Hudson Acquisition I Corp. Reports Widening Losses, Zero Cash Balance

TL;DR

**HUDA is running on fumes; the Aiways deal is a make-or-break moment for this cash-strapped SPAC.**

AI Summary

Hudson Acquisition I Corp. (HUDA) reported a net loss of $77,858 for the three months ended June 30, 2025, a significant increase from the net loss of $26,127 for the same period in 2024. For the six months ended June 30, 2025, the net loss was $360,472, compared to a net loss of $108,631 in the prior year. The company's cash and cash equivalents decreased from $68,758 at December 31, 2024, to $0 at June 30, 2025. Marketable securities held in the Trust Account also declined to $1,093,891 from $1,122,381. Total liabilities increased to $7,533,574 as of June 30, 2025, from $7,281,614 at December 31, 2024, primarily due to an increase in accounts payable and accrued liabilities to $717,646 from $507,373, and convertible notes payable to a related party rising to $611,487 from $560,021. The company is actively pursuing a business combination with Aiways Automobile Europe GmbH, having executed a Business Combination Agreement on November 22, 2024. The company's ability to continue as a going concern is dependent on completing this combination or securing additional financing, as evidenced by its accumulated deficit of $7,306,080.

Why It Matters

Hudson Acquisition I Corp.'s deepening net losses and depleted cash reserves signal significant operational challenges and heighten the urgency for its proposed merger with Aiways Automobile Europe GmbH. For investors, the lack of cash and increasing liabilities, including a $611,487 convertible note from a related party, indicate a precarious financial position, making the successful completion of the de-SPAC transaction critical for any potential return. Employees and customers of Aiways, the target company, should monitor this closely as the SPAC's financial health directly impacts the viability and funding of the combined entity. The broader market for SPACs will view this as another example of the inherent risks and capital demands in the de-SPAC process, especially for those struggling to close deals.

Risk Assessment

Risk Level: high — The company's risk level is high due to a cash balance of $0 as of June 30, 2025, and an accumulated deficit of $7,306,080. Total liabilities of $7,533,574 significantly outweigh total assets of $1,149,167, indicating severe financial distress and a heavy reliance on the successful completion of its business combination or securing additional financing.

Analyst Insight

Investors should exercise extreme caution and consider divesting, as Hudson Acquisition I Corp. faces significant liquidity challenges with a $0 cash balance and a substantial accumulated deficit. The success of the Aiways Automobile Europe GmbH business combination is paramount, and any delays or failures could lead to further value erosion or liquidation.

Financial Highlights

debt To Equity

N/A

revenue

$0

operating Margin

N/A

total Assets

$1,149,167

total Debt

$7,533,574

net Income

$ (77,858)

eps

N/A

gross Margin

N/A

cash Position

$0

revenue Growth

N/A

Key Numbers

• $0 — Cash and cash equivalents (Decreased from $68,758 at December 31, 2024, indicating severe liquidity issues.)
• $77,858 — Net loss for Q2 2025 (Increased from $26,127 in Q2 2024, showing widening losses.)
• $360,472 — Net loss for H1 2025 (Increased from $108,631 in H1 2024, reflecting a deteriorating financial performance.)
• $7,306,080 — Accumulated deficit (Increased from $6,928,814 at December 31, 2024, highlighting significant historical losses.)
• $7,533,574 — Total liabilities (Increased from $7,281,614 at December 31, 2024, indicating growing financial obligations.)
• $611,487 — Convertible notes payable – related party (Increased from $560,021 at December 31, 2024, showing reliance on related party financing.)
• $1,093,891 — Marketable securities held in Trust Account (Decreased from $1,122,381 at December 31, 2024, reducing funds available for business combination.)
• 2,181,088 — Shares of common stock outstanding (As of June 30, 2025, representing the current equity base.)

Key Players & Entities

• Hudson Acquisition I Corp. (company) — Registrant and SPAC
• Aiways Automobile Europe GmbH (company) — Target company for business combination
• Hudson SPAC Holding LLC (company) — Company's sponsor
• Chardan Capital Markets, LLC (company) — Underwriter for Initial Public Offering
• Continental Stock Transfer & Trust Company (company) — Trustee for Trust Account
• Delaware (regulator) — State of incorporation
• SEC (regulator) — Securities and Exchange Commission
• The Nasdaq Stock Market LLC (regulator) — Exchange where securities are registered

