10-Q: IX Acquisition Corp. Q2 2025: Delisting, Merger Delays Persist

Sentiment:

Quarterly Report 23 December 2025 4:05 PM

IX Acquisition Corp. reports continued net losses, Nasdaq delisting, and further delays in its merger with AERKOMM Inc. for Q2 2025.

Delay expectedThe business combination deadline has been extended multiple times, from an initial April 12, 2023, to the current October 12, 2026.The Merger Agreement with AERKOMM Inc. has been amended three times (September 25, 2024, February 12, 2025, April 12, 2025) to adjust terms and the closing date.AERKOMM committed to specific filing deadlines (Form 10-K by July 21, 2025; Q1 10-Q by July 21, 2025; Q2 10-Q by August 15, 2025) and SAFE Note Agreement No. 4 closing by July 31, 2025, under the Commercial Funding and Repayment Agreement, indicating previous or potential delays in these areas.

Capital raiseThe company is obligated to enter into SAFE Agreements with investors for an aggregate of not less than $15,000,000, with reasonable best efforts to secure $5,000,000 within 20, 40, and 60 business days of the Merger Agreement date.As of the filing date, SAFE Agreements for an aggregate of $8,997,200 have been entered into.AERKOMM will exercise reasonable best efforts to obtain a PIPE Investment Amount of at least $65,000,000 (inclusive of SAFE Agreements) and a minimum of $45,000,000 minus SAFE Agreement amounts.Concurrently with the Merger Agreement, Subscription Agreements for a PIPE Investment of $35,000,000 at $11.50 per share were entered into.The Sponsor has committed to loan the company up to $1,400,000 for working capital, convertible into Private Placement Warrants.The Sponsor has provided an Amended and Restated Extension Promissory Note for up to $4.5 million for working capital expenses, with $4,435,175 drawn as of June 30, 2025.

Worse than expectedThe company was delisted from Nasdaq, moving to the less liquid Pink Markets, which is a significant negative event for a publicly traded entity.Continued significant redemptions of public shares have reduced the capital available in the Trust Account, indicating declining investor confidence.Management has identified substantial doubt about the company's ability to continue as a going concern, highlighting severe financial uncertainty.The business combination with AERKOMM Inc. has faced multiple delays and required several amendments to the merger agreement, suggesting ongoing difficulties in closing the deal.

Summary

Net loss for the three months ended June 30, 2025, was $516,153, a significant improvement from a net loss of $1,317,884 for the same period in 2024.
Net loss for the six months ended June 30, 2025, was $274,028, also a substantial improvement from a net loss of $2,039,626 for the six months ended June 30, 2024.
The company was delisted from Nasdaq on June 6, 2025, and its securities now trade on the Pink Markets (OTC Market) under symbols IXAQF and IXQWF.
The business combination deadline with AERKOMM Inc. has been extended multiple times, most recently to October 12, 2026, following shareholder approval on October 10, 2025.
Significant redemptions of Class A ordinary shares occurred: 18,336,279 shares (approximately $189 million) in April 2023, 1,235,698 shares (approximately $14.3 million) in October 2024, and 909,330 shares (approximately $11.2 million) in October 2025.
Total Simple Agreements for Future Equity (SAFE Agreements) for an aggregate of $8,997,200 have been entered into as of the filing date, with proceeds partially used for working capital and repayment of promissory notes.
The company had a working capital deficit of approximately $6.9 million as of June 30, 2025.
Management has identified substantial doubt about the company's ability to continue as a going concern.

Sentiment

Score: 2

Explanation: The company faces severe existential challenges, including Nasdaq delisting, a 'going concern' warning, repeated delays in its business combination, and substantial shareholder redemptions. While net losses decreased, the underlying operational and strategic issues are critical.

