Overview

Inflection Point Acquisition Corp. is a blank check company formed for the purpose of effecting a business combination. The company has not yet selected a target business for its initial business combination. Inflection Point is focusing on businesses in the technology, media, and telecommunications (TMT) sector, as well as sectors being transformed by technology adoption.

Results of Operations

Inflection Point has not engaged in any operations or generated any revenue to date. The company’s activities have been limited to organizational tasks, preparing for its initial public offering (IPO), and identifying a potential business combination target. Inflection Point expects to generate non-operating income in the form of interest on the funds held in its trust account, but does not anticipate generating any operating revenue until after completing its initial business combination.

For the three months ended March 31, 2025, Inflection Point reported net income of $2,416,719, which consisted of $2,636,302 in interest earned on investments held in the trust account and $19,685 in interest earned on the company’s bank account, partially offset by $239,268 in general and administrative expenses.

Factors That May Adversely Affect Results of Operations

Inflection Point’s results of operations and ability to complete an initial business combination could be adversely impacted by various economic and market factors, including:

• Downturns in financial markets or economic conditions
• Increases in oil prices, inflation, or interest rates
• Supply chain disruptions
• Declines in consumer confidence and spending
• Public health considerations
• Geopolitical instability

The company cannot predict the likelihood, duration, or magnitude of these potential negative impacts on its business.

Liquidity and Capital Resources

Prior to its IPO, Inflection Point’s only source of liquidity was an initial purchase of Class B ordinary shares by its sponsor and loans from the sponsor, which were repaid at the closing of the IPO.

On November 4, 2024, Inflection Point completed its IPO of 25,000,000 units at $10.00 per unit, generating gross proceeds of $250,000,000. Simultaneously, the company sold 425,000 private placement units to the sponsor for $4,250,000.

After the IPO, $250,000,000 was placed in the company’s trust account. Inflection Point incurred $11,403,592 in IPO-related expenses, including $2,000,000 in cash underwriting fees, $8,750,000 in deferred underwriting fees, and $653,592 in other offering costs.

As of March 31, 2025, Inflection Point had $1,870,579 in cash for working capital purposes and $254,392,500 in investments held in the trust account. The company intends to use the trust account funds, along with any debt or equity financing, to complete its initial business combination.

Off-Balance Sheet Arrangements and Contractual Obligations

Inflection Point does not have any off-balance sheet arrangements or long-term debt, capital lease obligations, operating lease obligations, or other long-term liabilities.

The underwriters of the IPO had a 45-day option to purchase up to an additional 3,750,000 units to cover over-allotments, but this option was forfeited. The underwriters are entitled to a cash underwriting discount of $0.08 per unit, or $2,000,000 in total, with $1,000,000 paid at the IPO closing and the remaining $1,000,000 payable from working capital in equal monthly installments over the 16-24 months following the IPO closing.

Critical Accounting Estimates and Policies

The preparation of Inflection Point’s financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, income, and expenses. Management has identified the determination of the fair value of the company’s rights shares as a complex accounting estimate.

Recent Accounting Standards

Management does not believe that any recently issued, but not yet effective, accounting standards would have a material effect on the company’s financial statements if currently adopted.