Translational Development Acquisition Corp. filed Amendment No. 2 to its 2025 annual report to revise its conclusion on disclosure controls and procedures. Management, including the chief financial officer, now concludes that as of December 31, 2025 these disclosure controls and procedures were not effective.
The company states that internal control over financial reporting, assessed using the COSO 2013 framework, was effective as of December 31, 2025, and notes no material changes in these controls during the most recent fiscal quarter. The amendment also adds updated Section 302 and Section 906 Sarbanes-Oxley officer certifications, with no other changes to the original Form 10-K or prior amendment.
Translational Development Acquisition Corp. filed Amendment No. 1 to its 2025 annual report to update its controls and procedures disclosure. The company is responding to an SEC comment letter by replacing Item 9A and providing new officer certifications, while leaving all other 10-K disclosures unchanged.
Management, including the chief financial officer, evaluated disclosure controls and procedures as of December 31, 2025 and concluded they were effective. Using the COSO 2013 framework, management also determined internal control over financial reporting was effective, with no material changes during the most recent fiscal quarter.
The filing notes aggregate market value of Class A ordinary shares of $177,675,000 as of June 30, 2025. As of March 30, 2026, 17,250,000 Class A ordinary shares and 4,657,500 Class B ordinary shares were issued and outstanding.
Translational Development Acquisition Corp. is asking shareholders to approve amendments that would permit up to twelve (12) one‑month extensions, moving the deadline to complete an initial business combination from June 24, 2026 to no later than June 24, 2027. The proposals include an Extension Amendment to the charter and a conforming Trust Agreement Amendment that would permit the sponsor, upon five days’ notice, to deposit an Extension Payment into the trust in exchange for a non‑interest bearing unsecured promissory note. If the amendments are approved, public shareholders may redeem all or a portion of their Public Shares for a pro rata share of the trust balance by submitting redemption requests by 5:00 p.m. Eastern Time on June 15, 2026. If the proposals are not approved and no business combination closes by the existing deadline, the company will redeem Public Shares and pursue dissolution and liquidation consistent with the charter and trust agreement. The Board recommends voting FOR each proposal.
Translational Development Acquisition Corp. reports its 2025 results as a blank check company focused on completing an initial business combination. It completed an IPO of 17,250,000 units at $10.00 each, plus 7,075,000 private placement warrants at $1.00, placing $174,225,000 into a trust at $10.10 per public share.
At December 31, 2025, investments in the trust totaled $181,657,311 and the company recorded net income of $6,362,427, driven by $7,306,965 of dividends on trust investments and $944,538 of operating costs. Cash outside the trust was $29,787 with a working capital deficit of $504,608.
The company has until June 24, 2026 to complete a business combination or redeem public shares and liquidate. Management discloses substantial doubt about its ability to continue as a going concern absent a timely deal or further sponsor support, while highlighting shareholder redemption protections and the sponsor’s limited indemnity for certain creditor claims.
Translational Development Acquisition Corp. disclosure shows a group tied to Wolverine holds 1,557,134 Class A ordinary shares, representing 9.03% of the outstanding Class A shares. The percentage is calculated using 17,250,000 shares outstanding as of August 14, 2025. The filings list the reporting persons as Wolverine Asset Management, LLC; Wolverine Holdings, L.P.; Wolverine Trading Partners, Inc.; and individuals Christopher L. Gust and Robert R. Bellick. The group reports shared voting and dispositive power over the shares and certifies the holdings were acquired in the ordinary course of business.