Positives

Net loss significantly decreased for both the three months ($516,153 vs. $1,317,884) and six months ($274,028 vs. $2,039,626) ended June 30, 2025, compared to the prior year periods.
A benefit from credit loss of $150,000 was recognized for the six months ended June 30, 2025.
Successfully secured additional SAFE Agreements totaling $8,997,200 as of the filing date, indicating continued investor interest in the AERKOMM merger.
Shareholders approved the Fourth Extension Amendment Proposal, extending the business combination deadline to October 12, 2026, providing more time to complete the merger.
Cash held in the Trust Account increased to $19,544,573 as of June 30, 2025, from $18,949,539 as of December 31, 2024.

Negatives

The company was delisted from Nasdaq on June 6, 2025, and its securities now trade on the less liquid Pink Markets (OTC Market).
Continued significant shareholder redemptions have reduced the Trust Account balance and outstanding public shares, including $189 million in April 2023, $14.3 million in October 2024, and $11.2 million in October 2025.
A working capital deficit of approximately $6.9 million as of June 30, 2025, indicates ongoing liquidity challenges.
Management has identified substantial doubt about the company's ability to continue as a going concern.
The business combination with AERKOMM Inc. has required multiple extensions and amendments, signaling difficulties in closing the deal.
An underpayment of redemption price by $0.011 per share for the October 10, 2025 redemption required a $9,998 payment to investors on December 10, 2025.
Deferred underwriting fees of $6,050,000 remain payable upon completion of a business combination, even after significant forfeiture agreements.
The company has not commenced any operations and generates only non-operating interest income.

Risks

Substantial doubt exists about the company's ability to continue as a going concern due to liquidity conditions and mandatory liquidation if a business combination is not consummated by October 12, 2026.
There is a risk of being deemed an investment company under the Investment Company Act, which could force liquidation and cause warrants to expire worthless.
The company receives less interest income on funds held in the Trust Account due to the liquidation of investments into an interest-bearing demand deposit account since November 13, 2023.
Military or other conflicts (e.g., Ukraine, Middle East) may lead to increased market volatility or affect potential target companies, making a business combination more difficult.
Compliance with new SEC SPAC Rules (effective July 1, 2024) and guidance may increase costs, time, and difficulty in completing a business combination, potentially leading to earlier liquidation.
Warrants would expire worthless if the company liquidates without completing a business combination.
The Sponsor's liability to indemnify the Trust Account for third-party claims is limited by waivers and certain indemnities.

Future Outlook

The company intends to use substantially all funds held in the Trust Account to complete its initial business combination with AERKOMM Inc. If the business combination is completed, remaining Trust Account proceeds will be used as working capital to finance the operations of the target business, make other acquisitions, and pursue growth strategies. The company expects to continue incurring significant costs in pursuit of its acquisition plans and management plans to address the going concern uncertainty through the initial business combination, which has a deadline of October 12, 2026.

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."
"There is no assurance that the Company's 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 is a Special Purpose Acquisition Company (SPAC), a vehicle commonly used for private companies to go public. The SPAC industry has faced increased regulatory scrutiny and market volatility, making business combinations more challenging. The company's delisting from Nasdaq reflects the difficulties faced by SPACs that fail to complete a business combination within their initial timeframe. The continuous extensions of the business combination deadline and high redemption rates are indicative of the broader challenges and cooling investor sentiment towards SPACs in the current market environment.

Comparison to Industry Standards

The company's delisting from Nasdaq and subsequent trading on the Pink Markets is a significant negative deviation from industry standards for publicly traded companies, as it reduces liquidity and investor visibility.
The repeated extensions of the business combination deadline and high redemption rates are common challenges for SPACs in the current market environment, where investor sentiment has cooled and regulatory hurdles have increased.
The ongoing net losses and 'going concern' warning are typical for SPACs prior to a business combination, as they are non-operating entities. However, the magnitude of the working capital deficit and reliance on sponsor loans highlight significant financial strain compared to more robust SPACs.

