FortuneX Acquisition Corp

EX-99.1 · fortunexacq_ex99-1.htm

EX-99.1
 2
 fortunexacq_ex99-1.htm
 EXHIBIT 99.1

 Exhibit 99.1

 Unaudited Pro Forma Balance Sheet as of May 29, 2026

 F-2

 Notes to Unaudited Pro Forma Financial Statement

 F-3

 F- 1

 FORTUNEX ACQUISITION CORPORATION

 UNAUDITED PRO FORMA BALANCE
SHEET

 May 29, 2026

 May 26,
2026

 Pro Forma
Adjustments

 As
Adjusted

 (Unaudited)

 (Unaudited)

 Assets

 Current Assets

 Cash

 $
 1,102,515

 $
 (149,650
 )

 (b)

 $
 952,865

 Advance – related party

 53,900

 131,100

 (c)

 185,000

 Prepaid expenses

 15,000

 13,170

 (c)

 13,170

 (15,000
 )

 (k)

 Total Current Assets

 1,171,415

 (20,345
 )

 1,151,035

 Cash and investments held in Trust Account

 75,750,000

 11,250,000

 (a)

 87,148,790

 149,625

 (b)

 (37,125
 )

 (d)

 36,290

 (e)

 Deferred offering costs

 -

 37,125

 (d)

 -

 562,500

 (g)

 (599,625
 )

 (j)

 Total Assets

 $
 76,921,415

 $
 11,378,410

 $
 88,299,825

 Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Deficit

 Current Liabilities

 Accounts payable and accrued expenses

 $
 14,260

 $
 (5,320
 )

 (c)

 $
 10,390

 1,450

 (f)

 Over-allotment option liability

 102,787

 (102,787
 )

 (h)

 -

 Total Current Liabilities

 117,047

 (106,657
 )

 10,390

 Deferred underwriting fee payable

 3,750,000

 562,500

 (g)

 4,312,500

 Total Liabilities

 3,867,047

 455,843

 4,322,890

 Commitments and Contingencies (Note 6)

 Ordinary shares subject to possible redemption, $0.0001 par value, 500,000,000 shares authorized, 7,500,000 shares and 8,625,000 shares at redemption value of $10.10 and $10.10 per share, as actual and adjusted, respectively

 75,750,000

 11,250,000

 (a)

 87,148,790

 36,290

 (e)

 112,500

 (i)

 Shareholders’ Deficit

 Ordinary shares, $0.0001 par value, 500,000,000 shares authorized, 3,991,929 shares and 4,006,929 shares issued and outstanding, as actual and adjusted, respectively (excluding 7,500,000 shares and 8,625,000 shares subject to possible redemption, as actual and adjusted, respectively)

 400

 1

 (c)

 401

 Accumulated deficit

 (2,696,032
 )

 (25
 )

 (b)

 (3,172,256
 )

 (25
 )

 (c)

 112,489

 (c)

 37,125

 (c)

 (36,290
 )

 (e)

 (599,625
 )

 (j)

 36,290

 (e)

 102,787

 (h)

 (112,500
 )

 (i)

 (1,450
 )

 (f)

 (15,000
 )

 (k)

 Total Shareholders’ Deficit

 (2,695,632
 )

 (476,223
 )

 (3,171,855
 )

 Total Liabilities, Ordinary Shares Subject to Redemption and Shareholders’ Deficit

 $
 76,921,415

 $
 11,378,410

 $
 88,299,825

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

 F- 2

 FORTUNEX 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 FortuneX Acquisition Corporation (the “Company”) as of May 26, 2026, adjusted for the closing of the underwriters’ over-allotment option and related transactions which occurred on May 29, 2026 as described below.

 On May 26, 2026, the Company consummated its initial public offering (“IPO”) of 7,500,000 units (the “Units” and, with respect to the ordinary shares included in the Units being offered, the “Public Shares”) at an offering price of $10.00 per Unit generating gross proceeds of $75,000,000. Simultaneously with the closing of the IPO, the Company consummated a private placement (the “Private Placement”) in which FortuneX Investment Partners Limited (the “Sponsor”) purchased 297,500 units (the “Private Placement Units”) at a price of $10.00 per Private Placement Unit, generating total gross proceeds of $2,975,000.

 The Company granted the underwriters a 45-day option to purchase up to an additional 1,125,000 Units (the “Option Units”) at $10.00 per unit to cover over-allotments, if any. On May 27, 2026, the underwriters notified the Company of their exercise of the over-allotment option in full to purchase 1,125,000 additional units (the “Option Units”) at $10.00 per unit. The closing of the issuance and sale of the Option Units occurred on May 29, 2026, generating total gross proceeds of $11,250,000. Simultaneously with the closing of the over-allotment option, the Company consummated the private placement of an aggregate of 15,000 Private Placement Units to the Sponsor, at a price of $10.00 per Private Placement Unit, generating gross proceeds of approximately $150,000.

 A total of $87,112,500
($10.10 per Unit) of the net proceeds from the sales of Units in the IPO, the Option Units and the Private Placements Unit on
May 26, 2026 and May 29, 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

 $
 11,250,000

 Ordinary share subject to possible redemption

 $
 11,250,000

 To record the sale of 1,125,000 Option Units at $10.00 per Unit

 (b)
 Cash and investments held in Trust Account

 $
 149,625

 Bank fee

 25

 Cash

 $
 149,650

 To record the transfer of cash account to Trust account for trust overfunding and payment of underwriting commission

 (c)
 Advance – related party

 $
 131,100

 Bank fee

 25

 Accrued administrative expense

 5,320

 Prepaid administrative fee

 13,170

 Ordinary share – non redeemable

 $
 1

 Accumulative deficit

 112,489

 Accumulative deficit

 37,125

 To record trust overfunding of
$.10/unit x1,125,000 units and underwriter cash commission ($11,250,000.00 x 0.33%), and amounts due from sponsor were offset by
D&O insurance to be purchased by the sponsor and prepayment of administrative
fees

 (d)
 Deferred offering costs

 $
 37,125

 Cash and investments held in Trust Account

 $
 37,125

 To record payment of underwriting
commission ($11,250,000.00 x 0.33%)

 (e)
 Cash and investments held in Trust Account

 $
 36,290

 Interest earned in investments held in Trust Account

 $
 36,290

 Accumulative deficit

 $
 36,290

 Ordinary share subject to possible redemption

 $
 36,290

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

 (f)
 Administrative expense

 $
 1,450

 Accrued administrative expenses

 $
 1,450

 To record three days (May 27 to
May 29, 2026) of administrative expense

 (g)
 Deferred offering costs

 $
 562,500

 Deferred underwriting commission payable

 $
 562,500

 To record deferred underwriting
commission (5% of the sale of Option Units proceeds)

 (h)
 Over-allotment liability

 $
 102,787

 Accumulative deficit

 $
 102,787

 To reverse over-allotment option liability

 (i)
 Accumulative deficit

 $
 112,500

 Ordinary share subject to possible redemption

 $
 112,500

 To reclass trust overfunding to temporary equity

 (j)
 Accumulative deficit

 $
 599,625

 Deferred offering costs

 $
 599,625

 To record the charge of deferred offering costs to permanent equity

 (k)
 Professional fees - audit

 $
 15,000

 Prepaid expenses

 $
 15,000

 To record audit fees and reclassify from prepaid expense

 F- 4