What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2026-03-30 compared with 2025-03-26 · 650 added, 894 removed, 657 unchanged (70% of the section changed)

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls

and Procedures

Evaluation of Disclosure Controls and Procedures

Disclosure controls and procedures

21 unchanged sentences

future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.

Management’s Annual Report on

Internal Control Over Financial Reporting

Management’s Annual Report on Internal

Control Over Financial Reporting

This annual report does not

2 unchanged sentences

Changes in Internal Control Over Financial

Other than the matters set forth

above, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange

Act) that occurred during the fourth quarter of the fiscal year covered by this annual report that have materially affected, or are reasonably

likely to materially affect, our internal control over financial reporting.

Other than the matters set

forth above, there were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the

Exchange Act) that occurred during the fourth quarter of the fiscal year covered by this annual report that have materially affected,

or are reasonably likely to materially affect, our internal control over financial reporting.

OTHER INFORMATION

DISCLOSURE REGARDING

FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The following table sets forth information about our directors and

executive officers as of March 26, 2025.

The following table sets

forth information about our directors and executive officers as of March 30, 2026.

Chief Executive Officer and Chairman of the Board

Chief Financial Officer

Kei Tung Yeung

Independent Director

17 unchanged sentences

Xing was an assistant to the general manager at Beijing Tianyuan Xingye Technology Development Co., an electronic device company.

Xing received his bachelor’s

degree in electrical engineering and automation from Shanghai Institute of Technology, China in June 2015.

He is also an MBA candidate

at ASCENCIA Business School, College de Paris.

Xing received his

bachelor’s degree in electrical engineering and automation from Shanghai Institute of Technology, China in June 2015.

also an MBA candidate at ASCENCIA Business School, College de Paris.

We believe Mr.

Xing is qualified to serve as our Chief Executive Officer and Chairman

of the Board due to his extensive experience in business management.

Xing is qualified to serve as our Chief Executive

Officer and Chairman of the Board due to his extensive experience in business management.

Wenyi Shen, CFO

33 unchanged sentences

firm, where he participated in the audit of large financial institutions.

Shen received his bachelor’s

degree in social work from Fudan University, China in July 2010.

We believe Mr.

Shen is qualified to serve as our Chief Financial

Officer due to his experience in investment banking, audit and private equity investments.

Kei Tung Yeung, Director

Yeung Kei Tung has

served as our director since March 2024.

Yeung is a citizen and a resident of Hong Kong.

Yeung is an experienced

investor and co-founder of several companies in Greater China, including BELLARTE Sportstech (HK) Ltd.

and Snow 51, and has

been engaged in venture capital investment in the media and culture, winter sports and new energy industries for more than 20 years.

Since October 2023, Mr.

Yeung has served as General Manager & Co-Founder of QCSPAC Consultant Co.

Ltd., looking

for potential investment opportunities in the areas of AI, technology and new energy.

Since July 2023, Mr.

Yeung has served

as the Co-CEO & Co-Founder of BELLARTE Sportstech (HK) Ltd., a sports-tech company in Hong Kong and China which

focuses on winter sport trading and sport management company investment.

From November 2021 to March 2024, Mr.

as Business Lead Partner of WPP Group/Wunderman Thompson, a media and communication company.

From May 2017 to May 2021, Mr.

served as an independent director of Snow 51, a company that specializes in ski training.

From January 2010 to February 2023,

Yeung was the founder and CEO of C&S Communication, a media and cultural investment company.

From 1997 to 1999, Mr.

worked at Hong Kong Standard Chartered Bank as a finance consultant to assist client with wealth management and investment.

Yeung received his

honor diploma in business management from Lingnan University, Hong Kong in 1994 and a master’s degree in management &

business administration from University of Surrey, United Kingdom in 1999.

Shen received his

bachelor’s degree in social work from Fudan University, China in July 2010.

We believe Mr.

Yeung is qualified to serve as our director

due to his extensive investment experience across many industries.

Shen is qualified to serve

as our Chief Financial Officer due to his experience in investment banking, audit and private equity investments.

Xiaomin Pang, Director

Xiaomin Pang has served as one of our independent directors since March

Pang is a Chinese Certified Public Accountant and Certified Tax Agent with over 25 years of experience in accounting, auditing,

and financial management.

Since 2018, he has served as Director of Audit Department at Shanxi Zhengyu Certified Public Accountants LLP,

leading audit engagements for major corporate clients and overseeing financial statement audits, internal control reviews, and compliance

Previously, he was Chief Financial Officer of Guangcai Group Shanxi Industrial Development Co., Ltd.

from 2016 to 2017 and

Chief Financial Officer of Shanxi Beidou Hanhai Technology Co., Ltd.

from 2013 to 2016, where he was responsible for enterprise-wide financial

management, internal controls, and financial reporting in preparation for public listing.

Earlier in his career, Mr.

Pang held audit leadership

roles at Shanxi Zhengyu Certified Public Accountants LLP from 2005 to 2013 and served as Chief Accountant at the Anti-Counterfeiting Company

of Shanxi Tobacco Company from 1999 to 2004.

The Company believes that Mr.

Pang will bring valuable expertise in audit, financial controls,

and corporate governance, and that his independent perspective and technical skills will strengthen the Company’s financial reporting,

risk management, and overall governance.

Kun-Lin Liu, Independent Director

44 unchanged sentences

Chengming Dou, Independent Director

Dou has served as one

of our independent directors since October 10, 2024.

Dou has served as

one of our independent directors since October 10, 2024.

Dou is a citizen and resident of China.

12 unchanged sentences

Dou worked as an auditor at Deloitte Touche Tohmastu

Dou received a

bachelor’s degree from Jiaotong University in 2003, We believe Mr.

Dou is well qualified to serve as our independent

director due to his extensive experience in corporate governance and financial accounting.

Dou received a bachelor’s

degree from Jiaotong University in 2003, We believe Mr.

Dou is well qualified to serve as our independent director due to his extensive

experience in corporate governance and financial accounting.

We believe that our independent

20 unchanged sentences

Audit Committee

We have established an audit committee of the board of directors.

Yucan Zhang and Chengming Dou serve as members of our audit committee.

Chengming Dou chairs the audit committee.

Under the NASDAQ listing

standards and applicable SEC rules, we are required to have three members of the audit committee all of whom must be independent.

Yucan Zhang and Chengming Dou are independent.

We have established an audit

committee of the board of directors.

Kun-Lin Liu, Yucan Zhang and Chengming Dou serve as members of our audit committee.

Dou chairs the audit committee.

Under the NASDAQ listing standards and applicable SEC rules, we are required to have three members of

the audit committee all of whom must be independent.

Kun-Lin Liu, Yucan Zhang and Chengming Dou are independent.

Each member of the audit committee

1 unchanged sentence

expert” as defined in applicable SEC rules.

Responsibilities of the

audit committee include:

the appointment, compensation, retention, replacement, and

oversight of the work of the independent registered public accounting firm and any other independent registered public accounting firm

engaged by us;

pre-approving all audit and non-audit services

to be provided by the independent registered public accounting firm or any other registered public accounting firm engaged by us, and

establishing pre-approval policies and procedures;

reviewing and discussing with the independent registered

public accounting firm all relationships the auditors have with us in order to evaluate their continued independence;

setting clear hiring policies for employees or former employees

of the independent registered public accounting firm;

setting clear policies for audit partner rotation in compliance with applicable

laws and regulations;

obtaining and reviewing a report, at least annually, from the independent registered public accounting firm describing

the independent auditor’s internal quality-control procedures and (ii) any material issues raised by the most recent

internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional

authorities, within, the preceding five years respecting one or more independent audits carried out by the firm and any steps taken

to deal with such issues;

reviewing and approving any related party transaction required

to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC prior to us entering into such transaction;

reviewing with management, the independent registered public accounting firm, and our legal advisors, as appropriate, any legal,

regulatory or compliance matters, including any correspondence with regulators or government agencies and any employee complaints or

published reports that raise material issues regarding our financial statements or accounting policies and any significant changes in

accounting standards or rules promulgated by the Financial Accounting Standards Board, the SEC or other regulatory authorities.

Responsibilities of the audit

committee include:

the appointment, compensation, retention, replacement, and oversight of the work of the independent registered public accounting firm and any other independent registered public accounting firm engaged by us;

pre-approving all audit and non-audit services to be provided by the independent registered public accounting firm or any other registered public accounting firm engaged by us, and establishing pre-approval policies and procedures;

reviewing and discussing with the independent registered public accounting firm all relationships the auditors have with us in order to evaluate their continued independence;

setting clear hiring policies for employees or former employees of the independent registered public accounting firm;

setting clear policies for audit partner rotation in compliance with applicable laws and regulations;

obtaining and reviewing a report, at least annually, from the independent registered public accounting firm describing the independent auditor’s internal quality-control procedures and (ii) any material issues raised by the most recent internal quality-control review, or peer review, of the audit firm, or by any inquiry or investigation by governmental or professional authorities, within, the preceding five years respecting one or more independent audits carried out by the firm and any steps taken to deal with such issues;

reviewing and approving any related party transaction required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC prior to us entering into such transaction;

reviewing with management, the independent registered public accounting firm, and our legal advisors, as appropriate, any legal, regulatory or compliance matters, including any correspondence with regulators or government agencies and any employee complaints or published reports that raise material issues regarding our financial statements or accounting policies and any significant changes in accounting standards or rules promulgated by the Financial Accounting Standards Board, the SEC or other regulatory authorities.

Nominating Committee

7 unchanged sentences

its members, management, shareholders, investment bankers and others.

Guidelines for Selecting Director

The guidelines for selecting nominees, which are specified in the Nominating Committee Charter, generally provide that persons to be nominated:

should have demonstrated notable or significant achievements

in business, education or public service;

should possess the requisite intelligence, education and

experience to make a significant contribution to the board of directors and bring a range of skills, diverse perspectives and backgrounds

to its deliberations;

and should have the highest ethical standards, a strong sense

of professionalism and intense dedication to serving the interests of the shareholders.

Guidelines for Selecting Director Nominees

The guidelines for selecting

nominees, which are specified in the Nominating Committee Charter, generally provide that persons to be nominated:

should have demonstrated notable or significant achievements in business, education or public service;

should possess the requisite intelligence, education and experience to make a significant contribution to the board of directors and bring a range of skills, diverse perspectives and backgrounds to its deliberations;

and should have the highest ethical standards, a strong sense of professionalism and intense dedication to serving the interests of the shareholders.

The Nominating Committee will

7 unchanged sentences

Compensation Committee

We have established a compensation committee of the board of directors.

We have established a compensation

committee of the board of directors.

The members of our Compensation Committee are Kun-Lin Liu, Yucan Zhang and Chengming Dou.

Yucan Zhang chairs the compensation committee.

We have adopted a compensation committee charter, which details the principal functions of the compensation committee, including:

reviewing and approving on an annual basis the corporate

goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s performance

in light of such goals and objectives and determining and approving the remuneration (if any) of our Chief Executive Officer based on

such evaluation in executive session at which the Chief Executive Officer is not present;

reviewing and approving the compensation of all of our other

Zhang chairs the compensation committee.

We have adopted a compensation committee charter, which details the principal functions of the

compensation committee, including:

reviewing and approving on an annual basis the corporate goals and objectives relevant to our Chief Executive Officer’s compensation, evaluating our Chief Executive Officer’s performance in light of such goals and objectives and determining and approving the remuneration (if any) of our Chief Executive Officer based on such evaluation in executive session at which the Chief Executive Officer is not present;

reviewing and approving the compensation of all of our other officers;

reviewing our executive compensation policies and plans;

implementing and administering our incentive compensation

equity-based remuneration plans;

implementing and administering our incentive compensation equity-based remuneration plans;

assisting management in complying with our proxy statement and annual report disclosure requirements;

approving all special perquisites, special cash payments

and other special compensation and benefit arrangements for our officers and employees;

producing a report on executive compensation

to be included in our annual proxy statement;

reviewing, evaluating and recommending changes, if appropriate,

to the remuneration for directors.

approving all special perquisites, special cash payments and other special compensation and benefit arrangements for our officers and employees;

producing a report on executive compensation to be included in our annual proxy statement;

reviewing, evaluating and recommending changes, if appropriate, to the remuneration for directors.

The charter also provides that

14 unchanged sentences

Insider Trading Policy

We have adopted an insider trading

policy governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees, which are reasonably

designed to promote compliance with insider trading laws, rules and regulations, and the applicable Nasdaq Rules (the “Insider Trading

We have adopted an insider trading policy governing the purchase, sale, and/or other dispositions of our securities by directors, officers and employees, which are reasonably designed to promote compliance with insider trading laws, rules and regulations, and the applicable Nasdaq Rules (the “Insider Trading Policy”).

The foregoing description of

the Insider Trading Policy does not purport to be complete and is qualified in its entirety by the terms and conditions of the Insider

Trading Policy, a copy of which is attached hereto as Exhibit 19 and is incorporated herein by reference.

Trading Policy, a copy of which is incorporated by reference as Exhibit 19 to this annual report.

Conflicts of Interest

Potential investors should be aware of the following potential conflicts of interest:

None of our officers or directors is required to commit his or her full time to our affairs and, accordingly, may have conflicts of interest in allocating his or her time among various business activities.

In the course of their other business activities, our officers and directors may become aware of investment and business opportunities which may be appropriate for presentation to us as well as the other entities with which they are affiliated.

Our management may have conflicts of interest in determining to which entity a particular business opportunity should be presented.

Our initial shareholders purchased founder shares prior to the date of the Prospectus and the sponsor will purchase the private units in transactions that will close simultaneously with the closing of the IPO.

Our initial shareholders have agreed to waive their right to liquidating distributions with respect to its founder shares if we fail to consummate our initial business combination within the required time period.

However, if our initial shareholders acquire public shares in or after the IPO, they will be entitled to receive liquidating distributions with respect to such public shares if we fail to consummate our initial business combination within the required time period.

If we do not complete our initial business combination within such applicable time period, the proceeds of the sale of the private units will be used to fund the redemption of our public shares, and the private units will expire worthless.

Our officers and directors may have a conflict of interest with respect to evaluating a particular business combination if the retention or resignation of any such officers and directors was included by a target business as a condition to any agreement with respect to our initial business combination.

