Pulling SEC filings + quote and writing the call…

RF Acquisition Corp II
Next earnings Jul 27, 2026
Pre-deal SPAC near trust value with a pending Nanyang Biologics merger — capped downside, but $11+ pays a premium for binary de-SPAC outcome.
Price $11.03 · current
RFAI is not an operating business — it is a Cayman blank-check SPAC whose entire 'fundamentals' are trust-account mechanics. The $3.37M of FY2025 net income is essentially interest earned on the trust, not earnings from operations; the real operating line is the -$1.26M operating loss (down 247% YoY) as the company burns cash chasing a deal. The -$4.59M stockholders' equity and -1.09x liabilities/equity are accounting artifacts of SPAC redeemable-share classification (public shares sit in temporary equity, outside the 8.34M share count), not insolvency. So standard valuation lenses (P/E, P/S, ROE) don't apply — what matters is trust value per public share, the pending merger, and the clock.
The filing tells the story that the numbers hide. On Oct 2, 2025 RFAI signed a Business Combination Agreement to merge into PubCo (NYB Holdings) and amalgamate with Nanyang Biologics, a Singapore biotech. Shareholders already voted (Nov 10, 2025) to extend the deadline up to nine one-month extensions to Aug 15, 2026, depositing just $0.03/share per extension — a thin top-up that signals the sponsor is scraping to keep the deal alive. Total assets fell 56% YoY to $52.7M and shares outstanding dropped 44%, both consistent with heavy redemptions at the extension meeting. Holding-company cash is nearly gone ($337K, -65%) with negative operating cash flow, so the company is dependent on the trust and sponsor support to reach close.
| Line item | FY24 | FY25 |
|---|---|---|
| Revenue | — | — |
| Gross profit | — | — |
| Operating income | -$362K | -$1.26M |
| Net income | $3.16M | $3.37M |
| Diluted EPS | — | — |
| Net margin | — | — |
Annual figures from SEC 10-K XBRL filings. Open the filing links below for full statement detail.
Computed from SEC XBRL annual figures + the current quote. EV and ROIC use long-term + current debt where filed; estimates, not investment advice.
Q1'26: still pre-merger, trust shrinking from redemptions, going-concern doubt persists
FY25: Nanyang deal pending, deadline extended to Aug'26; assets -56% on redemptions
Shareholders OK'd charter/trust amendments extending merger deadline to Aug 15, 2026
Q3'25 10-Q post-deal signing; trust interest drove net income, equity stays negative
Proxy to extend merger deadline to Aug'26 with $0.03/share monthly trust deposits
Signed Business Combination Agreement to merge with Singapore biotech Nanyang via PubCo
Q2'25: blank-check still hunting a target, costs accruing, going-concern flagged
Other-events disclosure (likely trust/extension update); no material change to deal status
Q1'25: no target yet, trust earning interest, no operations
Sources: SEC EDGAR (CIK 0002012807, latest 10-Q filed 2026-05-07) · analysis by claude-code · as of 6/30/2026, 12:11:57 PM.
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| 2024-05-23 | Ng Tse Meng CEO and Chairman | Exercise | 33.3K @ $10.00 | $333K |
| 2024-05-23 | Alfa 24 Ltd 10% owner | Exercise | 33.3K @ $10.00 | $333K |
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