Financial Performance - For the nine months ended September 30, 2025, net income was $961,651, down from $2,108,102 for the same period in 2024, representing a decrease of about 54%[12] - The company reported a loss from operations of $585,170 for the nine months ended September 30, 2025, compared to a loss of $662,765 for the same period in 2024, indicating an improvement of approximately 12%[12] - Basic and diluted net income per ordinary share subject to possible redemption was $0.15 for the nine months ended September 30, 2025, compared to $0.23 for the same period in 2024, a decrease of about 35%[12] - The company generated interest income of $1,546,821 from cash held in trust for the nine months ended September 30, 2025, down from $2,770,867 for the same period in 2024, a decrease of approximately 44%[16] - The net cash used in operating activities for the nine months ended September 30, 2025, was $521,868, compared to $477,158 for the same period in 2024, indicating an increase of about 9%[16] - The company has incurred formation and operational costs of $585,170 for the nine months ended September 30, 2025, compared to $662,765 for the same period in 2024[97] Assets and Liabilities - As of September 30, 2025, total assets amounted to $45,468,518, a decrease from $73,814,933 as of December 31, 2024, reflecting a decline of approximately 38%[10] - Cash held in the Trust Account decreased to $45,443,570 as of September 30, 2025, from $73,784,549 as of December 31, 2024, a decline of about 38%[10] - The company had total current liabilities of $2,774,428 as of September 30, 2025, significantly higher than $816,994 as of December 31, 2024, marking an increase of approximately 239%[10] - As of September 30, 2025, the accumulated deficit increased to $(3,439,693) from $(1,476,823) as of December 31, 2024, reflecting a deterioration of approximately 133%[10] - As of September 30, 2025, the cash balance was $2,979, a decrease from $28,208 as of December 31, 2024[47] - As of September 30, 2025, the Company had $45,443,570 in its Trust Account and a working capital deficit of $2,749,480[37] Initial Public Offering and Financing - The Company completed its Initial Public Offering on December 6, 2023, raising gross proceeds of $69,000,000 from the sale of 6,900,000 units at $10.00 per unit[21] - The Company completed a private placement of 332,000 units at $10.00 per unit, generating total gross proceeds of $3,320,000[22] - Following the Initial Public Offering, $69,690,000 was placed in a Trust Account, held as cash or invested in U.S. government securities[23] - The underwriters received a cash underwriting discount of $1,380,000 for the Initial Public Offering, with a deferred fee of $690,000 upon closing of a business combination[81] - The Company granted Spartan Capital Securities, LLC a right of first refusal for future equity and debt offerings for a period of 12 months from the closing of a business combination[82] - The Company incurred $1,380,000 in underwriting discounts and $550,000 in other costs related to the IPO[117] Business Combination and Future Plans - The Company has until December 6, 2025, to complete a business combination, having extended the period twelve times[35] - The Company must complete a business combination by December 6, 2025, with the option to extend the deadline up to twelve times by one month each time[67] - The company expects to close the business combination with United Hydrogen in early 2026, subject to various conditions including shareholder approvals and regulatory clearances[95] - The Company will cease operations and liquidate if it fails to complete a business combination within the specified period[40] Shareholder Information - Shareholders can redeem Public Shares for a pro rata portion of the Trust Account, initially valued at $10.10 per share[25] - As of September 30, 2025, 3,995,733 ordinary shares were subject to possible redemption, valued at redemption amount as temporary equity[49] - A total of 2,904,267 shares were redeemed at approximately $10.77 per share, totaling around $31.27 million[73] - As of September 30, 2025, there were 2,126,000 ordinary shares issued and outstanding, excluding 3,995,733 shares subject to possible redemption[74] Management and Operations - The Company has not engaged in any operations or generated any revenue to date, with all activities focused on preparing for the IPO and identifying a target company for a business combination[96] - The company’s management has expressed substantial doubt about its ability to continue as a going