Potential investors should

be aware of the following potential conflicts of interest:

None of our officers or directors

is required to commit his or her full time to our affairs and, accordingly, may have conflicts of interest in allocating his or her time

among various business activities.

In the course of their other

business activities, our officers and directors may become aware of investment and business opportunities which may be appropriate for

presentation to us as well as the other entities with which they are affiliated.

Our management may have conflicts of interest in determining

to which entity a particular business opportunity should be presented.

Our initial shareholders purchased

founder shares prior to the date of the Prospectus and the sponsor will purchase the private units in transactions that will close simultaneously

with the closing of the IPO.

Our initial shareholders have agreed to waive their right to liquidating distributions with respect to its

founder shares if we fail to consummate our initial business combination within the required time period.

However, if our initial shareholders

acquire public shares in or after the IPO, they will be entitled to receive liquidating distributions with respect to such public shares

if we fail to consummate our initial business combination within the required time period.

If we do not complete our initial business

combination within such applicable time period, the proceeds of the sale of the private units will be used to fund the redemption of our

public shares, and the private units will expire worthless.

Our officers and directors

may have a conflict of interest with respect to evaluating a particular business combination if the retention or resignation of any such

officers and directors was included by a target business as a condition to any agreement with respect to our initial business combination.

Under Cayman Islands law, directors

and officers owe the following fiduciary duties:

(i) duty to act in good faith in what the director or officer believes to be in the best interests of the

company as a whole;

(ii) duty to exercise powers for the purposes for which those powers were conferred and not for a collateral

(iii) directors should not improperly fetter the exercise of future discretion;

(iv) duty not to put themselves in a position in which there is a conflict between their duty to the company

and their personal interests;

(v) duty to exercise independent judgment.

duty to act in good faith in what the director or officer believes to be in the best interests of the company as a whole;

duty to exercise powers for the purposes for which those powers were conferred and not for a collateral purpose;

directors should not improperly fetter the exercise of future discretion;

duty not to put themselves in a position in which there is a conflict between their duty to the company and their personal interests;

duty to exercise independent judgment.

In addition to the above, directors

31 unchanged sentences

Below is a table summarizing

the entities to which our officers, directors and directors currently have fiduciary duties or contractual obligations which will take

priority over us.

the entities to which our officers, directors and directors currently have fiduciary duties or contractual obligations which will

take priority over us.

Entity/company name

1 unchanged sentence

Affiliation/Position

CEO/CFO/Director/Managing Director/Chairman/Chairperson)

S hanxi Qianmeng Construction Engineering Co.

CEO/CFO/Director/Managing

Director/Chairman/Chairperson)

Shanxi Qianmeng Construction Engineering Co.

Construction company

4 unchanged sentences

Financial Controller

Kei Tung Yeung

CQSPAC Consultant Co.

Consulting Company

General Manager & Co-Founder

BELLARTE Sportstech(HK)Ltd.

Winter sports retail company

C&S Communication Ltd

Media and communication

Shanxi Zhengyu Certified Public Accountants LLP.

Accounting and auditing services

Director of Audit Department

Dee Van Enterprise Co., Ltd.

66 unchanged sentences

the insurance and the indemnity agreements are necessary to attract and retain talented and experienced officers and directors.

Insofar as indemnification for

liabilities arising under the Securities Act may be permitted to directors, officers or persons controlling us pursuant to the foregoing

Insofar as indemnification

for liabilities arising under the Securities Act may be permitted to directors, officers or persons controlling us pursuant to the foregoing

provisions, we have been informed that in the opinion of the SEC such indemnification is against public policy as expressed in the Securities

Act and is theretofore unenforceable.

Section 16(a) Beneficial Ownership

Reporting Compliance

Section 16(a) Beneficial Ownership Reporting

Section 16(a) of the Exchange

3 unchanged sentences

all Section 16(a) forms filed by such reporting persons.

Based solely on our review of

such forms furnished to us and written representations from certain reporting persons, we believe that all filing requirements applicable

Based solely on our review

of such forms furnished to us and written representations from certain reporting persons, we believe that all filing requirements applicable

to our executive officers, directors and greater than 10% beneficial owners were filed in a timely manner.

18 unchanged sentences

board of directors.

We do not intend to take any

action to ensure that members of our management team maintain their positions with us after the consummation of our initial business combination,

although it is possible that some or all of our officers and directors may negotiate employment or consulting arrangements to remain with

us after the initial business combination.

The existence or terms of any such employment or consulting arrangements to retain their positions

with us may influence our management’s motivation in identifying or selecting a target business but we do not believe that the ability

of our management to remain with us after the consummation of our initial business combination will be a determining factor in our decision

to proceed with any potential business combination.

We are not party to any agreements with our officers and directors that provide for

benefits upon termination of employment.

We do not intend to take

any action to ensure that members of our management team maintain their positions with us after the consummation of our initial business

combination, although it is possible that some or all of our officers and directors may negotiate employment or consulting arrangements

to remain with us after the initial business combination.

The existence or terms of any such employment or consulting arrangements to

retain their positions with us may influence our management’s motivation in identifying or selecting a target business but we do

not believe that the ability of our management to remain with us after the consummation of our initial business combination will be a

determining factor in our decision to proceed with any potential business combination.

We are not party to any agreements with our officers

and directors that provide for benefits upon termination of employment.

Clawback Policy

As required by the NASDAQ rules,

our Board has adopted a clawback policy (the “Clawback Policy”) permitting the Company to seek the recovery of incentive compensation

received by any the Company’s current and former executive officers (as determined by the Compensation Committee of the Company’s

Board in accordance with Section 10D of the Exchange Act and the rules of the NASDAQ Capital Market) and such other senior executives/employees

who may from time to time be deemed subject to the Clawback Policy by the Compensation Committee (collectively, the “Covered Executives”)

during the three completed fiscal years immediately preceding the date on which the Company is required to prepare an accounting restatement

of its financial statements due to the Company’s material noncompliance with any financial reporting requirement under the securities

The amount to be recovered will be the excess of the incentive compensation paid to the Covered Executive based on the erroneous

data over the incentive compensation that would have been paid to the Covered Executive had it been based on the restated results, as

determined by the Compensation Committee.

If the Compensation Committee cannot determine the amount of excess incentive compensation received

by the Covered Executive directly from the information in the accounting restatement, then it will make its determination based on a reasonable

estimate of the effect of the accounting restatement.

Because we do not anticipate paying any cash compensation to our prospective Covered

Executives, we do not anticipate paying any incentive compensation which could become subject to clawback under the Clawback Policy.

SECURITY OWNERSHIP OF CERTAIN

BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

As required by the NASDAQ

rules, our Board has adopted a clawback policy (the “Clawback Policy”) permitting the Company to seek the recovery of incentive

compensation received by any the Company’s current and former executive officers (as determined by the Compensation Committee of

the Company’s Board in accordance with Section 10D of the Exchange Act and the rules of the NASDAQ Capital Market) and such other

senior executives/employees who may from time to time be deemed subject to the Clawback Policy by the Compensation Committee (collectively,

the “Covered Executives”) during the three completed fiscal years immediately preceding the date on which the Company is required

to prepare an accounting restatement of its financial statements due to the Company’s material noncompliance with any financial

reporting requirement under the securities laws.

The amount to be recovered will be the excess of the incentive compensation paid to the

Covered Executive based on the erroneous data over the incentive compensation that would have been paid to the Covered Executive had it

been based on the restated results, as determined by the Compensation Committee.

If the Compensation Committee cannot determine the amount

of excess incentive compensation received by the Covered Executive directly from the information in the accounting restatement, then it

will make its determination based on a reasonable estimate of the effect of the accounting restatement.

Because we do not anticipate paying

any cash compensation to our prospective Covered Executives, we do not anticipate paying any incentive compensation which could become

subject to clawback under the Clawback Policy.

A copy of our Clawback Policy is incorporated by reference as Exhibit 97.1 to this annual

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

The following table sets

forth information regarding the beneficial ownership of our ordinary shares as of the date of this annual report by:

each person known by us to be the beneficial owner of more

than 5% of our issued and outstanding ordinary shares;

each of our officers and directors that beneficially owns

ordinary shares;

each person known by us to be the beneficial owner of more than 5% of our issued and outstanding ordinary shares;

each of our officers and directors that beneficially owns ordinary shares;

and all our officers and directors as a group.

4 unchanged sentences

any rights, as these rights are not convertible into ordinary shares within 60 days of the date of this annual report on Form 10-K.

Name and Address of Beneficial Owner (1)

Amount and Nature of

Approximate Percentage of Outstanding

Aurora Beacon LLC (3)

and Address of Beneficial Owner (1)

Percentage of

Aurora Beacon

Lulu Xing (3)

Kei Tung Yeung

Chengming Dou

All directors and executive officers as a group (6 individuals)

Ramya Rao (4)

All directors and executive officers as a group

(6 individuals)

Barclays PLC (4)

Kerry Propper/Antonio Ruiz-Gimenez (5)

Polar Asset Management Partners Inc.

Polar Asset Management Partners

AQR Capital Management, LLC (7)

TD Securities (USA) LLC (8)

Mizuho Financial Group, Inc.

Karpus Management, Inc.

RiverNorth Capital Management,

Unless otherwise indicated, the business address of each of the individuals is No.

604, Yixing Road, Wanbolin District, Taiyuan City, Shanxi Province, People’s Republic of China.

All percentages are approximate, and are based upon a total of 7,499,375

ordinary shares outstanding (inclusive of shares included in our units) as of March 26, 2025.

All percentages are approximate, and are based upon a total of 5,951,030 ordinary shares outstanding (inclusive of shares included in our units) as of March 30, 2026.

Aurora Beacon LLC is the record holder of the shares reported herein.

Aurora Beacon LLC is

controlled by Mr.

Aurora Beacon LLC is controlled by Mr.

Lulu Xing, its sole director.

By virtue of this relationship, Mr.

Lulu Xing may be deemed to share beneficial

ownership of the securities held of record by the Sponsor.

Pursuant to the schedule 13G filed by the reporting person on February 14, 2025.

Lulu Xing may be deemed to share beneficial ownership of the securities held of record by the Sponsor.

Pursuant to the schedule 13G filed by the reporting person on March 21, 2025.

The address for the reporting person is 1 Churchill Place, London - E14 5HP.

5 unchanged sentences

The address for the reporting person is 16 York Street, Suite 2900, Toronto, Ontario, M5J 0E6.

Pursuant to the schedule 13G filed jointly by AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC on February 14, 2025.

Pursuant to the schedule 13G filed jointly by AQR Capital Management, LLC, AQR Capital Management Holdings, LLC, and AQR Arbitrage, LLC on May 15, 2025.

The address for the reporting persons is One Greenwich Plaza, Suite 130, Greenwich, Connecticut 06830.

2 unchanged sentences

Pursuant to the schedule 13G filed jointly by TD Securities (USA) LLC (“TDS”), Toronto Dominion Holdings (U.S.A.), Inc.

(“TDH”), TD Group US Holdings LLC’s (“TD GUS”), and Toronto Dominion Bank’s (“TD Bank”) on February 13, 2025.

(“TDH”), TD Group US Holdings LLC’s (“TD GUS”), and Toronto Dominion Bank’s (“TD Bank”) on August 12, 2025.

TDS’s principal office and TDH’s principal office is One Vanderbilt Avenue, New York, New York 10017.

7 unchanged sentences

Pursuant to the schedule 13G filed by the holder on February 13, 2026.

The holder’s address is 1–5–5, Otemachi, Chiyoda–ku, Tokyo 100–8176, Japan.

Pursuant to the schedule 13G filed by the holder on February 7, 2025.

The holder’s address is 183 Sully’s Trail, Pittsford, New York 14534.

address is 183 Sully’s Trail, Pittsford, New York 14534.

Pursuant to the schedule 13G filed by the holder on August 14, 2025.

The holder’s address is 360 S.

Rosemary Avenue, Ste.

1420, West Palm Beach, Florida 33401.

Our initial shareholders

3 unchanged sentences

amendments to our amended and restated memorandum and articles of association and approval of significant corporate transactions.

Subject to certain limited exceptions,

our initial shareholders have agreed not to transfer, assign or sell their founder shares until six months after the date of the consummation

of our initial business combination or earlier if, subsequent to our initial business combination, we consummate a subsequent liquidation,

merger, stock exchange or other similar transaction which results in all of our shareholders having the right to exchange their ordinary

shares for cash, securities or other property.

Notwithstanding the foregoing if the last reported sale price of our ordinary shares equal

or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganization, recapitalizations and other similar

transactions) for any 20 trading days within any 30 trading day period commencing at least 150 days after our initial business combination

the founder shares will not be subject to such transfer restrictions.

During the lock-up period, the

holders of these shares will not be able to sell or transfer their securities except (1) to our officers, directors, shareholders, employees

and members of the sponsor and their affiliates, (2) if a holder is an entity, as a distribution to its, partners, shareholders or members

upon its liquidation, (3) by bona fide gift to a member of the holder’s immediate family or to a trust, the beneficiary of which

is a holder or a member of a holder’s immediate family, for estate planning purposes, (4) by virtue of the laws of descent and distribution

upon death, (5) pursuant to a qualified domestic relations order, (6) by certain pledges to secure obligations incurred in connection

with purchases of our securities, (7) by private sales at prices no greater than the price at which the shares were originally purchased

or (8) to us for no value for cancellation in connection with the consummation of our initial business combination, in each case (except

for clause 8 or with our prior consent) where the transferee agrees to the terms of the insider letter.

If we are unable to effect a business

combination and liquidate, there will be no liquidation distribution with respect to the founder shares.

Subject to certain limited

exceptions, our initial shareholders have agreed not to transfer, assign or sell their founder shares until six months after the date

of the consummation of our initial business combination or earlier if, subsequent to our initial business combination, we consummate a

subsequent liquidation, merger, stock exchange or other similar transaction which results in all of our shareholders having the right

to exchange their ordinary shares for cash, securities or other property.

Notwithstanding the foregoing if the last reported sale price

of our ordinary shares equal or exceeds $12.00 per share (as adjusted for stock splits, stock capitalizations, reorganization, recapitalizations

and other similar transactions) for any 20 trading days within any 30 trading day period commencing at least 150 days after our initial

business combination the founder shares will not be subject to such transfer restrictions.

