10-Q: IX Acquisition Corp. Extends Merger Deadline to Oct 2026

IX Acquisition Corp. reports a net loss of $770,658 for Q3 2025, extends its business combination deadline to October 2026, and continues efforts to close its merger with AERKOMM Inc. amidst delisting from Nasdaq.

Summary

• The company reported a net loss of $770,658 for the three months ended September 30, 2025, and $1,044,686 for the nine months ended September 30, 2025.
• The business combination deadline has been extended to October 12, 2026, through a series of monthly extensions, approved by shareholders on October 10, 2025.
• In connection with the October 10, 2025, extraordinary general meeting, 909,330 shares were redeemed for approximately $11.2 million at $12.34 per share.
• The company was delisted from Nasdaq on June 6, 2025, and its securities now trade on the Pink Markets (OTC Market) under the symbols IXAQF and IXQWF.
• A merger agreement with AERKOMM Inc. was entered into on March 29, 2024, and has undergone multiple amendments.
• Simple Agreements for Future Equity (SAFE Agreements) totaling $8,997,200 have been secured as of the filing date, converting at $11.50 per share upon merger closing.
• The company had a working capital deficit of approximately $6.7 million as of September 30, 2025.
• Management has identified substantial doubt about the company's ability to continue as a going concern.
• A $9,998 underpayment for the October 10, 2025, share redemptions was identified and subsequently paid on December 10, 2025.

Sentiment

Score: 2

Explanation: The company faces significant challenges, including recurring net losses, a substantial working capital deficit, a 'going concern' warning, delisting from Nasdaq, and continuous shareholder redemptions. While efforts are ongoing to complete a merger and raise capital, the repeated delays and financial instability indicate a highly precarious situation.

Positives

• Successfully secured multiple extensions for the business combination deadline, now until October 12, 2026, providing more time to complete the merger.
• Continued progress on the merger agreement with AERKOMM Inc., including multiple amendments and securing additional SAFE agreements totaling $8,997,200.
• Cash held in the Trust Account increased from $18,949,539 at December 31, 2024, to $19,846,616 at September 30, 2025.
• Net cash provided by operating activities was approximately $419,000 for the nine months ended September 30, 2025, a significant improvement from net cash used of $1.2 million in the same period of 2024.
• Recognized a benefit from credit loss of $350,000 for the nine months ended September 30, 2025.

Negatives

• Reported a net loss of $770,658 for the three months ended September 30, 2025, an increase from $280,877 in the prior year period.
• The company was delisted from Nasdaq on June 6, 2025, and its securities now trade on the less liquid OTC Markets.
• Experienced continued significant shareholder redemptions, with 909,330 shares redeemed for approximately $11.2 million in October 2025.
• Maintains a working capital deficit of approximately $6.7 million as of September 30, 2025.
• Management has identified substantial doubt about the company's ability to continue as a going concern.
• Incurred a loss of $1,305,500 from the change in fair value of derivative warrant liabilities for the three months ended September 30, 2025.
• An underpayment of $0.011 per share for the October 10, 2025, redemptions, totaling $9,998, required a subsequent payment to investors.

Risks

• There is substantial doubt about the company's ability to continue as a going concern due to potential need for additional financing and the deadline for completing a business combination.
• The company may receive less interest on funds held in the Trust Account due to the liquidation of investments into an interest-bearing demand deposit account to mitigate Investment Company Act risk.
• The company could be deemed an investment company under the Investment Company Act, potentially forcing liquidation and rendering warrants worthless.
• Military or other conflicts (e.g., Ukraine, Middle East) may lead to increased market volatility or affect target companies, making a business combination more difficult.
• Compliance with new SEC SPAC Rules and Guidance may increase costs, time, and difficulty of completing a business combination, potentially leading to earlier liquidation.
• Warrants would expire worthless if the company liquidates without completing a business combination.
• The per share value of assets remaining for distribution might be less than the Initial Public Offering price per Unit ($10.00) in the event of liquidation.

Future Outlook

The company intends to use substantially all funds in the Trust Account to complete its initial business combination with AERKOMM Inc. Management plans to address the going concern uncertainty through this business combination. The company will continue to extend the business combination deadline monthly until October 12, 2026, if all extensions are exercised. AERKOMM had committed to filing its Form 10-K by July 21, 2025, closing SAFE Note Agreement No. 4 by July 31, 2025, filing its Q1 10-Q by July 21, 2025, and Q2 10-Q by August 15, 2025, as part of the Commercial Funding and Repayment Agreement. The company is evaluating the impact of the One Big Beautiful Bill Act (OBBA) but does not expect a significant impact on financial statements.

