Financial Performance - The company reported a net loss of $610,871 for the nine months ended September 30, 2025, compared to a net loss of $596,826 for the same period in 2024[157][158]. - The company incurred general and administrative expenses of $499,724 for the nine months ended September 30, 2025[157]. - Cash used in operating activities for the nine months ended September 30, 2025 was $675,462, compared to $961,938 for the same period in 2024[162][163]. Cash and Investments - As of September 30, 2025, the company had cash held in the trust account amounting to $1,078,515, which is intended for completing the Initial Business Combination[167]. - The company generated interest income of $34,177 from marketable securities held in the trust account for the nine months ended September 30, 2025[157]. - The company withdrew $674,236 from the trust account to pay liabilities related to income taxes and Delaware franchise taxes since its IPO[171]. Business Combination - The company executed a Business Combination Agreement with Aiways Automobile Europe GmbH on November 22, 2024, focusing on electric vehicles[155]. - The company has until July 18, 2026, to consummate a Business Combination, with options for extensions[173]. - The company agreed to issue 136,906 representative shares to the underwriter upon the completion of the Initial Business Combination due to the partial exercise of the over-allotment[176]. Financial Obligations and Liabilities - As of September 30, 2025, the company recorded deferred underwriting commissions and representative shares totaling $2,723,060, which includes cash commissions of $2,395,855[176]. - The company does not have any long-term debt or off-balance sheet arrangements as of September 30, 2025[174][175]. Accounting Estimates - The preparation of financial statements requires management to make estimates and assumptions that could materially affect reported amounts of assets and liabilities[177]. - Significant accounting estimates include the valuation allowance for deferred tax assets and fair value estimates for convertible promissory notes[178]. - The company is not required to disclose quantitative and qualitative market risk information as it qualifies as a smaller reporting company[179].

