Rising Dragon Acquisition Corp.
For the period ended Dec 31, 2024. Filed Mar 26, 2025.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Mar 26, 2025
RDAC$11.17-0.3%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
| (1) | Financial Statements: |
| Report of Independent Registered Public Accounting Firm (PCAOB ID 3686) | F-2 |
|---|---|
| Financial Statements | |
| Balance Sheets | F-3 |
| Statements of Operations | F-4 |
| Statements of Changes in Shareholders’ Deficit | F-5 |
| Statements of Cash Flows | F-6 |
| Notes to Financial Statements | F-6 to F-18 |
| (2) | Financial Statement Schedules: |
None.
| (3) | Exhibits |
We hereby file as part of this annual report the exhibits listed in the attached Exhibit Index. Exhibits which are incorporated herein by reference can be inspected and copied at the public reference facilities maintained by the SEC, 100 F Street, N.E., Room 1580, Washington, D.C. 20549. Copies of such material can also be obtained from the Public Reference Section of the SEC, 100 F Street, N.E., Washington, D.C. 20549, at prescribed rates or on the SEC website at www.sec.gov.
EXHIBIT INDEX
| Exhibit No. | Description |
| 1.1 | Underwriting Agreement (incorporated by reference to Exhibit 1.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 2.1 | Merger Agreement (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 27, 2025). |
| 3.1 | Amended and Restated Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 3.2 | Memorandum and Articles of Association (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 4.1 | Specimen Unit Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 4.2 | Specimen Ordinary Share Certificate (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 4.3 | Specimen Rights Certificate (incorporated by reference to Exhibit 4.3 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 4.4 | Rights Agreement, dated October 10, 2024, between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 4.5* | Description of Registrant’s Securities |
| 10.1 | Investment Management Trust Agreement, dated October 10, 2024, between the Company and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 10.2 | Letter Agreements, dated October 10, 2024, with Aurora Beacon LLC and each of the Company’s directors and officers (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 10.3 | Indemnity Agreements, dated October 10, 2024, with each of the Company’s directors and officers (incorporated by reference to Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 10.4 | Private Units Purchase Agreement, dated October 10, 2024, between the Company and the initial shareholders (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 10.5 | Registration Rights Agreement, dated October 10, 2024, among the Company, Aurora Beacon LLC, the representative and each of the Company’s directors and officers (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on October 15, 2024). |
| 10.6 | Subscription Agreement, dated March 29, 2024, between the Company and Aurora Beacon LLC (incorporated by reference to Exhibit 10.6 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 10.7 | Promissory Note issued to Aurora Beacon LLC (incorporated by reference to Exhibit 10.7 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 14 | Code of Ethics (incorporated by reference to Exhibit 14 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 19* | Insider Trading Policy. |
| 99.1 | Audit Committee Charter (incorporated by reference to Exhibit 99.1 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 99.2 | Compensation Committee Charter (incorporated by reference to Exhibit 99.2 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 99.3 | Nominating Committee Charter (incorporated by reference to Exhibit 99.3 to the Company’s Registration Statement on Form S-1 (No. 333-280026), as amended by Amendment No. 4 to such Registration Statement, filed with the SEC on September 24, 2024). |
| 31.1* | Certification of Chief Executive Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended. |
| 31.2* | Certification of Chief Financial Officer pursuant to Rule 13a-14 and Rule 15d-14(a), promulgated under the Securities and Exchange Act of 1934, as amended. |
| 32.1* | Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 32.2* | Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
| 97.1* | Clawback Policy. |
| 101.INS | Inline XBRL Instance Document |
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document |
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document |
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document |
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document |
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
| * | Filed herewith |
|---|
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