UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number 001-42699

Blue Acquisition Corp.

(Exact name of registrant as specified in its charter)

Cayman Islands		98-1855000
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

1601 Anita Lane Newport Beach, California		92660-4803
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (646) 543-5060

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Units, each consisting of one Class A Ordinary Share and one Right	BACCU	The Nasdaq Stock Market LLC
Class A Ordinary Shares, par value $0.0001 per share	BACC	The Nasdaq Stock Market LLC
Rights, each entitling the holder to receive one-tenth (1/10) of one Class A Ordinary Share upon the consummation of an initial Business Combination	BACCR	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
	☐	Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☒ No ☐

As of August 11, 2026, there were 20,892,250 Class A Ordinary Shares, par value $0.0001 per share, and 7,069,913 Class B Ordinary Shares, par value $0.0001 per share, of the registrant issued and outstanding.

BLUE ACQUISITION CORP.

FORM 10-Q FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2026

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION		1
Item 1.	Financial Statements.	1
	Condensed Balance Sheets as of June 30, 2026 (Unaudited) and December 31, 2025	1
	Unaudited Condensed Statements of Operations for the Three and Six Months ended June 30, 2026, for the Three Months ended June 30, 2025 and for the Period from February 10, 2025 (Inception) through June 30, 2025	2
	Unaudited Condensed Statements of Changes in Shareholders’ Deficit for the Six Months ended June 30, 2026 and for the Period from February 10, 2025 (Inception) through June 30, 2025	3
	Unaudited Condensed Statements of Cash Flows for the Six Months ended June 30, 2026 and for the Period from February 10, 2025 (Inception) through June 30, 2025	4
	Notes to Unaudited Condensed Financial Statements	5
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations.	22
Item 3.	Quantitative and Qualitative Disclosures Regarding Market Risk.	28
Item 4.	Controls and Procedures.	29
PART II – OTHER INFORMATION		30
Item 1.	Legal Proceedings.	30
Item 1A.	Risk Factors.	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds.	30
Item 3.	Defaults Upon Senior Securities.	31
Item 4.	Mine Safety Disclosures.	31
Item 5.	Other Information.	31
Item 6.	Exhibits.	31
SIGNATURES		32

	●	“2025 Annual Report” are to our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as filed with the SEC (as defined below) on February 19, 2026;

	●	“2025 First Quarter Form 10-Q” are to our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2025, as filed with the SEC on August 4, 2025;

	●	“2025 Second Quarter Form 10-Q” are to our Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2025, as filed with the SEC on August 12, 2025;

	●	“2026 First Form 10-Q” are to our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2026, as filed with the SEC on May 11, 2026;

	●	“Blockfusion BCA Second Amendment” are to the Second Amendment to the Business Combination Agreement, dated as of May 6, 2026, which we entered into with (i) Blockfusion, (ii) Pubco and (iii) the Merger Subs;

	●	“Blockfusion BCA Third Amendment” are to the Third Amendment to the Business Combination Agreement, dated as of June 30, 2026, which we entered into with (i) Blockfusion, (ii) Pubco and (iii) the Merger Subs;

	●	“Blockfusion BCA Fourth Amendment” are to the Fourth Amendment to the Business Combination Agreement, dated as of July 31, 2026, which we entered into with (i) Blockfusion, (ii) Pubco and (iii) the Merger Subs;

	●	“Company,” “our,” “we” or “us” are to Blue Acquisition Corp., a Cayman Islands exempted company;

	●	“Company Merger” are to the merger of Company Merger Sub with and into Blockfusion, with Blockfusion continuing as the surviving entity;

	●	“Company Merger Sub” are to Atlas Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Pubco;

	●	“Continental” are to Continental Stock Transfer & Trust Company, trustee of our Trust Account (as defined below) and rights agent of our Rights (as defined below);

	●	“Private Placement Units Purchase Agreements” are to the (i) Private Placement Units Purchase Agreement, dated June 12, 2025, which we entered into with our Sponsor and (ii) Private Placement Units Purchase Agreement, dated June 12, 2025, which we entered into with BTIG and Roberts & Ryan, together;

	●	“Pubco” are to Blockfusion Digital Infrastructure, Inc., a Delaware corporation (f/k/a Blockfusion Data Centers, Inc.);

	June 30,			December 31,
	2026			2025
	(Unaudited)
ASSETS
Current Assets:
Cash	$	201,861		$	560,813
Prepaid expenses - current		114,474			82,032
Due from related party		9,718			15,410
Total Current Assets		326,053			658,255
Non-current Assets:
Cash and marketable securities held in Trust Account		209,286,528			205,642,100
Prepaid expenses – non-current		—			33,699
Total Non-current Assets		209,286,528			205,675,799
TOTAL ASSETS	$	209,612,581		$	206,334,054