PART I. FINANCIAL INFORMATION [Financial Statements](index=4&type=section&id=ITEM%201.%20Financial%20Statements) Hudson Acquisition I Corp. reported a net loss of $282,614 for Q1 2025, facing a $4.7 million working capital deficit and substantial doubt about its going concern status Condensed Balance Sheet Data (Unaudited) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $10,008 | $68,758 | | Marketable securities held in Trust Account | $1,091,680 | $1,122,381 | | Total Assets | $1,161,927 | $1,257,679 | | Total Liabilities | $7,468,476 | $7,281,614 | | Common stock subject to possible redemption | $913,113 | $904,670 | | Total stockholders' deficit | ($7,219,662) | ($6,928,605) | Condensed Statement of Operations (Unaudited) | Account | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Loss from operations | ($309,058) | ($332,344) | | Interest earned on marketable securities | $11,443 | $340,660 | | Net loss | ($282,614) | ($82,504) | | Net loss per share, basic and diluted | ($0.15) | ($0.12) | - The company is a blank check company formed to effect a business combination and has not commenced core operations. All activity relates to its formation, IPO, and search for a target. The company will not generate operating revenue until a business combination is completed[20](index=20&type=chunk)[22](index=22&type=chunk) - On November 22, 2024, the Company entered into a Business Combination Agreement with **Aiways Automobile Europe GmbH**, a German company developing electric vehicles[32](index=32&type=chunk)[47](index=47&type=chunk)[110](index=110&type=chunk) - The company has extended its deadline to complete a business combination multiple times, with the final deadline being **October 18, 2025**. These extensions were accompanied by significant shareholder redemptions, leaving only **98,263** public shares outstanding as of March 31, 2025[36](index=36&type=chunk)[39](index=39&type=chunk)[42](index=42&type=chunk) - Management has determined that its liquidity condition and the mandatory liquidation requirement if a business combination is not consummated by **October 18, 2025**, raise substantial doubt about the Company's ability to continue as a going concern[46](index=46&type=chunk)[148](index=148&type=chunk) - The Nasdaq Hearings Panel determined to delist the company's securities, effective **January 24, 2025**, due to failure to meet multiple continued listing requirements, including minimum market value and number of publicly held shares. The company did not appeal the decision[56](index=56&type=chunk) - Subsequent to the quarter end, Nasdaq filed a Form 25 to complete the delisting on **July 11, 2025**. The company also re-domesticated from Delaware to Wyoming on **July 2, 2025**[124](index=124&type=chunk)[125](index=125&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=ITEM%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) As a blank check company, it incurred a $282,614 net loss for Q1 2025, faces substantial going concern doubt, and improperly used trust account funds - The company's only activities since inception have been organizational, preparing for its IPO, and identifying a target for a business combination. It has not generated any operating revenues[132](index=132&type=chunk) Results of Operations Comparison | Period | Net Loss | Key Components | | :--- | :--- | :--- | | **Q1 2025** | $282,614 | G&A expenses of $309,058, offset by interest income of $11,444 | | **Q1 2024** | $82,504 | G&A expenses of $282,344 and franchise tax of $50,000, offset by interest income of $340,840 | - As of March 31, 2025, the company had only **$10,008** in cash outside the trust account and faces a significant working capital deficit. It may require additional loans from its sponsor to fund operations[45](index=45&type=chunk)[143](index=143&type=chunk)[144](index=144&type=chunk) - The company improperly used funds withdrawn from the Trust Account. Of the $638,043 withdrawn for taxes, an excess of **$380,312** was used for other operating expenses, which was not in accordance with the Trust Agreement[146](index=146&type=chunk) - Management has concluded that there is substantial doubt about the company's ability to continue as a going concern, given the deadline of **October 18, 2025**, to consummate a business combination, after which it faces mandatory liquidation[148](index=148&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=31&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) This section is not required for smaller reporting companies, and therefore no information is provided - Disclosure is not required for smaller reporting companies[154](index=154&type=chunk) [Controls and Procedures](index=31&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Management, including the CEO and CFO, evaluated the company's disclosure controls and procedures and its internal control over financial reporting, concluding both were effective as of March 31, 2025, with no material changes reported - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were **effective** as of March 31, 2025[156](index=156&type=chunk) - Management concluded that the Company's internal control over financial reporting was **effective** as of March 31, 2025, based on the 2013 Internal Control—Integrated Framework by COSO[159](index=159&type=chunk) - There were no changes in the company's internal control over financial reporting during the quarter that materially affected, or are reasonably likely to materially affect, its internal controls[160](index=160&type=chunk) PART II. OTHER INFORMATION [Legal Proceedings](index=32&type=section&id=ITEM%201.%20Legal%20Proceedings) The company reported no legal proceedings - None[162](index=162&type=chunk) [Risk Factors](index=32&type=section&id=ITEM%201A.%20Risk%20Factors) There have been no material changes to the risk factors previously disclosed in the company's Annual Report on Form 10-K - As of the date of this Quarterly Report, there have been no material changes to the risk factors disclosed in the Company's Annual Report on Form 10-K filed with the SEC[163](index=163&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=32&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reiterates the details of the company's Initial Public Offering (IPO) and the simultaneous private placement to its sponsor, which occurred in October 2022, including the partial exercise of the underwriters' over-allotment option - The company consummated its Initial Public Offering of **6,000,000** Units on **October 18, 2022**, and closed the sale of **845,300** over-allotment units on **October 21, 2022**[164](index=164&type=chunk)[165](index=165&type=chunk) - Simultaneously with the IPO and over-allotment, the Sponsor purchased private placement units[164](index=164&type=chunk)[165](index=165&type=chunk) [Defaults Upon Senior Securities](index=32&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities - None[167](index=167&type=chunk) [Mine Safety Disclosures](index=32&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) The company reported no mine safety disclosures - None[168](index=168&type=chunk) [Other Information](index=32&type=section&id=ITEM%205.%20Other%20Information) The company reported no other information - None[169](index=169&type=chunk) [Exhibits](index=33&type=section&id=ITEM%206.%20Exhibits) This section lists the exhibits filed with the Quarterly Report on Form 10-Q, including officer certifications and Inline XBRL data files - The report includes a list of filed exhibits, such as CEO/CFO certifications (Sections 302 and 906 of Sarbanes-Oxley Act) and XBRL data files[171](index=171&type=chunk)

Financial Performance - For the year ended December 31, 2024, the company reported a net loss of $817,025, with general and administrative expenses amounting to $993,775[135] - For the year ended December 31, 2023, the company reported net income of $121,221, with general and administrative expenses of $1,309,549[136] - Cash used in operating activities for the year ended December 31, 2024 was $1,081,935, primarily due to a net loss and various expenses[140] Cash Position - The company had cash held in the trust account of $1,122,381 as of December 31, 2024, intended for completing the Initial Business Combination[145] - Cash provided by investing activities for the year ended December 31, 2024 was $25,492,597, primarily from cash withdrawn from the Trust Account[142] - The company generated cash proceeds of $60,000,000 from its Initial Public Offering of 6,000,000 Units at $10.00 per Unit on October 18, 2022[138] Business Combination - The company executed a Business Combination Agreement with Aiways Automobile Europe GmbH on November 22, 2024, focusing on electric vehicles[133] - The company has until October 18, 2025, to consummate a Business Combination, with the possibility of extending this date under certain conditions[151] Tax Liabilities - As of December 31, 2024, the company had accrued but unpaid income tax liability of $943,000 and unpaid Delaware franchise tax liability of $298,886[149] Financing Activities - The company incurred cash used in financing activities of $24,353,604 for the year ended December 31, 2024, mainly for the redemption of Public Units[143] Accounting Estimates - The company relies on significant accounting estimates, including the valuation allowance for deferred tax assets and fair value assessments of convertible promissory notes[157] - Management's estimates and assumptions could lead to actual results that materially differ from reported amounts of assets and liabilities[156]

