Starlink AI Acquisition Corp

EX-99.1 · ex99-1.htm

EX-99.1
 2
 ex99-1.htm
 EX-99.1

 EXHIBIT
99.1

 INDEX
TO UNAUDITED PRO FORMA FINANCIAL STATEMENT

 Unaudited Pro Forma Balance Sheet as of May 27, 2026
 F-2

 Notes to Unaudited Pro Forma Financial Statement
 F-3

 F- 1

 STARLINK
AI ACQUISITION CORPORATION

 UNAUDITED
PRO FORMA BALANCE SHEET

 May
27, 2026

 May 11,
 2026

 Pro Forma Adjustments
 As
 Adjusted

 (Unaudited)
 (Unaudited)

 Assets

 Current Assets

 Cash
 $ 718,100
 $ (22,500 )(h)
 $ 611,600

 (26,000 )(i)

 (20,000 )(k)

 (38,000 )(l)

 Prepaid expenses
 71,000
 20,200 (i)
 90,189

 16,444 (k)

 (15,000 )(l)

 (2,455 )(m)

 Total Current Assets
 789,100
 (87,311 )
 701,789

 Cash and investments held in Trust Account
 100,500,000
 5,000,000 (a)
 105,665,011

 25,000 (b)

 140,011 (e)

 Deferred offering costs
 -
 22,500 (d)
 -

 175,000 (f)

 5,800 (i)

 (203,300 )(j)

 Total Assets
 $ 101,289,100
 $ 5,077,700
 $ 106,366,800

 Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Deficit

 Current Liabilities

 Accounts payable and accrued expenses
 $ 39,667
 $ 4,785 (f)
 $ 6,452

 (34,000 )(l)

 (4,000 )(l)

 Over-allotment option liability
 135,611
 (135,611 )(g)
 -

 Due to related party
 31,585
 (22,500 )(h)
 9,085

 Total Current Liabilities
 206,863
 (191,326 )
 15,537

 Deferred underwriting fee payable
 3,500,000
 175,000 (f)
 3,675,000

 Total Liabilities
 3,706,863
 (16,326 )
 3,690,537

 Commitments and Contingencies (Note 6)

 Ordinary shares, $0.0001 par value, 500,000,000 shares authorized, 10,000,000 shares subject to possible redemption
 100,500,000
 5,000,000 (a)
 105,665,011

 25,000 (c)

 140,011 (e)

 Shareholders’ Deficit:

 Ordinary shares, $0.0001 par value, 500,000,000 shares authorized, 3,246,500 shares issued and outstanding (excluding 10,000,000 shares subject to possible redemption)
 324
 0.25 (b)
 324

 0.22 (d)

 Accumulated deficit
 (2,918,087 )
 25,000 (b)
 603,051

 (25,000 )(c)

 (140,011 )(e)

 22,500 (d)

 135,611 (g)

 (203,300 )(j)

 140,011 (e)

 (4,785 )(f)

 (3,556 )(k)

 (15,000 )(l)

 (2,455 )(m)

 Total Shareholders’ Deficit
 (2,917,763 )
 (70,985 )
 (2,988,748 )

 Total Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Deficit
 $ 101,289,100
 $ 5,077,700
 $ 106,366,800

 The
accompany notes are an integral part of the unaudited pro forma financial statement.

 F- 2

 STARLINK
AI ACQUISITION CORPORATION

 NOTES
TO UNAUDITED PRO FORMA FINANCIAL STATEMENT

 Note
1 — Closing of Over-allotment Option and Additional Private Placement Units

 The
accompanying unaudited Pro Forma Balance Sheet presents the Balance Sheet of Starlink AI Acquisition Corporation (the “Company”)
as of May 11, 2026, adjusted for the closing of the underwriters’ partial exercise of the over-allotment option and related transactions
which occurred on May 27, 2026 as described below.

 On
May 11, 2026, the Company consummated its initial public offering (“IPO”) of 10,000,000 units (the “Units”) at an offering price of $10.00
per Unit generating gross proceeds of $100,000,000. Simultaneously with the closing of the IPO, the Company consummated a private placement
(the “Private Placement”) in which JKapital Ltd. (the “Sponsor”), purchased 221,500 units (the “Private
Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $2,215,000.