During the lock-up period,

the holders of these shares will not be able to sell or transfer their securities except (1) to our officers, directors, shareholders,

employees and members of the sponsor and their affiliates, (2) if a holder is an entity, as a distribution to its, partners, shareholders

or members upon its liquidation, (3) by bona fide gift to a member of the holder’s immediate family or to a trust, the beneficiary

of which is a holder or a member of a holder’s immediate family, for estate planning purposes, (4) by virtue of the laws of descent

and distribution upon death, (5) pursuant to a qualified domestic relations order, (6) by certain pledges to secure obligations incurred

in connection with purchases of our securities, (7) by private sales at prices no greater than the price at which the shares were originally

purchased or (8) to us for no value for cancellation in connection with the consummation of our initial business combination, in each

case (except for clause 8 or with our prior consent) where the transferee agrees to the terms of the insider letter.

If we are unable

to effect a business combination and liquidate, there will be no liquidation distribution with respect to the founder shares.

Registration Rights

Our initial shareholders and

their permitted transferees can demand that we register the founder shares, the private units and the underlying private shares and private

rights and the units issuable upon conversion of working capital loans and the underlying ordinary shares and rights, pursuant to an agreement

to be signed prior to or on the date of the Prospectus.

The holders of such securities are entitled to demand that we register these securities

at any time after we consummate an initial business combination.

Notwithstanding anything to the contrary, any holder that is affiliated

with an underwriter participating in the IPO may only make a demand on one occasion and only during the five-year period beginning

on the effective date of the registration statement of which the Prospectus forms a part.

In addition, the holders have certain “piggy-back”

registration rights on registration statements filed after our consummation of a business combination;

provided that any holder that is

affiliated with an underwriter participating in the IPO may participate in a “piggy-back” registration only during the seven-year period

Our initial shareholders

and their permitted transferees can demand that we register the founder shares, the private units and the underlying private shares and

private rights and the units issuable upon conversion of working capital loans and the underlying ordinary shares and rights, pursuant

to an agreement to be signed prior to or on the date of the Prospectus.

The holders of such securities are entitled to demand that we

Notwithstanding anything to the contrary, any

holder that is affiliated with an underwriter participating in the IPO may only make a demand on one occasion and only during the five-year period

beginning on the effective date of the registration statement of which the Prospectus forms a part.

Our executive officers are our

“promoters,” as that term is defined under the federal securities laws.

In addition, the holders have certain

“piggy-back” registration rights on registration statements filed after our consummation of a business combination;

that any holder that is affiliated with an underwriter participating in the IPO may participate in a “piggy-back” registration

only during the seven-year period beginning on the effective date of the registration statement of which the Prospectus forms a part.

Our executive officers are

our “promoters,” as that term is defined under the federal securities laws.

CERTAIN RELATIONSHIPS AND RELATED

TRANSACTIONS, AND DIRECTOR INDEPENDENCE

On March 29, 2024, we

entered into a subscription agreement, pursuant to which 1,437,500 founder shares were issued to the sponsor and the one ordinary

share previously issued to the sponsor was surrendered to and cancelled by the Company.

Subject to certain limited exceptions,

our initial shareholders have agreed not to transfer, assign or sell their founder shares until six months after the date of the

consummation of our initial business combination or earlier if, subsequent to our initial business combination, we consummate a subsequent

liquidation, merger, stock exchange or other similar transaction which results in all of our shareholders having the right to exchange

their ordinary shares for cash, securities or other property.

On March 29, 2024, we entered

into a subscription agreement, pursuant to which 1,437,500 founder shares were issued to the sponsor and the one ordinary share previously

issued to the sponsor was surrendered to and cancelled by the Company.

Subject to certain limited

exceptions, our initial shareholders have agreed not to transfer, assign or sell their founder shares until six months after the

date of the consummation of our initial business combination or earlier if, subsequent to our initial business combination, we consummate

a subsequent liquidation, merger, stock exchange or other similar transaction which results in all of our shareholders having the right

to exchange their ordinary shares for cash, securities or other property.

Our initial shareholders

have purchased an aggregate of 254,375 private units after the underwriters’ over-allotment option was exercised in full at

a price of $10.00 per unit in a private placement that occurred simultaneously with the closing of the IPO.

Our initial shareholders have

purchased an aggregate of 254,375 private units after the underwriters’ over-allotment option was exercised in full at a price

of $10.00 per unit in a private placement that occurred simultaneously with the closing of the IPO.

Our initial shareholders have agreed

not to transfer, assign or sell any of the private units and underlying ordinary shares until 30 days after the completion of our

initial business combination.

agreed not to transfer, assign or sell any of the private units and underlying ordinary shares until 30 days after the completion

of our initial business combination.

We have entered into agreements

1 unchanged sentence

and restated memorandum and articles of association.

Other than reimbursement of

any out-of-pocket expenses incurred in connection with activities on our behalf such as identifying potential target businesses and

performing due diligence on suitable business combinations, no compensation or fees of any kind, including finder’s fees, consulting

Other than reimbursement

of any out-of-pocket expenses incurred in connection with activities on our behalf such as identifying potential target businesses

and performing due diligence on suitable business combinations, no compensation or fees of any kind, including finder’s fees, consulting

fees or other similar compensation, will be paid to the sponsor, officers or directors, or to any of their respective affiliates, prior

4 unchanged sentences

such transaction for potential conflicts of interests and other improprieties.

On March 29, 2024,

we issued an unsecured promissory note to the sponsor, pursuant to which we may borrow up to an aggregate principal amount of

The loan was, at the discretion of the sponsor, due on the earlier of (i) December 31, 2024, (ii) the

consummation of the IPO or (iii) the abandonment of the IPO.

On March 29, 2024, we

issued an unsecured promissory note to the sponsor, pursuant to which we may borrow up to an aggregate principal amount of $300,000.

loan was, at the discretion of the sponsor, due on the earlier of (i) December 31, 2024, (ii) the consummation of the IPO

or (iii) the abandonment of the IPO.

The promissory note would be payable without interest.

December 31, 2024, we fully repaid $249,831 to the Sponsor which are included in such promissory note.

The promissory note was

repaid out of the proceeds of the IPO available to us for payment of offering expenses.

In addition, in order to finance transaction

costs in connection with an intended initial business combination, our initial shareholders, officers and directors and their

affiliates may, but are not obligated to, loan us funds as may be required.

As of December 31, 2024, we fully repaid

$249,831 to the Sponsor which are included in such promissory note.

The promissory note was repaid out of the proceeds of the IPO available

to us for payment of offering expenses.

In addition, in order to finance transaction costs in connection with an intended initial business

combination, our initial shareholders, officers and directors and their affiliates may, but are not obligated to, loan us funds as may

Such loans would be evidenced by promissory notes.

the event that we are unable to consummate an initial business combination, we may use a portion of the IPO proceeds held outside

the trust account to repay such loaned amounts but no proceeds from our trust account would be used for such repayment.

consummate an initial business combination, the notes would either be paid upon consummation of our initial business combination,

without interest, or, at the lender’s discretion, up to $1,500,000 of the notes may be converted upon consummation of our

business combination into additional private units at a price of $10.00 per unit (which, for example, would result in the holders

being issued 150,000 units if the full amount of notes are issued and converted).

After our initial business combination,

members of our management team who remain with us may be paid consulting, management or other fees from the combined company with any

and all amounts being fully disclosed to our shareholders, to the extent then known, in the tender offer or proxy solicitation materials,

as applicable, furnished to our shareholders.

In the event that we are unable to consummate an initial business combination,

we may use a portion of the IPO proceeds held outside the trust account to repay such loaned amounts but no proceeds from our trust account

would be used for such repayment.

If we consummate an initial business combination, the notes would either be paid upon consummation of

our initial business combination, without interest, or, at the lender’s discretion, up to $1,500,000 of the notes may be converted

upon consummation of our business combination into additional private units at a price of $10.00 per unit (which, for example, would result

in the holders being issued 150,000 units if the full amount of notes are issued and converted).

On each of January 14, 2026,

February 5, 2026 and March 15, 2026, we issued two unsecured promissory notes, each with a principal amount of $50,000 (the “Notes”),

one to Aurora Beacon LLC, the Company’s sponsor, and one to SZG Limited, the designee of HZJL Cayman Limited, the counterparty to

the previously announced agreement and plan of merger dated as of January 27, 2025, pursuant to which a proposed business combination

among HZJL Cayman Limited, RDAC, Purchaser and Merger Sub would occur, respectively.

The Notes do not bear interest and mature upon closing

of the Company’s initial business combination.

The proceeds of the Notes have been deposited in the Company’s trust account

in connection with extending the business combination completion window until April 15, 2026.

In addition, the Notes may be converted

by the holder into units of the Company identical to the units issued in the Company’s IPO at a price of $10.00 per unit.

After our initial business

combination, members of our management team who remain with us may be paid consulting, management or other fees from the combined company

with any and all amounts being fully disclosed to our shareholders, to the extent then known, in the tender offer or proxy solicitation

materials, as applicable, furnished to our shareholders.

It is unlikely the amount of such compensation will be known at the time of distribution

9 unchanged sentences

in such transaction.

We are not prohibited from pursuing

an initial business combination with a company that is affiliated with our initial shareholders, officers or directors.

In the event we

seek to complete our initial business combination with a target that is affiliated with our initial shareholders, officers or directors,

we, or a committee of independent directors, would obtain an opinion from an independent investment banking firm or another independent

entity that commonly renders valuation opinions that our initial business combination is fair to our company (or shareholders) from a

financial point of view.

We are not prohibited from

pursuing an initial business combination with a company that is affiliated with our initial shareholders, officers or directors.

event we seek to complete our initial business combination with a target that is affiliated with our initial shareholders, officers or

directors, we, or a committee of independent directors, would obtain an opinion from an independent investment banking firm or another

independent entity that commonly renders valuation opinions that our initial business combination is fair to our company (or shareholders)

from a financial point of view.

We have entered into a registration

35 unchanged sentences

held in the trust account prior to the completion of our initial business combination:

Repayment loans that may be made to us by our

sponsor to cover offering-related and organizational expenses.

Repayment loans that may

be made to us by our sponsor to cover offering-related and organizational expenses.

Such loans would be evidenced by promissory notes.

If we consummate an

initial business combination, the notes would either be paid upon consummation of our initial business combination, without interest,

or, at the lender’s discretion, up to $1,500,000 of the notes may be converted upon consummation of our business combination into

additional private units at a price of $10.00 per unit ;

If we consummate an initial business combination, the notes would either be paid upon consummation of our initial business combination,

without interest, or, at the lender’s discretion, up to $1,500,000 of the notes may be converted upon consummation of our business

combination into additional private units at a price of $10.00 per unit;

Reimbursement for any out-of-pocket expenses related

7 unchanged sentences

board of directors would interfere with the director’s exercise of independent judgment in carrying out the responsibilities of

Kun-Lin Liu, Yucan Zhang and Chengming Dou are our independent

Our independent directors will have regularly scheduled meetings at which only independent directors are present.

Any affiliated

transactions will be on terms no less favorable to us than could be obtained from independent parties.

Any affiliated transactions must

be approved by a majority of our independent and disinterested directors.

Kun-Lin Liu, Yucan Zhang

and Chengming Dou are our independent directors.

Our independent directors will have regularly scheduled meetings at which only independent

directors are present.

Any affiliated transactions will be on terms no less favorable to us than could be obtained from independent parties.

Any affiliated transactions must be approved by a majority of our independent and disinterested directors.

PRINCIPAL ACCOUNTANT FEES AND SERVICES

3 unchanged sentences

for services rendered.

consist of fees billed for professional services rendered for the audit of our year-end financial statements and services that are normally

provided by Adeptus in connection with regulatory filings.

The aggregate fees billed by Adeptus for professional services rendered for

the audit of our Form 8-K financial statements and other required filings with the SEC for the year ended December 31, 2024 totaled $32,000.

This amount includes interim procedures and audit fees, as well as attendance at audit committee meetings.

fees consist of fees billed for professional services rendered for the audit of our year-end financial statements and services that are

normally provided by Adeptus in connection with regulatory filings.

The aggregate fees billed by Adeptus for professional services rendered

for the audit of our Form 8-K financial statements and other required filings with the SEC for the years ended December 31, 2025 and 2024

totaled $62,500 and $32,000, respectively.

This amount includes interim procedures and audit fees, as well as attendance at audit committee

Audit-Related Fees.

4 unchanged sentences

We did not pay Adeptus for consultations

concerning financial accounting and reporting standards for the year ended December 31, 2024.

ended December 31, 2024, the aggregate fees billed by Adeptus for services rendered for tax compliance, tax advice and tax planning

concerning financial accounting and reporting standards for the years ended December 31, 2025 and 2024.

years ended December 31, 2025 and 2024, the aggregate fees billed by Adeptus for services rendered for tax compliance, tax advice

and tax planning totaled $0.

All Other Fees .

the year ended December 31, 2024, Adeptus did not render any services to us other than those set forth above.

the years ended December 31, 2025 and 2024, Adeptus did not render any services to us other than those set forth above.

Pre-Approval Policy

6 unchanged sentences

for non-audit services described in the Exchange Act which are approved by the audit committee prior to the completion of the audit).

EXHIBITS AND FINANCIAL STATEMENT

(a) The following documents are filed as part of this Form 10-K:

EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

The following documents are filed as part of this Form 10-K:

Financial Statements:

1 unchanged sentence

Financial Statements

Balance Sheets

Statements of Operations

Statements of Changes in Shareholders’ Deficit

Statements of Cash Flows

Notes to Financial Statements

Consolidated Balance Sheets

Consolidated Statements of Income

Consolidated Statements of Changes in Shareholders’ Deficit

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Financial Statement Schedules:

35 unchanged sentences

4 to such Registration Statement, filed with the SEC on September 24, 2024).

Promissory Note issued to Aurora Beacon LLC (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on August 14, 2025)

to the Investment Management Trust Agreement between the Company and Continental Stock Transfer & Trust Company dated October

10, 2024 (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on December

Promissory Note issued to SZG Limited (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 16, 2026)

Promissory Note issued to Aurora Beacon LLC (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on January 16, 2026)

Promissory Note issued to SZG Limited (incorporated by reference to

Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 27, 2026)

Promissory Note issued to Aurora Beacon LLC (incorporated by reference

to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on March 27, 2026)

Promissory Note issued to SZG Limited (incorporated by reference to

Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on March 27, 2026)

Promissory Note issued to Aurora Beacon LLC (incorporated by reference

to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on March 27, 2026)

Code of Ethics (incorporated by reference to Exhibit 14 to the Company’s Registration Statement on Form S-1 (No.

