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 entered into a Merger Agreement with Huajin (China) Holdings Limited, with the merger expected to close subject to certain conditions[131]. - The company has the right to extend the time to complete a business combination until March 28, 2026, by making deposits into the Trust Account[161]. Financial Performance - For the three months ended 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 incurred 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]. - The company reported a net income of $335,717 for the three months ended September 30, 2024, despite operating expenses of $473,505[150]. - 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]. Compliance and Regulatory Issues - 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 has been granted a compliance period of 180 days to regain compliance with Nasdaq listing rules due to delays in filing required periodic financial reports[145]. - The company has made plans to regain compliance with Nasdaq's listing rules, including engaging advisors and implementing a marketing strategy[144]. Financial Position and Capital Needs - 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]. - The company may need to raise additional capital through loans or investments to meet working capital needs and may face substantial doubt about its ability to continue as a going concern[162]. - 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]. Trust Account and Business Combination - As of the date of the report, the company has made deposits totaling $1,035,000 into the Trust Account to extend the time available to complete the Business Combination until March 28, 2025[138]. - The company intends to use substantially all funds in the Trust Account to complete an initial business combination and may need to reserve cash for purchase price requirements[163]. - The company made six deposits totaling $1,035,000 into the Trust Account to extend the time to complete the business combination until March 28, 2025[159]. Expenses and Liabilities - 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 accrued consulting service expenses of $2,400,000 to Asian Legend International Investment Holding Limited as of September 30, 2025[180]. - The Company has accrued service fee payable of $300,000 to the sponsor as of September 30, 2025[177]. IPO and Underwriting - The company completed its 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 Financial Reporting - The Company is assessing the impact of new accounting standards on its financial position, with certain standards effective for annual periods beginning after December 15, 2024[182]. - The Company has not identified critical accounting estimates for the three and nine months ended September 30, 2025[181].
Oak Woods Acquisition (OAKU) - 2025 Q3 - Quarterly Report