The report presents the financial statements of RFAIU for the first quarter of 2025, covering the period from January 1, 2025, to March 31, 2025. The company reported a net loss of [amount] and a total revenue of [amount]. The balance sheet shows total assets of [amount], total liabilities of [amount], and total equity of [amount]. The company’s common stock and additional paid-in capital increased by [amount] and [amount], respectively, during the quarter. The report also highlights the company’s subscription receivable, which decreased by [amount] during the quarter. Additionally, the report notes the company’s private placement and initial public offering (IPO) activities, including the exercise of the over-allotment option and the redemption of redeemable ordinary shares.
Overview
We are a blank check company formed in February 2024 for the purpose of merging with or acquiring a business, particularly in the deep technology sector in Asia. We have not yet engaged in any operations or generated any revenue, and our only activities so far have been organizational and preparing for our initial public offering (IPO). We expect to continue incurring significant costs as we search for a suitable business combination target, but we cannot guarantee that we will be successful in completing a deal.
Results of Operations
For the three months ended March 31, 2025, we reported net income of $1,020,970, which consisted of $1,234,208 in interest earned on the cash held in our trust account, partially offset by $213,238 in operational costs. For the period from our inception on February 5, 2024 through March 31, 2024, we had a net loss of $60,420 from formation and operating costs.
Liquidity and Capital Resources
We completed our IPO on May 21, 2024, raising $100 million by selling 10 million units at $10 per unit. We also sold 400,000 private placement units to our sponsor and the IPO underwriters for $4 million. When the underwriters exercised their over-allotment option in full on May 23, 2024, we raised an additional $15 million from the sale of 1.5 million units.
After transaction costs, we placed a total of $115.6 million ($10.05 per unit) into a trust account. As of March 31, 2025, the trust account held $120.3 million. We intend to use these funds to complete a business combination.
We had $812,338 in cash outside the trust account as of March 31, 2025, which we plan to use for identifying and evaluating potential targets, due diligence, and other transaction costs. If needed, our sponsor or officers and directors may loan us additional funds, which we would repay after completing a business combination.
However, we may not have enough funds to operate our business prior to a business combination if our estimates of the costs are lower than actual. We could also become obligated to redeem a significant number of our public shares, requiring additional financing that may not be available on acceptable terms, if at all. If we are unable to complete a business combination within the required timeframe, we would have to liquidate.
Off-Balance Sheet Arrangements and Contractual Obligations
We have no off-balance sheet arrangements. Our only material contractual obligation is an agreement to pay our sponsor or an affiliate $10,000 per month for office space, utilities, and administrative support until we complete a business combination or liquidate.
We have also engaged an advisor, EBC, to assist with our business combination process. EBC will receive a fee equal to 3.5% of the IPO proceeds (totaling $4,025,000) upon the closing of the business combination. EBC may also receive an additional 1% fee if they introduce us to the target business.
Critical Accounting Estimates
As of March 31, 2025, we did not have any critical accounting estimates to report.