LIABILITIES, ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS’ DEFICIT
Current Liabilities:
Accounts payable	$	183,149		$	107,053
Accrued expenses		2,114,838			962,012
Administrative services fee payable		—			5,000
Total Current Liabilities		2,297,987			1,074,065
Non-current Liabilities:
Deferred underwriter fee liability		7,043,750			7,043,750
Total Non-current Liabilities		7,043,750			7,043,750
TOTAL LIABILITIES		9,341,737			8,117,815

Commitments and Contingencies (Note 7)

Class A Ordinary Shares subject to possible redemption, $0.0001 par value; 20,125,000 shares issued and outstanding at redemption value		209,286,528			205,642,100

Shareholders’ Deficit
Preference shares, $0.0001 par value; 5,000,000 shares authorized; none issued or outstanding		—			—
Class A Ordinary Shares, $0.0001 par value; 500,000,000 shares authorized; 767,250 shares issued and outstanding (excluding 20,125,000 shares subject to possible redemption)		77			77
Class B Ordinary Shares, $0.0001 par value; 50,000,000 shares authorized; 7,069,913 shares issued and outstanding		707			707
Additional paid-in capital		—			—
Accumulated deficit		(9,016,468	)		(7,426,645	)
Total Shareholders’ Deficit		(9,015,684	)		(7,425,861	)
TOTAL LIABILITIES, ORDINARY SHARES SUBJECT TO POSSIBLE REDEMPTION AND SHAREHOLDERS’ DEFICIT	$	209,612,581		$	206,334,054

	For the Three Months Ended						For the Six Months Ended			For the Period From February 10, 2025 (Inception) Through
	June 30,						June 30,			June 30,
	2026			2025			2026			2025
Operating expenses:
Formation, general and administrative expenses	$	89,608		$	53,824		$	98,115		$	115,640
Legal and accounting expenses		754,216			16,782			1,390,317			16,782
Administrative services fee – related party		15,000			2,333			30,000			2,333
Listing fees		21,250			—			42,033			—
Insurance expense		18,699			3,493			37,192			3,493
Total operating expenses		898,773			76,432			1,597,657			138,248
Loss from operations		(898,773	)		(76,432	)		(1,597,657	)		(138,248	)

Other income:
Income earned on cash and marketable securities held in Trust Account		1,836,231			321,137			3,644,428			321,137
Interest income on operating account		2,983			709			7,834			739
Other income		1,839,214			321,846			3,652,262			321,876
Net income	$	940,441		$	245,414		$	2,054,605		$	183,628

Weighted average shares outstanding of redeemable Class A Ordinary Shares		20,125,000			3,096,154			20,125,000			1,998,227

Basic and diluted net income per Ordinary Share, redeemable Class A Ordinary Shares	$	0.06		$	1.70		$	0.12		$	2.63

Weighted average shares outstanding of non-redeemable Class A and Class B Ordinary Shares		7,837,163			6,610,815			7,837,163			6,415,464

Basic and diluted net loss per share, non-redeemable Class A and Class B Ordinary Shares	$	(0.03	)	$	(0.76	)		(0.06	)	$	(0.79	)

	Class A Ordinary Shares				Class B Ordinary Shares				Additional Paid-in		Accumulated			Total Shareholders’
	Shares		Amount		Shares		Amount		Capital		Deficit			Deficit
Balance – January 1, 2026		767,250	$	77		7,069,913	$	707	$	—	$	(7,426,645	)	$	(7,425,861	)
Accretion of Class A Ordinary Shares to redemption value		—		—		—		—		—		(1,808,197	)		(1,808,197	)
Net income		—		—		—		—		—		1,114,164			1,114,164
Balance – March 31, 2026		767,250		77		7,069,913		707		—		(8,120,678	)		(8,119,894	)
Accretion of Class A Ordinary Shares to redemption value		—		—		—		—		—		(1,836,231	)		(1,836,231	)
Net income		—		—		—		—		—		940,441			940,441
Balance – June 30, 2026		767,250	$	77		7,069,913	$	707	$	—	$	(9,016,468	)	$	(9,015,684	)

(1)	Includes up to 790,425 Class B Ordinary Shares subject to forfeiture if the Over-Allotment Option was not exercised in full or in part by the Underwriters.
(2)	In May 2025, the Company effected a share capitalization for an additional 1,009,988 Class B Ordinary Shares, resulting in 7,069,913 Class B Ordinary Shares outstanding. All share and per-share amounts have been retroactively restated to reflect such share capitalization.

