Overview

Aimei Health is a newly incorporated blank check company in the Cayman Islands with the purpose of entering into a merger, share exchange, asset acquisition, share purchase, recapitalization, or reorganization with one or more businesses or entities. The company is not limited to any particular industry or geographic region in its search for a prospective target business.

Proposed United Hydrogen Business Combination

On June 19, 2024, Aimei Health entered into a Business Combination Agreement to merge with United Hydrogen, Pubco, the First Merger Sub, the Second Merger Sub, and the Sponsor. The agreement can be terminated under certain customary circumstances, such as mutual consent, failure to obtain shareholder approvals, or material breaches that cannot be cured.

Results of Operations

Aimei Health has not engaged in any operations or generated any revenue to date. Its activities have been limited to organizational tasks, preparing for and conducting the IPO, and identifying and evaluating potential target companies for a business combination. The company has generated non-operating income in the form of interest on cash and investments held in the Trust Account.

For the year ended December 31, 2024, Aimei Health had a net income of $2,552,215, consisting of $3,617,001 in interest income offset by $1,064,786 in formation and operational costs. For the period from April 27, 2023 (inception) to December 31, 2023, the company had a net income of $171,389, with $199,848 in interest income and $28,459 in costs.

Liquidity and Capital Resources

As of December 31, 2024, Aimei Health had $28,208 in its operating bank account, $73,784,549 in the Trust Account, and a working capital deficit of approximately $786,610. Prior to the IPO, the company’s liquidity needs were met through a $25,000 payment from the Sponsor and a $210,151 unsecured promissory note, which has been repaid.

After the IPO, the company’s liquidity has been satisfied through the net proceeds from the IPO and Private Placement, which are held outside the Trust Account. Aimei Health may need to obtain additional financing to complete a business combination or if it is obligated to redeem a significant number of public shares.

Going Concern Consideration

Management has determined that if Aimei Health is unable to consummate a business combination within the prescribed time frame, the requirement to cease operations, redeem the public shares, and liquidate raises substantial doubt about the company’s ability to continue as a going concern. The financial statements do not include any adjustments that may result from this uncertainty.

Off-Balance Sheet Financing Arrangements

Aimei Health does not have any off-balance sheet financing arrangements, special purpose entities, or other commitments as of December 31, 2024.

Contractual Obligations

The company does not have any long-term debt, capital lease obligations, operating lease obligations, or long-term liabilities. The only contractual obligation is a 1% deferred fee owed to the underwriter upon the closing of a business combination, which will be paid from the Trust Account.

Critical Accounting Policies

As of December 31, 2024, there were no critical accounting policies or estimates.

Recent Accounting Standards

In November 2023, the Financial Accounting Standards Board issued ASU 2023-07, which requires additional segment reporting disclosures for public entities. This standard will be effective for Aimei Health’s fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024.