Business Operations - The company has not commenced any operations and will not generate operating revenues until after the completion of a Business Combination[132]. - The company has not generated any operating revenues to date and only incurs expenses related to being a public company[147]. Financial Performance - As of September 30, 2025, the company reported a net income of $13,889, primarily from interest income of $440,629 on investments held in the Trust Account[148]. - For the nine months ended September 30, 2025, the company had a net loss of $134,546, resulting from operating expenses of $1,508,945, partially offset by interest income of $1,369,264 on investments held in the Trust Account[149]. - For the nine months ended September 30, 2024, the company reported a net loss of $287,416, with operating expenses of $2,106,888 and interest income of $2,389,292 from investments held in the trust account[151]. Business Combination - The aggregate consideration for the Business Combination is based on an agreed valuation of $250,000,000, with shares issued to Huajin shareholders calculated by subtracting "Closing Net Debt" from this valuation[134]. - The company entered into a merger agreement with Huajin (China) Holdings Limited, with a deposit of $330,969 recorded as "deposit from the target company"[157]. - The company has the right to extend the deadline for completing a business combination up to six times, with each one-month extension costing $172,500[159]. - The company issued a promissory note of $575,000 to the Sponsor to extend the time available for completing a business combination until September 28, 2024[158]. - The company has made deposits totaling $1,035,000 into the Trust Account to extend the time to complete the Business Combination until March 28, 2025[138]. - The company has been granted extensions to complete the Business Combination, with the latest extension allowing until March 28, 2026, for a fee of $172,500 per month[141]. Compliance and Regulatory Matters - The company received a letter from Nasdaq indicating non-compliance with the minimum market value requirement, providing a compliance period until May 18, 2026[143]. - The company plans to submit a compliance plan to Nasdaq to regain compliance with listing requirements[142]. Cash and Working Capital - As of September 30, 2025, the company had a working capital deficit of $7,276,924 and incurred significant professional costs to remain publicly traded[156]. - As of September 30, 2025, the company had cash of $1,930 held outside the trust account, primarily for evaluating target businesses and due diligence[155]. - The company may need to raise additional capital through loans or investments to meet working capital needs and has substantial doubt about its ability to continue as a going concern[162]. Expenses and Liabilities - The company incurred formation and operating costs of $425,130 for the three months ended September 30, 2025[148]. - The Company accrued administrative service expenses of $30,000 for the three months ended September 30, 2025, consistent with the same period in 2024[177]. - The Company has a monthly obligation of $10,000 to the sponsor for general and administrative services, which may be delayed if funds are insufficient[176]. - The Company has accrued service fee payable of $300,000 as of September 30, 2025, up from $210,000 as of December 31, 2024[177]. - As of September 30, 2025, the Company had accrued consulting service expenses of $2,400,000 to Asian Legend International Investment Holding Limited[180]. - The Company drew down $742,675 from a maximum promissory note amount of $1,000,000 as of September 30, 2025[174]. - As of September 30, 2025, the Company had promissory notes as extension loans totaling $2,645,000[171]. - As of September 30, 2025, the Company had promissory notes as operation loans totaling $1,400,375, an increase from $980,150 as of December 31, 2024[175]. IPO and Underwriting - The company completed an IPO on March 28, 2023, raising gross proceeds of $57,500,000 from the sale of 5,750,000 public units at $10.00 per unit[152]. - The underwriter received a cash underwriting discount of $1,150,000 and is entitled to a deferred fee of $2,012,500, contingent upon the completion of a business combination[179]. Accounting and Standards - The Company has not identified critical accounting estimates for the three and nine months ended September 30, 2025[181]. - The FASB issued a new standard on income tax disclosures effective for public business entities for annual periods beginning after December 15, 2024[182].