	For the Six Months Ended June 30, 2026			For the Period from February 10, 2025 (inception) through June 30, 2025
Cash Flows from Operating Activities:
Net income	$	2,054,605		$	183,628
Adjustments to reconcile net income to net cash used in operating activities:
Formation, general and administrative expenses paid by Sponsor under IPO Promissory Note – related party		—			1,089
Income earned on cash and marketable securities held in Trust Account		(3,644,428	)		(321,137	)
Changes in operating assets and liabilities:
Prepaid expenses		1,257			(128,539	)
Due from related party		5,692			—
Accounts payable		76,096			47,376
Accrued expenses		1,152,826			8,505
Administrative services fee payable – related party		(5,000	)		2,333
Net cash used in operating activities		(358,952	)		(206,745	)

Cash Flows from Investing Activities:
Contributions for purchase of Private Placement Units		—			(201,250,000	)
Net cash used in by investing activities		—			(201,250,000	)

Cash Flows from Financing Activities:
Proceeds from issuance of Class A Ordinary Shares		—			201,250,000
Proceeds from sale of Private Placement Units		—			5,922,500
Payment of underwriting fees and reimbursements		—			(4,100,000	)
Payment of IPO Promissory Note - related party		—			(193,236	)
Due from related party, net		—			(10,321	)
Excess cash contribution recorded under IPO Promissory Note - related party		—			167,147
Payment of offering costs		—			(343,913	)
Net cash provided by financing activities		—			202,692,177

Net Change in Cash		(358,952	)		1,235,432
Cash – Beginning of period		560,813			—
Cash – End of period	$	201,861		$	1,235,432

Supplemental Non-Cash Investing and Financing Activities:
Prepaid expenses paid by Sponsor in exchange for issuance of Class B Ordinary Shares	$	—		$	25,000
Deferred offering costs paid by Sponsor under IPO Promissory Note - related party	$	—		$	25,000
Initial fair value of Class A Ordinary Shares subject to possible redemption	$	—		$	183,626,033
Remeasurement of shares subject to possible redemption	$	3,644,428		$	17,945,104

	For the Three Months Ended June 30,
	2026
Net income	$	940,441
Less: Remeasurement of Class A Ordinary Shares to redemption value		(1,836,231	)
Net loss including accretion of Class A Ordinary Shares to redemption value	$	(895,790	)

	For the Three Months Ended
	June 30, 2026
	Non-redeemable Class A and			Redeemable
	Class B			Class A
	Ordinary Shares			Ordinary Shares
Total number of Ordinary Shares		7,837,163			20,125,000
Ownership percentage		28	%		72	%

Net income allocated by class	$	263,584		$	676,857

Less: Remeasurement of Class A Ordinary Shares to redemption value based on ownership percentage		(514,654	)		(1,321,577	)
Plus: Accretion applicable to remeasurement of redeemable Class A Ordinary Shares to redemption value		—			1,836,231
Total (loss) income based on ownership percentage	$	(251,070	)	$	1,191,511

Weighted average Ordinary Shares outstanding		7,837,163			20,125,000
Basic and diluted net (loss) income per Ordinary Share	$	(0.03	)	$	0.06

	For the Six Months Ended June 30,
	2026
Net income	$	2,054,605
Less: Remeasurement of Class A Ordinary Shares to redemption value		(3,644,428	)
Net loss including accretion of Class A Ordinary Shares to redemption value	$	(1,589,823	)

	For the Six Months Ended
	June 30, 2026
	Non-redeemable Class A and			Redeemable
	Class B			Class A
	Ordinary Shares			Ordinary Shares
Total number of Ordinary Shares		7,837,163			20,125,000
Ownership percentage		28	%		72	%

Net income allocated by class	$	575,859		$	1,478,746

Less: Remeasurement of Class A Ordinary Shares to redemption value based on ownership percentage		(1,021,451	)		(2,622,977	)
Plus: Accretion applicable to remeasurement of redeemable Class A Ordinary Shares to redemption value		—			3,644,427
Total (loss) income based on ownership percentage	$	(445,592	)	$	2,500,196

Weighted average Ordinary Shares outstanding		7,837,163			20,125,000
Basic and diluted net (loss) income per Ordinary Share	$	(0.06	)	$	0.12

	For the Three Months Ended
	June 30, 2025
Net income	$	245,414
Less: Remeasurement of Class A Ordinary Shares to redemption value		(17,945,104	)
Net loss including accretion of Class A Ordinary Shares to redemption value	$	(17,699,690	)

	For the Three Months Ended
	June 30, 2025
	Non-redeemable Class A and			Redeemable shares
	Class B			Class A
	Ordinary shares			Ordinary shares
Total number of Ordinary Shares		7,837,163			20,125,000
Ownership percentage		28	%		72	%