concern if it fails to complete a business combination within the prescribed time[101] - The Company has not drawn any amounts under Working Capital Loans as of September 30, 2025[38] - The Company has no long-term debt or off-balance sheet financing arrangements as of September 30, 2025[102][103] Tax and Regulatory Matters - The Company is classified as an "emerging growth company," allowing it to take advantage of certain reporting exemptions[42] - The Company is exempt from income taxes in the Cayman Islands and the United States, resulting in no provision for income taxes for the three and nine months ended September 30, 2025, and 2024[52] - The Company has not recognized any unrecognized tax benefits as of September 30, 2025, and December 31, 2024[51] Trust Account and Related Agreements - The fair value of cash held in the Trust Account was $45,443,570 as of September 30, 2025, categorized as Level 1 in the fair value hierarchy[59] - The Sponsor has agreed to cover any claims that reduce the Trust Account below $10.10 per share, except for certain third-party claims[30] - On February 6, 2025, the Company amended the Trust Agreement, adjusting the extension fee to $150,000 for all outstanding Public Shares for each monthly extension[68] - As of September 30, 2025, the note payable balance was $1,655,400, reflecting the total amount due for extensions[68] - The total amount due to a related company was $826,419 as of September 30, 2025, for administrative services and IPO-related costs[70] - The Company agreed to pay the Sponsor $10,000 per month for administrative services, with an unpaid balance of $210,000 as of September 30, 2025[71]

Financial Performance - The company reported a net income of $609,632 for the six months ended June 30, 2025, compared to $1,364,592 for the same period in 2024, indicating a decrease of about 55.3%[12]. - For the three months ended June 30, 2025, the net income was $424,970, a decrease from $609,092 in the same quarter of 2024, representing a decline of about 30.2%[60]. - Basic and diluted net income per ordinary share subject to possible redemption was $0.09 for the six months ended June 30, 2025, down from $0.15 for the same period in 2024[12]. - The company incurred formation and operating costs of $455,018 for the six months ended June 30, 2025, slightly lower than $462,746 for the same period in 2024[12]. - For the six months ended June 30, 2025, the company reported a net income of $609,632, consisting of interest income of $1,064,650 and operational costs of $455,018[108]. Assets and Liabilities - As of June 30, 2025, total assets decreased to $44,556,037 from $73,814,933 as of December 31, 2024, representing a decline of approximately 39.5%[10]. - Cash held in the Trust Account decreased significantly to $44,511,399 from $73,784,549, a reduction of approximately 39.7%[10]. - Total current liabilities increased to $2,213,966 as of June 30, 2025, compared to $816,994 as of December 31, 2024, marking an increase of about 171.5%[10]. - The company had an accumulated deficit of $(2,859,541) as of June 30, 2025, compared to $(1,476,823) as of December 31, 2024, reflecting an increase in the deficit of approximately 93.5%[10]. - The Company has $44,511,399 in its Trust Account as of June 30, 2025, with a working capital deficit of $2,169,328[40]. Business Operations - The company has not yet commenced any operations and is focused on pursuing a business combination in the healthcare innovation sector[20]. - The Company will cease operations and liquidate if it cannot complete a business combination within the prescribed period[30]. - The company has not generated any operating revenue to date and will not do so until after the completion of its initial business combination[107]. - The company has not engaged in any operations or generated revenue since its inception, focusing solely on organizational activities and identifying target companies[107]. Initial Public Offering (IPO) - The Initial Public Offering generated gross proceeds of $69,000,000, with offering costs amounting to $2,070,665[22]. - The Company completed its Initial Public Offering on December 6, 2023, raising gross proceeds of $69,000,000 from the sale of 6,900,000 Units at $10.00 per Unit[71]. - The underwriters received a cash underwriting discount of 2.00% of the gross proceeds from the Initial Public Offering, amounting to $1,380,000[94]. - The underwriters are entitled to a deferred underwriting discount of $690,000, payable upon the closing of the initial business combination[128]. - A total of $69,690,000 from the IPO and private placement proceeds was placed in the Trust Account, to be used until the consummation of a business combination or distribution to shareholders[126]. Shareholder Activity - On February 5, 2025, shareholders redeemed 2,904,267 shares at approximately $10.77 per share, totaling around $31.27 million[37]. - A total of 2,904,267 shares were redeemed by shareholders at approximately $10.77 per share, totaling around $31.27 million[84]. - As of June 30, 2025, 3,995,733 ordinary shares were subject to possible redemption, down from 6,900,000 as of December 31, 2024[54]. - As of June 30, 2025, there were 2,126,000 ordinary shares issued and outstanding, excluding 3,995,733 shares subject to possible redemption[86]. Business Combination Agreement - The Company entered into a definitive Business Combination Agreement with United Hydrogen Group Inc. on June 19, 2024[35]. - The Company must complete a business combination by September 6, 2025, with the option to extend the deadline up to twelve times by one month each time[77]. - The company issued unsecured promissory notes totaling $300,000 to extend the time available to complete a business combination until September 6, 2025[101][102]. - The Sponsor and United Hydrogen deposited $150,000 for each of the third through eighth monthly extensions to the Trust Account[39]. Financial Controls and Governance - The company’s disclosure controls and procedures were deemed not effective as of June 30, 2025[118]. - Management believes that the company will have sufficient working capital to meet anticipated cash needs prior to the initial business combination[111]. - The Company has agreed to pay the Sponsor $10,000 per month for administrative services, with an unpaid balance of $180,000 as of June 30, 2025[82]. - The Company has a total amount due to a related company of $699,469 as of June 30, 2025, for administrative services and IPO-related costs[81].

Financial Performance - The company reported a net income of $184,662 for the three months ended March 31, 2025, compared to $755,500 for the same period in 2024, reflecting a decline of approximately 75.6%[12]. - The basic and diluted net income per ordinary share subject to possible redemption was $0.03 for the three months ended March 31, 2025, down from $0.08 for the same period in 2024[12]. - The Company reported a net income of $184,662 for the three months ended March 31, 2025, compared to $755,500 for the same period in 2024, indicating a decrease of approximately 75.6%[61]. - Basic and diluted net income per share for the three months ended March 31, 2025, was $0.03, consistent with the same period in 2024, which was $0.08[61]. Assets and Liabilities - As of March 31, 2025, total assets amounted to $43,602,847, a decrease from $73,814,933 as of December 31, 2024[10]. - Total current liabilities increased to $1,685,746 as of March 31, 2025, from $816,994 as of December 31, 2024, representing a rise of about 106.1%[10]. - Cash held in the Trust Account decreased to $43,594,825 as of March 31, 2025, down from $73,784,549 as of December 31, 2024[10]. - As of March 31, 2025, the accumulated deficit increased to $(2,367,937) from $(1,476,823) as of January 1, 2025[15]. - The Company has a working capital deficit of $1,677,724 as of March 31, 2025[40]. - The Company had a total amount due to a related company of $472,926 as of March 31, 2025, compared to $289,780 as of December 31, 2024, reflecting an increase of approximately 63.2%[80]. Cash Flow and Financing - Cash flows from operating activities resulted in a net cash used of $224,009 for the three months ended March 31, 2025, compared to $166,970 for the same period in 2024[17]. - The Company has not drawn any amounts under Working Capital Loans as of March 31, 2025[41]. - The Company’s liquidity is primarily supported by net proceeds from the Initial Public Offering and Private Placement[41]. - The Company issued unsecured promissory notes totaling $755,400 as of March 31, 2025, to extend the time available to complete a business combination[78]. - The Company issued unsecured promissory notes of $150,000 to extend the time to complete a business combination until June 6, 2025[102]. Initial Public Offering (IPO) - The company completed its Initial Public Offering on December 6, 2023, raising gross proceeds of $69,000,000 from the sale of 6,900,000 units[22]. - The IPO generated gross proceeds of $60,000,000 from the sale of 6,000,000 units at $10.00 per unit, with an additional $9,000,000 from the Over-Allotment Option[125][127]. - The