FAQ

Risk Factors

• Deteriorating Liquidity and Going Concern Uncertainty [high — financial]: The company's cash and cash equivalents have fallen to $0 as of June 30, 2025, a stark decline from $68,758 at the end of 2024. This severe liquidity crunch, coupled with an accumulated deficit of $7,306,080, raises significant doubts about the company's ability to continue as a going concern. The company's survival is contingent upon the successful completion of its business combination with Aiways Automobile Europe GmbH or securing additional financing.
• Increasing Net Losses [high — financial]: Hudson Acquisition I Corp. reported a net loss of $77,858 for Q2 2025, a substantial increase from $26,127 in Q2 2024. For the first six months of 2025, the net loss widened to $360,472 from $108,631 in the prior year. This trend indicates deteriorating operational performance and increasing cash burn.
• Growing Liabilities and Related Party Debt [medium — financial]: Total liabilities have increased to $7,533,574 as of June 30, 2025, up from $7,281,614 at December 31, 2024. A significant portion of this increase is due to a rise in accounts payable and accrued liabilities to $717,646 and an increase in convertible notes payable to a related party to $611,487. This reliance on related party financing could pose future risks.
• Depletion of Trust Account Funds [medium — financial]: Marketable securities held in the Trust Account have decreased to $1,093,891 from $1,122,381. While these funds are earmarked for the business combination, their reduction, alongside the company's overall cash depletion, limits financial flexibility.
• Dependence on Business Combination Success [high — operational]: The company's entire strategy and existence are predicated on successfully completing a business combination. The execution of the Business Combination Agreement with Aiways Automobile Europe GmbH on November 22, 2024, is a critical step, but any failure to close this deal by the mandatory liquidation date would result in dissolution and return of funds to shareholders, with no ongoing operations.

Industry Context

Hudson Acquisition I Corp. operates within the Special Purpose Acquisition Company (SPAC) sector, a market that has seen significant evolution. While SPACs offer a faster route to public markets for target companies, they face intense scrutiny regarding deal quality, valuation, and post-combination performance. The current environment demands robust due diligence and a clear path to profitability for target businesses, especially in sectors like electric vehicles, where Aiways Automobile Europe GmbH operates, which is characterized by high capital requirements and intense competition.

Regulatory Implications

As a publicly traded entity, Hudson Acquisition I Corp. is subject to SEC regulations and reporting requirements. The company's financial condition, particularly its going concern status and reliance on the business combination, will be closely monitored by regulators. Any misrepresentation or failure to adhere to disclosure norms could lead to enforcement actions.

What Investors Should Do

1. Monitor the progress and outcome of the Aiways Automobile Europe GmbH business combination.
2. Assess the financial health and cash burn rate post-combination.
3. Evaluate the valuation and strategic rationale of the Aiways Automobile Europe GmbH acquisition.

Key Dates

• 2021-01-13: Company Incorporation — Marks the legal inception of Hudson Acquisition I Corp.
• 2022-10-18: Initial Public Offering (IPO) Consummation — Raised $60,000,000 in gross proceeds, establishing the capital base for the search for a business combination.
• 2024-11-22: Execution of Business Combination Agreement with Aiways Automobile Europe GmbH — Identified a target for its initial business combination, a critical step towards operationalizing the SPAC's purpose.
• 2025-06-30: End of Second Quarter Reporting Period — Period for which the current 10-Q financial statements are reported, highlighting significant cash depletion and increased losses.

Glossary

Trust Account

A segregated account holding the proceeds from the IPO, intended to be used for the business combination or returned to shareholders upon liquidation. (Contains the majority of the company's assets and is crucial for funding the business combination or redemptions.)

Business Combination

The merger, acquisition, or similar transaction that a Special Purpose Acquisition Company (SPAC) undertakes to combine with an operating business. (The sole purpose of Hudson Acquisition I Corp.; its completion or failure dictates the company's future.)

Accumulated Deficit

The total cumulative net losses of a company since its inception that have not been offset by profits. (Indicates the company has incurred significant losses, contributing to its going concern uncertainty.)

Going Concern

An accounting assumption that a company will continue to operate for the foreseeable future. (The company's ability to meet this assumption is in doubt due to its financial condition.)

Convertible Notes Payable – Related Party

Debt instruments that can be converted into equity, owed to an entity or individual connected to the company. (Shows reliance on financing from related parties, which increased in this period.)

Year-Over-Year Comparison

Compared to the prior year's filing (presumably for the period ending June 30, 2024), Hudson Acquisition I Corp. shows a significant deterioration in its financial standing. Net losses have widened considerably, with the Q2 2025 loss ($77,858) being three times larger than Q2 2024 ($26,127). The company's cash position has evaporated, moving from a positive balance to $0, while total liabilities have increased. The Trust Account balance has also seen a slight decrease. These trends highlight an accelerating cash burn and a more precarious financial situation, underscoring the urgency of completing the proposed business combination.

