AFJK SEC filings, in plain English
Everything Aimei Health Technology Co., Ltd has filed with the SEC that we hold — 40 filings, newest first, 39 with a plain-English summary of what changed and why it matters. Every row links to the primary document on EDGAR, so you can check the source rather than trust us.
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What changed: Aimei Health Technology Co., Ltd. filed an 8-K on September 3, 2026, reporting a $34,330.96 extension payment deposited into the trust account to extend the business combination deadline from September 6, 2026, to October 6, 2026. The company issued an unsecured promissory note for this amount to Aimei Investment Ltd, which is convertible into private units at $10.00 per unit upon consummation of the business combination with United Hydrogen. Why it matters: This filing confirms the 22nd permitted extension, preserving time for the merger with United Hydrogen while introducing a new financial obligation and potential dilution via the convertible promissory note.
What changed: The filing reports that on August 21, 2026, Aimei Health Technology Co., Ltd. received two notices from Nasdaq regarding failure to satisfy continued listing standards: the Market Value of Listed Securities (MVLS) was below $50,000,000 for the last 30 consecutive business days, and the Market Value of Publicly Held Shares (MVPHS) was below $15,000,000 for the same period. The company has been granted an 180-day compliance period until February 17, 2027, to regain compliance with both requirements by achieving the respective thresholds for a minimum of 10 consecutive business days. Why it matters: This is a material delisting risk event. While the shares continue to trade under symbol 'AFJK' during the compliance period, failure to meet the MVLS or MVPHS requirements by February 17, 2027, could result in the securities being subject to delisting. This introduces significant uncertainty regarding the liquidity and continued public trading status of the SPAC's ordinary shares ahead of its redemption deadline of September 6, 2026.
What changed: Routine compliance exhibit (Form 10-Q Quarterly Report). The Company reported the termination of its previously announced business combination with United Hydrogen effective July 7, 2026. It also extended the Combination Period through September 6, 2026, with the Sponsor and United Hydrogen funding $68,662 in subsequent monthly extension loans. Why it matters: The termination of the sole announced deal eliminates the near-term merger catalyst and elevates going-concern risk, extending the mandatory winding-up and redemption deadline to September 6, 2026. Management disclosed that the Sponsor continues to fund extensions, keeping trust equity stable at $12,488,393 ($12.00 per remaining public share). Additionally, management reported a material weakness in internal controls over financial reporting stemming from inadequate segregation of duties.
What changed vs 2026-06-16trust $12.3M → $12.5M +2%trust account, mandate language, combination deadline +21 moved · 4 with no prior record of ours
- Trust account
- $12.3M$12.5M
- Mandate language
- not previously extractedthe Company intends to pursue prospective targets focused on…
- Combination deadline
- 2026-07-06not matched in this filing
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 1.04M · unchanged
SpacBrain reads this as $212,197 was added to the trust between the two filings.
The clause “1,466 $ 2,929 Prepaid expenses 42,500 - Total current assets 43,966 2,929 Cash held in Trust Account 12,488,393 12,100,110 TOTAL ASSETS $ 12,532,359 $ 12,103,039 LIABILITIES, TEMPORARY EQUITY AND SHAREHOLDERS’ DEFICIT Current”…
The clause …“redeem the Public Shares, and thereafter liquidate and dissolve raises substantial doubt about the ability to continue as a going concern within one year after the date that the unaudited financial statements are issued. There is”…
The clause …“issued and outstanding as of June 30, 2026 and December 31, 2025 (excluding 1,040,332 shares subject to possible redemption) 213 213 Accumulated deficit ( 4,484,931 ) ( 4,058,944 ) Total shareholders’ deficit ( 4,484,718 ) ( 4,058,731”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Joint Filing Statement pursuant to Rule 13d-1(k) accompanying an amended Schedule 13G/A beneficial ownership report for AFJK common stock. This filing is designated as a Schedule 13G/A amendment to a previously submitted beneficial ownership statement, executed jointly by First Trust Merger Arbitrage Fund, First Trust Capital Management L.P., First Trust Capital Solutions L.P., and FTCS Sub GP LLC. The provided excerpt contains only the joint filing acknowledgment, signature blocks dated August 10, 2026, and cross-liability disclaimers among co-filers. It discloses no amended share counts, percentage interests, acquisition dates, or the specific trigger for the amendment. Consequently, the text reports no modifications to redemption deadlines, trust distribution mechanics, extension proposals, deal progress, or sponsor conduct. Why it matters: While the filing confirms that a merger arbitrage fund continues to monitor AFJK as it remains in SEARCHING status, the complete absence of numerical holdings data or corporate transaction disclosures means this page does not advance the redemption calendar, shift trust value mechanics, or indicate momentum toward a business combination. The document contains zero claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel; it is purely a procedural compliance exhibit establishing joint filer responsibility. Investors relying on this text alone cannot assess redemption exposure, trust balance, extension likelihood, or target pursuit.(flagged for human review)
What changed: This document is an SEC Form 8-K current report disclosing a scheduled deposit into the trust account to extend the deadline for consummating an initial business combination, accompanied by the simultaneous issuance of an unsecured promissory note to fund the deposit. According to the filing, the termination date for completing a business combination was extended by one month from August 6, 2026, to September 6, 2026, constituting the 21st extension permitted under the Amended and Restated Articles of Association. The registrant deposited $34,330.96 into the trust account for public shareholders, representing the lesser of (i) $80,000 for all outstanding public shares or (ii) $0.033 for each outstanding public share per monthly extension. On August 6, 2026, the company issued an unsecured promissory note in the total principal amount of $34,330.96 to Aimei Health Ltd. The note bears no interest, matures upon consummation of the business combination, and may be prepaid without penalty. The payee holds the unilateral right to convert the note (in whole or part) into private units at a fixed price of $10.00 per unit, where each unit comprises one ordinary share and one right to receive one-fifth (1/5) of one ordinary share. Conversion requires written notice at least two business days prior to closing, with fractional units settled in cash. The payee expressly waived all claims, title, or interest in the trust account. If the business combination does not close, the note must be repaid solely from amounts other than the Trust Account Funds. Default triggers include failure to pay within five business days of maturity, voluntary or involuntary bankruptcy proceedings continuing for sixty consecutive days, or breach of obligations. Why it matters: The extension mechanism directly reduces the aggregate trust balance available to public shareholders and delays their redemption window by thirty days. The promissory note introduces a direct financial obligation that converts to equity upon a successful deal, diluting existing security holders based on the stated $10.00 per unit conversion ratio, while contractually insulating the payee from recourse against the trust estate if the merger fails. Beyond these mechanics, the filing identifies United Hydrogen as the named prospective target for the business combination, referencing a prior SEC registration statement (File Number 333-272230). Chief Executive Officer and Director Junheng Xie executed both the 8-K disclosure and the underlying Promissory Note (Exhibit 10.1). The document contains no reported claims, metrics, or projections regarding customers, revenue, market size, operational technology, strategic partnerships, or ongoing litigation.
What changed: This is a Form 8-K Current Report filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, specifically disclosing the termination of a material definitive agreement and furnishing a press release under Regulation FD. Effective July 7, 2026, the Company delivered a notice of termination to United Hydrogen Group Inc. and four affiliated Cayman Islands entities, permanently ending the Business Combination Agreement originally dated June 19, 2024, and amended June 6, 2025. Per Section 9.1(b) of the contract, the termination was triggered solely by the lapse of the applicable outside date without consummation of the closing. This action immediately halts any pending redemption calendar, shareholder approval meeting, or proxy solicitation previously tied to the United Hydrogen merger. The filing does not revise the trust account distribution amount, set a new redemption deadline, or formally authorize a timeline extension. Why it matters: The termination collapses the current merger pathway, reverting the SPAC to a searching posture and suspending any outstanding redemption windows until management identifies a replacement target or triggers charter dissolution. In the attached press release, Chief Executive Officer and Director Xie Junheng stated that although the company failed to complete the proposed combination within the required timeframe, the leadership team remains confident in its ability to identify and execute a compelling transaction in the future, and he publicly thanked the United Hydrogen team for their efforts and professionalism. The document contains no operating data, customer lists, revenue figures, market size estimates, proprietary technology descriptions, or ongoing partnership details. Junheng Xie executed the report in his capacity as Principal Executive Officer, providing the corporate mailing address at 10 East 53rd Street, Suite 3001, New York, NY 10022, and the contact email Xiejunheng@aimeihealth.com. Investors monitoring redemption deadlines and trust value should treat this as a terminal event for the current deal track and await supplemental filings that will clarify whether the board will seek an extension amendment, pursue a new business combination, or initiate mandatory liquidation distributions per the existing charter.