underwriters received a cash underwriting discount of 2.00% of the gross proceeds from the IPO, amounting to $1,380,000, with a deferred fee of 1.0% or $690,000 upon closing of a business combination[93]. - The Company issued 69,000 ordinary shares as representative compensation as part of the underwriters' over-allotment option[91]. - A total of $69,690,000 of net proceeds from the IPO and Private Placement were placed in the Trust Account[127]. Business Operations and Future Plans - The Company has not yet commenced any operations and will not generate operating revenue until after completing its initial business combination[21]. - The Company has until June 6, 2025, to complete a business combination after extending the period six times, with each extension costing $150,000[39]. - The Company has entered into a definitive Business Combination Agreement with United Hydrogen Group Inc. and its subsidiaries[35]. - If the initial business combination is not completed within the prescribed period, Aimei Health may be required to cease operations and liquidate[112]. - Management believes there will be sufficient working capital to meet anticipated cash needs prior to the initial business combination[111]. Shareholder Information - The Company authorized to issue 500,000,000 ordinary shares with a par value of $0.0001 per share, with initial shareholders collectively owning approximately 20% post-IPO[83]. - As of March 31, 2025, there were 2,126,000 ordinary shares issued and outstanding, excluding 3,995,773 and 6,900,000 shares subject to possible redemption[85]. - Holders of rights will receive one-fifth of one ordinary share upon consummation of a business combination, with no additional consideration required[86]. - A total of 2,904,267 shares were redeemed at approximately $10.77 per share, totaling around $31.27 million[37]. - On February 5, 2025, certain shareholders redeemed 2,904,267 shares at approximately $10.77 per share, totaling around $31.27 million[84]. Regulatory Compliance - The certifications of the Principal Executive Officer and Principal Financial Officer were completed in accordance with the Sarbanes-Oxley Act of 2002[31.1][31.2]. - Inline XBRL Instance Document and related taxonomy extension documents were filed, indicating compliance with SEC requirements[101.INS][101.SCH][101.CAL][101.DEF][101.LAB][101.PRE]. - The report was signed on May 14, 2025, by the Chief Executive Officer and Chief Financial Officer, indicating the company's commitment to regulatory compliance[136].

IPO and Fundraising - Aimei Health Technology Co., Ltd. completed its IPO on December 6, 2023, raising gross proceeds of $60 million from the sale of 6,000,000 units at $10.00 per unit[10]. - An additional $9 million was generated from the full exercise of the underwriters' over-allotment option, bringing total proceeds to $69 million[10]. - A total of $69,690,000 from the IPO and private placement proceeds has been placed in a trust account, to be used for a future business combination[12]. - The company incurred $1,380,000 in underwriting discounts and $550,000 in other IPO-related expenses[13]. - The underwriters are entitled to a deferred underwriting discount of $690,000, payable upon the closing of the initial business combination[14]. - The company has placed a total of $69,690,000 in a U.S.-based trust account, which includes $690,000 of deferred underwriting commissions[106]. Business Combination - A definitive business combination agreement was entered into with United Hydrogen Group Inc. on June 19, 2024, which has been unanimously approved by both companies' boards[16][19]. - The business combination will involve a merger where United Hydrogen will become a wholly-owned subsidiary of Pubco, and Aimei Health will also merge into Pubco[18]. - The business combination is contingent upon various conditions, including shareholder approvals and regulatory clearances, as well as maintaining at least $5,000,001 in net tangible assets at closing[20]. - The Business Combination Agreement includes a provision for Pubco and United Hydrogen to cooperate in preparing the Registration Statement, including pro forma financial statements in compliance with SEC requirements[24]. - The Business Combination Agreement may be terminated under specific circumstances, including failure to obtain shareholder approval or completion of the merger by the set deadlines[29]. - The initial business combination must involve target businesses with a fair market value of at least 80% of the Trust Account balance at the time of signing a definitive