1 unchanged sentence

4 to such Registration Statement, filed with the SEC on September 24, 2024).

Insider Trading Policy.

Insider Trading Policy (incorporated by reference to Exhibit 19 to the Company’s Annual Report on Form 10-K filed with the SEC on March 26, 2025).

Audit Committee Charter (incorporated by reference to Exhibit 99.1 to the Company’s Registration Statement on Form S-1 (No.

13 unchanged sentences

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Clawback Policy.

Clawback Policy (incorporated by reference to Exhibit 97.1 to the Company’s Annual Report on Form 10-K filed with the SEC on March 26, 2025).

Inline XBRL Instance Document

14 unchanged sentences

/s/ Lulu Xing

Chief Executive

Chief Executive Officer

Pursuant to the requirements

1 unchanged sentence

the capacities and on the dates indicated.

March 26, 2025

/s/ Lulu Xing

6 unchanged sentences

(Principal Financial and Accounting Officer)

/s/ Kei Tung Yeung

/s/ Xiaomin Pang

March 30, 2026

Kei Tung Yeung

/s/ Kun-Lin Liu

7 unchanged sentences

INDEX TO FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm (PCAOB ID 3686 ) F-2

Report of Independent Registered Public Accounting Firm (PCAOB ID 3686)

Financial Statements

Balance Sheet F-3

Statements of Income F-4

Statements of Changes in Shareholders’ Deficit F-5

Statements of Cash Flows F-6

Notes to Financial Statements F-6 to F-18

REPORT OF INDEPENDENT REGISTERED PUBLIC

ACCOUNTING FIRM

To the Board of Directors and Stockholders of

Rising Dragon Acquisition Corp.

Consolidated Balance Sheet s

Consolidated Statements of Income

Consolidated Statements of Changes in Shareholders’ Deficit

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and

Shareholders of Rising Dragon Acquisition Corp.

Opinion on the Financial Statements

We have audited the accompanying balance sheet of Rising Dragon Acquisition Corp.

as of December 31, 2024, and the related statements of income, shareholders’ equity, and cash flows for the period March 8, 2024 (inception) through December 31, 2024, and the related notes (collectively referred to as the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024, and the results of its operations and its cash flows for the period March 8, 2024 (inception) through December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

We have audited the accompanying consolidated balance sheets of Rising Dragon Acquisition Corp.

(the Company) as of December 31, 2025, and 2024, and the related consolidated statements of income, changes in shareholders’ deficit, and cash flows for each of the year ended December 31, 2025 and the period from March 8, 2024 (inception) through December 31, 2024, and the related notes (collectively referred to as the financial statements).

In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2025, and 2024, and the results of its operations and its cash flows for the year ended December 31, 2025 and for the period March 8, 2024 (inception) through December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

Substantial Doubt about the Company’s Ability to Continue as a Going Concern

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 1 to the financial statements, the Company has an accumulated deficit and needs to raise additional funds to meet its obligations and sustain operations which raises substantial doubt about its ability to continue as a going concern.

As discussed in Note 1 to the financial statements, the Company has limited cash, a working capital deficit of $382,105, and an accumulated deficit and needs to raise additional funds to meet its obligations and sustain operations which raises substantial doubt about its ability to continue as a going concern.

Management’s plans in regard to these matters are also described in Note 1.

4 unchanged sentences

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S.

federal securities laws and the applicable rules fand regulations of the Securities and Exchange Commission and the PCAOB.

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

8 unchanged sentences

Adeptus Partners, LLC

Ocean, New Jersey

March 30, 2026

DRAGON ACQUISITION CORP.

OF DECEMBER 31, 2024

current asset:

held in Trust Account

AND SHAREHOLDERS’ DEFICIT

RISING DRAGON ACQUISITION

CONSOLIDATED BALANCE SHEETS

Current assets:

Cash $ 37,174 $ 392,679

Prepaid expense - 63,000

Total current assets:

37,174 455,679

Investment held in Trust Account 44,388,583 58,330,546

TOTAL ASSETS $ 44,425,757 $ 58,786,225

LIABILITIES AND SHAREHOLDERS’ DEFICIT

Current liabilities:

underwriting compensation

and contingencies (Note 7)

Ordinary shares subject to possible redemption, 5,750,000 shares issued and outstanding at redemption value of $ 10.14 as of December 31, 2024

Shareholders’

Accrued liabilities $ 114,310 $ 22,500

Promissory note – related party 100,000 -

Due to related party 204,969 -

Total current liabilities 419,279 22,500

Deferred underwriting compensation 1,868,750 1,868,750

TOTAL LIABILITIES 2,288,029 1,891,250

Commitments and contingencies (Note 7)

Ordinary shares subject to possible redemption, 4,201,655 and 5,750,000 shares issued and outstanding at redemption value of $ 10.56 and $ 10.14 as of December 31, 2025 and 2024, respectively 44,388,583 58,330,546

Shareholders’ deficit:

Preference shares, $ 0.0001 par value;

3 unchanged sentences

55,000,000 shares authorized;

1,749,375 shares issued and outstanding as of December 31, 2024 (excluding 5,750,000 shares subject to possible redemption)

( 1,435,746 )

Shareholders’ Deficit

( 1,435,571 )

LIABILITIES AND SHAREHOLDERS’ DEFICIT

accompanying notes are an integral part of these financial statements.

DRAGON ACQUISITION CORP.

THE PERIOD FROM MARCH 8, 2024 (INCEPTION) TO DECEMBER 31, 2024

and operating costs

$ ( 285,533 )

income earned in investment held in Trust Account

and diluted weighted average shares outstanding, ordinary shares subject to possible redemption

and diluted net income per ordinary shares subject to possible redemption

and diluted weighted average shares outstanding, ordinary shares not subject to possible redemption

and diluted net loss per ordinary shares not subject to possible redemption

accompanying notes are an integral part of these financial statements.

DRAGON ACQUISITION CORP.

OF CHANGES IN SHAREHOLDERS’ DEFICIT

1,749,375 shares issued and outstanding as of December 31, 2025 and 2024 (excluding 4,201,655 and 5,750,000 shares subject to possible redemption) 175 175

Accumulated deficit ( 2,251,030 ) ( 1,435,746 )

Total Shareholders’ Deficit ( 2,250,855 ) ( 1,435,571 )

TOTAL LIABILITIES AND SHAREHOLDERS’ DEFICIT $ 44,425,757 $ 58,786,225

The accompanying notes are an integral part of

these consolidated financial statements.

RISING DRAGON ACQUISITION

CONSOLIDATED STATEMENTS OF INCOME

Formation and operating costs $ ( 815,284 ) $ ( 285,533 )

Other income:

Interest income earned in investment held in Trust Account 2,389,246 543,046

Total other income 2,389,246 543,046

NET INCOME $ 1,573,962 $ 257,513

Basic and diluted weighted average shares outstanding, ordinary shares subject to possible redemption 5,711,822 1,485,738

Basic and diluted net income per ordinary shares subject to possible redemption $ 0.31 $ 0.27

Basic and diluted weighted average shares outstanding, ordinary shares not subject to possible redemption 1,749,375 1,416,785

Basic and diluted net loss per ordinary shares not subject to possible redemption $ ( 0.11 ) $ ( 0.10 )

The accompanying notes are an integral part of

these consolidated financial statements.

RISING DRAGON ACQUISITION

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’

the Year ended December 31, 2025

Shareholders’

Balance as of December 31, 2024 1,749,375 $ 175 $ - $ ( 1,435,746 ) $ ( 1,435,571 )

Subsequent remeasurement of ordinary shares subject to redemption - - - ( 2,389,246 ) ( 2,389,246 )

Net income - - - 1,573,962 1,573,962

Balance as of December 31, 2025 1,749,375 $ 175 $ - $ ( 2,251,030 ) $ ( 2,250,855 )

the Period from March 8, 2024 (Inception) to December 31, 2024

Ordinary shares

Shareholders’

6 unchanged sentences

Initial classification of ordinary shares subject to possible redemption ( 5,750,000 ) ( 575 ) ( 53,888,835 ) - ( 53,889,410 )

( 5,750,000 )

( 53,888,835 )

( 53,889,410 )

Allocation of offering costs to ordinary shares subject to redemption - - 3,215,828 - 3,215,828

Accretion of carrying value to redemption value - - ( 5,963,705 ) ( 1,150,213 ) ( 7,113,918 )

( 5,963,705 )

( 1,150,213 )

( 7,113,918 )

Subsequent remeasurement of ordinary shares subject to redemption - - - ( 543,046 ) ( 543,046 )

Net income - - - 257,513 257,513

Balance as of December 31, 2024 1,749,375 $ 175 $ - $ ( 1,435,746 ) $ ( 1,435,571 )

$ ( 1,435,746 )

The accompanying

notes are an integral part of these consolidated financial statements.

RISING DRAGON ACQUISITION

CONSOLIDATED STATEMENTS OF CASH FLOWS

Cash flows from operating activities:

Net income $ 1,573,962 $ 257,513

Adjustments to reconcile net income to net cash used in operating activities

Interest income earned in investments held in Trust Account ( 2,389,246 ) ( 543,046 )

Change in operating assets and liabilities

Prepaid expense 63,000 ( 63,000 )

Accrued liabilities 91,810 22,500

Net cash used in operating activities ( 660,474 ) ( 326,033 )

Cash flows from investing activities:

Cash withdrawn from Trust Account in connection to redemption 16,331,209 -

Proceeds deposited in Trust Account - ( 57,787,500 )

Net cash provided by (used in) investing activities 16,331,209 ( 57,787,500 )

Cash flows from financing activities:

Redemption of ordinary shares ( 16,331,209 ) -

Advance from related party 204,969 -

Proceeds from public offering, net of offering costs - 55,937,462

Proceeds from private placement - 2,543,750

Proceeds from promissory note – related party 100,000 274,831

Repayment of promissory note – related party - ( 249,831 )

Net cash (used in) provided by financing activities

( 16,026,240 ) 58,506,212

accompanying notes are an integral part of these financial statements.

DRAGON ACQUISITION CORP.

OF CASH FLOWS

THE PERIOD FROM MARCH 8, 2024 (INCEPTION) TO DECEMBER 31, 2024

flows from operating activities:

to reconcile net income to net cash used in operating activities

income earned in cash and investments held in Trust Account

in operating assets and liabilities

cash used in operating activities

flows from investing activities:

deposited in Trust Account

cash used in investing activities

flows from financing activities:

from public offering, net of offering costs

from private placement

from promissory note – related party

of promissory note – related party

cash provided by financing activities

CHANGE IN CASH

BEGINNING OF PERIOD

END OF PERIOD

investing and financing activities

Issuance of representative

classification of ordinary shares subject to possible redemption

Allocation of carrying

value to redemption value

remeasurement of ordinary shares subject to redemption

contribution paid by a related party

accompanying notes are an integral part of these financial statements.

NET CHANGE IN CASH ( 355,505 ) 392,679

CASH, BEGINNING OF YEAR/PERIOD 392,679 -

CASH, END OF YEAR/PERIOD $ 37,174 $ 392,679

Non-cash investing and financing activities

Issuance of representative shares $ - $ 6

Initial classification of ordinary shares subject to possible redemption $ - $ 53,889,410

Allocation of carrying value to redemption value $ - $ 3,215,828

Subsequent remeasurement of ordinary shares subject to redemption $ 2,389,246 $ 543,046

Capital contribution paid by a related party $ - $ 25,000

The accompanying

notes are an integral part of these consolidated financial statements.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

1 – ORGANIZATION AND BUSINESS BACKGROUND

Dragon Acquisition Corp.

(the “Company” or “we”, “us” and “our”) is a newly organized

blank check company incorporated on March 8, 2024 , under the laws of the Cayman Islands for the purpose of acquiring, engaging in a share

exchange, share reconstruction and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements,

or engaging in any other similar business combination with one or more businesses or entities (“Business Combination”).

Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination.

Company is an early-stage company and emerging growth company and, as such, the Company is subject to all of the risks associated with

early stage companies and emerging growth companies.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - ORGANIZATION AND BUSINESS BACKGROUND

Rising Dragon Acquisition Corp.

(the “Company”) is a blank check company incorporated on March 8, 2024 , under the laws of the Cayman Islands for the purpose of acquiring, engaging in a share exchange, share reconstruction and amalgamation, purchasing all or substantially all of the assets of, entering into contractual arrangements, or engaging in any other similar business combination with one or more businesses or entities (“Business Combination”).

The Company is not limited to a particular industry or geographic region for purposes of consummating a Business Combination.

The Company is an early-stage company and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage companies and emerging growth companies.

The Company has selected December 31 as its fiscal year end.

of December 31, 2024, the Company had not yet commenced any operations.

All activities through December 31, 2024 relate to the Company’s

formation and the initial public offering (the “Initial Public Offering”).

The Company will not generate any operating revenues

until after the completion of a Business Combination, at the earliest.

The Company will generate non-operating income in the form of

interest income from the proceeds derived from the Initial Public Offering.

registration statement for the Company’s Initial Public Offering was declared effective on October 10, 2024.

On October 15, 2024,

the Company consummated the Initial Public Offering of 5,750,000 units (the “Public Units”), which includes 750,000 Public

Units upon the full exercise by the underwriter of its over-allotment option, at $ 10.00 per Public Unit, generating gross proceeds of

$ 57,500,000 to the Company.

As of December 31, 2025, the Company had not yet commenced any operations.

All activities through December 31, 2025 relate to the Company’s formation, the initial public offering (the “Initial Public Offering”) and the evaluation of Business Combination candidates.

The Company will not generate any operating revenues until after the completion of a Business Combination, at the earliest.

The Company will generate non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering.

The registration statement for the Company’s Initial Public Offering was declared effective on October 10, 2024.

On October 15, 2024, the Company consummated the Initial Public Offering of 5,750,000 units (the “Public Units”), which includes 750,000 Public Units upon the full exercise by the underwriter of its over-allotment option, at $ 10.00 per Public Unit, generating gross proceeds of $ 57,500,000 to the Company.