Financial Performance - For the nine months ended September 30, 2024, the company reported a net loss of $853,947, compared to a net loss of $9,767 for the same period in 2023, indicating a significant increase in losses [111][112]. - Interest earned on marketable securities held in the trust account for the nine months ended September 30, 2024, was $569,338, down from $1,940,473 for the same period in 2023 [111][112]. - The company incurred cash used in operating activities of $961,938 for the nine months ended September 30, 2024, compared to $610,200 for the same period in 2023 [119][120]. - Cash provided by investing activities for the nine months ended September 30, 2024, was $25,492,597, down from $46,387,597 for the same period in 2023 [121]. Trust Account and Cash Management - As of September 30, 2024, the company had cash held in the trust account of $1,109,108, which is intended to be used for the Initial Business Combination [124]. - The company withdrew $595,577 from the trust account to pay liabilities related to income and Delaware franchise taxes since its IPO [128]. - As of September 30, 2024, the company had accrued but unpaid income tax liability of $941,000 and unpaid excise tax liability of $719,176 [128]. Nasdaq Listing and Compliance - The company received a notice from Nasdaq regarding potential delisting due to not meeting the minimum market value requirement of $50,000,000 for continued listing [130]. - The Company applied to transfer from Nasdaq Global Market to Nasdaq Capital Market on July 23, 2024, and received a notification on August 12, 2024, that it has cured its filing discrepancies under Listing Rule 5250(c)(1) [133]. - Nasdaq granted the Company's request for continued listing on September 27, 2024, subject to providing updates on its merger with Aiways and share transfers by October 4, 2024 [134]. - The proposed Business Combination must be completed by January 20, 2025, to comply with Nasdaq's listing requirements [136]. - The Company has until October 18, 2025, to consummate a Business Combination, with potential extensions available under specific conditions [138]. Business Operations and Future Plans - The Company intends to use funds held outside the trust account primarily for identifying and evaluating target businesses and related due diligence activities [125]. - The Company must complete the transfer of the remainder of the Founder Shares and Private Placement Shares by November 22, 2024 [135]. - The Company incurs a monthly fee of $20,000 for office space and administrative support, which began on October 18, 2022 [140]. - The management has determined that the liquidity condition raises substantial doubt about the Company's ability to continue as a going concern if a Business Combination is not consummated [138]. Other Considerations - As of September 30, 2024, the Company recorded deferred underwriting commissions of $2,723,060, payable only upon completion of the Initial Business Combination [141]. - The Company has no off-balance sheet arrangements as of September 30, 2024 [139]. - The Company has not encountered cybersecurity challenges that have materially impaired its operations or financial standing [146].

Financial Performance - As of June 30, 2024, the company reported a net loss of $108,631, compared to a net income of $433,379 for the same period in 2023[105]. - The company incurred general and administrative expenses of $469,509 for the six months ended June 30, 2024, compared to $558,736 for the same period in 2023[105]. Cash and Investments - The company had cash held in the trust account of $1,190,740 as of June 30, 2024, which is intended to be used for completing the Initial Business Combination[111]. - The company generated non-operating income of $549,620 from interest on marketable securities held in the trust account for the six months ended June 30, 2024[105]. - As of June 30, 2024, the company had $135,131 of cash held outside the trust account, primarily for identifying and evaluating target businesses[112]. Initial Public Offering and Business Combination - The company completed its Initial Public Offering on October 18, 2022, raising total gross proceeds of $60,000,000 from the sale of 6,000,000 Units[108]. - The company has recorded deferred underwriting commissions of $2,723,060, payable only upon completion of the Initial Business Combination[117]. - The company expects to incur significant costs in pursuing its acquisition plans and cannot assure the success of completing an Initial Business Combination[103]. - The company has until October 18, 2025, to consummate a Business Combination, with potential extensions available[115]. Cybersecurity - The company has not encountered any cybersecurity challenges that have materially impaired its operations or financial standing[121].