Financial Performance - The company had a net loss of $100,648 for the three months ended June 30, 2025, primarily due to formation and operating costs of $532,920, partially offset by interest income of $430,564 [144]. - For the six months ended June 30, 2025, the company reported a net loss of $148,435, resulting from operating expenses of $1,083,815, offset by interest income of $928,635 on investments held in the trust account [145]. - The company incurred net cash used in operating activities of $316,362 for the six months ended June 30, 2025, primarily due to the net loss and adjustments for interest income [149]. Business Combination - The company has entered into a merger agreement with Huajin (China) Holdings Limited, with the merger expected to close subject to certain conditions [132]. - The aggregate consideration for the business combination is based on an agreed valuation of $250,000,000, with shares issued to Huajin shareholders calculated by subtracting "Closing Net Debt" from this valuation [135]. - The Company entered into a Merger Agreement with Huajin, involving a deposit of $330,969 recorded as "deposit from the target company" on the balance sheet [153]. - The Company issued a promissory note of $575,000 to extend the time for completing a business combination until September 28, 2024 [154]. - Shareholders approved an extension of the business combination deadline to March 28, 2025, with total deposits of $1,035,000 made into the Trust Account for this extension [155]. - The Company has the right to extend the business combination deadline up to six times, with each extension costing $172,500 [156]. - The Company intends to use funds in the Trust Account primarily for completing an initial business combination and financing operations of the target business [159]. Financial Position - As of June 30, 2025, the company had a working capital deficit of $6,506,884, indicating significant financial obligations [152]. - As of June 30, 2025, the Company had cash of $25 held outside the Trust Account, intended for identifying and evaluating target businesses [151]. - As of June 30, 2025, the Company had operational loans of $1,291,900 due to related parties [171]. - As of June 30, 2025, the Company had promissory notes as extension loans totaling $2,300,000 [167]. - The Company redeemed 1,492,646 Class A ordinary shares at a price of $11.20 per share, totaling $16,541,342 paid from the Trust Account [155]. Administrative Expenses - The Company is obligated to pay the sponsor a monthly fee of $10,000 for administrative services, which may be deferred if funds are insufficient [172]. - For the three months ended June 30, 2025, the Company accrued administrative service expenses of $30,000, consistent with the same period in 2024 [173]. - For the six months ended June 30, 2025, the Company accrued administrative service expenses of $60,000, unchanged from the prior year [173]. - As of June 30, 2025, the Company had service fee payable of $270,000, an increase from $210,000 as of December 31, 2024 [173]. Consulting and Underwriting - The underwriter received a cash underwriting discount of $1,150,000, with an additional deferred fee of $2,012,500 contingent on a business combination [175]. - The Company engaged Asian Legend International Investment Holding Limited for consulting services, accruing expenses of $2,100,000 as of June 30, 2025, compared to $1,500,000 as of December 31, 2024 [176]. - Asian Legend will receive a cash fee of $100,000 per month until the closing of the business combination, plus Class A Ordinary Shares calculated at 5% of shares issued to Huajin shareholders [176]. Regulatory and Accounting Standards - The FASB issued a new standard on income tax disclosures effective for public business entities starting after December 15, 2024, aimed at improving investor information [178]. - Management does not anticipate that recently issued accounting standards will materially affect the financial statements [179]. - The Company is assessing the impact of ASU 2020-06 on its financial position and operations [178]. - As a smaller reporting company, the Company is not required to disclose market risk information [180].

Business Combination - The company entered into a Merger Agreement with Huajin (China) Holdings Limited, with an agreed valuation of $250 million for the business combination [126]. - At the closing of the business combination, shareholders of Huajin will receive shares of Oak Woods Class A Ordinary Shares based on a conversion ratio determined by subtracting Huajin's "Closing Net Debt" from the agreed valuation [129]. - The Company has engaged Asian Legend International Investment Holding Limited for consulting services related to a Business Combination, with accrued consulting service expenses of $1,800,000 as of March 31, 2025 [164]. - The underwriter received a cash underwriting discount of $1,150,000 and is entitled to a deferred fee of $2,012,500, payable only if a business combination is completed [163]. Financial Performance - As of March 31, 2025, the company reported a net loss of $47,787, primarily due to operating costs and interest income of $498,071 from investments held in the Trust Account [136]. - The company has not generated any operating revenues to date and does not expect to do so until after the completion of the business combination [135]. - The Company accrued administrative service expenses of $30,000 for both the three months ended March 31, 2025 and 2024, with service fee payables of $240,000 and $210,000 respectively [161]. Capital and Funding - The company generated gross proceeds of $57.5 million from its IPO of 5,750,000 units, sold at $10.00 per unit [138]. - The Company may need to raise additional capital through loans or investments to meet working capital needs, raising concerns about its ability to continue as a going concern [147]. - The Company intends to use funds in the Trust Account primarily to complete an initial business combination and for working capital to finance operations of the target business [148]. Working Capital and Obligations - As of March 31, 2025, the company had a working capital deficit of $5,456,472, indicating significant financial obligations [142]. - The company has incurred significant professional costs to remain publicly traded and expects to continue incurring transaction costs related to the business combination [142]. - The Company has promissory notes as extension loans amounting to $1,782,500 as of March 31, 2025, compared to $1,265,000 as of December 31, 2024 [155]. - The Company is obligated to pay the sponsor a monthly fee of $10,000 for administrative services, which may be delayed if funds are insufficient [160]. Trust Account and Extensions - A total of $1,035,000 was deposited into the Trust Account to extend the time available for the business combination until March 28, 2025 [133]. - The Company has made six deposits totaling $1,035,000 into the Trust Account to extend the deadline for completing a business combination until March 28, 2025 [145]. - As of March 20, 2025, the Company has made four deposits totaling $690,000 into the Trust Account, extending the deadline for the initial business combination until July 28, 2025 [146]. - As of March 31, 2025, the company had cash of $3,186 held outside the Trust Account, intended for evaluating target businesses and due diligence [141]. Shareholder Actions - The Company redeemed 1,492,646 Class A ordinary shares at a price of $11.20 per share, resulting in a total payment of $16,541,342 to redeeming shareholders [145]. Reporting and Compliance - The company is classified as a smaller reporting company and is not required to make disclosures under Item 3 [168].

Financial Performance - The company has not generated any revenue since its inception and has incurred losses due to formation and operating costs[28]. - As of December 31, 2024, the company reported a net income of $191,545, primarily from interest income of $2,940,555 on investments held in the Trust Account[88]. - For the year ended December 31, 2023, the company reported a net income of $1,308,097, with interest income of $2,258,904 from the Trust Account[89]. - Net income for the year ended December 31, 2024, was $191,545, down from $1,308,097 in 2023, representing a decrease of about 85.3%[218]. - The company reported a basic and diluted net income per ordinary share of $0.30 for redeemable Class A ordinary shares in 2024, down from $0.69 in 2023[218]. - Cash used in operating activities for 2024 was $(1,342,834), compared to $(650,771) in 2023, indicating increased cash outflow[221]. - The balance of accumulated deficit increased to $(6,417,792) in 2024 from $(636,353) in 2023[219]. - The company had a total shareholders' deficit of $(6,417,614) as of December 31, 2024, compared to $(636,175) in 2023[219]. IPO and Trust Account - The company completed its initial public offering on March 28, 2023, raising gross proceeds of $57,500,000 from the sale of 5,750,000 units at an offering price of $10.00 per unit[25]. - A total of $58,506,250 from the IPO and private placement was deposited in a Trust Account for the benefit of public stockholders[69]. - As of March 31, 2024, the amount held in the Trust Account was $61,551,081.51, reflecting an increase from the IPO proceeds[27]. - Cash in the Trust Account decreased from $60,765,154 in 2023 to $48,084,367 in 2024, a decline of about 20.9%[216]. - The company intends to use funds in the Trust Account to complete an initial business combination and for working capital for target businesses[100]. Business Combination and Mergers - A merger agreement was entered into with Huajin (China) Holdings Limited on August 11, 2023, focusing on elderly care and health care services[29]. - The company has made six deposits totaling $1,035,000 into the Trust Account to extend the time to complete the business combination until March 28, 2025[33]. - The company has the right to extend the deadline for completing a business combination to March 28, 2025, by depositing $172,500 for each one-month extension[32]. - The company will liquidate and redeem 100% of outstanding public shares if it fails to complete the business combination within the specified time frame[40]. - The company entered into a Merger Agreement with Huajin (China) Holdings Limited, with an agreed valuation of $250 million for the business combination[78]. Shareholder Information - Shareholders are entitled to redeem their shares for a pro rata share of the Trust Account, currently anticipated to be approximately $11.27 per Class A Ordinary Share[36]. - 1,492,646 Class A ordinary shares were redeemed at a price of $11.20 per share in connection with the extension on September 26, 2024[33]. - The initial shareholders beneficially owned 20% of the then issued and outstanding Class A ordinary shares immediately after the IPO[170]. - All directors and executive officers as a group own 7.09% of the outstanding ordinary shares[167]. Corporate Governance - The company has established three standing committees: an audit committee, a nominating committee, and a compensation committee, all composed of independent directors[146]. - The audit committee is composed solely of independent directors, including Lauren Simmons, John O'Donnell, and Mitchell Cariaga, with Mitchell Cariaga serving as chairman[147]. - Each member of the audit committee is financially literate, and Mitchell Cariaga qualifies as an "audit committee financial expert" as defined by SEC rules[148]. - The management is responsible for maintaining adequate internal control over financial reporting as defined by the Exchange Act[125]. - The company has adopted a code of conduct and ethics applicable to its directors, officers, and employees[157]. Risks and Concerns - The company is subject to various risks, including lack of operating history, dependence on key personnel, and potential conflicts of interest among sponsors and directors[52]. - The company has not identified any significant cybersecurity risks that could materially affect its business strategy or financial condition[55]. - The company may need to raise additional capital through loans or investments to meet working capital needs, raising substantial doubt about its ability to continue as a going concern[99]. - The company has no approved plan to extend the business combination deadline beyond September 28, 2025, raising concerns about its ability to continue as a going concern[209]. Financial Obligations and Expenses - The company has incurred significant transaction costs in pursuit of the business combination, with potential Working Capital Loans of up to $1,151,000 available for conversion into units[94]. - The company has accrued administrative service expenses of $120,000 for the year ended December 31, 2024, with a service fee payable of $210,000 due to the sponsor[180]. - The company issued an unsecured promissory note of $575,000 to extend the time available to complete a business combination until September 28, 2024[84]. - The company issued a non-interest bearing promissory note of $575,000 in June 2024 to extend the time available for a business combination until September 28, 2024[103]. - The company has promissory notes as extension loans totaling $1,265,000, compared to $0 in 2023[106]. Changes in Financial Position - Total assets decreased from $61,199,425 in 2023 to $48,434,004 in 2024, a decline of approximately 20.8%[216]. - Total current liabilities increased from $816,475 in 2023 to $4,392,751 in 2024, marking a rise of approximately 437.5%[216]. - Formation and operating costs increased significantly from $1,029,342 in 2023 to $2,746,762 in 2024, an increase of approximately 167.5%[218]. - Interest income earned on investments held in the Trust Account rose from $2,258,904 in 2023 to $2,940,555 in 2024, an increase of about 30.1%[218]. - The derivative warrant liability for private warrants increased from $8,900 in 2023 to $17,000 in 2024, an increase of approximately 91.0%[216].

Operations and Financial Performance - As of September 30, 2024, the company had not commenced any operations except related to the prospective Merger, with no operating revenues generated to date [136]. - For the three months ended September 30, 2024, the company reported a net income of $335,717, driven by interest income of $809,583 from investments held in the trust account [151]. - For the nine months ended September 30, 2024, the company had a net income of $287,416, with interest income of $2,389,292 from investments held in the trust account [152]. - The company incurred operating expenses of $2,106,888 for the nine months ended September 30, 2024, partially offsetting its interest income [152]. - For the nine months ended September 30, 2024, net cash used in operating activities was $1,134,653, with a net income of $287,416 and interest income of $2,389,292 [156]. - As of September 30, 2024, the company had a working capital deficit of $3,231,180 and cash of $90,868 held outside the Trust Account [159]. Merger Agreement and Business Combination - The company entered into a Merger Agreement on August 11, 2023, with an agreed valuation of $250 million for the business combination with Huajin [135]. - The aggregate consideration payable at the closing of the Business Combination will be determined by subtracting Huajin's "Closing Net Debt" from the agreed valuation and dividing by $10.00 per Class A Ordinary Share [139]. - As of the date of the report, Huajin made a deposit of $330,969 to extend the time available for the company to complete a business combination [140]. - On September 26, 2024, shareholders approved an amendment allowing the company to extend the business combination deadline to March 28, 2025, by depositing $172,500 for each one-month extension [147]. - The company has filed an 8-K announcing the Merger Agreement and preliminary proxy solicitation statements, extending the minimum time to complete a Business Combination until June 28, 2024 [142]. - The company issued a promissory note of $575,000 in June 2024 to extend the time for completing a business combination until September 28, 2024 [162]. - As of September 30, 2024, the company had promissory notes as extension loans totaling $745,500 [172]. Shareholder Actions and Redemptions - On September 26, 2024, 1,492,646 Class A ordinary shares were redeemed at a per share price of $11.08, resulting in a liability of $16,541,342 recorded for redeeming shareholders [148]. - On September 26, 2024, 1,492,646 Class A ordinary shares were redeemed at a price of $11.08 per share, resulting in a liability of $16,541,342 [164]. - Shareholders approved an extension of the business combination deadline to March 28, 2025, with a requirement to deposit $172,500 for each one-month extension [163]. Professional and Consulting Expenses - The company has incurred significant professional costs and transaction costs related to remaining a publicly traded entity and pursuing a business combination [159]. - For the nine months ended September 30, 2024, the Company accrued administrative service expenses of $90,000, an increase of 50% compared to $60,000 for the same period in 2023 [177]. - As of September 30, 2024, the Company had a service fee payable of $180,000 to the sponsor, which is double the amount of $90,000 as of December 31, 2023 [177]. - The Company engaged Asian Legend International Investment Holding Limited for consulting services related to a Business Combination, with a monthly fee of $100,000 starting from October 2023 [180]. - As of September 30, 2024, accrued consulting service expenses to AsianLegend totaled $1,200,000, compared to $300,000 as of December 31, 2023 [180]. Accounting and Regulatory Matters - The Company has identified critical accounting estimates that could significantly affect reported financial results, particularly regarding the fair value of private warrants [182]. - The FASB issued a new standard on income tax disclosures, effective for public business entities for annual periods beginning after December 15, 2024, which may impact the Company's financial disclosures [184]. - Management does not anticipate that recently issued accounting standards will materially affect the Company's financial statements [185]. - As a smaller reporting company, the Company is not required to disclose market risk information [186]. Going Concern - Management has raised substantial doubt about the company's ability to continue as a going concern if a business combination is not completed within the specified period [165].

Merger Agreement - The Company entered into a Merger Agreement with Huajin (China) Holdings Limited, with an agreed valuation of $250 million for the Business Combination [142]. - The Merger Agreement's termination date was extended to September 28, 2024, to allow for the completion of the Business Combination [152]. - On August 11, 2023, the Company entered into a Merger Agreement with Huajin, involving a deposit of $330,969 recorded as "deposit from the target company" on the balance sheet [164]. - The business combination completion window has been extended to September 28, 2024, following a deposit of $575,000 by the Company's Sponsor into the trust account [166]. Financial Performance - As of June 30, 2024, the Company reported a net loss of $191,805 for the three months ended June 30, 2024, resulting from operating expenses of $984,711 [155]. - The Company incurred operating expenses of $1,633,383 for the six months ended June 30, 2024, leading to a net loss of $48,301 [156]. - The Company accrued administrative service expenses of $30,000 for Q2 2024, totaling $60,000 for the first half of 2024, compared to $30,000 for the same period in 2023 [177]. Working Capital and Financing - As of June 30, 2024, the Company had a working capital deficit of $2,585,534, compared to $382,204 as of December 31, 2023 [163]. - The Company has not commenced any operations and does not expect to generate operating revenues until after the Business Combination [143]. - The Company intends to use funds in the Trust Account for the initial business combination and working capital, with potential third-party financing if necessary [169]. - As of June 30, 2024, the Company had promissory notes as extension loans of $575,000 and working capital loans of $597,700 due to related parties [173][176]. Income and Expenses - The Company generated interest income of $793,781 on investments held in the trust account for the same period [155]. - The Company received a deposit of $330,969 from Huajin, which may be used to fund expenses related to the Business Combination [147]. - Asian Legend will receive a cash fee of $100,000 per month for consulting services related to the business combination, with accrued expenses of $900,000 as of June 30, 2024 [180]. - The underwriter received a cash underwriting discount of $1,150,000 and is entitled to a deferred fee of $2,012,500, contingent upon the completion of a business combination [179]. Management Concerns - Management has raised substantial doubt about the Company's ability to continue as a going concern if the business combination is not completed within the specified period [167]. - The Company plans to use funds held outside the Trust Account primarily for identifying and evaluating target businesses [162].

Operations and Business Combination - As of March 31, 2024, the company had not commenced any operations except related to the prospective Merger, with all activities focused on formation, IPO, and searching for a Business Combination target [118]. - The company entered into a Merger Agreement with Huajin (China) Holdings Limited, with an agreed valuation of $250,000,000 for the Business Combination [121]. - A deposit of $330,969 was made by Huajin to the company, which will be used to extend the time available to complete a business combination [122]. - The Merger Agreement was amended to extend the termination date for the proposed business combination transaction from March 23, 2024, to June 28, 2024 [123]. - The company intends to use substantially all funds held in the Trust Account to complete an initial business combination, with remaining proceeds used for working capital [138]. Financial Performance - For the three months ended March 31, 2024, the company reported a net income of $143,504, driven by interest income of $785,928 from investments held in the trust account [126]. - The company generated gross proceeds of $57,500,000 from the IPO of 5,750,000 units sold at $10.00 per unit, including the full exercise of the over-allotment option [129]. - As of March 31, 2024, the company had a working capital deficit of $1,026,668, an increase from $382,204 as of December 31, 2023 [133]. - The company incurred operating expenses of $648,672 for the three months ended March 31, 2024, which included costs related to being a public company [126]. Administrative and Consulting Expenses - The Company has accrued administrative service expenses of $30,000 for the three months ended March 31, 2024, compared to $0 for the same period in 2023 [145]. - As of March 31, 2024, the Company had service fee payable of $120,000 due to the sponsor, an increase from $90,000 as of December 31, 2023 [145]. - The Company engaged Asian Legend International Investment Holding Limited as an advisor, agreeing to pay a cash fee of $100,000 per month starting from October 2023 [148]. - The Company has accrued consulting service expenses of $600,000 as of March 31, 2024, up from $300,000 as of December 31, 2023 [148]. Underwriting and Financial Obligations - The underwriter was paid a cash underwriting discount of $1,150,000 and is entitled to a deferred fee of $2,012,500, contingent upon the completion of a business combination [147]. - The Company has a promissory note of up to $500,000 from the sponsor, which is due at the earlier of the closing of the Proposed Public Offering or the decision not to conduct the offering [141]. - The Company is obligated to pay the sponsor a monthly fee of $10,000 for administrative services, which may be delayed if funds are insufficient [144]. - The Company granted the underwriter a 45-day option to purchase up to 750,000 additional Units at the Initial Public Offering price [146]. Accounting and Financial Reporting - The fair value of private warrants is subject to re-measurement at each balance sheet date, impacting the financial results significantly [150]. - The Company is currently assessing the impact of new accounting standards on its financial position and results of operations [152].

Financial Performance - As of December 31, 2023, the company reported a net income of $1,308,097, primarily from interest income of $2,258,904 on investments held in the trust account[586]. - The company generated non-operating income from interest on cash and cash equivalents, with no operating revenues expected until after the business combination[584]. - The company incurred operating expenses of $1,029,342 for the year ended December 31, 2023[586]. - The Company accrued administrative service expenses of $90,000 for the year ended December 31, 2023, but did not pay the service fee to the sponsor[601]. Initial Public Offering (IPO) - The company completed its IPO on March 28, 2023, raising gross proceeds of $57,500,000 from the sale of 5,750,000 units at $10.00 per unit[588]. - The Company granted the underwriter a 45-day option to purchase up to 750,000 additional Units at the Initial Public Offering price[601]. Merger Agreement - The company entered into a Merger Agreement on August 11, 2023, with an agreed valuation of $250,000,000 for the business combination with Huajin[577]. - The aggregate consideration payable at the closing of the business combination will be determined by subtracting Huajin's "Closing Net Debt" from the agreed valuation and dividing by $10.00[580]. - A deposit of $330,969 was made by Huajin to the company, which will be used to fund expenses related to the business combination[581]. - The company has filed an 8-K announcing the Merger Agreement and preliminary proxy solicitation statements, extending the minimum time to complete a business combination until June 28, 2024[593]. Financial Obligations and Arrangements - The company has a working capital deficit of $382,204 as of December 31, 2023, and expects to incur significant professional costs to remain publicly traded[591]. - The Company repaid promissory notes to the sponsor in June 2023, and as of December 31, 2023, there are no promissory notes due to related parties[600]. - The underwriter received a cash underwriting discount of $0.20 per Unit, totaling $1,150,000, and is entitled to a deferred fee of $0.35 per Unit, amounting to $2,012,500, contingent upon the completion of a business combination[602]. - Asian Legend International Investment Holding Limited was engaged as a financial advisor, with a cash fee of $100,000 per month starting from October 2023, and the Company accrued consulting service expenses of $300,000[603]. - The Company is obligated to pay the sponsor a monthly fee of $10,000 for administrative services, which may be delayed if funds are insufficient[600]. Internal Controls and Accounting Standards - The Company’s internal control over financial reporting was evaluated as effective as of December 31, 2023[613]. - The Company has not adopted ASU 2020-06 early and does not expect it to have a significant impact on its financial statements[606]. - The Company has not identified any changes in internal control over financial reporting that materially affected its effectiveness during the most recent fiscal quarter[616]. - The Company’s management believes that no recently issued accounting standards will have a material effect on its financial statements[608].

Financial Performance - For the three months ended September 30, 2023, the company reported a net income of $515,336, driven by interest income of $4,346 from the operating account and $770,154 from the trust account, offset by operating expenses of $251,764 [122]. - For the nine months ended September 30, 2023, the company achieved a net income of $1,054,436, with interest income of $18,676 from the operating account and $1,465,540 from the trust account, despite incurring operating expenses of $473,680 [123]. - Net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of ordinary shares outstanding, excluding shares subject to forfeiture [145]. - Redeemable ordinary shares are included in the EPS calculation denominator, reflecting a single class of common shares without creating a different class or EPS adjustment [146]. Initial Public Offering - The company completed its initial public offering (IPO) on March 28, 2023, raising gross proceeds of $57,500,000 from the sale of 5,750,000 units at $10.00 per unit [125]. - The underwriter received a cash underwriting discount of $1,150,000 and is entitled to a deferred fee of $2,012,500, payable only upon completion of a business combination [138]. Operations and Cash Position - As of September 30, 2023, the company had not commenced any operations except for activities related to the prospective merger, with no operating revenues generated to date [118]. - As of September 30, 2023, the company had cash of $527,023 held outside the Trust Account, intended for identifying and evaluating target businesses [127]. - The company had working capital of $148,599 as of September 30, 2023, and expects to incur significant professional costs to remain publicly traded and pursue a business combination [128]. - The company incurred administrative service expenses of $30,000 for both the three and nine months ended September 30, 2023, which remain unpaid as of the reporting date [137]. - The company has no off-balance sheet arrangements as of September 30, 2023, and does not participate in transactions that create relationships with unconsolidated entities [132]. Merger Agreement - The company has entered into a Merger Agreement with Huajin (China) Holdings Limited, with the merger expected to be completed subject to certain conditions [117]. Accounting and Financial Reporting - The Company recognized a measurement adjustment from initial book value to redemption amount value immediately upon the closing of the Initial Public Offering, impacting additional paid-in capital and accumulated deficit [141]. - The assessment of warrants classification considers whether they meet the criteria for equity or liability classification under ASC 480 and ASC 815, requiring professional judgment at issuance and each quarterly period end [143]. - For warrants classified as equity, they are recorded as a component of equity at issuance; those classified as liabilities are recorded at initial fair value and adjusted for changes in estimated fair value [144]. - The Company is assessing the impact of ASU 2020-06, effective January 1, 2024, which simplifies accounting for certain financial instruments and introduces additional disclosures for convertible debt [147]. - Management believes that no other recently issued accounting standards would materially affect the financial statements if adopted [148].

Financial Performance - As of June 30, 2023, the company reported a net income of $557,084, driven by interest income of $9,429 from the operating account and $674,328 from the trust account, with operating expenses totaling $177,973[128]. - For the six months ended June 30, 2023, the company had a net cash used in operating activities of $291,151, despite a net income of $539,100[132]. - As of June 30, 2023, the company had cash of $395,972 held outside the Trust Account, with working capital reported at $403,417[133][134]. IPO and Capital Raising - The company completed its IPO on March 28, 2023, raising gross proceeds of $57,500,000 from the sale of 5,750,000 units at $10.00 per unit, including an over-allotment option[131]. Business Combination and Agreements - The company has entered into a Merger Agreement with Huajin (China) Holdings Limited, with the intention of completing a business combination[124]. - The company expects to incur significant professional costs to remain publicly traded and to finance transaction costs related to the business combination[134]. - The company has determined that there is substantial doubt about its ability to continue as a going concern if it cannot complete a business combination within the specified period[136]. Expenses and Liabilities - The company incurred administrative service expenses of $30,000 for both the three and six months ended June 30, 2023, which remain unpaid as of the reporting date[143]. - The company has a promissory note with the sponsor for up to $500,000, which was repaid in June 2023, leaving no outstanding promissory notes due to related parties[142]. - The company has no off-balance sheet arrangements as of June 30, 2023, and does not participate in transactions that create relationships with unconsolidated entities[138]. Accounting and Financial Reporting - The Company assesses warrants as either equity-classified or liability-classified based on specific terms and applicable guidance, considering factors such as whether they are freestanding financial instruments and if they could require "net cash settlement"[147]. - For warrants meeting equity classification criteria, they are recorded as equity at issuance; otherwise, they are recorded as liabilities at fair value on the issuance date[148]. - Net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of ordinary shares outstanding, excluding shares subject to forfeiture[149]. - Redeemable ordinary shares are included in the EPS calculation as a single class of common shares, with no adjustment to the numerator due to the fair value redemption feature[150]. - The Company is assessing the impact of ASU 2020-06, effective January 1, 2024, which simplifies accounting for certain financial instruments and introduces new disclosures for convertible debt[151]. - Management does not anticipate that other recently issued accounting standards will materially affect the financial statements[152]. - As a smaller reporting company, the Company is not required to disclose market risk information[153].