Key Financial Figures

• $0.0001 — 1,088 shares of common stock, par value $0.0001 per share of the registrant issued and

Filing Documents

• ea0261677-10q_hudson1.htm (10-Q) — 521KB
• ea026167701ex31-1_hudson1.htm (EX-31.1) — 11KB
• ea026167701ex31-2_hudson1.htm (EX-31.2) — 11KB
• ea026167701ex32-1_hudson1.htm (EX-32.1) — 4KB
• ea026167701ex32-2_hudson1.htm (EX-32.2) — 4KB
• 0001213900-25-100086.txt ( ) — 3873KB
• huda-20250630.xsd (EX-101.SCH) — 38KB
• huda-20250630_cal.xml (EX-101.CAL) — 26KB
• huda-20250630_def.xml (EX-101.DEF) — 183KB
• huda-20250630_lab.xml (EX-101.LAB) — 310KB
• huda-20250630_pre.xml (EX-101.PRE) — 194KB
• ea0261677-10q_hudson1_htm.xml (XML) — 402KB

SIGNATURES

SIGNATURES 33 i PART I - FINANCIAL INFORMATION

Financial

ITEM 1. Financial HUDSON ACQUISITION I CORP. CONDENSED BALANCE SHEETS June 30, 2025 December 31, 2024 (Unaudited) (Audited) ASSETS Current assets: Cash and cash equivalents $ - $ 68,758 Prepaid expenses and other current assets 5,000 6,200 Total current assets 5,000 74,958 Marketable securities held in Trust Account 1,093,891 1,122,381 Interest receivable in cash and marketable securities held in the Trust Account 3,741 4,217 Right-of-use assets, net 46,535 56,123 Total assets $ 1,149,167 $ 1,257,679 LIABILITIES AND STOCKHOLDERS' DEFICIT Current liabilities: Accounts payable and accrued liabilities $ 717,646 $ 507,373 Franchise tax payable 298,886 298,886 Income tax payable 931,000 943,000 Excise tax payable 719,176 719,176 Notes payable – bridge loan 1,500,000 1,491,312 Convertible notes payable – related party 611,487 560,021 Short-term lease liabilities 13,333 13,066 Total current liabilities 4,791,528 4,532,834 Deferred underwriting commissions 2,723,060 2,723,060 Long-term lease liabilities 18,986 25,720 Total liabilities 7,533,574 7,281,614 Commitments and Contingencies (Note 4) Common stock subject to possible redemption, 98,263 and 98,263 shares at redemption value of $ 9.38 and $ 9.21 per share as of June 30, 2025 and December 31, 2024, respectively 921,464 904,670 Stockholders' deficit: Common stock, par value $ 0.0001 , 200,000,000 shares authorized; 2,082,825 shares issued and outstanding as of June 30, 2025 and December 31, 2024, respectively 209 209 Accumulated deficit ( 7,306,080 ) ( 6,928,814 ) Total stockholders' deficit ( 7,305,871 ) ( 6,928,605 ) Total liabilities, redeemable common stock and stockholders' deficit $ 1,149,167 $ 1,257,679 The accompanying notes are an integral part of these unaudited financial statements. 1 HUDSON ACQUISITION I CORP. (UNAUDITED) For the Three Months Ended

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2025 NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS Hudson Acquisition I Corp. ("Hudson" or the "Company") was incorporated in the State of Delaware on January 13, 2021 . The Company's business purpose is to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the "Initial Business Combination"). The Company has selected December 31 as its fiscal year end. Throughout this report, the terms "our," "we," "us," and the "Company" refer to Hudson Acquisition I Corp. As of June 30, 2025, the Company had not commenced core operations. All activity for the period from January 13, 2021 (inception) through June 30, 2025 relates to the Company's formation and raising funds through the initial public offering ("Initial Public Offering"), which is described below, and efforts in identifying a target to consummate an Initial Business Combination. The Company will not generate any operating revenues until after the completion of an Initial Business Combination, at the earliest. The Company generates non-operating income in the form of interest income from the proceeds derived from the Initial Public Offering. The registration statement pursuant to which the Company registered its securities offered in the Initial Public Offering was declared effective on October 14, 2022. On October 18, 2022, the Company consummated its Initial Public Offering and sold 6,000,000 units (the "Units") at a price to the public of $ 10.00 per Unit, resulting in total gross proceeds of $ 60,000,000 (before underwriting discounts and commissions and offering expenses). Each Unit consists of one share of common stock of the Company, par value $ 0.0001 per share ("Common Stock") and one right to receive one-fifth (1/5) of a share of the Common Stock upon the consummation of an Initial Business Combination ("Right"). Simultaneously with the closing