Financial Performance - The company reported a net loss of $82,504 for the three months ended March 31, 2024, compared to a net income of $290,779 for the same period in 2023, representing a significant change[7]. - Basic and diluted net loss per share for the three months ended March 31, 2024, is $(0.12), while for the same period in 2023, it was $0.05[46]. - The company generated net cash used in operating activities of $272,052 for the three months ended March 31, 2024, compared to $102,832 for the same period in 2023[11]. - The company incurred general and administrative expenses of $282,344 for the three months ended March 31, 2024[103]. Assets and Liabilities - Total current assets decreased from $23,448,000 as of December 31, 2023, to $17,604,000 as of March 31, 2024, a decline of approximately 25.0%[5]. - Total liabilities increased from $5,262,245 as of December 31, 2023, to $5,537,109 as of March 31, 2024, an increase of about 5.2%[6]. - The accumulated deficit increased from $4,728,997 as of December 31, 2023, to $5,251,161 as of March 31, 2024, indicating a rise of about 11.0%[6]. - The Company has a working capital deficit of $1,361,437 as of March 31, 2024, with only $12,604 in its operating bank account[30]. Trust Account and Financing - A total of $69,479,795 was placed in a Trust Account, invested in U.S. government Treasury bills or money market funds[17]. - The company had cash held in the trust account amounting to $26,235,157 as of March 31, 2024, intended for completing the Initial Business Combination[108]. - The Company may raise up to $1,000,000 from the Sponsor for working capital purposes, with $534,208 already borrowed as of March 31, 2024[20]. - The Company has not made the monthly payment to the Trust Account since October 26, 2023, due to factors unrelated to its operations[86]. Business Combination and Operations - The company has not commenced core operations and will not generate operating revenues until after completing an Initial Business Combination[14]. - The Company intends to extend the deadline for completing a Business Combination to October 18, 2025, with monthly deposits of $25,000 into the Trust Account[31]. - If no Business Combination is completed by October 18, 2025, the Company will face mandatory liquidation[31]. - The Company has the option to extend the Business Combination deadline up to nine times for an additional month each time[31]. Shareholder Information - The company had 2,082,825 shares issued and outstanding as of March 31, 2024, unchanged from December 31, 2023[6]. - Approximately 4,427,969 shares were redeemed at about $10.43 per share, leaving approximately $25 million in the Trust Account[26]. - Following shareholder redemptions, 101,463 Public Shares remained outstanding after an aggregate redemption amount of $25,712,132 at approximately $11.10 per share[87]. Initial Public Offering - The Company raised $60,000,000 in its Initial Public Offering, which was completed on October 18, 2022[15]. - The Company sold 6,000,000 Units at a price of $10.00 per Unit during its Initial Public Offering, resulting in total gross proceeds of $60,000,000[57]. - The Company closed the sale of 845,300 OA Units at $10.00 per unit, generating gross proceeds of $8,453,000 from the Overallotment Offering[16]. - An additional 31,500 units were sold in a private placement at the same price, generating gross proceeds of $315,000[126]. Compliance and Regulatory Matters - The Company received a notice from Nasdaq on December 15, 2023, regarding non-compliance with the minimum market value requirement of $50,000,000 for continued listing[90]. - The Company has filed its Form 10-K for the year ended December 31, 2023, on July 23, 2024, and is taking action plans to regain compliance with Nasdaq listing requirements[97]. Miscellaneous - The fair value of the company's financial instruments approximates their carrying amounts due to their short-term nature[49]. - The company has not recognized any unrecognized tax benefits or accrued interest and penalties related to tax positions as of March 31, 2024[42]. - The company has elected not to opt out of the extended transition period under the JOBS Act, allowing it to adopt new accounting standards at the same time as private companies[34].