Management Changes

Role	Previous Person	New Person	Effective Date	Reason
Chief Executive Officer	Karen Bach	Noah Aptekar	October 9, 2024	Karen Bach resigned; Noah Aptekar (already CFO, COO, and director) appointed.
Independent Director, Chair of Audit Committee, Member of Compensation Committee	Andrew Bartley		September 23, 2024	Resignation.
Independent Director, Member of Audit Committee, Member of Compensation Committee	Teresa Barger		September 23, 2024	Resignation.
Independent Director, Chair of Audit Committee, Member of Compensation Committee		Eduardo Marini	October 9, 2024	Appointment following previous resignations.

Corporate Governance

Change Type	Description	Effective Date	Impact Assessment
Amendment to Amended and Restated Memorandum and Articles of Association	Eliminated the limitation that the company may not redeem Public Shares in an amount that would cause net tangible assets to be less than $5,000,001, and the limitation that the company shall not consummate a Business Combination unless it has net tangible assets of at least $5,000,001.	April 10, 2023	Removes financial thresholds for redemptions and business combination consummation, potentially allowing for more flexibility but also increasing risk of lower net tangible assets.
Amendment to Amended and Restated Memorandum and Articles of Association	Provided for the right of a holder of Class B ordinary shares to convert into Class A ordinary shares on a one-for-one basis at any time prior to the closing of a Business Combination at the election of the holder.	April 10, 2023	Increases flexibility for Class B shareholders (Sponsor) to convert shares, potentially impacting voting power dynamics and share structure prior to a merger.
Extension of Business Combination Period	Shareholders approved the Second Extension Amendment Proposal, granting the Board the right to extend the business combination deadline monthly up to ten times until October 12, 2024.	December 11, 2023	Provided additional time to complete a business combination, but also led to further shareholder redemptions and ongoing extension costs.
Extension of Business Combination Period	Shareholders approved the Third Extension Amendment Proposal, granting the Board the right to extend the business combination deadline monthly up to twelve times until October 12, 2025.	October 9, 2024	Further extended the deadline, incurring additional monthly contributions from the Sponsor and leading to more shareholder redemptions.
Extension of Business Combination Period	Shareholders approved the Fourth Extension Amendment Proposal, granting the Board the right to extend the business combination deadline monthly up to twelve times until October 12, 2026.	October 10, 2025	Provided the company with the maximum possible time to complete a business combination, but also resulted in further shareholder redemptions and ongoing extension costs.

Related Party Transactions

The Sponsor (IX Acquisition Sponsor, LLC) was issued 5,750,000 Class B ordinary shares for an aggregate of $25,000.
Anchor Investors purchased 1,747,879 Founder Shares from the Sponsor for $0.004 per share (aggregate $6,992).
An Administrative Support Agreement with the Sponsor provided for up to $10,000 per month for office space, secretarial, and administrative services, but these fees were waived for the three and six months ended June 30, 2025 and 2024.
The Sponsor committed to loan the Company an aggregate of up to $1,400,000 for working capital purposes (Committed Sponsor Loans), convertible into Private Placement Warrants.
The Sponsor has provided an Amended and Restated Extension Promissory Note (most recently amended to $4.5 million) for working capital advances, with $4,435,175 drawn as of June 30, 2025.
The Company covered $13,877 in expenses on behalf of its Sponsor, recorded as 'Due from related party'.
The Sponsor agreed to contribute monthly amounts to the Trust Account for extensions (initially $160,000, then $50,000, then $48,311, and most recently $28,042).
The Sponsor agreed to be liable to the Company for certain third-party claims that reduce the Trust Account below specified thresholds, with certain waivers and indemnities.
A Returned Capital Agreement was entered into with the Sponsor and an Investor related to a Subscription Agreement dated October 1, 2021, for the return of certain capital.

