The YHN Acquisition I Limited 10-Q report covers the period from January 1, 2026, to June 30, 2026. The company reported total assets of $[amount] and total liabilities of $[amount], resulting in a net loss of $[amount]. The company’s common stock and units were listed on the [exchange] on [date]. The company’s public offering of units, which included a private placement and an underwritten public offering, raised $[amount] in gross proceeds. The company incurred underwriting commissions and deferred underwriting commissions of $[amount] and $[amount], respectively. The company also incurred other offering costs of $[amount]. As of June 30, 2026, the company had [amount] in cash and cash equivalents and [amount] in accounts receivable. The company’s retained earnings as of June 30, 2026, were $[amount].
Overview
We are a blank check company incorporated in the British Virgin Islands in December 2023. Our purpose is to enter into a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities.
On September 19, 2024, we completed our initial public offering (IPO) of 6,000,000 units at $10 per unit, raising $60 million in gross proceeds. Simultaneously, we completed a private placement of 250,000 units at $10 per unit, raising an additional $2.5 million.
On April 3, 2025, we entered into a business combination agreement with Mingde Technology Limited, a Cayman Islands company. The agreement provides for a merger between our wholly-owned subsidiary and Mingde, with Mingde as the surviving entity and a wholly-owned subsidiary of the combined company. The total consideration for the acquisition is $326 million, plus up to an additional $70 million in earnout shares.
Results of Operations
For the six months ended June 30, 2026, we had net income of $210,439, which consisted of formation and operating costs, dividend income, and interest income. For the six months ended June 30, 2025, we had net income of $552,549.
For the three months ended June 30, 2026, we had net income of $114,872. For the three months ended June 30, 2025, we had a net loss of $24,750.
Liquidity and Capital Resources
As of June 30, 2026, we had $26,560 in cash. The majority of our funds are held in a trust account, which we intend to use to complete our initial business combination.
In September 2024, we completed our IPO, raising $60 million in gross proceeds, and a concurrent private placement, raising an additional $2.5 million. Transaction costs amounted to $2.84 million.
We have the ability to extend the deadline to complete our initial business combination from December 2025 to September 2026 by depositing an additional $150,000 into the trust account for each 3-month extension. As of June 2026, we have extended the deadline three times.
If we are unable to complete a business combination by September 2026, we will be required to liquidate. This raises substantial doubt about our ability to continue as a going concern.
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard
On April 17, 2026, we received notifications from Nasdaq that we are not in compliance with the minimum market value of publicly held shares (MVPHS) and minimum market value of listed securities (MVLS) requirements for continued listing on the Nasdaq Global Market. We have until October 14, 2026 to regain compliance with these requirements.
Additionally, on June 10, 2026, we received a notification that we are not in compliance with the minimum total holders requirement for continued listing on Nasdaq. We have 45 days to submit a plan to regain compliance.
We intend to monitor these listing requirements and consider options to regain compliance, which may include transferring to the Nasdaq Capital Market.
Contractual Obligations
Our key contractual obligations include:
Critical Accounting Policies
Key accounting policies include:
Overall, the company is focused on completing its initial business combination, but faces challenges in meeting Nasdaq’s continued listing requirements. Its ability to continue as a going concern is dependent on successfully completing a transaction by the September 2026 deadline.