What changed: SEC Form 8-K Current Report (Items 2.03 and 9.01) disclosing the extension of the SPAC termination date and the issuance of a sponsor-backed promissory note to fund the monthly extension fee. According to the company's 8-K filing, the deadline to complete an initial business combination has been extended by one month, moving the Termination Date from July 6, 2026 to August 6, 2026. The filing states this constitutes the twentieth extension permitted under the Amended and Restated Articles of Association. Per the registrant's disclosure, an aggregate of $34,330.96 was deposited into the trust account for public shareholders, which the text describes as representing “the lessor of (i) $80,000 for all outstanding public shares and (ii) $0.033 for each outstanding public share for each monthly extension.” To finance this deposit, the company issued a $34,330.96 unsecured promissory note to Aimei Health Ltd. The note bears zero interest, becomes due solely upon business combination consummation, and grants the holder the unilateral right to convert the principal into private units at $10.00 per unit (each unit comprising one ordinary share and a right to one-fifth of an ordinary share) provided written notice is delivered at least two business days before closing. The payee contractually waived all rights and claims against the trust account funds. Junheng Xie, Chief Executive Officer and Director, signed the report attesting to these terms on the registrant’s behalf. Why it matters: Beyond the calendar adjustment, the filing identifies United Hydrogen Group Inc. as the designated target for the planned Business Combination, offering concrete progress on deal execution while deferring the mandatory redemption/liquidation trigger until the new August 6, 2026 milestone. Sponsor conduct demonstrates continued financial support through a convertible debt instrument rather than immediate cash infusion or secondary offerings, though election of the conversion option would increase post-combination share count at the fixed $10.00 per unit conversion rate. The document contains no claims regarding customer acquisitions, revenue milestones, market size projections, proprietary technology, or active litigation, nor does it disclose executive departures or board realignments. Because the extension payment was routed through the promissory note directly into trust, operating liquidity remains untouched, and the filing triggers no new shareholder vote requirements or redemption pricing recalculations. Investors awaiting the liquidation timeline should monitor whether the sponsor exercises the conversion right prior to the August 6, 2026 cutoff or advances the transaction to avoid further extension cycles.
What changed: SEC Form 3 insider ownership report. According to the filing, there are 'No non-derivative transactions or holdings reported' for reporting person Polvi Daniel Veikko (director). This routine compliance exhibit registers zero changes to insider equity positions. Why it matters: As a standard regulatory snapshot of initial or unadjusted beneficial ownership, the filing moves neither the redemption deadline, the trust account balance, nor the extension timeline. It offers no signal regarding sponsor alignment, underwriter commitments, or the pace of due diligence toward a definitive merger agreement. Because the submission records no equity activity, it contains no data on customer pipelines, revenue run rates, technology milestones, partnership structures, or litigation exposure for Aimei Health Technology Co., Ltd.
What changed: This document is a Form 8-K current report disclosing Item 5.02 (Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers) and Item 9.01 (Exhibits). This document is a Form 8-K current report. Regarding redemption deadlines, trust value, extensions, deal progress, and sponsor conduct, the filing introduces no modifications to those mechanics. The SPAC’s trust account arrangements, shareholder redemption window, and extension provisions remain unchanged, and the registrant continues to operate without a disclosed business combination target or sponsor activity update. Regarding personnel and other substance, Ms. Julianne Huh submitted a letter of resignation as a director effective June 24, 2026, which the Board accepted. Ms. Huh advised the Company that her resignation was due to personal reasons and not a result of any disagreement with the Company on any matter related to the operations, policies, or practices of the Company. She acknowledged that she has been paid all amounts due to her and irrevocably released the Company from claims. On June 29, 2026, the nominating and corporate governance committee recommended, and the Board approved and appointed Mr. Daniel Veikko Polvi as a director. Mr. Polvi received an MBA degree in Business Administration from BI Norwegian Business School in June 2018. Since May 2019, Mr. Polvi has served as managing director of Shearwater Limited. The Board believes Mr. Polvi is well qualified due to his extensive experience in business management, corporate advisory, and strategic consulting for international corporations. The Company confirmed there are no family relationships between Mr. Polvi and any director or executive officer of the Company, and no disclosable transactions under Item 404(a). Chief Executive Officer and Director Junheng Xie signed the filing on June 29, 2026. Why it matters: For investors tracking redemption calendars, trust distributions, and deal progression, this filing confirms that AFJK remains in a pre-combination searching phase with no alterations to the existing liquidation mechanics, redemption eligibility dates, or extension provisions. The director transition reflects standard post-IPO governance rotation rather than transaction-execution restructuring. Because the filing contains no announcements regarding a merger partner, purchase price, lock-up terms, or sponsor funding commitments, it provides no concrete signal regarding upcoming shareholder votes or deal closing timelines. The appointment of an independent management consultant to the board may indicate preparatory oversight capacity, but absent a target declaration, shareholder liquidity remains governed by the original prospectus framework. All statements regarding Ms. Huh’s departure rationale and Mr. Polvi’s professional background were attributed to the Company or its Board.
What changed: Form 10-Q Quarterly Report. According to the filing, the trust account balance rose to $12,276,196 (approximately $11.80 per redeemable share) from $12,100,110 at December 31, 2025, driven by interest earnings. Management states the SPAC extended its combination deadline through July 6, 2026 by securing monthly extension loans funded by the Sponsor and United Hydrogen ($34,331 each for the quarter). The filing notes the administrative services agreement with the Sponsor expired on December 31, 2025, after which the Sponsor began providing office space free of charge. Regarding the proposed United Hydrogen merger, management reports that Chinese regulatory approvals remain pending following a CSRC review initiated on August 12, 2024, and management expects the transaction to close in late 2026. Why it matters: The extension funding and updated deadline confirm continued sponsor and partner commitment, signaling that shareholder capital will remain locked up until mid-to-late 2026 and preserving the option to redeem. The rising trust value provides downside protection above the original deposit level. However, the explicit acknowledgment of prolonged CSRC review cycles highlights sustained regulatory execution risk, meaning public shareholders must decide whether to hold, wait for late-2026 developments, or exercise redemption rights before the newly set summer deadline.
What changed vs 2025-11-18trust $73.8M → $12.3M -83%deadline 2025-12-06 → 2026-07-06shares 4.00M → 1.04M -74%trust account, combination deadline, redeemable shares +13 moved · 1 with no prior record of ours
- Trust account
- $73.8M$12.3M
- Combination deadline
- 2025-12-062026-07-06
- Redeemable shares
- 4.00M1.04M
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as $61,508,353 left the trust between the two filings.
The clause “$ 18,516 $ 2,929 Prepaid expenses 191 - Total current assets 18,707 2,929 Cash held in Trust Account 12,276,196 12,100,110 TOTAL ASSETS $ 12,294,903 $ 12,103,039 LIABILITIES, TEMPORARY EQUITY AND SHAREHOLDERS’ DEFICIT Current”…
SpacBrain reads this as 212 days later than the previous record.
The clause …“are issued. There is no assurance that the Company’s plans to consummate a business combination will be successful by July 6, 2026 (“the Combination Deadline”). The unaudited financial statements do not include any adjustments that”…
SpacBrain reads this as 2,955,401 shares are no longer redeemable.