Net income allocated by class	$	21,767		$	223,647

Less: Remeasurement of Class A Ordinary Shares to redemption value based on ownership percentage		(5,029,608	)		(12,915,496	)
Plus: Accretion applicable to remeasurement of redeemable Class A Ordinary Shares to redemption value		—			17,945,104
Total (loss) income based on ownership percentage	$	(5,007,841	)	$	5,253,255

Weighted average Ordinary Shares outstanding		6,610,815			3,096,154
Basic and diluted net (loss) income per Ordinary Share	$	(0.76	)	$	1.70

	For the Period from February 10, 2025 (inception) through
	June 30, 2025
Net income	$	183,628
Less: Remeasurement of Class A Ordinary Shares to redemption value		(17,945,104	)
Net loss including accretion of Class A Ordinary Shares to redemption value	$	(17,761,476	)

	For the Period from February 10, 2025 (inception) through
	June 30, 2025
	Non-redeemable Class A and			Redeemable shares
	Class B			Class A
	Ordinary shares			Ordinary shares
Total number of Ordinary Shares		7,837,163			20,125,000
Ownership percentage		28	%		72	%

Net (loss) income allocated by class	$	(40,020	)	$	223,648

Less: Remeasurement of Class A Ordinary Shares to redemption value based on ownership percentage		(5,029,608	)		(12,915,496	)
Plus: Accretion applicable to remeasurement of redeemable Class A Ordinary Shares to redemption value		—			17,945,104
Total (loss) income based on ownership percentage	$	(5,069,628	)	$	5,253,256

Weighted average Ordinary Shares outstanding		6,415,464			1,998,227
Basic and diluted net (loss) income per Ordinary Share	$	(0.79	)	$	2.63

Gross proceeds from Initial Public Offering	$	201,250,000
Less:
Proceeds allocated to Public Rights		(4,361,306	)
Offering costs allocated to Class A Ordinary Shares subject to possible redemption		(13,262,661	)
Plus:
Accretion of Class A Ordinary Shares subject to possible redemption		22,016,067
Class A Ordinary Shares subject to possible redemption at December 31, 2025		205,642,100
Plus:
Accretion of Class A Ordinary Shares subject to possible redemption		3,644,428
Class A Ordinary Shares subject to possible redemption at June 30, 2026	$	209,286,528

	June 30, 2026		December 31, 2025
Cash	$	201,861	$	560,813
Cash and marketable securities held in the Trust Account	$	209,286,528	$	205,642,100
Total assets	$	209,612,581	$	206,334,054

	For the Three Months Ended June 30, 2026			For the Three Months Ended June 30, 2025
Operating loss	$	(898,773	)	$	(76,432	)
Income earned on cash and marketable securities held in the Trust Account	$	1,836,231		$	321,137
Net income	$	940,441		$	245,414

	For the Six Months Ended June 30, 2026			For the Period From February 10, 2025 (Inception) Through June 30, 2025
Operating loss	$	(1,597,657	)	$	(138,248	)
Income earned on cash and marketable securities held in the Trust Account	$	3,644,428		$	321,137
Net income	$	2,054,605		$	183,628

	(Level 1)		(Level 2)		(Level 3)
As of June 30, 2026
Assets:
Cash and marketable securities held in Trust Account	$	209,286,528	$	—	$	—
As of December 31, 2025
Assets:
Cash and marketable securities held in Trust Account	$	205,642,100	$	—	$	—

	June 16, 2025
Implied Ordinary Share price	$	9.77
Probability of acquisition		60	%
Calculated value per Public Right	$	0.23

No.		Description of Exhibit
2.1		Second Amendment to the Business Combination Agreement. (1)
2.2		Third Amendment to the Business Combination Agreement. (2)
31.1		Certification of the Principal Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
31.2		Certification of the Principal Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.*
32		Certification of the Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.**
101.INS		Inline XBRL Instance Document.*
101.SCH		Inline XBRL Taxonomy Extension Schema Document.*
101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document.*
101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document.*
101.LAB		Inline XBRL Taxonomy Extension Label Linkbase Document.*
101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document.*
104		Cover Page Interactive Data File (Embedded as Inline XBRL document and contained in Exhibit 101).*

(1)	Incorporated by reference to our Current Report on Form 8-K, as filed with the SEC on May 7, 2026.
(2)	Incorporated by reference to our Current Report on Form 8-K/A, as filed with the SEC on July 13, 2026.

Date: August 11, 2026	Blue Acquisition Corp.

	By:	/s/ David Bauer
		Name:	David Bauer
		Title:	Interim Chief Executive Officer and Chief Financial Officer
		(Principal Executive Officer and Principal Financial and Accounting Officer)