The company announced a business combination agreement with WISeKey International Holding AG to publicly list WISeKey’s subsidiary WISeSat.Space Corp. under the name WISeSat.Space Holdings Corp.

• On November 9, 2025, Columbus Acquisition Corp entered into a business combination agreement with WISeSat.Space Holdings Corp., a subsidiary of WISeKey International Holding AG, to publicly list WISeSat.Space Corp. under the name WISeSat.Space Holdings Corp. [N1]

The company has successfully raised $60 million in its IPO and private placement, with proceeds held in a trust account earning interest. It has entered into a business combination agreement with WISeSat.Space Holdings Corp., a subsidiary of WISeKey International Holding AG, to publicly list WISeSat.Space Corp. This transaction could provide a pathway to operating revenues and business operations. The company has the ability to extend the deadline for completing the business combination, providing flexibility to complete the transaction. The Sponsor holds a significant stake and has agreed to support the transaction, which may align interests.

The company currently has no operating revenue and has incurred losses from formation and operating costs. Its ability to continue as a going concern depends on completing a business combination or obtaining additional financing. The business combination is subject to shareholder approval and customary closing conditions, which may not be satisfied. Failure to complete the business combination by the deadline could result in liquidation and dissolution of the company. The company’s financial condition and liquidity raise substantial doubt about its ability to continue without a successful transaction. The Sponsor’s significant ownership concentration may pose governance risks.

As a blank check company, Columbus Acquisition Corp’s moat is primarily its ability to raise capital through its IPO and private placements to pursue a business combination. The company’s moat depends on its management’s ability to identify and consummate a suitable business combination with a target company. The company’s trust account structure and shareholder approval mechanisms provide some investor protections. However, the company currently has no operating business or revenue, and its value depends on the successful completion and subsequent performance of the business combination.

• Business Combination Completion Risk: The company must complete a business combination by the prescribed deadline, currently January 22, 2027, or face mandatory liquidation. Extensions are possible but not guaranteed.
• Going Concern and Liquidity Risk: The company’s liquidity condition raises substantial doubt about its ability to continue as a going concern without completing a business combination or obtaining additional financing.
• Sponsor and Insider Concentration Risk: The Sponsor and insiders hold a significant portion of shares and have agreed not to redeem their shares, which may affect shareholder dynamics and governance.
• Regulatory and Approval Risks: The business combination is subject to shareholder approval, SEC filings, and other customary closing conditions that may delay or prevent completion.
• Market and Geopolitical Risks: Global economic uncertainties, trade tensions, and geopolitical conflicts may adversely affect the company’s ability to consummate a business combination or the operations of the target business.

• Columbus Acquisition Corp is a blank check company incorporated in the Cayman Islands on January 18, 2024, formed to effect a business combination such as merger, share exchange, asset acquisition, or similar transaction with one or more businesses or entities without limitation to industry or geography.
• The company completed its IPO on January 24, 2025, issuing 6,000,000 units at $10.00 per unit, raising gross proceeds of $60 million, with proceeds placed in a trust account.
• A private placement of 234,290 units was completed concurrently with the IPO, raising approximately $2.34 million from the Sponsor, Hercules Capital Management VII Corp.
• The company issued 210,000 Representative Shares to the underwriters' representative, subject to transfer restrictions for 180 days post-IPO.
• The company’s ordinary shares and rights began trading on Nasdaq under symbols COLA and COLAR respectively on March 17, 2025; public units trade under COLAU.
• The company has no revenue and has incurred losses since inception due to formation and operating costs, funded by sale of securities and loans from the Sponsor.
• As of December 31, 2025, the company had current assets of $489,447 and current liabilities of $310,209, resulting in a current ratio of 1.58.
• The company reported net income of $1,285,090 for the fiscal year ended December 31, 2025, and a net loss per basic and diluted share of $0.05 for the year ended December 31, 2024.
• The company’s cash balance as of September 30, 2025 was $638,311, with working capital of $587,802.
• The company entered into a business combination agreement on November 9, 2025, with WISeSat.Space Holdings Corp., a subsidiary of WISeKey International Holding AG, to publicly list WISeSat.Space Corp. under the name WISeSat.Space Holdings Corp.
• The business combination agreement includes customary covenants, conditions to closing, and provisions for the issuance of shares of the combined entity.
• The company has the ability to extend the deadline to complete the business combination up to twelve times by one-month increments, potentially extending the deadline to January 22, 2027.
• The Sponsor holds approximately 21.83% of the issued and outstanding shares as of the latest report date.
• The company’s management has broad discretion over the use of IPO proceeds outside the trust account, primarily intended for consummating a business combination and working capital.
• The company’s financial statements comply with ASC 260 for earnings per share and ASC 820 for fair value measurement.
• The company’s liquidity condition as of September 30, 2025 raises substantial doubt about its ability to continue as a going concern without completing a business combination or obtaining additional financing.
• The company’s insiders have agreed not to convert their shares into redemption rights in connection with the business combination.
• The company’s trust account held approximately $61.6 million as of September 30, 2025, earning interest income recognized in the financial statements.
• The company’s general and administrative expenses increased in 2025 compared to 2024, reflecting increased operating activity related to the IPO and business combination process.