Quetta Acquisition Corporation announced a merger agreement with KM QUAD for a business combination in February 2025. This agreement was terminated by mutual consent in January 2026. Subsequently, in March 2026, Quetta entered into a business combination agreement with Smart Kreate Group Limited.

• On February 14, 2025, Quetta entered into a merger agreement with KM QUAD for a proposed business combination.[N1]
• As of December 31, 2025, the KM QUAD business combination had not been consummated.[S1]
• On January 15, 2026, the merger agreement with KM QUAD was terminated by mutual consent.[S1]
• On March 6, 2026, Quetta entered into a business combination agreement with Smart Kreate Group Limited and related entities.[S1]

Quetta’s management team has extensive experience and networks in Asia and North America, which may facilitate sourcing high-quality acquisition targets. The company’s focus on large underpenetrated markets with favorable industry dynamics and its criteria for strong management teams and defensible market positions could position it to identify attractive business combination opportunities. The recent entry into a business combination agreement with Smart Kreate Group Limited indicates ongoing progress in executing its business strategy. Access to capital from its IPO and trust account investments provides financial resources to support acquisition activities.

Quetta has not yet completed any business combination and has incurred net losses since inception, reflecting the risks inherent in SPACs. The termination of the merger agreement with KM QUAD in early 2026 highlights potential challenges in deal execution. The company’s liquidity position as of December 31, 2025, with a current ratio of 0.01 and minimal cash on hand, indicates limited operating resources outside of trust account funds. The success of the business model depends on identifying and consummating a suitable business combination, which carries execution and market risks. Additionally, conflicts of interest may arise due to management’s affiliations with other SPACs.

As a blank check company, Quetta Acquisition Corporation’s competitive advantage lies primarily in its management team’s proprietary network and experience in sourcing and executing cross-border transactions, particularly in Asia. The team’s longstanding relationships with corporate executives, investors, and financial intermediaries in Asia provide access to proprietary deal flow and investment opportunities. The company’s ability to structure and execute complex transactions, combined with its focus on underpenetrated Asian markets, may offer a strategic edge in identifying attractive business combination targets. However, as a SPAC without operating history or revenues, its moat is contingent on successful deal execution and integration of acquired businesses.

• Execution Risk: The company has not completed a business combination and faces risks related to identifying, negotiating, and closing a suitable acquisition.
• Liquidity Risk: As of December 31, 2025, the company had very limited current assets relative to current liabilities, indicating potential liquidity constraints for ongoing operations.
• Dependence on Management: The business model relies heavily on the management team’s network and expertise to source and execute transactions, with no guarantee of success.
• Market and Regulatory Risks: Cross-border transactions in Asia involve regulatory complexities and market uncertainties that may impact deal completion and integration.
• Conflicts of Interest: Certain officers and directors have fiduciary duties to other SPACs, which may create conflicts in evaluating potential business combinations.

• Quetta Acquisition Corporation (QETA) is a blank check company formed on May 1, 2023, under Delaware law for the purpose of effecting a business combination with one or more businesses or entities.
• The company focuses on identifying and acquiring operating businesses primarily in Asia but is not limited to any industry or geographic region.
• Quetta completed its IPO on October 11, 2023, raising gross proceeds of $69 million by selling 6.9 million units at $10 each.
• The company has no operating revenues and has incurred losses since inception due to formation and operating costs.
• As of December 31, 2025, Quetta had not consummated any business combination and had a net loss of $780,924 for the year ended December 31, 2025.
• Quetta entered into a merger agreement with KM QUAD on February 14, 2025, but the agreement was terminated by mutual consent on January 15, 2026.
• On March 6, 2026, Quetta entered into a business combination agreement with Smart Kreate Group Limited and related entities.
• The management team has extensive experience and networks in Asia and North America, with expertise in cross-border transactions and deal structuring.
• The company’s acquisition criteria include targeting companies with enterprise values between $250 million and $1 billion, strong management teams, defensible market positions, and Asia-based operations with global reach.
• Quetta’s liquidity as of December 31, 2025, showed current assets of $22,431 and current liabilities of $2,653,335, resulting in a current ratio of 0.01 and zero cash and cash equivalents.
• The company’s cash and investments held in trust account were $19,233,261 as of December 31, 2025, invested in U.S. government securities and money market funds.
• Quetta’s officers and directors include individuals with prior roles at Yotta Acquisition Corporation, another SPAC.
• The company has incurred administrative service fees of $120,000 annually paid to its sponsor for office and administrative support.
• Quetta’s business model depends on successfully identifying and completing a business combination to generate operating revenues and value for shareholders.
• The company’s financial disclosures are summarized from SEC filings and provided for informational purposes only.