Integrated Rail & Resources Acquisition Corp. (IRRX) reported a net loss of $4.8 million for the fiscal year ending December 31, 2024, a significant decline from a net income of $3.5 million in the previous year. The loss was primarily attributed to a change in the fair value of warrant liabilities amounting to $2.1 million, alongside operating costs of $3.1 million and interest expenses of $422,128. The company has not generated any operating revenues to date, as its activities have been focused on organizational efforts and preparing for a potential business combination.

The company has experienced notable changes in its financial position compared to the previous fiscal period. As of December 31, 2024, IRRX reported a working capital deficit of $13.3 million, with cash reserves of only $39,938. This contrasts sharply with the previous year, where the company had a more favorable cash position. The total amount withdrawn from the Trust Account for payments to redeeming stockholders reached approximately $244.3 million since the IPO, indicating a significant number of redemptions as stockholders opted to cash out.

Strategically, IRRX is in the process of completing a merger with Uinta Integrated Infrastructure Inc., which was formalized through a merger agreement on August 12, 2024. The merger is expected to be finalized after obtaining necessary approvals from stockholders and meeting customary closing conditions. Amendments to the merger agreement were made in November and December 2024 to extend the deadline for consummating the business combination to May 15, 2025. The company has also entered into a Shell Commitment Agreement with Shell Trading (US) Company, which is contingent upon the successful closing of the merger.

Operationally, the company has not yet commenced any business operations, and its employee count remains minimal, with only two executive officers currently involved. The company has faced challenges in maintaining its listing on the New York Stock Exchange, leading to its delisting in March 2024. Following this, IRRX's securities have been trading on the over-the-counter market. The company has also experienced a material weakness in its internal controls related to the calculation of amounts due to redeeming shareholders, which management is working to address.

Looking ahead, IRRX's management has expressed optimism about completing the business combination and believes that the merger will provide a pathway to future growth. However, the company acknowledges the risks associated with its current financial position and the need for additional capital to support its operations and potential business combination. The management's ability to execute its strategy will be critical in determining the company's future viability and success in the market.

About INTEGRATED RAIL & RESOURCES ACQUISITION CORP

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