Financial Performance - For the year ended December 31, 2023, the company reported a net income of $121,221, which included interest earned on marketable securities of $2,276,593, offset by general and administrative expenses of $1,309,549, franchise tax expense of $200,000, and provision for income taxes of $646,000 [138]. - The company incurred net cash used in operating activities of $828,540 for the year ended December 31, 2023, which was comprised of net income of $121,221 and non-cash interest earned on marketable securities of $2,276,593 [144]. - The company had a net loss of $34,487 for the year ended December 31, 2022, which included interest earned on marketable securities of $508,162, offset by general and administrative expenses of $358,821, franchise tax expense of $65,828, and provision for income taxes of $118,000 [139]. Cash and Trust Account - As of December 31, 2023, the company had cash held in the trust account amounting to $26,036,953, which is intended to be used for completing the Initial Business Combination [146]. - The company had $11,700 in cash held outside of the trust account as of December 31, 2023, intended for identifying and evaluating target businesses [147]. Initial Public Offering and Business Combination - The company completed its Initial Public Offering on October 18, 2022, raising total gross proceeds of $60,000,000 from the sale of 6,000,000 Units at a price of $10.00 per Unit [141]. - The company has until October 18, 2025, to consummate a Business Combination, with the possibility of extending this date under certain conditions [151]. - The company incurred deferred underwriting commissions of $2,723,060, payable only upon completion of the Initial Business Combination [154]. Acquisition Plans and Risks - The company may incur significant costs in pursuing its acquisition plans and cannot assure the success of completing an Initial Business Combination [136]. - The company has no long-term debt or off-balance sheet arrangements as of December 31, 2023 [152].

Group 1 - Hudson Acquisition I Corp. (HUDA) has signed a letter agreement with Aiways Automobile Europe GmbH for a business combination, valuing Aiways Europe at approximately US$400 million [1][2][3] - The de-SPAC transaction is expected to close around December 31, 2024, resulting in HUDA's shareholders becoming minority and non-controlling shareholders in the combined entity [2][3] - The merger aims to establish a strong presence in the European market, providing Aiways Europe with access to growth capital and alignment with European design concepts [3][4] Group 2 - Aiways Europe is recognized for its innovative, asset-light approach to electric vehicles tailored for European markets, with products certified by the Whole Vehicle Type-Approval System [5] - The company operates across 20 countries and regions using an omni-channel go-to-market strategy [5] - Hudson Acquisition I Corp. is a blank check company focused on mergers and business combinations across various industries and regions [6]

Financial Performance - For the three months ended September 30, 2023, the company reported a net loss of $443,146, with general and administrative expenses of $678,504 [105]. - For the nine months ended September 30, 2023, the company had a net loss of $9,767, offset by interest earned on marketable securities of $1,940,473 [106]. - The company reported a net cash used in operating activities of $610,200 for the nine months ended September 30, 2023 [111]. Cash and Assets - As of September 30, 2023, the company had cash held in the trust account amounting to $25,540,833, intended for the Initial Business Combination [113]. - The company had cash held outside the trust account of $28,332 as of September 30, 2023, to fund operational activities and due diligence [114]. - The company has no long-term debt or off-balance sheet arrangements as of September 30, 2023 [119]. Initial Public Offering and Business Combination - The company completed its Initial Public Offering on October 18, 2022, raising total gross proceeds of $60,000,000 from 6,000,000 units sold at $10.00 per unit [108]. - The company incurred deferred underwriting commissions of $2,723,060, payable only upon completion of the Initial Business Combination [121]. - The company expects to continue incurring significant costs in pursuit of acquisition plans, with no assurance of successful completion of an Initial Business Combination [102]. - The company has until April 18, 2024, to consummate a Business Combination, with the possibility of extending this date by depositing $80,000 each month [117].

Financial Performance - For the three months ended June 30, 2023, the company reported a net income of $142,600, with interest earned on marketable securities of $800,417, offset by total expenses of $658,817[107]. - For the six months ended June 30, 2023, the company achieved a net income of $433,379, driven by interest income of $1,547,115, against total expenses of $1,113,736[108]. - For the six months ended June 30, 2022, the company reported a net loss of $46,217, with total expenses of $46,217[108]. Cash and Trust Account - As of June 30, 2023, the company held cash in the trust account amounting to $71,535,072, intended for completing an Initial Business Combination[114]. - As of June 30, 2023, the company had cash held outside the trust account of $3,251, primarily for evaluating target businesses and due diligence[115]. Initial Public Offering and Costs - The company completed its Initial Public Offering on October 18, 2022, raising total gross proceeds of $60,000,000 from 6,000,000 units sold at $10.00 per unit[110]. - The company incurred a deferred underwriting commission of $2,723,060, payable only upon the completion of its Initial Business Combination[121]. - The company expects to continue incurring significant costs in pursuit of its acquisition plans, with no assurance of successful completion of an Initial Business Combination[105]. Business Combination Timeline - The company has until April 18, 2024, to consummate a Business Combination, with the possibility of extending this date by depositing $80,000 each month[118]. Off-Balance Sheet Arrangements - The company does not have any off-balance sheet arrangements as of June 30, 2023[119].