agreement[44]. Business Strategy and Focus - The company is focused on acquiring small cap businesses in the biopharmaceutical, medical technology, and diagnostic services sectors[9]. - The company targets small cap healthcare innovation companies in North America, Europe, and Asia Pacific, focusing on biopharmaceuticals, medical technology, and diagnostics[33]. - The investment strategy emphasizes acquiring companies with late-stage development or revenue generation, high growth prospects, and experienced management teams[36]. - The company aims to identify target businesses through various unaffiliated sources, including investment bankers and venture capital funds[39]. - The company seeks to invest in businesses with shareholder-friendly governance and low leverage, aiming for attractive risk-adjusted equity returns[40]. Management and Governance - The management team has extensive experience in assisting healthcare companies with fundraising and navigating regulatory processes[40]. - The Sponsor holds 1,905,000 Ordinary Shares and has invested a total of $3,345,000 in the company, including $25,000 for 1,725,000 founder shares[50]. - The company intends to structure the initial business combination so that it acquires 100% of the equity interests or assets of the target business[45]. - The company has established indemnity agreements with its directors and officers to enhance governance and risk management[199]. - Aimei Health's leadership team, including CEO Junheng Xie and CFO Heung Ming Wong, has been reaffirmed in their roles as of March 28, 2025, ensuring continuity in management[207]. Financial Performance - Aimei Health reported a net income of $2,552,215 for the year ended December 31, 2024, primarily from interest income of $3,617,001, after deducting formation and operational costs of $1,064,786[114]. - As of December 31, 2024, the company had $73,784,549 in its Trust Account and a working capital deficit of approximately $786,610[115]. - The company has not generated any operating revenue to date and will only do so after completing its initial business combination[113]. - The company has generated non-operating income from interest on cash and investments held in the Trust Account[113]. Compliance and Regulatory Matters - The company is focused on compliance with the Sarbanes-Oxley Act, as evidenced by the certifications provided by its principal executive and financial officers[202]. - The company is preparing for future filings and amendments to its annual report, indicating ongoing regulatory compliance efforts[205]. - The company has established a comprehensive code of ethics to guide its operations and maintain high ethical standards[199]. - The company has implemented a clawback policy to ensure accountability among its executives, reflecting a commitment to corporate governance[199]. Shareholder Rights and Redemption - Public shareholders may redeem their shares for a pro rata share of the Trust Account, calculated as of two business days prior to the business combination[67]. - If the business combination is not consummated, public shareholders will receive a pro rata distribution from the Trust Account, net of taxes and liquidation expenses[80]. - Redemption rights are restricted for shareholders seeking to redeem 20% or more of the shares sold in the IPO[68]. - Initial Shareholders have agreed to waive their redemption rights for Founder Shares if the business combination is not completed within the specified period[81]. Risks and Challenges - The company may face risks associated with a lack of business diversification, as success may depend entirely on the performance of a single business post-combination[58]. - The company is subject to intense competition from other entities with similar business objectives, which may limit its ability to acquire larger target businesses[88]. - The company may not have the ability to recruit additional managers with the necessary skills to enhance the incumbent management of the target business[60]. - The actual per-share redemption amount may be less than $10.10 due to potential claims from creditors[82].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Title of each Class Trading Symbol(s) Name of each exchange on which registered Ordinary Shares, par value $0.0001 per share AFJK The Nasdaq Stock Market LLC Rights, exchangeable into one-fifth of one Ordinary ShareAFJKR The Nasdaq Stock Market LLC Units, each consisting of one Ordinary Share and one RightAFJKU The Nasdaq Stock Market LLC FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ...

Financial Performance - The company achieved a net income of $609,092 for the three months ended June 30, 2024, compared to a net loss of $3,618 for the same period in 2023[6]. - Basic and diluted net income per share attributable to ordinary shares not subject to possible redemption was $0.07 for the three months ended June 30, 2024, compared to $0.00 for the same period in 2023[6]. - The Company reported a net income of $1,364,592 for the six months ended June 30, 2024, compared to a net loss of $3,618 for the same period in 2023[39]. - Basic and diluted net income per share for the six months ended June 30, 2024, was $0.15, while for the period from April 27, 2023, to June 30, 2023, it was $(0.00)[41]. - For the six months ended June 30, 2024, the company reported a net income of $1,364,592, consisting of dividend income of $1,827,338 offset by formation and operational costs of $462,746[71]. Shareholder Equity and Liabilities - As of June 30, 2024, Aimei Health Technology Co., Ltd. reported a total shareholders' deficit of $596,870, a significant increase from $134,124 as of December 31, 2023[5]. - Total liabilities as of June 30, 2024, amounted to $71,921,531, up from $70,470,565 as of December 31, 2023[5]. - The Company had working capital of $93,130 as of June 30, 2024[23]. - The Company had a total amount due to related party of $51,803 as of June 30, 2024, for costs related to general and administrative services[53]. - The company had no long-term debt, capital lease obligations, or long-term liabilities as of June 30, 2024[78]. Initial Public Offering (IPO) - Aimei Health Technology completed its Initial Public Offering on December 6, 2023, raising gross proceeds of $69,000,000 from the sale of 6,900,000 units[12]. - The underwriters received a cash underwriting discount of 2% of the gross proceeds from the Initial Public Offering, amounting to $1,380,000[63]. - The company incurred offering costs of $2,070,665 and $690,000 for deferred underwriting commissions related to its Initial Public Offering[12]. - The underwriters are entitled to a deferred fee of $690,000, which is 1.0% of the gross proceeds, payable upon the closing of a business combination[78]. - The initial shareholders will collectively own approximately 20% of the company's issued and outstanding shares after the Initial Public Offering[55]. Trust Account and Investments - As of June 30, 2024, the Company had $71,717,186 in its Trust Account and $157,505 in its operating bank account[23]. - The estimated fair value of investments held in the Trust Account increased from $69,889,848 as of December 31, 2023, to $71,717,186 as of June 30, 2024[33]. - As of June 30, 2024, the Company had $71,717,186 in money market funds invested in U.S. Treasury, categorized as Level 1 fair value measurement[44]. - The company placed $69.69 million of net proceeds from the IPO and private placement into a Trust Account[86]. Business Operations and Future Plans - The company has not yet commenced any operations and will not generate operating revenue until after completing its initial business combination[11]. - Aimei Health Technology intends to target small cap companies in the healthcare innovation sector for potential business combinations[10]. - The Company has until 12 months from the closing of the Initial Public Offering to complete a business combination, with a possible extension of up to 24 months[18]. - The Company will redeem 100% of the outstanding Public Shares if it fails to complete a business combination within the Combination Period[18]. - The company entered into a definitive Business Combination Agreement with United Hydrogen Group Inc. on June 19, 2024[69]. Management and Governance - The Sponsor has agreed to vote in favor of any proposed business combination and not to redeem any shares in connection with such a vote[17]. - The Company has not specified a maximum redemption threshold but will not redeem shares if it causes net tangible assets to fall below $5,000,001[34]. - Management has determined that failure to complete an initial business combination raises substantial doubt about the company's ability to continue as a going concern[76]. - The company is classified as an "emerging growth company" and may take advantage of certain exemptions from reporting requirements[28]. Tax and Regulatory Matters - The company is currently not subject to income taxes in the Cayman Islands or the United States, resulting in no provision for income taxes for the six months ended June 30, 2024[37]. - There were no unrecognized tax benefits as of June 30, 2024, and no amounts were accrued for interest and penalties during the three and six months ended June 30, 2024[36].

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ 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: 001-41880 AIMEI HEALTH TECHNOLOGY CO., LTD. (Exact name of registrant as specified in its charter) Cayman Islands N/A (State or other jurisdic ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _____________ to ________________ Commission file number: 001-41880 AIMEI HEALTH TECHNOLOGY CO., LTD. (Exact name of registrant as specified in its charter) Cayman Islands N/A | (S ...