The clause …“issued and outstanding as of March 31, 2026 and December 31, 2025 (excluding 1,040,332 shares subject to possible redemption) 213 213 Accumulated deficit ( 4,189,590 ) ( 4,058,944 ) Total shareholders’ deficit ( 4,189,377 ) ( 4,058,731”…
The clause …“redeem the Public Shares and thereafter liquidate and dissolve raises substantial doubt about the ability to continue as a going concern within one year after the date that the unaudited financial statements are issued. There is”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Form 8-K Current Report (Items 2.03 and 9.01) reporting the creation of a direct financial obligation via a promissory note to fund a single-month extension of the SPAC’s business combination deadline. As described in the filing itself, this document discloses a funded extension mechanism paired with a corresponding sponsor liability. Per the registrant’s disclosures, $34,330.96 was deposited into the trust account to extend the termination date from June 6, 2026 to July 6, 2026, marking the nineteenth authorized extension under the Amended and Restated Articles of Association. The Company financed the deposit by issuing a $34,330.96 unsecured promissory note on June 4, 2026, payable to Aimei Health Ltd (the Sponsor) and United Hydrogen Group Inc., with each payee allocated exactly $17,165.48. The note bears zero interest, matures solely upon the closing of a business combination with United Hydrogen, and grants the Payees the optional right to convert it into private units at a fixed $10.00 per unit price (comprising one ordinary share and a right to receive one-fifth of one ordinary share), contingent on written notice delivered at least two business days prior to closing. The Payees expressly waived all rights and claims to the Trust Account Funds, stipulating that if the Company does not consummate a business combination, the note will only be repaid from non-trust sources. The filing was executed by Chief Executive Officer and Director Junheng Xie, and explicitly identifies United Hydrogen Group Inc. as the Company’s targeted merger counterpart, concluding the earlier indefinite search phase. Why it matters: Public shareholders tracking the redemption calendar must now align their exercise windows to the revised July 6, 2026 liquidation trigger, preserving their statutory right to redeem shares at the prevailing trust value before that date. By routing the extension funding through a sponsor-led promissory note that contractually surrenders recourse to the trust account, the Company structurally protects existing public trust balances from external creditor claims while securing additional operational runway. The explicit inclusion of United Hydrogen Group Inc. as a co-payee on the extension debt provides verified, contract-level evidence of deal negotiation progression, materially reducing information asymmetry regarding target selection. The predetermined $10.00 conversion floor locks in the exact post-combination unit economics for participating sponsors, establishing clear dilution parameters ahead of a definitive proxy statement or merger agreement.
What changed: A Form 8-K Current Report containing Item 3.01 (Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing) and Item 9.01 (Exhibits), accompanied by Exhibit 99.1, a press release regarding a Nasdaq listing deficiency notice. On May 19, 2026, the Company disclosed receipt of a Nasdaq listing deficiency notice stating it violated Nasdaq Listing Rule 5250(c)(1) for failing to file its Form 10-Q for the period ended March 31, 2026 by the May 15, 2026 deadline. The Company noted it has 60 calendar days from the notice date to file the report or submit a compliance plan, and could receive up to 180 calendar days from the report’s due date if Nasdaq accepts the plan. Why it matters: The notice establishes a clear delisting pathway should the Company miss its filing window or fail to satisfy Nasdaq’s conditions. For a SPAC awaiting a merger closure, an administrative lag and potential exchange removal risk can pressure shareholder sentiment around redemption timing. Management stated it expects to regain compliance and reiterated its strategic focus on healthcare innovation. Because the filing provides no updated financials, investors cannot track interim trust balance consumption or sponsorship funding milestones during the 60-day or 180-day cure periods, leaving standard redemption deadline mechanics unchanged but operationally opaque.
What changed: An SEC Form 8-K Current Report filed by Aimei Health Technology Co., Ltd. functioning as a routine compliance exhibit that discloses a monthly deadline extension and the concurrent issuance of a promissory note. The registrant reports depositing an aggregate $34,330.96 into the trust account, which the filing describes as representing the lessor of (i) $80,000 for all outstanding public shares and (ii) $0.033 for each outstanding public share for each monthly extension. According to the Company, this payment extends the Termination Date from May 6, 2026 to June 6, 2026, constituting the eighteenth extension permitted under the Amended and Restated Articles of Association. The filing discloses that the Company issued an unsecured promissory note for $34,330.96 to Aimei Health Ltd (identified as the Sponsor) and United Hydrogen Group Inc. Per the exhibit, each Payee contributed exactly $17,165.48 to fund the extension payment. The note states it accrues no interest and the principal becomes payable only upon consummating a business combination with United Hydrogen. The attachment further details that the Payees hold a non-binding conversion right to exchange the note for private units at $10.00 per unit, contingent on delivering written notice at least two business days before closing. Chief Executive Officer and Director Junheng Xie signed the filing. Why it matters: Because the registrant advanced the Termination Date to June 6, 2026, public shareholders retain an additional thirty-day redemption window prior to the next extension cycle. The $34,330.96 deposit mechanically increases the trust balance allocated to satisfy potential redemptions. The filing reveals that the Sponsor and United Hydrogen Group Inc. are funding the extension period through a deferred credit instrument rather than immediate equity; the $34,330.96 obligation carries zero interest and will either convert to equity post-merger or mature at the closing date. As the Company identifies this as the eighteenth allowable extension, it indicates the SPAC is operating near the statutory extension ceiling, extending execution uncertainty. Under Sections 8 and 12 of the Promissory Note, the Payees expressly waive all claims against the trust account, legally ring-fencing those deposited funds exclusively for public shareholders in the event of liquidation. The submission contains no disclosures regarding projected revenues, target customer bases, market sizing, proprietary technology, strategic partnerships, pending litigation, or executive compensation changes.
What changed: Form 10-K annual report for the fiscal year ended December 31, 2025. The registrant reports that the Trust Account balance fell to $12,100,110 after $65,326,328 in shares were redeemed. Management extended the business combination deadline to May 6, 2026, lowering the monthly extension deposits to $34,330.96. The company notes that shareholder approval for the United Hydrogen merger was obtained on November 6, 2025, but Chinese CSRC approval remains pending, with a targeted closing in May 2026. Additionally, management identified a material weakness in internal controls over financial reporting stemming from inadequate segregation of duties. Why it matters: The scale of redemptions indicates strong capital flight, directly reducing the pool available for either a completed merger or pro-rata liquidation distributions. The delayed timeline and ongoing regulatory hurdles shift market and liquidity risk well into 2026, while the disclosed internal control deficiency introduces potential audit and restatement risks that could further complicate the transaction or trigger a liquidation event.
What changed vs 2025-03-28deadline 2025-04-06 → 2026-05-06shares 6.90M → 1.04M -85%combination deadline, redeemable shares, trust account +22 moved · 3 with no prior record of ours
- Combination deadline
- 2025-04-062026-05-06
- Redeemable shares
- 6.90M1.04M
- Trust account
- $73.8M · unchanged
- Going-concern doubt
- stated · unchanged
- Sponsor loans outstanding
- $210Knot matched in this filing
SpacBrain reads this as 395 days later than the previous record.
The clause …“the Trust Account, to further extend the deadline from December 6, 2025 to May 6, 2026. As of the date of this Annual Report, the deadline for completing an initial business combination was extended to May 6, 2026 and the Sponsor”…
SpacBrain reads this as 5,859,668 shares are no longer redeemable.
The clause …“and outstanding as of December 31, 2025 and 2024, respectively (excluding 1,040,332 and 6,900,000 shares subject to possible redemption, respectively) 213 213 Accumulated deficit ( 4,058,944 ) ( 1,476,823 ) Total shareholders’”…
The clause “Unobservable Inputs Description 2024 (Level 1) (Level 2) (Level 3) Assets: Cash held in trust account $ 73,784,549 $ 73,784,549 $ - $ - Related parties Parties, which can be a corporation or individual, are considered to be related if”…
The clause “14-15, “Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” management has determined that if we are unsuccessful in consummating an initial business combination within the prescribed period of time”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: This filing is a Current Report on Form 8-K and a routine compliance exhibit under Item 3.01, disclosing a Nasdaq deficiency notice for failing to timely file periodic financial reports. It is accompanied by a press release (Exhibit 99.1) announcing the listing qualification department's warning. This document does not alter redemption calendars, trust account balances per share, extension voting schedules, merger deal progression, or sponsor leadership. The registrant’s status remains SEARCHING. What changed is regulatory standing: Nasdaq notified management that the company failed to file its Annual Report on Form 10-K for the fiscal year ended December 31, 2025 by the March 31, 2026 deadline. Following a Form 12b-25 late-filing notice submitted on April 1, 2026, Nasdaq issued a formal deficiency notice on April 17, 2026 citing Nasdaq Listing Rule 5250(c)(1). The exchange grants the company 60 calendar days from the notice date to file the overdue report or submit a compliance plan. If a plan is accepted, management states the company may receive up to 180 calendar days from the original due date to regain compliance. Rejection of a plan triggers an appeal right before a Nasdaq hearings panel. Why it matters: Delisting risk directly threatens the tradability of ordinary shares, rights exchangeable into one-fifth of one ordinary share, and units comprising those components, which carry a par value of $0.0001 per share. While management emphasizes the notice 'has no immediate effect on the listing or trading,' extended reporting delays frequently stall SPAC merger negotiations and can precipitate trustee-led redemptions at prevailing trust values. The company identifies itself exclusively as a blank check company targeting businesses focused on 'healthcare innovation.' Chief Executive Officer and Director Junheng Xie signs the filing and states the company 'expects to regain compliance,' though management explicitly undertakes 'no obligation' to guarantee timing or outcomes. Until the FY2025 10-K is filed and Nasdaq confirms renewed compliance, shareholders face uncertainty regarding whether a completed business combination will preserve or dilute public equity value.