 The
Company granted the underwriters a 45-day option to purchase up to an additional 1,500,000 Units (the “Option Units”) at
$10.00 per unit to cover over-allotments, if any. On May 20, 2026, the underwriters notified the Company of their partial exercise of
the over-allotment option to purchase 500,000 additional units (the “Option Units”) at $10.00 per unit. The closing of the
issuance and sale of the Option Units occurred on May 27, 2026, generating total gross proceeds of $5,000,000. Simultaneously with the
closing of the over-allotment option, the Company consummated the private placement of an aggregate of 4,750 Private Placement Units
to the Sponsor, at a price of $10.00 per Private Placement Unit, generating gross proceeds of $47,500.

 A
total of $105,525,000 ($10.05 per Unit) of the net proceeds from the sales of Units in the IPO, the Option Units and the Private Placements
Units on May 11, 2026 and May 27, 2026, were placed in a trust account with Continental Stock Transfer& Trust acting as trustee.

 F- 3

 Pro
forma adjustments to reflect the sales of the Option Units and additional Private Placement Units described above are as follows:

 Pro Forma Entries
 Debit
 Credit

 (a)
 Cash and investments held in Trust Account
 $ 5,000,000

 Ordinary share subject to possible redemption

 $ 5,000,000

 To record the sale of 500,000 Option Units at $10.00 per Unit

 (b)
 Cash and investments held in Trust Account
 $ 25,000

 Ordinary shares (not redeemable)

 $ 0.25

 Additional paid-in capital

 24,999.75

 To record the sale of 2,500 of the total 4,750 Private Placement Units at
 $10.00 per Unit

 (c)
 Additional paid-in capital
 $ 25,000

 Ordinary share subject to possible redemption

 $ 25,000

 Sponsor contribution of $0.05 per unit on 500,000 units (trust overfunding) -reclass to temporary equity

 (d)
 Deferred offering costs
 $ 22,500

 Ordinary shares (not redeemable)

 $ 0.22

 Additional paid-in capital

 22,499.78

 To record the sale of 2,250 of the total 4,750 Private Placement Units at $10.00 per
 Unit to pay underwriting commission (0.45% of sale of Option Units proceeds)

 (e)
 Cash and investments held in Trust Account
 $ 140,011

 Interest earned in investments held in Trust Account

 $ 140,011

 Additional paid-in capital
 140,011

 Ordinary share subject to possible redemption

 140,011

 To record interest earned in Trust Account and to reclass interest income to temporary equity

 (f)
 Deferred offering costs – deferred underwriting commission
 $ 175,000

 Deferred underwriting fee payable

 $ 175,000

 Administrative service expense
 4,785

 Accounts payable and accrued expenses

 4,785

 To record deferred underwriting commission, bank interest income and accrued expense

 (g)
 Over-allotment liability
 $ 135,611

 Additional paid-in capital

 $ 135,611

 To reverse over-allotment option liability

 (h)
 Due to related party
 $ 22,500

 Cash

 $ 22,500

 To record sponsor loan used to offset payment of underwriting commission from
 the Company’s bank account

 (i)
 Deferred offering costs
 $ 5,800

 Prepaid expenses
 20,200

 Cash

 $ 26,000

 To record payment of trust IPO and annual administrative fee

 (j)
 Additional paid-in capital
 $ 203,300

 Deferred offering costs

 $ 203,300

 To record the charge of deferred offering costs to APIC

 (k)
 Legal fee
 $ 3,556

 Prepaid expenses
 16,444

 Cash

 $ 20,000

 To record legal compliance fees from May to July 2026

 (l)
 Accrued offering costs
 $ 34,000

 Audit fee
 15,000

 Accounts payable
 4,000

 Prepaid expenses

 $ 15,000

 Cash

 38,000

 To record operating expenses

 (m)
 Insurance expense
 $ 2,455

 Prepaid expenses

 $ 2,455

 To record D&O insurance from date of IPO to 5/27/2026,

 F- 4