Each Public Unit consists of one ordinary share and one right (“Public Rights”).

Each whole Public

Right will entitle the holder to receive one-tenth (1/10) ordinary share upon consummation of initial business combination.

Simultaneously

with the closing of the Initial Public Offering, the Company consummated the sale of 254,375 units (the “Private Placement Units”)

at a price of $ 10.00 per Private Placement Unit in a private placement to Aurora Beacon LLC (the “Sponsor”), generating gross

proceeds of $ 2,543,750 to the Company.

Each Private Placement Unit consists of one Private Placement Share and one right (“Private

Placement Right”).

Each Private Placement Right will entitle the holder to receive one-tenth (1/10) ordinary share upon consummation

of the initial business combination.

costs amounted to $ 3,431,288 , consisting of $ 1,006,250 of underwriting commissions, $ 1,868,750 of deferred underwriting commissions and

$ 556,288 of other offering costs.

Company listed the Units on the Nasdaq Capital Market (“NASDAQ”).

The Company’s management has broad discretion with

respect to the specific application of the net proceeds of the Initial Public Offering and the Private Units, although substantially

all of the net proceeds are intended to be generally applied toward consummating a Business Combination.

NASDAQ rules provide that the

Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80 % of

the balance in the Trust Account (as defined below) (less any deferred underwriting commissions and interest released to pay taxes payable)

at the time of the signing a definitive agreement in connection with a Business Combination.

The Company will only complete a Business

Combination if the post-Business Combination company owns or acquires 50 % or more of the outstanding voting securities of the target

or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company

under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

There is no assurance that the Company

will be able to successfully effect a Business Combination.

Upon the closing of the Initial Public Offering, management has agreed that

at least $ 10.05 per Unit, including the proceeds of the sale of the Private Units will be held in a trust account (“Trust

Account”) and invested in U.S.

government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company

Act, with a maturity of 180 days or less, or in any open-ended investment company that holds itself out as a money market fund meeting

the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of:

(i) the consummation

of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s shareholder, as described

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

Company will provide its shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of a

Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by

means of a tender offer.

The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a

tender offer will be made by the Company, solely in its discretion.

The shareholders will be entitled to redeem their Public Shares for

a pro rata portion of the amount then on deposit in the Trust Account (initially $ 10.05 per share, plus any pro rata interest earned

on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations).

The per-share amount

to be distributed to shareholders who redeem their shares will not be reduced by the deferred underwriting commissions the Company will

pay to the underwriters (as discussed in Note 7).

The ordinary shares subject to redemption will be recorded at a redemption value

and classified as temporary equity upon the completion of the Initial Public Offering, in accordance with Accounting Standards Codification

(“ASC”) Topic 480 “ Distinguishing Liabilities from Equity .”

Company will proceed with a Business Combination if the Company has net tangible assets of at least $ 5,000,001 either immediately

prior to or upon such consummation of a Business Combination, or otherwise we are exempt from the provisions of Rule 419 promulgated

under the Securities Act (so that we are not subject to the SEC’s “penny stock” rules), and, if the Company seeks shareholder

approval, a majority of the outstanding shares voted are voted in favor of the Business Combination.

If a shareholder vote is not required

and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Memorandum

and Articles of Association, offer such redemption pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”),

and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC

prior to completing a Business Combination.

Company’s initial shareholders (the “initial shareholders”) have agreed (a) to vote their founder shares, the

ordinary shares included in the Private Placement Units (the “Private Placement Shares”) and any Public Shares purchased

during or after the Initial Public Offering in favor of a Business Combination, (b) not to propose, or vote in favor of, an amendment

to the Company’s Memorandum and Articles of Association that would stop the public shareholders from converting or selling their

shares to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to

redeem 100 % of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below)

unless the Company provides public shareholders with the opportunity to redeem their Public Shares for cash from the Trust Account in

connection with any such vote;

during or after the Initial Public Offering for cash from the Trust Account in connection with a shareholder vote to approve a Business

Combination (or sell any shares in a tender offer in connection with a Business Combination) or a vote to amend the provisions of the

Memorandum and Articles of Association relating to shareholders’ rights of pre-Business Combination activity and (d) that

the founder shares and Private Placement Shares shall not participate in any liquidating distributions upon winding up if a Business

Combination is not consummated.

However, the initial shareholders will be entitled to liquidating distributions from the Trust Account

with respect to any Public Shares purchased during or after the Initial Public Offering if the Company fails to complete its Business

Each whole Public Right will entitle the holder to receive one-tenth (1/10) ordinary share upon consummation of initial business combination.

Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 254,375 units (the “Private Placement Units”) at a price of $ 10.00 per Private Placement Unit in a private placement to Aurora Beacon LLC (the “Sponsor”), generating gross proceeds of $ 2,543,750 to the Company.

Each Private Placement Unit consists of one Private Placement Share and one right (“Private Placement Right”).

Each Private Placement Right will entitle the holder to receive one-tenth (1/10) ordinary share upon consummation of the initial business combination.

Transaction costs amounted to $ 3,431,288 , consisting of $ 1,006,250 of underwriting commissions, $ 1,868,750 of deferred underwriting commissions and $ 556,288 of other offering costs.

The Company listed the Units on the Nasdaq Capital Market (“NASDAQ”).

The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the Private Units, although substantially all of the net proceeds are intended to be generally applied toward consummating a Business Combination.

NASDAQ rules provide that the Business Combination must be with one or more target businesses that together have a fair market value equal to at least 80 % of the balance in the Trust Account (as defined below) (less any deferred underwriting commissions and interest released to pay taxes payable) at the time of the signing a definitive agreement in connection with a Business Combination.

The Company will only complete a Business Combination if the post-Business Combination company owns or acquires 50 % or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

There is no assurance that the Company will be able to successfully effect a Business Combination.

Upon the closing of the Initial Public Offering, management has agreed that at least $ 10.05 per Unit, including the proceeds of the sale of the Private Units will be held in a trust account (“Trust Account”) and invested in U.S.

government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act, with a maturity of 180 days or less, or in any open-ended investment company that holds itself out as a money market fund meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of:

(i) the consummation of a Business Combination or (ii) the distribution of the funds in the Trust Account to the Company’s shareholder, as described below.

The Company will provide its shareholders with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a shareholder meeting called to approve the Business Combination or (ii) by means of a tender offer.

The decision as to whether the Company will seek shareholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion.

The shareholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then on deposit in the Trust Account (initially $ 10.05 per share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations).

The per-share amount to be distributed to shareholders who redeem their shares will not be reduced by the deferred underwriting commissions the Company will pay to the underwriters (as discussed in Note 7).

The ordinary shares subject to redemption will be recorded at a redemption value and classified as temporary equity upon the completion of the Initial Public Offering, in accordance with Accounting Standards Codification (“ASC”) Topic 480, Distinguishing Liabilities from Equity .

The Company will proceed with a Business Combination if the Company has net tangible assets of at least $ 5,000,001 either immediately prior to or upon such consummation of a Business Combination, or otherwise we are exempt from the provisions of Rule 419 promulgated under the Securities Act (so that we are not subject to the SEC’s “penny stock” rules), and, if the Company seeks shareholder approval, a majority of the outstanding shares voted are voted in favor of the Business Combination.

If a shareholder vote is not required and the Company does not decide to hold a shareholder vote for business or other legal reasons, the Company will, pursuant to its Memorandum and Articles of Association, offer such redemption pursuant to the tender offer rules of the Securities and Exchange Commission (“SEC”), and file tender offer documents containing substantially the same information as would be included in a proxy statement with the SEC prior to completing a Business Combination.

The Company’s initial shareholders (the “initial shareholders”) have agreed (a) to vote their founder shares, the ordinary shares included in the Private Placement Units (the “Private Placement Shares”) and any Public Shares purchased during or after the Initial Public Offering in favor of a Business Combination, (b) not to propose, or vote in favor of, an amendment to the Company’s Memorandum and Articles of Association that would stop the public shareholders from converting or selling their shares to the Company in connection with a Business Combination or affect the substance or timing of the Company’s obligation to redeem 100 % of the Public Shares if the Company does not complete a Business Combination within the Combination Period (as defined below) unless the Company provides public shareholders with the opportunity to redeem their Public Shares for cash from the Trust Account in connection with any such vote;

(c) not to redeem any founder shares and Private Placement Shares as well as any Public Shares purchased during or after the Initial Public Offering for cash from the Trust Account in connection with a shareholder vote to approve a Business Combination (or sell any shares in a tender offer in connection with a Business Combination) or a vote to amend the provisions of the Memorandum and Articles of Association relating to shareholders’ rights of pre-Business Combination activity and (d) that the founder shares and Private Placement Shares shall not participate in any liquidating distributions upon winding up if a Business Combination is not consummated.

However, the initial shareholders will be entitled to liquidating distributions from the Trust Account with respect to any Public Shares purchased during or after the Initial Public Offering if the Company fails to complete its Business Combination.

The Company will have until January 14, 2026 initially to consummate a Business Combination.

the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except

for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem 100 %

of the outstanding Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account,

including interest earned (net of taxes payable), which redemption will completely extinguish public shareholders’ rights as shareholders

(including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably

possible following such redemption, subject to the approval of the remaining shareholders and the Company’s board of directors,

proceed to commence a voluntary liquidation and thereby a formal dissolution of the Company, subject in each case to its obligations

to provide for claims of creditors and the requirements of applicable law.

The underwriters have agreed to waive its rights to the deferred

underwriting commission held in the Trust Account in the event the Company does not complete a Business Combination within the Combination

Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the

redemption of the Public Shares.

In the event of such distribution, it is possible that the per share value of the assets remaining available

for distribution will be less than $ 10.05 .

Sponsor has agreed that it will be liable to the Company, if and to the extent any claims by a vendor for services rendered or products

sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce

the amounts in the Trust Account to below $ 10.05 per share (whether or not the underwriters’ over-allotment option is exercised

in full), except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and

except as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities,

including liabilities under the Securities Act of 1933, as amended (the “Securities Act”).

In the event that an executed

waiver is deemed to be unenforceable against a third party, the sponsor will not be responsible to the extent of any liability for such

third party claims.

The Company will seek to reduce the possibility that the sponsor will have to indemnify the Trust Account due to

claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses or other entities with which

the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies

held in the Trust Account.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

January 27, 2025, the Company, Xpand Boom Technology Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of the Company

(“Purchaser”), Xpand Boom Solutions Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of Purchaser (“Merger

Sub,” together with RDAC, Purchaser, the “Purchaser Parties”), HZJL Cayman Limited, a Cayman Islands exempted company

(“HZJL”), certain shareholder of HZJL (“Principal Shareholder”), and Mr.

Bin Xiong, as representative of the

Principal Shareholder of HZJL, entered into a Merger Agreement (the “Agreement”).

the closing of the transactions contemplated by the Agreement, the Company will merge with and into Purchaser, resulting in all the Company’s

shareholders becoming shareholders of the Purchaser.

Concurrently therewith, Merger Sub will merge with and into HZJL, resulting in Purchaser

acquiring 100 % of the issued and outstanding equity securities of HZJL (the “Acquisition Merger”).

Upon the closing of the

Acquisition Merger, the ordinary shares of Purchaser issued shall be reclassified into class A ordinary shares (“Purchaser Class

A Ordinary Shares”) and class B ordinary shares (“Purchaser Class B Ordinary Shares , ” together with Purchaser

Class A Ordinary Shares, “Purchaser Ordinary Shares”) where each Purchaser Class A Ordinary Share shall be entitled to one

(1) vote on all matters subject to a vote at general and special meetings of the post-closing company and each Purchaser Class B Ordinary

Share shall be entitled to 10 votes on all matters subject to a vote at general and special meetings of the post-closing company.

aggregate consideration to be paid to HZJL shareholders for the Acquisition Merger is $ 350 million, payable in newly issued Purchaser

Ordinary Shares (the “Closing Payment Shares”), valued at $ 10.00 per share.

Concern Consideration

of December 31, 2024, the Company had cash of $ 392,679 and a working capital of $ 433,179 .

Subsequent to the consummation of the

IPO, the Company’s liquidity has been satisfied through the net proceeds from the IPO and the Private Placement.

The Company has

incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant

transaction costs in pursuit of the consummation of a Business Combination.

Company will have until 15 months (or up to 21 months from the closing of the Initial Public Offering if the Company extends

the period of time to consummate a Business Combination by the full amount of time, as described in more detail in the Final Prospectus

from the closing of the Initial Public Offering) to consummate a Business Combination.

If the Company does not complete a Business Combination

within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably

possible but no more than ten business days thereafter, redeem 100 % of the outstanding Public Shares, at a per-share price, payable

in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned (net of taxes payable), which

redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation

distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to

the approval of the remaining shareholders and the Company’s board of directors, proceed to commence a voluntary liquidation and

thereby a formal dissolution of the Company, subject in each case to its obligations to provide for claims of creditors and the requirements

of applicable law.

There is a possibility that a business combination might not happen within the 15-month (or 21-month if extended as

described in the Final Prospectus) period from the date of the auditors’ report.

connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”)

2014-15, “ Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern ,” management

has determined that if the Company is unsuccessful in consummating an initial business combination within the prescribed period of time

from the closing of the IPO, the requirement that the Company cease all operations, redeem the public shares and thereafter liquidate

and dissolve raises substantial doubt about the ability to continue as a going concern.

The financial statements do not include any adjustments

that might result from the outcome of this uncertainty.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but no more than ten business days thereafter, redeem 100 % of the outstanding Public Shares, at a per-share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest earned (net of taxes payable), which redemption will completely extinguish public shareholders’ rights as shareholders (including the right to receive further liquidation distributions, if any), subject to applicable law, and (iii) as promptly as reasonably possible following such redemption, subject to the approval of the remaining shareholders and the Company’s board of directors, proceed to commence a voluntary liquidation and thereby a formal dissolution of the Company, subject in each case to its obligations to provide for claims of creditors and the requirements of applicable law.

The underwriters have agreed to waive its rights to the deferred underwriting commission held in the Trust Account in the event the Company does not complete a Business Combination within the Combination Period and, in such event, such amounts will be included with the funds held in the Trust Account that will be available to fund the redemption of the Public Shares.

In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than $ 10.05 .