Stakeholder Impact

Shareholders (Public): Face significant dilution risk from warrant exercises and potential conversion of promissory notes. Have experienced substantial redemptions, reducing their stake and the Trust Account balance. Delisting from Nasdaq reduces liquidity and visibility. Risk of warrants expiring worthless if the business combination fails.
Shareholders (Sponsor/Initial): Have provided significant loans and contributions to extend the combination period. Their Founder Shares are subject to lock-up restrictions and voting agreements. They bear the primary risk of the SPAC failing to complete a business combination.
AERKOMM Inc. (Target): The merger is critical for AERKOMM to go public. Delays and funding challenges for IX Acquisition Corp. could impact AERKOMM's strategic plans and access to capital. AERKOMM is also raising capital via SAFE Agreements and is committed to certain filings.
Creditors: The company has a working capital deficit and relies on sponsor loans, indicating potential liquidity challenges. The 'going concern' warning highlights risks to creditors if the business combination is not completed.
Underwriters (Cantor, Odeon): Deferred underwriting fees of $6,050,000 are contingent on the business combination closing. Fee reduction agreements have been made, but the payment is still uncertain.

Next Steps

Complete the business combination with AERKOMM Inc. by October 12, 2026.
AERKOMM to file its Form 10-K with the SEC no later than July 21, 2025.
AERKOMM to file its first quarter Form 10-Q no later than July 21, 2025.
AERKOMM to close SAFE Note Agreement No. 4, in a principal amount not less than $1,500,000, no later than July 31, 2025.
AERKOMM to file its second quarter Form 10-Q no later than August 15, 2025.
Continue efforts to secure the remaining PIPE Investment and SAFE Agreements.
Repay outstanding Extension Promissory Notes to the Sponsor.
Register Class A ordinary shares issuable upon exercise of warrants with the SEC.

