TRANSLATIONAL DEVELOPMENT ACQUISITION CORP. FORM 10-Q FOR THE QUARTER ENDED JUNE 30, 2026
Translational Development Acquisition Corp. (TDAC) filed its quarterly report for the period ended June 30, 2026. The company reported a net loss of $1.4 million for the three months ended June 30, 2026, compared to a net loss of $1.1 million for the same period in 2025. As of June 30, 2026, TDAC had cash and cash equivalents of $14.4 million, compared to $15.4 million as of December 31, 2025. The company’s total assets decreased to $16.4 million as of June 30, 2026, from $17.4 million as of December 31, 2025. TDAC’s management discussed the company’s financial condition and results of operations, highlighting the challenges faced by the company in the current market environment.
Overview
TDAC is a blank check company incorporated in the Cayman Islands on April 19, 2022, with the purpose of effecting a merger, amalgamation, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The company expects to continue to incur significant costs in the pursuit of its acquisition plans, but cannot assure that its plans to complete an initial business combination will be successful.
Proposed Business Combination
On May 27, 2026, TDAC entered into an Agreement and Plan of Merger with Prologium Holding Inc. (ProLogium), a Cayman Islands company, and two of ProLogium’s subsidiaries. The proposed transaction, referred to as the “ProLogium Business Combination,” involves a series of mergers that will result in ProLogium becoming a wholly-owned subsidiary of TDAC.
In connection with the proposed business combination, TDAC entered into a subscription agreement on July 27, 2026 with Naetas Holding Limited, an institutional investor, to issue 5 million Class A ordinary shares at $10 per share for $50 million. The subscriber will also receive an equal number of warrants on the same terms as TDAC’s public warrants.
General Meeting and Trust Account
On June 17, 2026, TDAC held an extraordinary general meeting where shareholders approved an amendment to extend the deadline to complete a business combination by up to 12 additional one-month periods, from June 24, 2026 to June 24, 2027. In connection with this vote, 2,598,697 Class A ordinary shares were redeemed for $27,817,434.
As of June 30, 2026, TDAC had $157,261,867 in marketable securities held in the trust account. The company intends to use substantially all of the funds in the trust account to complete the business combination.
Results of Operations
TDAC has not engaged in any operations or generated any revenues to date. Its activities have been focused on organizational tasks and preparing for the initial public offering. For the three and six months ended June 30, 2026, the company reported net income of $946,982 and $2,279,779 respectively, primarily from dividends earned on the marketable securities held in the trust account.
Liquidity and Capital Resources
As of June 30, 2026, TDAC had $85,877 in cash and a working capital deficit of $1,646,819. The company may need to obtain additional financing to complete the business combination or to fund operations prior to the combination. TDAC’s Sponsor has provided a promissory note of up to $2 million, of which $1.1 million was outstanding as of June 30, 2026.
The company’s ability to continue as a going concern is dependent on completing the business combination before the June 24, 2027 deadline. If TDAC is unable to do so, it will trigger an automatic winding up, dissolution and liquidation, which raises substantial doubt about its ability to continue as a going concern.