The Sponsor has agreed that it will be liable to the Company, if and to the extent any claims by a vendor for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amounts in the Trust Account to below $ 10.05 per share (whether or not the underwriters’ over-allotment option is exercised in full), except as to any claims by a third party who executed a waiver of any and all rights to seek access to the Trust Account and except as to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”).

In the event that an executed waiver is deemed to be unenforceable against a third party, the sponsor will not be responsible to the extent of any liability for such third party claims.

The Company will seek to reduce the possibility that the sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers, prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account.

On January 27, 2025, the Company, Xpand Boom Technology Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of the Company (“Purchaser”), Xpand Boom Solutions Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of Purchaser (“Merger Sub,” together with RDAC, Purchaser, the “Purchaser Parties”), HZJL Cayman Limited, a Cayman Islands exempted company (“HZJL”), certain shareholder of HZJL (“Principal Shareholder”), and Mr.

Bin Xiong, as representative of the Principal Shareholder of HZJL, entered into a Merger Agreement (the “Agreement”).

Upon the closing of the transactions contemplated by the Agreement, the Company will merge with and into Purchaser, resulting in all the Company’s shareholders becoming shareholders of the Purchaser.

Concurrently therewith, Merger Sub will merge with and into HZJL, resulting in Purchaser acquiring 100 % of the issued and outstanding equity securities of HZJL (the “Acquisition Merger”).

Upon the closing of the Acquisition Merger, the ordinary shares of Purchaser issued shall be reclassified into class A ordinary shares (“Purchaser Class A Ordinary Shares”) and class B ordinary shares (“Purchaser Class B Ordinary Shares , ” together with Purchaser Class A Ordinary Shares, “Purchaser Ordinary Shares”) where each Purchaser Class A Ordinary Share shall be entitled to one (1) vote on all matters subject to a vote at general and special meetings of the post-closing company and each Purchaser Class B Ordinary Share shall be entitled to 10 votes on all matters subject to a vote at general and special meetings of the post-closing company.

The aggregate consideration to be paid to HZJL shareholders for the Acquisition Merger is $ 350 million, payable in newly issued Purchaser Ordinary Shares (the “Closing Payment Shares”), valued at $ 10.00 per share.

On December 12, 2025, the Company entered into an amendment to the Investment Management Trust Agreement, with Continental Stock Transfer & Trust Company (the “Trust Amendment”).

Pursuant to the Trust Amendment, the Company has the right to extend up to six times to complete its business combination (the “Business Combination Period”), by depositing into the Trust Account an amount equal to the lesser of (i) $ 100,000 per month for all remaining public shares or (ii) $ 0.033 for each remaining public share after giving effect to the shares that are redeemed in connection with the Business Combination Extraordinary General Meeting.

On December 12, 2025, in connection with the shareholders vote at the Extraordinary General Meeting, 1,548,345 shares were redeemed by certain shareholders at a price of approximately $ 10.55 per share, including interest generated and extension payments deposited in the Trust Account, in an aggregate amount of $ 16,331,209 .

An aggregate of 5,668,070 ordinary shares were tendered for redemption in connection with the Extraordinary General Meeting held on November 20, 2025, to approve the business combination and the Extension Meeting.

On each of January 14, 2026, February 5, 2026 and March 15, 2026, the Company issued two unsecured promissory notes, each with a principal amount of $ 50,000 (the “Notes”), one to Aurora Beacon LLC, the Company’s sponsor, and one to SZG Limited, the designee of HZJL Cayman Limited, the counterparty to the previously announced agreement and plan of merger dated as of January 27, 2025, pursuant to which a proposed business combination among HZJL Cayman Limited, the Company, Purchaser and Merger Sub would occur, respectively.

The Notes do not bear interest and mature upon closing of the Company’s initial business combination.

The proceeds of the Notes have been deposited in the Company’s trust account in connection with extending the business combination completion window until April 15, 2026.

In addition, the Notes may be converted by the holder into units of the Company identical to the units issued in the Company’s IPO at a price of $ 10.00 per unit.

As of the date of this report, the Company has extended three times by an additional one month each time, and so it now has until April 15, 2026 to consummate a business combination.

Pursuant to the terms of the current amended and restated memorandum and articles of association and the trust agreement between the Company and Continental Stock Transfer & Trust Company, LLC, in order to extend the time available for the Company to consummate the initial business combination, the Company’s insiders or their affiliates or designees, must deposit into the Trust Account $ 100,000 on or prior to the date of the applicable deadline.

On each of January 14, 2026, February 5, 2026 and March 15, 2026, the Company deposited an amount of $ 100,000 into the Trust Account in order to extend the amount of available time to complete a business combination until April 15, 2026.

Going Concern Consideration

As of December 31, 2025, the Company had cash of $ 37,174 and a working capital deficit of $ 382,105 .

Subsequent to the consummation of the IPO, the Company’s liquidity has been satisfied through the net proceeds from the IPO and the Private Placement.

The Company has incurred and expects to continue to incur significant professional costs to remain as a publicly traded company and to incur significant transaction costs in pursuit of the consummation of a Business Combination.

The Company initially had 15 months from the consummation of the Initial Public Offering to consummate the initial Business Combination.

If the Company does not complete a Business Combination within 15 months from the consummation of the Initial Public Offering, the Company will trigger an automatic winding up, dissolution and liquidation pursuant to the terms of the Amended and Restated Memorandum and Articles of Association.

As a result, this has the same effect as if the Company had formally gone through a voluntary liquidation procedure under the Companies Act (As Revised) of the Cayman Islands.

Accordingly, no vote would be required from the shareholders to commence such a voluntary winding up, dissolution and liquidation.

However, the Company may extend the period of time to consummate a Business Combination 6 times (for a total of up to 21 months from the consummation of the Initial Public Offering to complete a Business Combination).

If the Company is unable to consummate the Company’s Initial Business Combination by April 15, 2026 (unless further extended), the Company will, as promptly as possible but not more than ten business days thereafter, redeem 100 % of the Company’s outstanding public shares for a pro rata portion of the funds held in the Trust Account, including a pro rata portion of any interest earned on the funds held in the Trust Account and not necessary to pay taxes, and then seek to liquidate and dissolve.

However, the Company may not be able to distribute such amounts as a result of claims of creditors which may take priority over the claims of the Company’s public shareholders.

In connection with the Company’s assessment of going concern considerations in accordance with Accounting Standards Update (“ASU”) 2014-15, Disclosures of Uncertainties about an Entity’s Ability to Continue as a Going Concern , management has determined that if the Company is unsuccessful in consummating an initial business combination within the prescribed period of time from the closing of the IPO, the requirement that the Company cease all operations, redeem the public shares and thereafter liquidate and dissolve raises substantial doubt about the ability to continue as a going concern.

The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

● Basis of presentation

accompanying financial statements are presented using the accrual basis of

accounting in accordance with accounting principles generally accepted in the United States of America (“U.S.

pursuant to the rules and regulations of the SEC.

The accompanying consolidated financial statements are presented using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S.

GAAP”) and pursuant to the rules and regulations of the SEC.

● Principles of consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries.

All significant intercompany transactions and balances between the Company and its subsidiaries are eliminated upon consolidation.

A subsidiary is the entity in which the Company, directly or indirectly, controls more than one half of the voting power;

or has the power to govern the financial and operating policies, to appoint or remove the majority of the members of the board of directors, or to cast a majority of votes at the meeting of directors.

The accompanying consolidated financial statements reflect the activities of the Company and each of the following entities:

Name Background Ownership

Xpand Boom Technology Inc.

(“Acquirer”) A Cayman Islands company

Incorporated on January 7, 2025 100 % owned by the Company

Xpand Boom Solutions Inc.

A Cayman Islands company

Incorporated on January 7, 2025 100 % owned by the Acquirer

● Emerging growth company

Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our

Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements

that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required

to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced

disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements

of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously

Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting

standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do

not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting

The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements

that apply to non-emerging growth companies but any such election to opt out is irrevocable.

The Company has elected not to opt

out of such extended transition period which means that when a standard is issued or revised and it has different application dates for

public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies

adopt the new or revised standard.

This may make comparison of the Company’s financial statements with another public company which

is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult

or impossible because of the potential differences in accounting standards used.

The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved.

Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards.

The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable.

The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard.

This may make comparison of the Company’s consolidated financial statements with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used.

● Use of estimates

preparing these financial statements in conformity with U.S.

GAAP, management makes estimates and assumptions that affect the reported

amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the audited financial statements

and the reported expenses during the reporting period.

estimates requires management to exercise significant judgment.

It is at least reasonably possible that the estimate of the effect of

a condition, situation or set of circumstances that existed at the date of the financial statements, which management considered in formulating

its estimate, could change in the near term due to one or more future confirming events.

Accordingly, actual results may differ from

these estimates.

In preparing these consolidated financial statements in conformity with U.S.

GAAP, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported expenses during the reporting period.

Making estimates requires management to exercise significant judgment.

It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future confirming events.

Accordingly, actual results may differ from these estimates.

● Cash and cash equivalents

Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

The company had $ 392,679 in cash as of December 31, 2024.

The Company did not have any cash equivalents as of December 31, 2024.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

● Cash and investment held in Trust Account

December 31, 2024, substantially all of the assets held in the Trust Account were held in cash.

This is presented on the balance sheet

at fair value at the end of each reporting period.

Earnings on these cash funds are included in interest income in the accompanying statement

The fair value are determined using quoted market prices in active markets.

The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents.

The company had $ 37,174 and $ 392,679 in cash as of December 31, 2025 and 2024, respectively.

The Company did not have any cash equivalents as of December 31, 2025 and 2024.

● Investment held in Trust Account

At December 31, 2025 and 2024, substantially all of the assets held in the Trust Account were held in cash, which is presented on the consolidated balance sheets at fair value at the end of each reporting period.

Earnings on these cash funds are included in interest income in the accompanying consolidated statements of income.

The fair value is determined using quoted market prices in active markets.

● Concentration of credit risk

instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution,

which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000 .

Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Coverage of $ 250,000 .

The Company has not experienced losses on this account.

● Deferred offering costs

offering costs consist of underwriting, legal and other expenses incurred through the balance sheet date that are directly related to

the Initial Public Offering and were charged to shareholders’ equity upon the completion of the Initial Public Offering.

● Income taxes

taxes are determined in accordance with the provisions of ASC Topic 740, “ Income Taxes ” (“ASC 740”).

Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between

the financial statement carrying amounts of existing assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities

are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are

expected to be recovered or settled.

Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income

in the period that includes the enactment date.

740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in their financial statements

uncertain tax positions taken or expected to be taken on a tax return.

Under ASC 740, tax positions must initially be recognized

in the financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.

Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction.

The Company recognizes accrued

interest and penalties related to unrecognized tax benefits, if any, as income tax expense.

There were no unrecognized tax benefits and

no amounts accrued for interest and penalties as of December 31, 2024.

The Company is currently not aware of any issues under review

that could result in significant payments, accruals or material deviation from its position.

Company may be subject to potential examination by foreign taxing authorities in the area of income taxes.

These potential examinations

may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with

foreign tax laws.

The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change

over the next twelve months.

Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently

not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States.

As such, the Company’s

tax provision was zero for the periods presented.

Income taxes are determined in accordance with the provisions of ASC Topic 740, Income Taxes (“ASC 740”).

Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax basis.

Deferred tax assets and liabilities are measured using enacted income tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

Any effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

ASC 740 prescribes a comprehensive model for how companies should recognize, measure, present, and disclose in the consolidated financial statements uncertain tax positions taken or expected to be taken on a tax return.

Under ASC 740, tax positions must initially be recognized in consolidated financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities.

The Company’s management determined that the Cayman Islands is the Company’s major tax jurisdiction.

The Company recognizes accrued interest and penalties related to unrecognized tax benefits, if any, as income tax expense.

There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2025 and 2024.

The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position.

The Company may be subject to potential examination by foreign taxing authorities in the area of income taxes.

These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with foreign tax laws.

The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months.

The Company is considered to be an exempted Cayman Islands company with no connection to any other taxable jurisdiction and is presently not subject to income taxes or income tax filing requirements in the Cayman Islands or the United States.

As such, the Company’s tax provision was zero for the periods presented.

● Ordinary shares subject to possible redemption

Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC 480.

Ordinary shares subject

to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value.

Conditionally redeemable ordinary

shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption

upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity.

times, ordinary shares are classified as shareholders’ equity.

The Company’s ordinary shares feature certain redemption rights

that are subject to the occurrence of uncertain future events and considered to be outside of the Company’s control.

as of December 31, 2024, 5,750,000 ordinary shares subject to possible redemption, are presented as temporary equity, outside

of the shareholders’ equity section of the Company’s balance sheets.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

The Company accounts for its ordinary shares subject to possible redemption in accordance with the guidance in ASC 480.

Ordinary shares subject to mandatory redemption (if any) is classified as a liability instrument and is measured at fair value.

Conditionally redeemable ordinary shares (including ordinary shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity.

At all other times, ordinary shares are classified as shareholders’ equity.

The Company’s ordinary shares feature certain redemption rights that are subject to the occurrence of uncertain future events and considered to be outside of the Company’s control.

Accordingly, as of December 31, 2025 and 2024, 4,201,655 and 5,750,000 ordinary shares subject to possible redemption, are presented as temporary equity, outside of the shareholders’ equity section of the Company’s consolidated balance sheets.

● Rights accounting

— Except in cases where the Company is not the surviving company in a Business Combination, each holder of a right will automatically

receive one-tenth (1/10) of one ordinary share upon consummation of a Business Combination, even if the holder of a right redeemed all

shares held by him, her or it in connection with a Business Combination or an amendment to the Company’s Amended and Restated Memorandum

and Articles of Association with respect to its pre-business combination activities.

In the event that the Company will not be the surviving

company upon completion of a Business Combination, each holder of a right will be required to affirmatively redeem his, her or its rights

in order to receive the one-tenth (1/10) of a share underlying each right upon consummation of the Business Combination.

No additional

consideration will be required to be paid by a holder of Public Rights in order to receive his, her or its additional ordinary shares

upon consummation of a Business Combination.

The shares issuable upon exchange of the rights will be freely tradable (except to the extent

held by affiliates of the Company).