Management Comments

• "Management has determined that the liquidity condition and mandatory liquidation, should a Business Combination not occur, and potential subsequent dissolution of the Company raises substantial doubt about its ability to continue as a going concern for a period of time within one year after the date that the accompanying condensed consolidated financial statements are issued."
• "Management plans to address this uncertainty through the initial Business Combination as discussed above. There is no assurance that the Companys plans to consummate the initial Business Combination will be successful or successful within the Combination Period."
• "We will not be generating any operating revenues until the closing and completion of our initial business combination, at the earliest."
• "The board of directors furthermore confirmed their intention and policy to continue to extend the Deadline Date on a monthly basis, but will not announce every month. In the event that the board of directors elects not to extend, they will announce this change in policy."

Industry Context

The company operates as a Special Purpose Acquisition Company (SPAC), an industry segment that has recently faced increased regulatory scrutiny and market challenges. Its delisting from Nasdaq and subsequent trading on OTC Markets is indicative of the difficulties many SPACs encounter in completing business combinations within mandated timelines and maintaining listing standards. The repeated extensions of the business combination deadline and significant shareholder redemptions reflect broader investor skepticism and a tougher fundraising landscape within the SPAC market.

Comparison to Industry Standards

• The company's delisting from Nasdaq and subsequent move to OTC Markets represents a significant negative deviation from the standard for publicly traded companies, which typically aim for listing on major exchanges for liquidity and investor confidence.
• The repeated extensions of the business combination deadline, while common for SPACs struggling to find or close deals, indicate prolonged uncertainty compared to successful SPACs that complete mergers within initial timelines.
• The high redemption rates (e.g., $189 million in April 2023, $19.99 million in December 2023, $14.3 million in October 2024, $11.2 million in October 2025) are indicative of a lack of investor confidence in the proposed merger or the SPAC's ability to execute, often exceeding redemption rates seen in more favorable SPAC market conditions.
• The 'going concern' warning is a critical indicator of financial distress, which is a severe deviation from the financial health expected of a stable public company.

Management Changes

Corporate Governance

Legal Proceedings

• No litigation currently pending or contemplated against the company, its officers, or directors.

Related Party Transactions

• The Sponsor has committed to loan the company up to $1,400,000 for working capital. The company issued an Amended and Restated Extension Promissory Note to the Sponsor for up to $4,500,000, bearing no interest and convertible into warrants. As of September 30, 2025, $3,955,175 was drawn.
• The company covered certain expenses on behalf of its Sponsor, with $14,750 due from related party as of September 30, 2025.
• The Sponsor waived monthly administrative support fees of up to $10,000 for the three and nine months ended September 30, 2025 and 2024.
• On October 6, 2025, the company entered into a Returned Capital Agreement with the Sponsor and an Investor related to a Subscription Agreement dated October 1, 2021, for the return of certain capital.

Stakeholder Impact

• Shareholders face continued uncertainty regarding the business combination, significant dilution from redemptions, and the risk of warrants expiring worthless if the merger fails. Delisting from Nasdaq reduces liquidity and transparency.
• The Sponsor and Initial Shareholders continue to provide financial support through loans and extension payments, indicating ongoing commitment but also exposure to the company's risks, with their Founder Shares subject to lock-up restrictions and potential forfeiture.
• AERKOMM, the target company, relies on the merger to become a public entity, and prolonged delays and funding challenges could impact its strategic plans and access to capital.
• Investors in PIPE and SAFE Agreements have committed capital but face risks related to the merger's completion and the combined entity's future performance.
• Creditors may face increased risk due to the company's working capital deficit and 'going concern' warning, which could impact its ability to meet short-term obligations.
• Underwriters' deferred fees are contingent on the completion of a business combination, and a significant portion has been forfeited.

Next Steps

• Complete the business combination with AERKOMM Inc.
• Continue efforts to secure additional PIPE Investment and SAFE Agreements.
• Maintain monthly deposits into the Trust Account to extend the business combination deadline until October 12, 2026.
• Address the 'going concern' uncertainty through the business combination.
• File a registration statement with the SEC for the Class A ordinary shares issuable upon exercise of warrants.

Key Dates

Recommendation

The company is a SPAC that has failed to complete a business combination within its initial timeframe, leading to multiple extensions, significant shareholder redemptions, and ultimately delisting from Nasdaq to trade on the less liquid OTC Markets. It carries a 'going concern' warning, indicating substantial doubt about its ability to continue operations. While a merger agreement with AERKOMM Inc. is in place and capital is being sought through PIPE and SAFE agreements, the prolonged delays, financial instability (working capital deficit, recurring net losses), and the loss of a major exchange listing present severe risks. The warrants are likely to expire worthless if the business combination is not completed. Given the high uncertainty, poor financial health, and lack of a clear path to a stable operating business, the stock represents a high-risk investment with a strong likelihood of further value erosion.

Keywords

SPAC, IX Acquisition Corp., AERKOMM Inc., Business Combination, 10-Q, Quarterly Report, SEC Filing, Merger Agreement, Trust Account, Nasdaq Delisting, OTC Markets, Going Concern, SAFE Agreements, PIPE Investment, Warrants, Redemptions, Financial Results