What changed: SEC Form 8-K Current Report (Item 2.03) and Exhibit 10.1 (Promissory Note) constituting a routine compliance filing that documents a SPAC trust account deposit to secure a corporate deadline extension. The registrant deposited an aggregate of $34,330.96 into its trust account for public shareholders, calculated as $80,000 for all outstanding public shares combined with $0.033 for each outstanding public share per monthly extension. This payment formally extends the termination date for consummating an initial business combination from April 6, 2026 to May 6, 2026. The filing identifies this transaction as the seventeenth extension permitted under the Amended and Restated Articles of Association. To fund the deposit, the company issued an unsecured promissory note totaling $34,330.96 to Aimei Health Ltd (the Sponsor) and United Hydrogen Group Inc., divided equally at $17,165.48 per payee. The note accrues no interest, becomes due solely upon a business combination with United Hydrogen Group Inc., and grants payees the right to convert principal into private units at a price of $10.00 per unit upon providing written notices at least two business days prior to closing. Why it matters: The extension recalibrates the public shareholder redemption window to May 6, 2026, preserving the right to exit before forced trust liquidation. The $34,330.96 trust infusion maintains per-share liquidity by covering the contractual extension cost without dipping into non-trust operating reserves. The joint payee arrangement between the Sponsor and United Hydrogen Group Inc., coupled with the note’s singular conversion and maturity trigger tied to a United Hydrogen Group Inc. transaction, indicates targeted negotiation activity rather than an open-ended search phase. The document contains no substantive disclosures regarding customers, revenue streams, market size, technology capabilities, commercial partnerships, litigation exposure, or personnel changes. The company’s stated strategic posture remains narrowly defined by the obligation to close a business combination within the newly granted calendar month, with all note provisions governed by New York law.
What changed: SEC Form 12b-25 (Notification of Late Filing) submitted for a delayed Annual Report on Form 10-K covering the fiscal year ended December 31, 2025. Chief Executive Officer and Director Junheng Xie notified the Commission that the Form 10-K review could not be completed before the statutory deadline, committing instead to file within fifteen calendar days following the original due date. Mr. Why it matters: A late-filing notification signals audit or internal review pacing issues that typically compel SPAC sponsors to stretch the business combination timeline to avoid delisting or forced liquidation. For a searching vehicle, extending the reporting gap delays the publication of audited revenue, customer concentration, and market-size assertions that public shareholders rely on to calibrate redemption decisions.
What changed: Form 8-K current report filed by Aimei Health Technology Co., Ltd. on 2026-03-04, disclosing Item 2.03 Creation of a Direct Financial Obligation and attaching Exhibit 10.1, an unsecured Promissory Note executed to fund a trust account extension. Per the 8-K, the Company deposited an aggregate $34,330.96 into the trust account for public shareholders, representing the lessor of (i) $80,000 for all outstanding public shares and (ii) $0.033 for each outstanding public share for each monthly extension. This deposit extends the Termination Date from March 6, 2026 to April 6, 2026, marking the sixteenth extension allowed under the Amended and Restated Articles of Association. Simultaneously, the Company issued a $34,330.96 unsecured Promissory Note to Aimei Health Ltd (the Sponsor) and United Hydrogen Group Inc., with each paying $17,165.48 to fund the extension. The Note carries zero interest, matures upon consummation of a business combination with United Hydrogen, and grants the Payees a conversion right into private units at $10.00 per unit (one ordinary share plus one right to receive one-fifth of one ordinary share) upon providing written notice at least two business days prior to closing. Both Payees contractually waived all rights, title, interest, and claims to the Trust Account Funds, confirming that any repayment absent a Business Combination would draw exclusively from non-trust sources. Chief Executive Officer and Director Junheng Xie signed both the 8-K and the Promissory Note. Why it matters: The filing relocates the redemption deadline to April 6, 2026, preserving public trust capital while layering on a sponsor-backed credit instrument explicitly tied to a single acquisition pathway. Because the Payees irrevocably waived trust recourse, public shareholder recovery remains mathematically isolated from the extension debt. The document contains no disclosures regarding customers, revenue, market size, corporate strategy, proprietary technology, broader partnerships, ongoing litigation, or personnel changes beyond naming United Hydrogen Group Inc. as the designated business combination counterparty and identifying Junheng Xie as the executing officer. For investors tracking SPAC cadence, the sixteenth authorized extension signals advanced paper-mileage consumption without introducing new operational fundamentals or alternative merger candidates.
What changed: Form 8-K Current Report and Promissory Note (Exhibit 10.1). In its own terms, this filing is a routine compliance exhibit detailing a direct financial obligation created to extend a blank-check company’s timeline. Mechanically, the Company deposited $34,330.96 into the trust account for public shareholders, reflecting a flat $80,000 allocation plus $0.033 for each outstanding public share for each monthly extension. This payment moves the business combination termination date from February 6, 2026 to March 6, 2026. The Registrant states this constitutes the fifteenth extension allowed under its Amended and Restated Articles of Association. Financing was arranged via an unsecured promissory note dated February 12, 2026, obligating the Maker to repay $34,330.96 total, divided identically between the Sponsor (Aimei Health Ltd) and United Hydrogen Group Inc. at $17,165.48 each. The instrument accrues no interest and becomes due solely upon closing a business combination with United Hydrogen. Per the note’s terms, payees hold the right but not the obligation to convert principal into private units at $10.00 per unit (each consisting of one ordinary share and a right to one-fifth of one ordinary share), subject to written notice delivered two business days before closing. The payees formally waive all claims against the trust account, specifying that non-combination repayment draws exclusively from non-trust funds. Finally, the filing notes ongoing management continuity, with Junheng Xie serving concurrently as Chief Executive Officer and Director, and explicitly names United Hydrogen as the designated acquisition target, clarifying strategic direction beyond the initial search phase. Why it matters: This document materially resets the public shareholder redemption deadline to March 6, 2026, preserving existing trust capital while buying additional months for target diligence. The sponsor-backed extension structure prevents direct trust depletion, but the fifteenth consecutive extension signals prolonged pre-combination status that typically correlates with heightened redemption risk and investor fatigue. Locking in United Hydrogen as the named counterparty removes pipeline ambiguity and allows investors to evaluate the specific merger economics once prospectus filings resume. The explicit $10.00 conversion price and trust-recourse waiver establish predictable post-transaction dilution parameters and isolate lender downside, respectively. With executive leadership unchanged, the Company maintains unified execution authority to navigate the final extension window.
What changed: This document is a routine compliance exhibit—a Limited Power of Attorney (Exhibits A and B)—filed as part of an SCHEDULE 13G/A on 2-12-2026, wherein Mizuho Financial Group, Inc., Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC delegate execution authority for SEC filings to designated internal agents. This instrument reports no shifts in SPAC mechanics. The filers make zero assertions regarding redemption deadlines, trust value parameters, extension triggers, business combination milestones, or sponsor conduct. Instead, the principals establish that Takahiro Katsura serves as their unified attorney-in-fact to complete and file Form 13G documents under Sections 13(d) and 13(g) of the Exchange Act, while explicitly disclaiming that the agent assumes any of the principals’ compliance responsibilities or liabilities under Section 13. Why it matters: For investors tracking AFJK’s conversion timeline and capital dynamics, this filing carries no material weight. According to the grantors, the document solely catalogs internal delegation protocols, subsidiary classifications (A non-U.S. institution equivalent to Bank, A parent holding company, A registered Broker-Dealer), principal office addresses (1-5-5, Otemachi, Chiyoda-ku, Tokyo 100-8176, Japan and 1271 Avenue of the Americas, NY, NY 10020, USA), and executing officers (Hidekatsu Take, Deputy President & Corporate Executive; Adam Hopkins, Chief Legal Officer/Managing Director, General Counsel). The authors advance no claims concerning customer bases, revenue streams, addressable market dimensions, strategic pivots, proprietary technology, commercial partnerships, ongoing litigation, or executive turnover. Consequently, it functions as purely administrative housekeeping with no downstream effect on trust accounting, shareholder redemption windows, or merger completion probability.