If the Company enters into a definitive agreement for a Business Combination in which the Company

will not be the surviving entity, the definitive agreement will provide for the holders of rights to receive the same per share consideration

the holders of the ordinary shares will receive in the transaction on an as-converted into ordinary share basis.

Company will not issue fractional shares in connection with an exchange of rights.

Fractional shares will either be rounded down to the

nearest whole share or otherwise addressed in accordance with the applicable provisions of the Cayman Islands law.

As a result, the holders

of the rights must hold rights in multiples of ten in order to receive shares for all of the holders’ rights upon closing of a

Business Combination.

If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates

the funds held in the Trust Account, holders of rights will not receive any of such funds with respect to their rights, nor will they

receive any distribution from the Company’s assets held outside of the Trust Account with respect to such rights, and the rights

will expire worthless.

Further, there are no contractual penalties for failure to deliver securities to the holders of the rights upon

consummation of a Business Combination.

Rights — Except in cases where the Company is not the surviving company in a Business Combination, each holder of a right will automatically receive one-tenth (1/10) of one ordinary share upon consummation of a Business Combination, even if the holder of a right redeemed all shares held by him, her or it in connection with a Business Combination or an amendment to the Company’s Amended and Restated Memorandum and Articles of Association with respect to its pre-business combination activities.

In the event that the Company will not be the surviving company upon completion of a Business Combination, each holder of a right will be required to affirmatively redeem his, her or its rights in order to receive the one-tenth (1/10) of a share underlying each right upon consummation of the Business Combination.

No additional consideration will be required to be paid by a holder of Public Rights in order to receive his, her or its additional ordinary shares upon consummation of a Business Combination.

The shares issuable upon exchange of the rights will be freely tradable (except to the extent held by affiliates of the Company).

The Company will not issue fractional shares in connection with an exchange of rights.

Fractional shares will either be rounded down to the nearest whole share or otherwise addressed in accordance with the applicable provisions of the Cayman Islands law.

As a result, the holders of the rights must hold rights in multiples of ten in order to receive shares for all of the holders’ rights upon closing of a Business Combination.

If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of rights will not receive any of such funds with respect to their rights, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with respect to such rights, and the rights will expire worthless.

Further, there are no contractual penalties for failure to deliver securities to the holders of the rights upon consummation of a Business Combination.

Additionally, in no event will the Company be required to net cash settle the rights.

the rights may expire worthless.

Company accounts for rights as either equity-classified or liability-classified instruments based on an assessment of the right’s

specific terms and applicable authoritative guidance in ASC 480 and ASC 815 “ Derivatives and Hedging ” (“ASC

The assessment considers whether the rights are freestanding financial instruments pursuant to ASC 480, meet the definition

of a liability pursuant to ASC 480, and whether the rights meet all of the requirements for equity classification under ASC 815, including

whether the rights are indexed to the Company’s own ordinary shares and whether the right holders could potentially require “net

cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification.

assessment, which requires the use of professional judgment, is conducted at the time of right issuance and as of each subsequent quarterly

period end date while the rights are outstanding.

issued or modified rights that meet all of the criteria for equity classification, the rights are required to be recorded as a component

of equity at the time of issuance.

For issued or modified rights that do not meet all the criteria for equity classification, the rights

are required to be recorded as liabilities at their initial fair value on the date of issuance, and each balance sheet date thereafter.

Changes in the estimated fair value of the rights are recognized as a non-cash gain or loss on the audited statement of operations.

the rights issued upon the IPO and private placements meet the criteria for equity classification under ASC 815, therefore, the rights

are classified as equity.

Accordingly, the rights may expire worthless.

The Company accounts for rights as either equity-classified or liability-classified instruments based on an assessment of the right’s specific terms and applicable authoritative guidance in ASC 480 and ASC 815 Derivatives and Hedging (“ASC 815”).

The assessment considers whether the rights are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the rights meet all of the requirements for equity classification under ASC 815, including whether the rights are indexed to the Company’s own ordinary shares and whether the right holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification.

This assessment, which requires the use of professional judgment, is conducted at the time of right issuance and as of each subsequent quarterly period end date while the rights are outstanding.

For issued or modified rights that meet all of the criteria for equity classification, the rights are required to be recorded as a component of equity at the time of issuance.

For issued or modified rights that do not meet all the criteria for equity classification, the rights are required to be recorded as liabilities at their initial fair value on the date of issuance, and each balance sheet date thereafter.

Changes in the estimated fair value of the rights are recognized as a non-cash gain or loss on the consolidated statements of operations.

As the rights issued upon the IPO and private placements meet the criteria for equity classification under ASC 815, therefore, the rights are classified as equity.

● Net income (loss) per share

Company calculates net income (loss) per share in accordance with ASC Topic 260, “Earnings per Share.” In

order to determine the net income (loss) attributable to both the redeemable shares and non-redeemable shares, the Company first considered

the undistributed income (loss) allocable to both the redeemable ordinary shares and non-redeemable ordinary shares and the undistributed

income (loss) is calculated using the total net income (loss) less any dividends paid.

The Company then allocated the undistributed income

(loss) ratably based on the weighted average number of shares outstanding between the redeemable and non-redeemable ordinary shares.

Any remeasurement of the accretion to the redemption value of the ordinary shares subject to possible redemption was considered to be

dividends paid to the public stockholders.

Accretion associated with the redeemable shares of ordinary share is excluded from earnings

per share as the redemption value approximates fair value.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

net income (loss) per share presented in the statement of operations is based on the following:

FOR THE PERIOD FROM

MARCH 8, 2024

(INCEPTION) TO

The Company calculates net income (loss) per share in accordance with ASC Topic 260, Earnings per Share.

In order to determine the net income (loss) attributable to both the redeemable shares and non-redeemable shares, the Company first considered the undistributed income (loss) allocable to both the redeemable ordinary shares and non-redeemable ordinary shares and the undistributed income (loss) is calculated using the total net income (loss) less any dividends paid.

The Company then allocated the undistributed income (loss) ratably based on the weighted average number of shares outstanding between the redeemable and non-redeemable ordinary shares.

Any remeasurement of the accretion to the redemption value of the ordinary shares subject to possible redemption was considered to be dividends paid to the public stockholders.

Accretion associated with the redeemable shares of ordinary share is excluded from earnings per share as the redemption value approximates fair value.

The net income (loss) per share presented in the consolidated statements of income is based on the following:

FOR THE YEAR ENDED

DECEMBER 31, 2025 FOR THE PERIOD FROM

MARCH 8, 2024 (INCEPTION) TO

DECEMBER 31, 2024

Non-Redeemable

Shares Redeemable

Basic and diluted net income (loss) per share:

2 unchanged sentences

Total allocation to redeemable and non-redeemable ordinary shares $ 1,765,116 $ ( 191,154 ) $ 396,888 $ ( 139,375 )

$ ( 139,375 )

Denominators:

2 unchanged sentences

● Related parties

which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control

the other party or exercise significant influence over the other party in making financial and operational decisions.

Companies are also

considered to be related if they are subject to common control or common significant influence.

Parties, which can be a corporation or individual, are considered to be related if the Company has the ability, directly or indirectly, to control the other party or exercise significant influence over the other party in making financial and operational decisions.

Companies are also considered to be related if they are subject to common control or common significant influence.

● Fair value of financial instruments

fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “ Fair

Value Measurement ,” approximates the carrying amounts represented in the accompanying audited balance sheets, primarily due

to their short-term nature.

Company applies ASC 820, which establishes a framework for measuring fair value and clarifies the definition of fair value within that

ASC 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a

liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement

The fair value hierarchy established in ASC 820 generally requires an entity to maximize the use of observable inputs and minimize

the use of unobservable inputs when measuring fair value.

Observable inputs reflect the assumptions that market participants would use

in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity.

inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market

participants would use in pricing the asset or liability and are to be developed based on the best information available in the circumstances.

liabilities with unadjusted, quoted prices listed on active market exchanges.

Inputs to the fair value measurement are observable

inputs, such as quoted prices in active markets for identical assets or liabilities.

Inputs to the fair value

measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct

or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals.

Inputs to the fair value

measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists

for the assets or liabilities.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring

basis as of December 31, 2024, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such

The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, Fair Value Measurement , approximates the carrying amounts represented in the accompanying consolidated balance sheets, primarily due to their short-term nature.

The Company applies ASC 820, which establishes a framework for measuring fair value and clarifies the definition of fair value within that framework.

ASC 820 defines fair value as an exit price, which is the price that would be received for an asset or paid to transfer a liability in the Company’s principal or most advantageous market in an orderly transaction between market participants on the measurement date.

The fair value hierarchy established in ASC 820 generally requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Observable inputs reflect the assumptions that market participants would use in pricing the asset or liability and are developed based on market data obtained from sources independent of the reporting entity.

Unobservable inputs reflect the entity’s own assumptions based on market data and the entity’s judgments about the assumptions that market participants would use in pricing the asset or liability and are to be developed based on the best information available in the circumstances.

Assets and liabilities with unadjusted, quoted prices listed on active market exchanges.

Inputs to the fair value measurement are observable inputs, such as quoted prices in active markets for identical assets or liabilities.

Inputs to the fair value measurement are determined using prices for recently traded assets and liabilities with similar underlying terms, as well as direct or indirect observable inputs, such as interest rates and yield curves that are observable at commonly quoted intervals.

Inputs to the fair value measurement are unobservable inputs, such as estimates, assumptions, and valuation techniques when little or no market data exists for the assets or liabilities.

The following table presents information about the Company’s assets and liabilities that were measured at fair value on a recurring basis as of December 31, 2025 and 2024, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value.

December 31, Quoted

Markets Significant

Inputs Significant

Description 2025 (Level 1) (Level 2) (Level 3)

Cash held in Trust Account $ 44,388,583 $ 44,388,583 $ - $ -

December 31, Quoted

Markets Significant

Inputs Significant

Description 2024 (Level 1) (Level 2) (Level 3)

Cash held in Trust Account $ 58,330,546 $ 58,330,546 $ - $ -

● Recent accounting pronouncements

August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Debt-Debt with Conversion and Other

Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40):

Accounting for Convertible

Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which simplifies accounting for convertible instruments

by removing major separation models required under current GAAP.

The ASU also removes certain settlement conditions that are required

for equity-linked contracts to qualify for scope exception, and it simplifies the diluted earnings per share calculation in certain areas.

ASU 2020-06 is effective January 1, 2024 and should be applied on a full or modified retrospective basis, with early adoption permitted

beginning on January 1, 2021.

The Company’s management does not believe the adoption of ASU 2020-06 will have a material impact

on its financial statements and disclosures.

December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740):

Improvements to Income Tax Disclosures (ASU 2023-09), which

requires disclosure of incremental income tax information within the rate reconciliation and expanded disclosures of income taxes paid,

among other disclosure requirements.

ASU 2023-09 is effective for fiscal years beginning after December 15, 2024.

Early adoption

is permitted.

The Company’s management does not believe the adoption of ASU 2023-09 will have a material impact on its financial

statements and disclosures.

does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a

material effect on the Company’s financial statements.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

3 – INITIAL PUBLIC OFFERING

October 15, 2024, the Company sold 5,750,000 Public Units, which includes 750,000 Public Units upon the full exercise

by the underwriter of its over-allotment option, at a purchase price of $ 10.00 per Public Unit.

Unit consists of one ordinary share and one Public Right.

Each whole Public Right entitles the holder to receive

one-tenth (1/10) ordinary share upon consummation of initial business combination.

of the 5,750,000 public shares sold as part of the Public Units in the Initial Public Offering contain a redemption feature

which allows for the redemption of such public shares if there is a shareholder vote or tender offer in connection with the Business

Combination and in connection with certain amendments to the Company’s Amended and Restated Memorandum and Articles of Association,

or in connection with the Company’s liquidation.

accordance with the SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption

provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent

If it is probable that the equity instrument will become redeemable, the Company has the option to either accrete changes in

the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become

redeemable, if later) to the earliest redemption date of the instrument or to recognize changes in the redemption value immediately as

they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period.

has elected to recognize the changes immediately.

The accretion or remeasurement is treated as a deemed dividend (i.e., a reduction to

retained earnings, or in absence of retained earnings, additional paid-in capital).

Management does not believe that any other recently issued, but not yet effective, accounting pronouncements, if currently adopted, would have a material effect on the Company’s financial statements.

NOTE 3 – INITIAL PUBLIC OFFERING

On October 15, 2024, the Company sold 5,750,000 Public Units, which includes 750,000 Public Units upon the full exercise by the underwriter of its over-allotment option, at a purchase price of $ 10.00 per Public Unit.

Each Unit consists of one ordinary share and one Public Right.

Each whole Public Right entitles the holder to receive one-tenth (1/10) ordinary share upon consummation of initial business combination.

All of the 5,750,000 public shares sold as part of the Public Units in the Initial Public Offering contain a redemption feature which allows for the redemption of such public shares if there is a shareholder vote or tender offer in connection with the Business Combination and in connection with certain amendments to the Company’s Amended and Restated Memorandum and Articles of Association, or in connection with the Company’s liquidation.

In accordance with the SEC and its staff’s guidance on redeemable equity instruments, which has been codified in ASC 480-10-S99, redemption provisions not solely within the control of the Company require ordinary shares subject to redemption to be classified outside of permanent equity.

If it is probable that the equity instrument will become redeemable, the Company has the option to either accrete changes in the redemption value over the period from the date of issuance (or from the date that it becomes probable that the instrument will become redeemable, if later) to the earliest redemption date of the instrument or to recognize changes in the redemption value immediately as they occur and adjust the carrying amount of the instrument to equal the redemption value at the end of each reporting period.

The Company has elected to recognize the changes immediately.

The accretion or remeasurement is treated as a deemed dividend (i.e., a reduction to retained earnings, or in absence of retained earnings, additional paid-in capital).

NOTE 4 – PRIVATE PLACEMENT

Simultaneously with the closing of the Initial Public Offering, the Company consummated a private placement of 254,375 Private Placement Units, at a price of $ 10.00 per Private Placement Unit.

Each Private Placement Unit consists of one Private Placement Share and one Private Placement Right.

Each Private Placement Right entitles the holder to receive one-tenth (1/10) of one ordinary share upon consummation of the initial business combination.

The Private Placement Units are identical to the Public Units sold in the Initial Public Offering except for certain registration rights and transfer restrictions.

