Financial Performance - For the three months ended June 30, 2025, the company reported a net loss of $100,648, 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 net loss was $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]. - As of June 30, 2025, the company had a working capital deficit of $6,506,884, with cash of $25 held outside the Trust Account [151][152]. - As of June 30, 2025, the company generated non-operating income from interest on cash and cash equivalents, totaling $928,635 from the Trust Account [145]. - As of June 30, 2025, the Company had operational loans totaling $1,291,900 due to related parties [171]. Business Combination - The company has not commenced any operations and will not generate operating revenues until after the completion of a Business Combination [133]. - 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 a total of $1,035,000 deposited into the Trust Account for this purpose [155]. - The Company has the right to extend the business combination deadline up to six times, with each extension costing $172,500 [156]. - On October 8, 2025, shareholders approved an extension to March 28, 2026, with four deposits totaling $171,993 made into the Trust Account [157]. - The Company intends to use funds in the Trust Account primarily for completing an initial business combination [159]. Costs and Expenses - The company has incurred significant professional costs to remain publicly traded and expects to continue incurring transaction costs related to the Business Combination [152]. - 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 same period in 2024 [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]. - 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 after December 15, 2024, aimed at improving investor information [178]. - Management does not anticipate that recently issued accounting standards will materially affect the Company’s financial statements [179].
Oak Woods Acquisition (OAKU) - 2025 Q2 - Quarterly Report