling from $265K to $571K as the company ramps up acquisition activities, while net income increased 89% to $2.5M driven by higher interest income from IPO proceeds. Current assets declined 14% to $1.4M and current liabilities increased 41% to $170K, reflecting typical cash burn and expense accrual patterns for an active SPAC in the target evaluation phase.

FINANCIAL STATEMENT CHANGES
Operating Income
P&L
-115.2%
-$265K-$571K

Operating income deteriorated sharply — investigate whether driven by one-time charges or structural cost issues.

Net Income
P&L
+89.3%
$1.3M$2.5M

Net income grew 89.3% — bottom-line growth signals improving overall business health.

Operating Cash Flow
Cash Flow
-52.1%
-$395K-$601K

Operating cash flow fell 52.1% — earnings quality concerns; investigate working capital changes and non-cash items.

Current Liabilities
Balance Sheet
+41.3%
$120K$170K

Current liabilities surged 41.3% — significant near-term obligations; verify ability to meet short-term debt.

Current Assets
Balance Sheet
-14.3%
$1.7M$1.4M

Current assets declined 14.3% — monitor working capital adequacy and short-term liquidity.

LANGUAGE CHANGES
NEW — 2025-11-12
PRIOR — 2025-08-14
ADDED
II NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED) SEPTEMBER 30, 2025 Note 1 Description of Organization and Business Operations Gesher Acquisition Corp.
II (the Company ) is a blank check company incorporated as a Cayman Islands exempted company on August 29, 2024 .
As of September 30, 2025, the Company had not entered into a definitive agreement with any specific Business Combination target.
As of September 30, 2025, the Company had not commenced any operations.
All activity for the period from August 29, 2024 (inception) through September 30, 2025 relates to the Company s formation and the Initial Public Offering (as defined below), and subsequent to the Initial Public Offering, identifying and evaluating prospective acquisition candidates and activities in connection with the Business Combination.
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REMOVED
1 Condensed Balance Sheets as of June 30, 2025 (Unaudited) and December 31, 2024 1 Unaudited Condensed Statements of Operations for the Three and Six Months Ended June 30, 2025 2 Unaudited Condensed Statements of Changes in Shareholders Deficit for the Three and Six Months Ended June 30, 2025 3 Unaudited Condensed Statement of Cash Flows for the Six Months Ended June 30, 2025 4 Notes to Unaudited Condensed Financial Statements 5 Item 2.
The accompanying notes are an integral part of the unaudited condensed financial statements 3 GESHER ACQUISITION CORP.
II NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS JUNE 30, 2025 Note 1 Description of Organization and Business Operations Gesher Acquisition Corp.
II (the Company ) is a special purpose acquisition company incorporated as a Cayman Islands exempted company on August 29, 2024 .
The Company has not selected any specific Business Combination target and the Company has not, nor has anyone on its behalf, engaged in any substantive discussions, directly or indirectly, with any Business Combination target with respect to an initial Business Combination with the Company.
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