IRHO · Iron Horse Acquisition II Corp. · Exempt Offerings

Substantial doubt about the company's ability to continue as a going concern.

“In connection with the Company's assessment of going concern considerations in accordance with FASB ASC 205-40, "Financial Statement Presentation — Going Concern," the Company's Management has determined that the Company currently lacks the liquidity it needs to sustain operations for a reasonable period of time, which is considered to be at least one year from the date that the accompanying unaudited consolidated financial statements are issued as it expects to continue to incur significant costs in pursuit of its acquisition plans. In addition, Management has determined that if the Company is unable to complete an initial Business Combination within the Combination Period, then the Company will cease all operations except for the purpose of liquidating. These conditions raise substantial doubt about the Company's ability to continue as a going concern.”