What changed: Amendment to a Schedule 13G beneficial ownership report [0001072613-26-000035] filed by Karpus Management, Inc. Karpus Management, Inc. submitted an update without disclosing share quantities, acquisition costs, transaction dates, or comparative holdings. It references no changes to capital structure, redemption activity, trust account valuations, extension votes, or sponsor conduct. Why it matters: Because it lacks ownership percentages, target announcements, or financing commitments, it indicates no movement toward a business combination, no redemption pressure, and no structural or governance shifts ahead of the December 6, 2024 search period. The report makes no claims regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel, so it provides no substantive operational or mechanical indicators for investors tracking deal execution or capital preservation.
What changed: A routine compliance exhibit (Form 8-K) announcing a SPAC termination date extension, a trust account deposit, and the creation of a direct financial obligation via a promissory note. According to the filing, the termination date has been extended by one month from January 6, 2026 to February 6, 2026. The registrant deposited an aggregate $34,330.96 into the trust account, representing the lessor of (i) $80,000 for all outstanding public shares and (ii) $0.033 for each outstanding public share for each monthly extension. The filing identifies this as the fourteenth extension permitted under the Amended and Restated Articles of Association. To fund the payment, the Company issued an unsecured promissory note dated January 5, 2026, for $34,330.96 to Aimei Health Ltd and United Hydrogen Group Inc., with each payee contributing $17,165.48. The note bears zero interest, becomes payable upon consummation of a business combination with United Hydrogen Group Inc., and grants the payees conversion rights into private units at $10.00 per unit prior to closing. Chief Executive Officer and Director Junheng Xie signed the report and the note. Why it matters: Redemption calendar: The deadline shifts to February 6, 2026. As the fourteenth permitted extension, the Company is nearing its maximum allowable extension period under its charter, heightening near-term liquidation risk if no combination closes. Trust mechanics & sponsor conduct: Public shareholders receive the pro-rata extension payment, but the Company is deferring cash outlays by borrowing from its sponsor and United Hydrogen Group Inc. on a non-interest-bearing basis. Because the note’s maturity and conversion are explicitly tied to a United Hydrogen Group Inc. combination, the payees are financially aligning with the extension timeline while securing future equity upside at a fixed $10.00 conversion price. Other substance: The filing contains no independent claims regarding customer metrics, revenue projections, market sizing, technology roadmaps, strategic partnerships, or litigation status; all reported facts are confined to the extension mechanics, trust deposit calculation, note terms, and the identified counterparty for the targeted combination.
What changed: An SEC Form 8-K current report filed under Items 2.03 and 9.01, functioning as a regulatory disclosure of a trust account extension payment and the concurrent issuance of an unsecured promissory note. According to the registrant’s 8-K filing, the Company deposited an aggregate extension payment of $34,330.96 into the trust account for public shareholders, representing the lessor of $80,000 for all outstanding public shares and $0.033 for each outstanding public share for each monthly extension. As a result, the registrant extended the termination date from December 6, 2025 to January 6, 2026, designating this as the thirteenth extension permitted under the Amended and Restated Articles of Association. The filing further states that the Company issued an unsecured promissory note for $34,330.96 to Aimei Health Ltd (the Sponsor) and United Hydrogen Group Inc., with each party contributing $17,165.48 to fund the payment. The registrant reports that the note bears no interest and principal becomes due upon consummation of a business combination with United Hydrogen. Additionally, the filing discloses that the payees hold an optional conversion right into private units at $10.00 per unit immediately prior to closing, subject to written notice at least two business days before closing. The registrant also confirms that the payees explicitly waived all claims to the trust account, and the note will be repaid solely from non-trust sources if no business combination occurs. Why it matters: This filing directly revises the redemption calendar, establishing January 6, 2026 as the new liquidation deadline. The disclosed funding structure indicates that extension costs are serviced through sponsored debt rather than trust drawdowns, which preserves the per-share trust balance documented in earlier submissions. By attaching formal waivers against trust account recourse and linking the promissory note’s maturity exclusively to a future United Hydrogen transaction, the registrant clarifies the downside risk architecture for public shareholders while signaling sustained pursuit of that specific counterpart. Because the submission contains no executed merger agreement, valuation metrics, or shareholder voting materials, holders retain unchanged redemption entitlements up to the new deadline while monitoring subsequent deal developments.
What changed: Form 8-K Current Report disclosing the results of an Extraordinary General Meeting held on November 26, 2025, which included shareholder approval to amend Article 35.2 of the Amended and Restated Articles of Association to extend the business combination deadline, approve a Second Amendment to the Investment Management Trust Agreement, appoint an independent auditor, and report concurrent public share redemptions tied to those approvals. The registrant’s articles now set a business combination completion deadline of 36 months from the IPO date (December 6, 2026), replacing the prior 24-month window (December 6, 2025). The monthly trust extension deposit was amended from '$150,000 for all outstanding Public Shares' to 'the lesser of (i) $80,000 for all outstanding Public Shares and (ii) $0.033 for each outstanding Public Share.' Shareholders voted 4,511,997 for and 199,722 against both the Article and Trust amendments, with 587,452 broker non-votes counted for quorum. On the record date of September 26, 2025, 6,121,733 ordinary shares were issued and outstanding. Following the meeting, holders of 3,942,661 Public Shares exercised redemption rights at an approximate price of $11.37 per share, for an aggregate of approximately $44.8 million. Following the payment of the redemptions, the Trust Account will have a balance of approximately $0.7 million and the Company will have 2,179,072 shares outstanding. The filing breaks down the redemptions relative to a prior November 12, 2025 meeting approving the United Hydrogen Business Combination: 987,260 shares redeem upon the business combination closing, 2,942,050 shares redeem upon this meeting, and 13,351 shares redeem upon this meeting. MaloneBailey, LLP received 5,105,901 votes to serve as the independent registered public accounting firm for the year ended December 31, 2025. Chief Executive Officer Junheng Xie executed the trust amendment and director’s certificate. Why it matters: The simultaneous approval of a two-year extension and massive share redemption drastically alters the SPAC’s capital structure and liquidity profile. Redeeming 3,942,661 Public Shares draws approximately $44.8 million from the trust, leaving approximately $0.7 million in liquidity against the December 6, 2026 termination date. The capped extension fee ($80,000 maximum versus the prior $150,000 baseline) changes the sponsor’s cash outflow schedule, though the remaining trust balance may not cover dissolution expenses or ongoing operations without further capital contributions. The linkage between the current redemption volume and the previously sanctioned United Hydrogen Business Combination indicates that 2,942,050 shareholders effectively withdrew ahead of the merger event, while 987,260 will remain invested until deal closing. The appointment of MaloneBailey, LLP shifts the external audit provider, requiring scrutiny of subsequent financial filings for compliance continuity. With only 2,179,072 shares outstanding post-extension and redemption, public float metrics and trading liquidity will contract sharply through the remainder of the 2026 search period.
What changed: Form 10-Q Quarterly Report. Per Company filings, the business combination deadline was extended to December 6, 2025 following a twelfth monthly extension funded by an unsecured promissory note deposited on November 4, 2025. The Trust Account balance decreased to $45,443,570 ($11.37 per share) after a February 2025 redemption of 2,904,267 shares for approximately $31.27 million. Management disclosed that shareholders approved the proposed merger with United Hydrogen Group Inc. on November 6, 2025, with transaction closing now projected for early 2026. Monthly extension fees were standardized to $150,000, jointly advanced by the Sponsor and United Hydrogen via non-interest-bearing promissory notes. Why it matters: The November 4 extension fixes December 6, 2025 as the final deadline before statutory liquidation, compressing the timeframe for the next investor action (proxy vote or redemption) ahead of the anticipated early 2026 merger close. The reduction of total trust capital but increase in per-share value to $11.37 highlights heavy outflows coupled with compounding interest on the remaining pool. The joint extension-funding arrangement signals target-sponsor alignment, though near-zero operating cash ($2,979), a $2,749,480 working capital deficit, and a going concern disclaimer emphasize reliance on pending transaction financing and execution risk prior to merger consummation.
What changed vs 2025-08-13deadline 2025-09-06 → 2025-12-06combination deadline, trust account, going-concern doubt +11 moved · 3 with no prior record of ours
- Combination deadline
- 2025-09-062025-12-06
- Trust account
- $73.8M · unchanged
- Going-concern doubt
- stated · unchanged
- Redeemable shares
- 4.00M · unchanged
SpacBrain reads this as 91 days later than the previous record.
The clause “As of the date of this Quarterly Report, the Company will have to consummate a business combination by December 6, 2025. Pursuant to the amended and restated memorandum and articles of association of the Company then in effect, if the”…
The clause “Unobservable Inputs Description 2024 (Level 1) (Level 2) (Level 3) Assets: Cash held in trust account $ 73,784,549 $ 73,784,549 $ - $ - Related parties Parties, which can be a corporation or individual, are considered to be related if”…
The clause …“redeem the Public Shares and thereafter liquidate and dissolve raises substantial doubt about the ability to continue as a going concern within one year after the date that the financial statements are issued. The unaudited”…
The clause …“as of September 30, 2025 and December 31, 2024, respectively (excluding 3,995,733 and 6,900,000 shares subject to possible redemption, respectively) 213 213 Accumulated deficit ( 3,439,693 ) ( 1,476,823 ) Total shareholders’”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: A Form 12b-25 Notification of Late Filing submitted by Aimei Health Technology Co., Ltd. to the SEC, formally declaring that its Quarterly Report on Form 10-Q for the period ended September 30, 2025, missed the statutory filing deadline. The filing invokes SEC Rule 12b-25(b) and (c), securing a procedural window that guarantees the delinquent Form 10-Q will be submitted on or before the fifth calendar day following the prescribed due date. Chief Executive Officer and Director Junheng Xie certified the notification. Why it matters: This routine compliance exhibit does not alter trust valuation, adjust redemption deadlines, grant business combination extensions, or update merger progression. Chief Executive Officer and Director Junheng Xie attributed the delay solely to an incomplete internal review of the quarterly report, effectively ruling out undisclosed accounting restatements or liquidity shortfalls as causes.
What changed: a Form 8-K Current Report documenting shareholder voting results, public share redemption activity, and the subsequent filing of an Extension Proxy Statement. The Company reports that at an Extraordinary General Meeting held on November 6, 2025, shareholders approved four proposals. On the Business Combination Proposal and Merger Proposal, 3,832,573 ordinary shares voted, resulting in 70.80% For and 1,580,804 Against. On the Share Issuance Proposal and Adjournment Proposal, 3,639,303 ordinary shares voted, resulting in 67.23% For and 1,774,074 Against. On the September 26, 2025 record date, the Company had 6,121,733 ordinary shares issued and outstanding. As of the reporting date, an aggregate amount of 3,950,411 Public Shares were tendered for redemption. The Company has filed an Extension Proxy Statement on November 10, 2025 to convene an Extension EGM for potential approval of a business combination extension, citing December 6, 2025 as the current termination date. The filing details a dual-merger structure involving Pubco United Hydrogen Global Inc., First Merger Sub United Hydrogen Victor Limited, Second Merger Sub United Hydrogen Worldwide Limited, and target United Hydrogen Group Inc., with the share issuance sized at approximately 157,568,133 newly issued ordinary shares. Why it matters: This 8-K definitively locks the redemption baseline and settlement timeline, with 3,950,411 shares formally tendered against the 6,121,733 record-date pool, directly dictating trust distribution magnitude and post-combination capitalization. The explicit Extension Proxy Statement filing and December 6, 2025 deadline establish the active liquidity runway management strategy, signaling that the Company anticipates regulatory pacing could require a formal continuation vote rather than facing automatic dissolution. Tracking these mechanics is critical for evaluating whether remaining net assets will sustain Nasdaq listing requirements alongside the ~157,568,133 planned new shares. Beyond these SPAC-specific mechanics, the filing contains no material claims regarding customers, revenue, market size, corporate strategy, technology, partnerships, ongoing litigation, or senior personnel shifts beyond the execution attestation by Chief Executive Officer Junheng Xie.
What changed: A Definitive Proxy Statement (DEF 14A) soliciting shareholder votes at an Extraordinary General Meeting scheduled for November 26, 2025. FIRST, the filing proposes extending the business combination termination date from 24 months post-IPO (December 6, 2025) to 36 months post-IPO (December 6, 2026), adding up to 12 one-month extensions. SECOND, it modifies the monthly extension funding mechanism from a flat $150,000 deposit to the lesser of (i) $80,000 for all outstanding Public Shares or (ii) $0.033 per outstanding Public Share for each extension, payable by the sixth of each month until November 6, 2026. The record date is September 26, 2025, with a reported trust balance of $45,286,469 total, yielding a per-share redemption value of approximately $11.33. Insiders hold approximately 33.60% of outstanding shares (1,725,000 Founder Shares and 332,000 Private Units). Why it matters: FIRST, extending the deadline to December 6, 2026 prevents immediate forced liquidation and aligns the timeline with management’s stated expectation to obtain regulatory approvals and shareholder consents to close the United Hydrogen merger in early 2026. SECOND, the reduced per-extension funding mechanism lowers the sponsor’s recurring cash obligation while still injecting capital into the trust, though it alters the per-share economic trajectory compared to the prior flat fee. THIRD, the reported $11.33 per-share redemption value creates a material outflow incentive for public holders who prefer guaranteed returns over remaining invested in a SPAC facing potential delay or liquidation. FOURTH, insider ownership remains substantial at ~33.60%, though founders’ non-redeemable securities expire worthless upon liquidation, structurally aligning their incentives to close the transaction. FIFTH, no explicit claims regarding customer metrics, revenue, market size, technology, litigation, or personnel changes are disclosed, consistent with standard SPAC proxy filings focused on transaction mechanics and corporate governance.
What changed vs 2025-10-10deadline 2025-12-06 → 2026-12-06going concern RESOLVEDcombination deadline, going-concern doubt, trust account +12 moved · 2 with no prior record of ours
- Combination deadline
- 2025-12-062026-12-06
- Going-concern doubt
- statednot stated
- Trust account
- $73.8Mnot matched in this filing
- Sponsor loans outstanding
- $210Knot matched in this filing
SpacBrain reads this as 365 days later than the previous record.
The clause …“Monthly Extension that may be required for the Company to complete an initial business combination by or before December 6, 2026 (assuming the Article Amendment Proposal is approved), which will provide our shareholders with the”…
SpacBrain reads this as the substantial-doubt sentence is in the previous filing and not in this one.
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Schedule 13G/A — an amendment to a statement of beneficial ownership under Section 13(d) of the Securities Exchange Act, updating prior disclosure by affiliated Wolverine management entities and principal individuals. The filing text enumerates five reporting persons—Wolverine Asset Management LLC, Wolverine Trading Partners, Inc., Wolverine Holdings, L.P., Christopher L. Gust, and Robert R. Bellick—as having submitted an amended 13G for AFJK. The excerpt does not provide revised share quantities, percentage ownership levels, acquisition or disposition dates, or allocations between sole and shared voting or investment power. A 13G/A inherently signals a change from a previously filed schedule, but the supplied text contains no numerical delta. Concerning the requested mechanics: the document makes no reference to redemption cutoff dates, trust account distribution formulas, extension proposal scheduling, target identification progress, or sponsor conduct. Why it matters: For investors tracking liquidation timing, trust preservation, or merger velocity, this amendment does not trigger mandatory shareholder redemptions, adjust the statutory redemption price, alter extension vote mechanics, or indicate movement toward a business combination. The filing attributes no operational, financial, or strategic claims to any party. There are no asserted metrics regarding prospective customers, historical or projected revenue, total addressable market, technology roadmaps, channel partnerships, litigation exposure, or executive departures/appointments. The only substantiated content is the identification of the reporting legal and natural persons. As a periodic position update by investment managers and principals, it confirms ongoing institutional surveillance of share concentration without influencing deal architecture, trust accounting, or investor exit horizons.
What changed: A Form 8-K Current Report disclosing the creation of a direct financial obligation via a promissory note and announcing the twelfth and final one-month extension of the termination date for an initial business combination. According to the registrant, Aimei Health Technology Co., Ltd, $150,000 was deposited into the trust account as an Extension Payment, moving the Termination Date from November 6, 2025 to December 6, 2025. To fund this, the Company issued a $150,000 unsecured promissory note on November 4, 2025, which Sponsor Aimei Health Ltd and United Hydrogen Group Inc. split equally ($75,000 each). The filing states the note carries no interest and becomes payable upon closing a business combination with United Hydrogen. The payees retain a contractual right to convert the note into private units at $10.00 per unit, exercisable up to two business days prior to closing. The Company confirms this action consumes the twelfth and final extension authorized under its Amended and Restated Articles of Association. Per the Promissory Note executed by the Company, the payees formally waived any claim against the trust account funds. Why it matters: For shareholders, the redemption and liquidation deadline is now fixed at December 6, 2025. Because this is the final permitted extension, missing this date mandates trust dissolution and per-share distribution. The $150,000 deposit provides a defined, though filing-undisclosed, incremental boost to total trust assets. The explicit linkage of the note’s maturity and the extension to United Hydrogen signals sponsor-backed target alignment. Structurally, excluding the note from trust recourse protects public shares from dilution if the SPAC fails to combine, while the optional conversion feature at $10.00 establishes a clear path for sponsor-related equity participation post-deal.
What changed: Preliminary proxy statement (PRE 14A) convening a special shareholder meeting to vote on a second extension of the business combination deadline, amended trust agreement terms, and administrative proposals. Extends the business combination window from 24 to 36 months past the December 6, 2023 IPO, moving the Termination Date from December 6, 2025 to December 6, 2026 and increasing allowable monthly extensions from 12 to 24. Lowers the monthly extension fee from a flat $150,000 to the lesser of $80,000 or $0.033 per outstanding public share. Sets a strict redemption request deadline of November 24, 2025 for shareholders exercising redemption rights tied to the extension vote. Replaces the independent auditor with MaloneBailey, LLP for the fiscal year ending December 31, 2025. Why it matters: Grants the SPAC two additional years to finalize its pending merger with United Hydrogen Group Inc. (Agreement dated June 19, 2024), pushing back potential liquidation and allowing shareholders to potentially participate in the deal rather than receiving the ~$11.33 per share trust redemption value as of September 26, 2025. The reduced fee structure eases the sponsor’s funding burden, lowering the risk of missed extension payments that would force an earlier wind-up. Investors face a fixed November 24, 2025 tender deadline; failure to act locks capital into publicly traded securities subject to market volatility until the new 2026 termination threshold or closing. The audit firm rotation and adjournment authority are routine corporate governance updates.
What changed: DEF 14A proxy statement/prospectus for an extraordinary general meeting of shareholders of Aimei Health Technology Co., Ltd. soliciting approval for a business combination with United Hydrogen Group Inc. Per the filing, the redemption deadline for Aimei Health Public Shares is locked at 5:00 p.m. Eastern Time on November 4, 2025, preceding the shareholder vote on November 6, 2025. The document states the Trust Account held approximately $45.4 million as of the September 26, 2025 record date, yielding a stated redemption price of approximately $11.37 per share. The Sponsor (Aimei Investment Ltd.) funded eleven monthly extension fees—originally $227,700 each, subsequently amended to $150,000 each—to extend the business combination deadline through November 6, 2025, with board authorization to extend further to December 6, 2025. The Sponsor waived redemption rights for its 1,905,000 founder and private shares and irrevocably committed to voting those shares in favor of the transaction. Regarding the target, United Hydrogen’s management reports 2024 revenues of $52,597,394 and net income of $579,517, and outlines strategies including constructing a Giga Plant in Jiaxing, expanding hydrogen refueling networks, and targeting markets in Southeast Asia and the Middle East. Management discloses that a CSRC overseas listing filing submitted August 12, 2024 remains under active review with no concluded timeline. CHFT Advisory and Appraisal Ltd. issued a fairness opinion on June 19, 2024, opining that the $1,500,000,000 aggregate merger consideration is financially fair. The filing further details that Class B Ordinary Shares carry ten votes per share, giving ultimate controlling shareholder Xia Ma approximately 93.15% of total voting power post-combination. Why it matters: Public shareholders must deliver shares to Continental Stock Transfer & Trust Company by November 4, 2025 to secure the ~$11.37 redemption price, but face a 15% per-investor redemption cap and a closing condition requiring at least $5,000,001 in net tangible assets post-redemption. If the November 6 vote fails or CSRC review delays past the Outside Date, the SPAC may continue depositing extension fees to preserve the trust until December 6, 2025, after which liquidation distributes pro-rata trust balances minus dissolution costs. The Sponsor’s payment of extensions and waiver of redemptions indicates sustained deal pursuit despite compressed timelines, while the dual-class governance structure ensures non-redeeming public shareholders retain economic exposure but forfeit meaningful voting influence. Execution risks highlighted by United Hydrogen’s management—including heavy customer concentration (top four customers comprised 14.6%, 14.2%, 12.7%, and 11.1% of 2024 revenues), reliance on third-party construction contractors, and unresolved CSRC oversight—directly challenge the feasibility of the projected scale-up required to justify the $10.00 per-share conversion valuation.
What changed vs 2025-01-21going concern APPEAREDgoing-concern doubt, trust account, sponsor loans outstanding +11 moved · 3 with no prior record of ours
- Going-concern doubt
- not statedstated
- Trust account
- not previously extracted$73.8M
- Sponsor loans outstanding
- not previously extracted$210K
- Combination deadline
- 2025-12-06 · unchanged
SpacBrain reads this as the substantial-doubt sentence is in this filing and not in the previous one.
The clause …“accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about Aimei Health’s ability to continue as a “going concern.” As of June 30, 2025, Aimei Health had $2,138 in cash, $44,511,399 in its”…
The clause “208 $ 580,717 Prepaid expenses 2,176 — Total current assets 30,384 580,717 Cash held in Trust Account 73,784,549 69,889,848 TOTAL ASSETS $ 73,814,933 $ 70,470,565 LIABILITIES, TEMPORARY EQUITY AND SHAREHOLDERS’ DEFICIT Current”…
The clause “Company determines to not proceed with the IPO. As of December 6, 2023, we have borrowed $210,151 under the promissory note with our Sponsor. This promissory note was fully repaid on December 7, 2023. There was no balance due as of June”…
The clause “Health and will not be reimbursed for any out-of-pocket expenses if an initial business combination is not consummated by December 6, 2025 (assuming exercise of each of the 12 monthly extensions, or such later date as may be approved by”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: Current report on Form 8-K disclosing a trust account deposit, a one-month extension of the business combination termination deadline, and the issuance of an unsecured promissory note. Mechanics updated: An aggregate of $150,000 was deposited into the trust account for public shareholders, extending the termination date from October 6, 2025 to November 6, 2025. This represents the tenth of up to twelve extensions permitted under the Amended and Restated Articles of Association. To fund the deposit, the company issued an unsecured promissory note dated October 8, 2025, with a total principal of $150,000, split equally between Sponsor Aimei Health Ltd and United Hydrogen Group Inc. ($75,000 each). The note bears no interest and becomes due solely upon consummation of a business combination with United Hydrogen. The payees hold an optional right to convert the note into private units at $10.00 per unit—each unit consisting of one ordinary share and one right to receive one-fifth (1/5) of one ordinary share—by providing written notice at least two business days before closing. If the company does not complete a business combination, the note is repayable exclusively from non-trust assets, and the payees explicitly waive all rights to the trust account funds. Why it matters: Strategic and operational substance: The filing demonstrates management’s reliance on sponsor-directed debt rather than independent market financing to preserve runway, structurally tying the extension capital to the proposed United Hydrogen target. The explicit trust waiver shields the trust balance from creditor claims, protecting public shareholder redemption value if the merger fails, but simultaneously eliminates recourse against those funds. Personnel authority is confirmed by Chief Executive Officer and Director Junheng Xie. The document contains no forward-looking claims regarding customers, revenue projections, market sizing, technology pipelines, or partnership valuations; it is purely a capital structure and procedural disclosure. For tracking purposes, the deposit temporarily stabilizes the trust until the November 6, 2025 deadline while introducing potential post-combination dilution through the voluntary unit conversion feature, clarifying that sponsor contributions remain contractually subordinate to public trust distributions.
What changed: A Form 8-K current report disclosing the creation of a direct financial obligation through the issuance of a promissory note to fund a monthly trust account extension payment. According to the registrant, an aggregate of $150,000 was deposited into the trust account for public shareholders, extending the period to consummate an initial business combination from September 6, 2025 to October 6, 2025. The Company states this is the tenth of up to 12 extensions permitted under its Amended and Restated Articles of Association. Concurrently, the Company reports issuing an unsecured promissory note totaling $150,000 on September 5, 2025 to Aimei Health Ltd (identified as the Sponsor) and United Hydrogen Group Inc., with each entity contributing $75,000 to fund the payment. The filing specifies the note bears no interest and principal becomes due upon consummation of a business combination with United Hydrogen. Why it matters: The filing pushes back any mandatory redemption or liquidation deadline to October 6, 2025, keeping the SPAC in 'SEARCHING' status for another month. Public shareholders see $150,000 leave their trust balance to fund the extension while the Company incurs a $150,000 liability. As disclosed in Exhibit 10.1, Payees explicitly waive all rights to the trust account, meaning default repayment would fall on non-trust assets. The note grants Payees a non-obligatory conversion right into private units at $10.00 per unit (each consisting of one ordinary share and a right to one-fifth of one ordinary share) if exercised with at least two business days' written notice prior to closing, introducing potential dilution mechanics ahead of a target deal. Executed by Chief Executive Officer and Director Junheng Xie, the disclosure confirms the Sponsor and United Hydrogen are co-funding the extension while signaling the Company’s continued pursuit of a combination with United Hydrogen.