Key Dates

Date	Description
March 1, 2021	Company incorporated in the Cayman Islands.
September 16, 2021	Initial Registration Statement on Form S-1 filed with the SEC.
October 6, 2021	Registration Statement declared effective; Company entered into an administrative support agreement with the Sponsor.
October 12, 2021	Initial Public Offering consummated; $231,150,000 from net proceeds placed in the Trust Account.
January 15, 2022	Sponsor committed to loan the Company up to $1,400,000 for working capital purposes.
April 12, 2022	Subscription receivable of $19,982 from the Private Placement was paid.
April 10, 2023	Extraordinary general meeting where shareholders approved the Extension Proposal, Redemption Limitation Amendment Proposal, and Founder Share Amendment Proposal.
April 12, 2023	Initial deadline to consummate a Business Combination; Fee Reduction Agreement entered into.
April 13, 2023	Sponsor advanced $160,000 for the first Contribution; Original Extension Promissory Note issued to the Sponsor.
May 9, 2023	Board elected to extend the Extended Date to June 12, 2023; Sponsor converted all 4,002,121 Founder Shares to Class A ordinary shares.
May 12, 2023	Sponsor deposited $160,000 Contribution for the second extension.
June 9, 2023	Board elected to extend the Extended Date to July 12, 2023.
June 12, 2023	Sponsor deposited $160,000 Contribution for the third extension.
July 11, 2023	Board elected to extend the Extended Date to August 12, 2023.
July 12, 2023	Sponsor deposited $160,000 Contribution for the fourth extension.
August 9, 2023	Board elected to extend the Extended Date to September 12, 2023.
August 11, 2023	Sponsor deposited $160,000 Contribution for the fifth extension.
September 7, 2023	Board elected to extend the Deadline Date to October 12, 2023.
September 8, 2023	Amended and Restated Extension Promissory Note issued to the Sponsor (up to $2.5 million).
September 12, 2023	Sponsor deposited $160,000 Contribution for the ninth extension.
October 9, 2023	Received Nasdaq Total Shareholders Notice for non-compliance with the 400 total holders rule.
October 12, 2023	Board elected to extend the Combination Period to November 12, 2023; Filed Form 8-K regarding Nasdaq notice.
October 13, 2023	Sponsor deposited $160,000 Contribution for the seventh extension.
November 13, 2023	Board elected to extend the Combination Period to December 12, 2023; Sponsor deposited $160,000 Contribution for the eighth extension; Instructed Continental to liquidate Trust Account investments into a demand deposit account.
November 24, 2023	Provided plan to Nasdaq to regain compliance with listing rules.
December 11, 2023	Extraordinary general meeting where shareholders approved the Second Extension Amendment Proposal (extending to October 12, 2024).
December 12, 2023	Second Extension Amendment filed with the Cayman Islands Registrar; Company made a $50,000 deposit for the December extension.
January 12, 2024	Sponsor deposited $50,000 for the tenth extension.
January 18, 2024	Provided an update to Nasdaq on the compliance plan.
January 19, 2024	Board elected to extend the Deadline Date from January 12, 2024, to February 12, 2024.
February 12, 2024	Board elected to extend the Deadline Date to March 12, 2024.
February 17, 2024	Sponsor deposited $50,000 for the eleventh extension.
February 20, 2024	Updated Nasdaq on the compliance plan.
March 12, 2024	Sponsor deposited $50,000 for the twelfth extension.
March 15, 2024	AKOM Merger Sub, Inc. (wholly-owned subsidiary) was created.
March 29, 2024	Entered into a Merger Agreement with AERKOMM Inc. and Merger Sub.
April 4, 2024	Entered into Amended & Restated Fee Reduction Agreements with Cantor Fitzgerald & Co. and Odeon Capital Group LLC.
April 6, 2024	Deadline to demonstrate Nasdaq compliance.
April 12, 2024	Board elected to extend the Deadline Date to April 12, 2024.
April 18, 2024	Amended and restated convertible promissory note to the Sponsor (up to $3.5 million).
April 19, 2024	Sponsor deposited $50,000 for the thirteenth extension.
April 30, 2024	Received Nasdaq notice of non-compliance with the Minimum Total Holders Rule.
May 13, 2024	Sponsor deposited $50,000 for the fourteenth extension.
May 17, 2024	Sponsor deposited $50,000 for the fifteenth extension.
June 18, 2024	Nasdaq hearing held regarding the Minimum Total Holders Rule.
June 20, 2024	Sponsor deposited $50,000 for the sixteenth extension.
July 8, 2024	Canceled one SAFE Agreement that was entered into on May 13, 2024.
July 23, 2024	Sponsor deposited $50,000 for the seventeenth extension.
August 5, 2024	Nasdaq Panel granted the company's request for continued listing for the Minimum Total Holders Rule.
August 12, 2024	Entered into one new SAFE Agreement and amended another; total SAFE Agreements reached $2,585,200.
August 16, 2024	Sponsor deposited $50,000 for the eighteenth extension.
September 12, 2024	Combination Period extended to this date.
September 20, 2024	Amended and restated convertible promissory note to the Sponsor (up to $4.5 million); Sponsor deposited $50,000 for extension.
September 23, 2024	Karen Bach resigned as CEO; Andrew Bartley resigned as independent director; Teresa Barger resigned as independent director.
September 25, 2024	Entered into an amendment to the Merger Agreement.
September 29, 2024	Signed an engagement letter with Benchmark to serve as a non-exclusive PIPE placement agent.
October 7, 2024	Received Nasdaq notice of non-compliance with IM 5101-2 (failure to complete business combination within 36 months); Submitted initial listing application for de-SPAC.
October 9, 2024	Extraordinary general meeting approved the Third Extension Amendment Proposal (extending to October 12, 2025); Noah Aptekar appointed CEO; Eduardo Marini appointed Chair of Audit Committee.
October 11, 2024	Nasdaq provided a comment letter and required documentation for the de-SPAC application.
October 12, 2024	Company made a $48,311 deposit for the November extension. Trading in the company's securities was suspended.
October 14, 2024	Trading in the company's securities was suspended.
November 13, 2024	Company made a $48,311 deposit for the December extension.
November 26, 2024	Entered into a second amendment with Benchmark regarding sub-placement agents.
December 4, 2024	Entered into one new SAFE Agreement; total SAFE Agreements reached $4,997,200.
December 9, 2024	Entered into a Sub Placement Agreement with Yuanta Securities (Hong Kong) Company Limited.
December 10, 2024	Nasdaq hearing held regarding delisting; Received notice acknowledging withdrawal of appeal.
December 12, 2024	Trading in the company's securities was suspended at the open of trading. Company made a $48,311 deposit for the January extension.
January 17, 2025	Company made a $48,311 deposit for the February extension.
February 12, 2025	Entered into a second amendment to the Merger Agreement; Company made a $48,311 deposit for the March extension.
March 12, 2025	Company made a $48,311 deposit for the April extension.
April 12, 2025	Entered into a third amendment to the Merger Agreement.
May 13, 2025	Company made a $48,311 deposit for the May extension.
June 6, 2025	Filed Form 25 Notification of Delisting with the SEC; securities began quoting on the Pink Markets.
June 9, 2025	Entered into a new SAFE Agreement (SAFE Note Agreement No. 3).
June 12, 2025	AERKOMM wired $520,000 for working capital and $150,000 for partial repayment of payables. Company recorded $520,000 as working capital financing.
July 15, 2025	Entered into a Commercial Funding and Repayment Agreement with the Sponsor and AERKOMM.
July 21, 2025	AERKOMM committed to file its Form 10-K and first quarter Form 10-Q by this date.
July 23, 2025	Entered into a new SAFE Agreement (SAFE Note Agreement No. 4).
July 31, 2025	AERKOMM committed to close SAFE Note Agreement No. 4 (principal amount not less than $1,500,000) by this date.
August 8, 2025	Company made a $48,311 deposit for the August extension.
August 13, 2025	Company made a $48,311 deposit for the September extension.
August 15, 2025	AERKOMM committed to file its second quarter Form 10-Q by this date.
August 18, 2025	Company repaid $280,000 of its outstanding Extension Promissory Notes to the Sponsor.
September 5, 2025	Entered into a new SAFE Agreement (SAFE Note Agreement No. 4.2).
September 10, 2025	Company received $200,000 from AERKOMM and repaid the Sponsor.
September 15, 2025	Company made a $48,311 deposit for the October extension.
October 6, 2025	Entered into a Returned Capital Agreement with the Sponsor and an Investor.
October 10, 2025	Extraordinary general meeting approved the Fourth Extension Amendment Proposal (extending to October 12, 2026).
October 12, 2025	Combination Period extended to this date.
October 23, 2025	Entered into a new SAFE Agreement (SAFE Note Agreement No. 5).
November 4, 2025	Company made a $28,042 deposit for the November extension.
November 12, 2025	Combination Period extended to this date.
November 18, 2025	Company made a $28,042 deposit for the December extension.
November 26, 2025	Notified of a $0.011 per share underpayment for the October 10, 2025, redemption.
December 10, 2025	Company made a $9,998 payment for the redemption underpayment.
December 12, 2025	Combination Period extended to this date.
December 19, 2025	Company made a $28,042 deposit for the January 2026 extension.
January 12, 2026	Combination Period extended to this date.
October 12, 2026	Latest possible date to consummate a Business Combination if all extensions are exercised.

Recommendation

strong sell

The company is a SPAC facing severe existential challenges. It has been delisted from Nasdaq, now trades on less liquid OTC markets, and has a 'going concern' warning from management. Despite multiple extensions, the business combination with AERKOMM Inc. remains uncompleted and has seen numerous amendments, indicating significant hurdles. Public shareholders have consistently redeemed shares, reducing the Trust Account. The ongoing reliance on sponsor funding and the risk of warrants expiring worthless, coupled with regulatory uncertainties for SPACs, present an extremely high-risk profile with limited upside potential. The delisting alone is a major red flag for institutional investors.

Keywords

SPAC, Blank Check Company, Business Combination, AERKOMM Inc., 10-Q, SEC Filing, Merger Agreement, Trust Account, Nasdaq Delisting, Going Concern, Share Redemptions, SAFE Agreements, Warrants, Financial Results, Quarterly Report

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