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2025 NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS (cont.) Following the closing of the Initial Public Offering and Overallotment, an amount of $ 69,479,795 was placed in a Trust Account in the United States maintained by Continental Stock Transfer & Trust Company, as trustee. The funds held in the Trust Account were invested only in United States government Treasury bills, bonds or notes having a maturity of 185 days or less, or in money market funds meeting the applicable conditions under Rule 2a-7 promulgated under the Investment Company Act and that invest solely in U.S. treasuries, so that the Company is not deemed to be an investment company under the Investment Company Act. Except with respect to interest earned on the funds held in the Trust Account that may be released to the Company to pay for income or other tax obligations, the remaining proceeds will not be released from the Trust Account until the earlier of the completion of an Initial Business Combination or the Company's liquidation. The proceeds held in the Trust Account may be used as consideration to pay the sellers of a target business with which the Company will complete the Initial Business Combination to the extent not used to pay redeeming stockholders. Any amounts not paid as consideration to the sellers of the target business may be used to finance operations of the target business. No compensation of any kind (including finder's, consulting or other similar fees) will be paid to any of the Company's existing officers, directors, stockholders, or any of their affiliates, prior to, or for any services they render in order to effectuate, the consummation of the Initial Business Combination (regardless of the type of transaction that it is). However, such individuals will receive reimbursement for any out-of-pocket expenses incurred by them in connection with activities on the Company's behalf, such as identifying potential target bu

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2025 NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS (cont.) The Company will likely use substantially all of the net proceeds of the Initial Public Offering, including the funds held in the Trust Account, in connection with the Initial Business Combination and to pay expenses relating thereto, including the deferred underwriting discounts payable to the underwriters. To the extent that the Company's capital stock is used in whole or in part as consideration to effect the Initial Business Combination, the proceeds held in the Trust Account which are not used to consummate an Initial Business Combination will be disbursed to the combined company and will, along with any other net proceeds not expended, be used as working capital to finance the operations of the target business. Such working capital funds could be used in a variety of ways including continuing or expanding the target business' operations, for strategic acquisitions. On November 22, 2024, the Company executed the Business Combination Agreement with Aiways Automobile Europe GmbH, a German limited liability company engaged in the business of developing electric powered vehicles and vehicle ("Aiways"). Consistent with our strategy, we have identified and used general criteria and guidelines that we believe are important in evaluating the targets businesses, and we conducted a thorough due diligence review that encompassed, among other things, meetings with incumbent management and employees, document reviews and inspection of facilities, as applicable, as well as a review of financial and other information in related to the Aiways Automobile Combination. To the extent that the Company is unable to consummate an Initial Business Combination, the Company will pay the costs of liquidation from the remaining assets outside of the Trust Account. If such funds are insufficient, the Sponsor has agreed to pay the funds necessary to complete such liquidati

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2025 NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS (cont.) On July 17, 2023, the Company filed a certificate of amendment (the "Certificate of Amendment") to the Company's Second Amended and Restated Certificate of Incorporation (the "Certificate of Incorporation") with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond July 18, 2023 up to nine (9) times for an additional (1) month each time to April 18, 2024 upon the deposit into the Trust Account of $ 80,000 for each calendar month and (ii) eliminate the limitation that the Company may not redeem public shares to the extent that such redemption would result in the Company having net tangible assets (as determined in accordance with Rule 3a51-1(g)(1) of the Securities Exchange Act of 1934 of less than $ 5,000,001 . On April 17, 2024, the Company filed a Certificate of Amendment to the Company's Certificate of Incorporation with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to (i) give the Company the option to extend the date by which the Company must effect a Business Combination beyond April 18, 2024, up to nine (9) times for an additional (1) month each time to January 18, 2025, upon the deposit into the Trust Account of $ 25,000 for each calendar month and (ii) to remove the geographic limitations for a Business Combination., which requires the deletion of Section J of the Sixth Article in the Charter: "J. At no time, the Corporation shall undertake a Business Combination with any entity being based in or having the majority of its operations in China (including Hong Kong and Macau)." In connection with the vote to approve the Extension Amendment, the holders of 2,315,868 shares of Public Shares prope

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

NOTES TO FINANCIAL STATEMENTS (UNAUDITED) JUNE 30, 2025 NOTE 1 — NATURE OF THE ORGANIZATION AND BUSINESS (cont.) On October 15, 2025, the Company filed a Certificate of Amendment to the Company's Third Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware. The Certificate of Amendment amends the Certificate of Incorporation to give the Company the option to extend the date by which the Company must effect a Business Combination beyond October 18, 2025, up to nine (9) times for an additional (1) month each time to July 18, 2026, and will no longer require monthly deposits into the Tru

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