NOTE 5 – RELATED PARTY TRANSACTIONS

Founder Shares

On March 8, 2024, the Company issued 1 founder share at par value of $ 0.0001 and surrendered such share on March 29, 2024.

On March 29, 2024, the Company authorized to issue an aggregate of 1,437,500 founder shares at par value of $ 0.0001 to the initial shareholder, including an aggregate of 187,500 ordinary shares subject to forfeiture by the sponsor to the extent that the underwriters’ over-allotment option is not exercised in full or in part, so that the initial shareholder will collectively own 20 % of the issued and outstanding shares after the Initial Public Offering (excluding the sale of the Private Units and assuming the initial shareholder does not purchase any Units in the Initial Public Offering) (see Note 6) for an aggregate purchase price of $ 25,000 .

On October 10, 2024, the underwriters exercised the over-allotment option in full, so those 187,500 founder shares are no longer subject to forfeiture.

Private Placement

Simultaneously

with the closing of the Initial Public Offering, the Company consummated a private placement of 254,375 Private Placement Units,

at a price of $ 10.00 per Private Placement Unit.

Each Private Placement Unit consists of one Private Placement Share and one Private

Placement Right.

Each Private Placement Right entitles the holder to receive one-tenth (1/10) of one ordinary share upon consummation

of the initial business combination.

Private Placement Units are identical to the Public Units sold in the Initial Public Offering except for certain registration rights

and transfer restrictions.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

5 – RELATED PARTY TRANSACTIONS

March 8, 2024, the Company issued 1 founder share at par value of $ 0.0001 and surrendered such share on March 29,

On March 29, 2024, the Company authorized to issue an aggregate of 1,437,500 founder shares at par value of $ 0.0001 to

the initial shareholder, including an aggregate of 187,500 ordinary shares subject to forfeiture by the sponsor to the extent

that the underwriters’ over-allotment option is not exercised in full or in part, so that the initial shareholder will collectively

own 20 % of the issued and outstanding shares after the Initial Public Offering (excluding the sale of the Private Units and

assuming the initial shareholder does not purchase any Units in the Initial Public Offering) (see Note 6) for an aggregate

purchase price of $ 25,000 .

On October 10, 2024, the underwriters exercised the over-allotment option in full, so those 187,500 founder

shares are no longer subject to forfeiture.

October 15, 2024, the Company consummated the sale of 254,375 Private Placement Units at a price of $ 10.00 per Private

Placement Unit in a private placement to the Sponsor, generating gross proceeds of $ 2,543,750 to the Company.

Note — Related Party

March 29, 2024, the Company issued an unsecured promissory note to the sponsor, pursuant to which the Company may borrow up to an aggregate

principal amount of $ 300,000 (the “Promissory Note”).

The Promissory Note is non-interest bearing and payable on the

earlier of (i) December 31, 2024, (ii) the consummation of the Initial Public Offering or (iii) the abandonment of the Initial Public

As of December

31, 2024, the Company fully repaid $ 249,831 to the Sponsor which are included in the amounts that will be due under the promissory note

in the principal amount of up to $ 300,000 issued to the Sponsor.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

6 – SHAREHOLDERS’ DEFICIT

Company is authorized to issue 500,000 ordinary shares, at par value of $ 0.0001 .

As of December 31, 2024, no Preference Shares were issued

and outstanding.

Company is authorized to issue 55,000,000 ordinary shares, at par value of $ 0.0001 .

Holders of the Company’s ordinary shares are

entitled to one vote for each share.

of December 31, 2024, there were 1,749,375 ordinary shares issued and outstanding and excluding 5,750,000 ordinary shares subject to

possible redemption.

holder of a right will receive one-tenth (1/10) ordinary share upon consummation of a Business Combination, even if the holder of such

right redeemed all shares held by it in connection with a Business Combination.

No fractional shares will be issued upon exchange of

No additional consideration will be required to be paid by a holder of rights in order to receive its additional shares upon

consummation of a Business Combination as the consideration related thereto has been included in the Unit purchase price paid for by

investors in the Initial Public Offering.

If the Company enters into a definitive agreement for a Business Combination in which the Company

will not be the surviving entity, the definitive agreement will provide for the holders of rights to receive the same per share consideration

the holders of the ordinary shares will receive in the transaction on an as-converted into ordinary share basis and each holder

of a right will be required to affirmatively convert its rights in order to receive 1/10 share underlying each right (without paying

additional consideration).

The shares issuable upon exchange of the rights will be freely tradable (except to the extent held by affiliates

of the Company).

7 – COMMITMENTS AND CONTINGENCIES

holders of the founder shares, Private Placement Units sold in a private placement (and their underlying securities) and any Units that

may be issued upon conversion of the working capital loans (and underlying securities) will be entitled to registration rights pursuant

to a registration rights agreement to be signed prior to or on the effective date of the Initial Public Offering requiring the Company

to register such securities for resale.

The holders of these securities are entitled to make up to three demands, excluding short form

demands, that the Company register such securities.

In addition, the holders have certain “piggy-back” registration rights

with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company

to register for resale such securities pursuant to Rule 415 under the Securities Act.

The Company will bear the expenses incurred in

connection with the filing of any such registration statements.

RISING DRAGON ACQUISITION

NOTES TO FINANCIAL STATEMENTS

Company granted the underwriters a 45 -day option to purchase up to 750,000 Units (over and above 5,000,000 Units referred to above) solely

to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions.

On October 15, 2024,

the underwriters fully exercised the over-allotment option to purchase 750,000 Public Units, generating gross proceeds to the Company

of $ 7,500,000 .

underwriters are entitled to a cash underwriting discount of 1.75 % of the gross proceeds of the Initial Public Offering, and the balance

of $ 1,868,750 will be paid upon the closing of the Business Combination.

Representative

The Company issued 57,500 representative shares to the underwriters

as part of the underwriting compensation.

The representative shares have been deemed compensation by FINRA and are therefore subject to

a lock-up for a period of 180 days immediately following the date of the commencement of sales in the IPO pursuant to FINRA

Rule 5110(e)(1).

Pursuant to FINRA Rule 5110(e)(1), these securities will not be the subject of any hedging, short sale, derivative,

put or call transaction that would result in the economic disposition of the securities by any person for a period of 180 days immediately

following the date of the commencement of sales in the IPO, nor may they be sold, transferred, assigned, pledged or hypothecated for a

period of 180 days immediately following the date of the commencement of sales in the IPO except to any underwriter and selected

dealer participating in the offering and their officers, partners, registered persons or affiliates.

8 – SUBSEQUENT EVENTS

Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the audited financial

statements were available to be issued.

Other than as described in these audited financial statements, the Company did not identify any

subsequent events that would have required adjustment or disclosure in the audited financial statements, other that as noted below.

January 27, 2025, the company, Xpand Boom Technology Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of RDAC (“Purchaser”),

Xpand Boom Solutions Inc., a Cayman Islands exempted company and a wholly-owned subsidiary of Purchaser (“Merger Sub,” together

with RDAC, Purchaser, the “Purchaser Parties”), HZJL Cayman Limited, a Cayman Islands exempted company (“HZJL”),

certain shareholder of HZJL (“Principal Shareholder”), and Mr.

Bin Xiong, as representative of the Principal Shareholder

of HZJL, entered into a Merger Agreement (the “Agreement”).

The aggregate consideration to be paid to HZJL shareholders for

the Acquisition Merger is $ 350 million, payable in newly issued Purchaser Ordinary Shares (the “Closing Payment Shares”),

valued at $ 10.00 per share.

On October 15, 2024, the Company consummated the sale of 254,375 Private Placement Units at a price of $ 10.00 per Private Placement Unit in a private placement to the Sponsor, generating gross proceeds of $ 2,543,750 to the Company.

Promissory Note — Related Party

On each of August 11, 2025 and November 16, 2025, the Company issued two unsecured promissory notes in an amount of $ 50,000 to the Sponsor, pursuant to which the Company may borrow up to an aggregate principal amount of $ 100,000 (the “Promissory Note”).

The notes are non-interest bearing and are payable on the earlier of the date on which the Company consummates an initial business combination.

As of December 31, 2025 and 2024, the balance of $ 100,000 and $ 0 were drawn down from the Promissory Note, respectively.

Due to Related Party

As of December 31, 2025 and 2024, the Company had a temporary advance of $ 204,969 and $ 0 from the Sponsor, respectively.

The balance is unsecured, interest-free and has no fixed terms of repayment.

NOTE 6 – SHAREHOLDERS’ DEFICIT

Preference shares

The Company is authorized to issue 500,000 ordinary shares, at par value of $ 0.0001 .

As of December 31, 2025 and 2024, no Preference Shares were issued and outstanding.

Ordinary shares

The Company is authorized to issue 55,000,000 ordinary shares, at par value of $ 0.0001 .

Holders of the Company’s ordinary shares are entitled to one vote for each share.

As of December 31, 2025 and 2024, there were 1,749,375 and 1,749,375 ordinary shares issued and outstanding and excluding 4,201,655 and 5,750,000 ordinary shares subject to possible redemption, respectively.

Each holder of a right will receive one-tenth (1/10) ordinary share upon consummation of a Business Combination, even if the holder of such right redeemed all shares held by it in connection with a Business Combination.

No fractional shares will be issued upon exchange of the rights.

No additional consideration will be required to be paid by a holder of rights in order to receive its additional shares upon consummation of a Business Combination as the consideration related thereto has been included in the Unit purchase price paid for by investors in the Initial Public Offering.

If the Company enters into a definitive agreement for a Business Combination in which the Company will not be the surviving entity, the definitive agreement will provide for the holders of rights to receive the same per share consideration the holders of the ordinary shares will receive in the transaction on an as-converted into ordinary share basis and each holder of a right will be required to affirmatively convert its rights in order to receive 1/10 share underlying each right (without paying additional consideration).

The shares issuable upon exchange of the rights will be freely tradable (except to the extent held by affiliates of the Company).

NOTE 7 – COMMITMENTS AND CONTINGENCIES

Registration Rights

The holders of the founder shares, Private Placement Units sold in a private placement (and their underlying securities) and any Units that may be issued upon conversion of the working capital loans (and underlying securities) will be entitled to registration rights pursuant to a registration rights agreement to be signed prior to or on the effective date of the Initial Public Offering requiring the Company to register such securities for resale.

The holders of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities.

In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act.

The Company will bear the expenses incurred in connection with the filing of any such registration statements.

Underwriting Agreement

The Company granted the underwriters a 45 -day option to purchase up to 750,000 Units (over and above 5,000,000 Units referred to above) solely to cover over-allotments at the Initial Public Offering price, less the underwriting discounts and commissions.

On October 15, 2024, the underwriters fully exercised the over-allotment option to purchase 750,000 Public Units, generating gross proceeds to the Company of $ 7,500,000 .

The underwriters are entitled to a cash underwriting discount of 1.75 % of the gross proceeds of the Initial Public Offering, and the balance of $ 1,868,750 will be paid upon the closing of the Business Combination.

Representative Shares

The Company issued 57,500 representative shares to the underwriters as part of the underwriting compensation.

The representative shares have been deemed compensation by FINRA and are therefore subject to a lock-up for a period of 180 days immediately following the date of the commencement of sales in the IPO pursuant to FINRA Rule 5110(e)(1).

Pursuant to FINRA Rule 5110(e)(1), these securities will not be the subject of any hedging, short sale, derivative, put or call transaction that would result in the economic disposition of the securities by any person for a period of 180 days immediately following the date of the commencement of sales in the IPO, nor may they be sold, transferred, assigned, pledged or hypothecated for a period of 180 days immediately following the date of the commencement of sales in the IPO except to any underwriter and selected dealer participating in the offering and their officers, partners, registered persons or affiliates.

NOTE 8 – SEGMENT INFORMATION

ASC Topic 280, Segment Reporting , establishes standards for companies to report in their consolidated financial statements information about operating segments, products, services, geographic areas, and major customers.

Operating segments are defined as components of an enterprise for which separate financial information is available that is regularly evaluated by the Company’s chief operating decision maker (“CODM”), or group, in deciding how to allocate resources and assess performance.

The Company’s CODM has been identified as the Chief Financial Officer , who reviews the operating results for the Company as a whole to make decisions about allocating resources and assessing financial performance.

Accordingly, management has determined that the Company only has one operating segment.

When evaluating the Company’s performance and making key decisions regarding resource allocation, the CODM reviews several key metrics, which includes formation and operating costs and interest earned on investments held in Trust Account which are included in the accompanying consolidated statements of income.

The key measures of segment profit or loss reviewed by the CODM are earned on investments held in Trust Account and formation and operating costs.

The CODM reviews earned on investments held in Trust Account to measure and monitor stockholder value and determine the most effective strategy of investment with the Trust Account funds while maintaining compliance with the trust agreement.

Formation and operating costs are reviewed and monitored by the CODM to manage and forecast cash to ensure enough capital is available to complete a business combination within the business combination period.

The CODM also reviews formation and operating costs to manage, maintain and enforce all contractual agreements to ensure costs are aligned with all agreements and budget.

NOTE 9 – SUBSEQUENT EVENTS

In accordance with ASC Topic 855, “ Subsequent Events ”, which establishes general standards of accounting for and disclosure of events that occur after the balance sheet date, the Company has evaluated all events or transactions that occurred after the balance sheet date through the date the unaudited financial statements were issued.

On January 14, 2026, the Company issued two unsecured promissory notes, each with a principal amount of $ 50,000 (the “Notes”), one to Sponsor, and one to SZG Limited, the designee of HZJL, pursuant to which such amount had been deposited into the Trust Account in order to extend the amount of available time to complete a business combination until February 15, 2026.

On February 5, 2026, the Company issued two unsecured promissory notes, each with a principal amount of $ 50,000 (the “Notes”), one to Sponsor, and one to SZG Limited, the designee of HZJL, pursuant to which such amount had been deposited into the Trust Account in order to extend the amount of available time to complete a business combination until March 15, 2026.

On March 15, 2026, the Company issued two unsecured promissory notes, each with a principal amount of $ 50,000 (the “Notes”), one to Sponsor, and one to SZG Limited, the designee of HZJL, pursuant to which such amount had been deposited into the Trust Account in order to extend the amount of available time to complete a business combination until April 15, 2026.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures