Healthcare AI Acquisition (HAIA) - 2025 Q2 - Quarterly Report

IPO and Financial Transactions - The company completed its Initial Public Offering on December 14, 2021, raising gross proceeds of $200 million from the sale of 20 million units at $10.00 per unit[130]. - An additional $15,624,010 was generated from the partial exercise of the over-allotment option, with total transaction costs amounting to $12,926,100[130][132]. - Following the IPO, $219,936,490 was placed in a trust account, invested in U.S. government securities, with a per unit value of $10.20[133]. - The underwriters were paid a cash underwriting discount of $0.20 per Unit, totaling $4,312,480, with an additional deferred fee of $7,546,840 payable upon completion of a business combination[167]. Business Combination and Deadlines - On June 12, 2023, the company extended the deadline for completing a business combination to June 14, 2024, with a monthly extension fee of $50,000[134]. - The Company has until October 14, 2025, to consummate a business combination, after which mandatory liquidation will occur if not completed[158]. - The Company entered into a Business Combination Agreement with Leading Partners Limited, exchanging 11,124,960 private placement warrants for 500,000 Holdco Class A Ordinary Shares and 43,000,000 Holdco Class A Ordinary Shares for LEADING equity holders[150]. Shareholder Redemptions - A total of 19,824,274 shares were redeemed by public shareholders for $10.54 per share, resulting in $208,992,255 being removed from the trust account[136]. - Approximately $12,302,385 was removed from the trust account for the redemption of 1,146,276 shares at $10.73 per share[139]. - Following the extraordinary meeting on April 30, 2025, approximately $2,948,990 was removed from the Trust Account due to the redemption of 246,676 shares[154]. - Public shareholders have the right to redeem their shares for a pro rata portion of the trust account, initially anticipated to be $10.20 per share[141]. - If the company fails to complete a business combination by December 14, 2024, it will redeem public shares at a price equal to the amount in the trust account, estimated to be $10.20 per share[145]. Financial Position and Performance - As of June 30, 2025, the Company had a working capital deficit of approximately $2,503,403 and only $212 in its operating bank account[155]. - The Trust Account balance decreased significantly from $225,411,726 as of March 31, 2023 to $1,865,847 as of June 30, 2025 due to redemptions totaling $221,294,640[161]. - For the three months ended June 30, 2025, the Company reported a net loss of $542,059, with interest income of $25,966 offset by operating costs and changes in fair value of warrant liability[162]. - The Company anticipates that cash held outside the Trust Account may not be sufficient for operations for at least the next 12 months if a business combination is not completed[157]. Accounting Policies and Reporting - The Company has identified critical accounting policies that may significantly affect reported amounts, including the accounting for Class A ordinary shares subject to possible redemption[172]. - The company accounts for warrants issued in connection with its initial public offering as liabilities, measured at fair value at inception and each reporting date[174]. - As of June 30, 2025, the company did not have any dilutive securities, resulting in diluted loss per ordinary share being the same as basic loss per ordinary share[176]. - The company adopted ASU 2016-13 on January 1, 2023, which did not have a material impact on its financial statements[178]. - The company does not have any off-balance sheet arrangements as of June 30, 2025[180]. - The company is classified as an "emerging growth company" and is exempt from certain reporting requirements[182]. - The company has elected not to opt out of the extended transition period for new or revised financial accounting standards[183]. - The company is classified as a smaller reporting company and is not required to provide certain disclosures[185]. Economic Impact - Inflation did not have a material impact on the company's business, revenues, or operating results during the period presented[181].