What changed: An administrative correspondence from the SEC Division of Corporation Finance, Office of Real Estate & Construction, confirming the staff has concluded its review of Aimei Health Technology Co., Ltd.’s Form 10-K for the fiscal year ended December 31, 2024 (File No. 001-41880). Nothing altered the SPAC’s redemption schedule, trust account mechanics, extension countdown, merger pipeline, or sponsor behavior. Why it matters: Investors tracking the SEARCHING phase can treat this as a procedural checkpoint rather than a catalyst. The SEC staff stated that the review is finished without demanding corrections, which indicates no immediate regulatory impediment to advancing a deal when one emerges, according to the agency’s typical post-review posture. However, because the document contains zero revenue projections, customer counts, market sizing, technology milestones, partnership announcements, or litigation details, it provides no update to valuation or timeline assumptions.
What changed: Aimei Health Technology Co., Ltd filed Amendment No. 1 to its Form 10-K for the year ended December 31, 2024, originally filed March 28, 2025. It is a comprehensive amendment that amends and restates the original disclosures to add risk factor disclosure and related discussion concerning the People's Republic of China, filed in response to an SEC comment letter dated July 31, 2025. The company states the amendment makes no other changes and does not update for events after the original filing date. Aimei Health is a blank check company incorporated April 27, 2023 in the Cayman Islands. Why it matters: An SEC comment letter that forces a comprehensive amendment specifically to add PRC risk disclosure is a signal about the transaction's substance: the regulator saw China-related exposure material enough to require restated risk factors before the deal could proceed. For a holder weighing whether to redeem or stay through the United Hydrogen combination, PRC regulatory, HFCAA and variable-interest-entity risks now sit in the annual report rather than being absent from it. No financial figures were changed.
What changed: Form 10-Q (Quarterly Report) for Aimei Health Technology Co., Ltd. for the quarterly period ended June 30, 2025. Per the Unaudited Balance Sheets, the number of ordinary shares subject to possible redemption decreased from 6,900,000 at December 31, 2024 to 3,995,733 at June 30, 2025, carrying a redemption value of $11.14 per share. Note 1 discloses that on February 5, 2025, 2,904,267 shares were redeemed at a price of approximately $10.77 per share for an aggregate amount of approximately $31.27 million. According to Note 1, the Company completed nine monthly extensions, advancing the business combination deadline to September 6, 2025. A Trust Agreement Amendment effective February 6, 2025 changed extension deposits from $0.033 per public share to a flat $150,000 for all outstanding public shares per extension. Extension deposits are documented via non-interest-bearing unsecured promissory notes payable to the Sponsor and United Hydrogen, totaling $1,205,400 as of June 30, 2025. The proposed business combination with United Hydrogen Group Inc. remains pending under a definitive Merger Agreement dated June 19, 2024, amended on June 6, 2025, with no closing achieved as of the filing date. Why it matters: The significant reduction in redeemable shares mechanically increased the per-share trust value to $11.14, raising the potential redemption payout for remaining public shareholders relative to the initial trust allocation. The shift to a flat $150,000 monthly extension fee applies to the reduced share count, concentrating the extension cost per remaining holder, though the obligation is shared with United Hydrogen through issued promissory notes rather than requiring immediate cash outlays from the operating entity. Management explicitly states in the Going Concern Consideration section that the inability to complete a business combination by September 6, 2025 raises substantial doubt about the Company’s ability to continue as a going concern, directly tying the September 6, 2025 deadline to existential liquidity risk. The Company’s external operating cash stands at $2,138 with a working capital deficit of $2,169,328, indicating heavy reliance on Trust Account interest ($1,064,650 earned over six months) and sponsor/target-funded extension notes to sustain corporate existence through the deadline.
What changed vs 2025-05-14deadline 2025-06-06 → 2025-09-06shares 4.00M → 4.00M -0%combination deadline, redeemable shares, trust account +12 moved · 2 with no prior record of ours
- Combination deadline
- 2025-06-062025-09-06
- Redeemable shares
- 4.00M4.00M
- Trust account
- $73.8M · unchanged
- Going-concern doubt
- stated · unchanged
SpacBrain reads this as 92 days later than the previous record.
The clause …“Extensions Loan – Related Party The Company will have to consummate a business combination by September 6, 2025. However, if the Company anticipates that it may not be able to consummate a business combination within 12 months,”…
SpacBrain reads this as 40 shares are no longer redeemable.
The clause …“as of June 30, 2025 and December 31, 2024, respectively (excluding 3,995,733 and 6,900,000 shares subject to possible redemption, respectively) 213 213 Accumulated deficit ( 2,859,541 ) ( 1,476,823 ) Total shareholders’”…
The clause “Unobservable Inputs Description 2024 (Level 1) (Level 2) (Level 3) Assets: Cash held in trust account $ 73,784,549 $ 73,784,549 $ - $ - Related parties Parties, which can be a corporation or individual, are considered to be related if”…
The clause …“redeem the Public Shares and thereafter liquidate and dissolve raises substantial doubt about the ability to continue as a going concern within one year after the date that the financial statements are issued. The unaudited”…
Read from stored SEC filing text by a regex — no model is involved — and each side links to the filing it came from. “Not previously extracted” is a statement about our record, not about the company: the clause may be present in wording we do not match.
What changed: This document is a routine compliance exhibit — specifically, a Limited Power of Attorney (Exhibits A and B) attached to a Schedule 13G/A filing. Reporting on SPAC mechanics: The filing provides no updates to redemption deadlines, trust share valuations, extension motions, merger development, or sponsor conduct. It exclusively addresses internal execution authority for Mizuho-affiliated institutional holders regarding their AFJK positions, dated 8-13-2025. Why it matters: Reporting on remaining substantive content: Mizuho Financial Group, Inc. granted Takahiro Katsura, Managing Director, Head of Global Branches & Subsidiaries Coordination Office, Global Corporate Function Coordination Department, full authority to execute and file Form 13G/A amendments with the SEC, as ratified by Hidekatsu Take, Deputy President & Corporate Executive. Separately, Mizuho Bank, Ltd., Mizuho Americas LLC, and Mizuho Securities USA LLC granted identical authority to Takahiro Katsura, executed by Hidekatsu Take, Managing Executive Officer, Head of Global Corporate & Investment Banking Division, and Adam Hopkins, Chief Legal Officer and Managing Director, General Counsel. The filing lists affiliated principal offices at 1-5-5, Otemachi, Chiyoda-ku, Tokyo 100-8176, Japan for Mizuho Bank, Ltd., and 1271 Avenue of the Americas, NY, NY 10020, USA for Mizuho Americas LLC and Mizuho Securities USA LLC. These administrative designations carry no operational, financial, or timeline impact on Aimei Health Technology Co., Ltd.'s search phase or trust structure.
What changed: A Schedule 13G/A, which is an amended beneficial ownership report functioning as a routine compliance exhibit. The filing identifies W. R. Berkley Corporation and Berkley Insurance Company as the reporting holders. Regarding investor watchlist mechanics—redemption deadlines, trust value per share, extension provisions, merger deal progress, and sponsor conduct—the text contains no disclosures. No adjustments to cash tender windows, trustee arrangements, or acquisition timelines are recorded. Why it matters: This is a standard regulatory submission documenting institutional shareholding adjustments rather than corporate action. It does not advance or delay the SPAC’s SEARCHING phase, nor does it signal imminent sponsor activity, deal negotiations, or trust account distributions. The excerpt contains no substantiated claims attributed to management or advisors regarding customers, revenue, market size, strategy, technology, partnerships, litigation, or personnel. Every observation derives exclusively from the provided filing text; no external calculations or trust conventions are introduced.
In plain English
Redemption deadlinethe last day to hand shares back for cash
Set by the filing that calls the meeting. Tender after it and the company is under no obligation to pay you the trust value.
Cash in trust / trust per sharethe cash the company is holding for each public share
Filed quarterly in the 10-Q's XBRL. It earns interest between filings, so the figure on a given day is slightly higher than the last filed one — where we show that we label it an estimate.
Accession numberthe SEC's unique id for one filing
Every figure on this page carries the accession of the filing that states it, so you can open the primary document rather than trust us.