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HCC Healthcare Signs Business Combination Agreement with RF Acquisition Corp III to Pursue Nasdaq Listing

(Positive)
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HCC Healthcare signed a Business Combination Agreement with RF Acquisition Corp III (Nasdaq: RFAM), under which HCC Healthcare is expected to list on Nasdaq as a publicly traded company.

The deal implies a pre-transaction equity value of about US$500 million and targets closing in Q4 2026, subject to shareholder and regulatory approvals.

On a pro forma basis, the Group’s Taiwan-focused integrated care network is expected to include over 120 long-term care facilities, more than 9,000 beds, and case management for over 7,000 individuals.

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Positive

  • Business combination with RF Acquisition Corp III targeting Nasdaq listing for HCC Healthcare
  • Pre-transaction equity value of approximately US$500 million for HCC Healthcare
  • Pro forma network exceeding 120 long-term care facilities and over 9,000 beds
  • Case management services for more than 7,000 individuals in Northern Taiwan
  • Planned use of proceeds to consolidate and integrate the Group into a unified platform
  • Defined growth roadmap including AI decision-support platform and expansion into Japan

Negative

  • Transaction closing contingent on RF Acquisition shareholder approval and SEC Form F-4 effectiveness
  • Closing expected in Q4 2026, leaving a multi-quarter period before potential access to public capital

News Market Reaction – RFAM

-0.20%
-0.20% Session close to close

In the Jul 10 session, RFAM declined 0.20%, reflecting a mild negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The signed business combination sets a US$500 million equity value for HCC Healthcare against RF Acq...
Analysis

The signed business combination sets a US$500 million equity value for HCC Healthcare against RF Acquisition III’s substantial trust balance and low short interest. With no prior deal history for this SPAC, execution and closing conditions remain the key variables to monitor.

Key Figures

Pre-transaction equity value: US$500 million Long-term care facilities: more than 120 facilities Total beds: over 9,000 beds +3 more
6 metrics
Pre-transaction equity value US$500 million HCC Healthcare valuation in BCA
Long-term care facilities more than 120 facilities Pro forma combined network in Taiwan
Total beds over 9,000 beds Pro forma combined network capacity
Largest institution beds more than 1,300 beds Single caregiving institution in network
Case management population more than 7,000 individuals Community- and home-based services in Northern Taiwan
Expected closing period fourth quarter of 2026 Anticipated closing of business combination

Key Terms

business combination agreement, special purpose acquisition company, registration statement on form f-4, regenerative medicine
4 terms
business combination agreement financial
"announced that it has signed a Business Combination Agreement"
A business combination agreement is a detailed contract that lays out the terms for two companies to join together—covering price, how ownership will be split, the steps needed to close the deal, and what each side promises to do or avoid before closing. For investors it matters because the agreement determines potential changes in value, control, timing, and risk exposure—think of it like the playbook for a merger that shows who wins, who pays, and what could still derail the plan.
special purpose acquisition company financial
"RF Acquisition Corp III ... a publicly traded special purpose acquisition company"
A special purpose acquisition company (SPAC) is a company formed with the sole purpose of raising money through a public offering to buy or merge with an existing private business. It acts like a vehicle that allows private companies to go public more quickly and with less complexity. For investors, it offers an opportunity to invest early in a potential acquisition, though it also carries risks if the intended deal doesn’t materialize.
registration statement on form f-4 regulatory
"the effectiveness of the Registration Statement on Form F-4"
A registration statement on Form F-4 is a regulatory filing used when a foreign company offers or issues securities in connection with a merger, acquisition, exchange offer or similar transaction that involves U.S. securities law. It gathers the deal terms, financial statements, management background and risk factors into one disclosure package so investors can evaluate the transaction — like an ingredient list and instruction manual investors read before deciding to buy or vote on the new or exchanged shares.
regenerative medicine medical
"Japan’s advanced regulatory framework for regenerative medicine"
A field of medical treatments that aims to repair, replace or regenerate damaged tissues and organs using approaches such as cell or gene therapies, engineered tissues, and biologically active materials. It matters to investors because successful regenerative therapies can create entirely new, high-value markets and replace chronic treatments, offering large potential returns but also long development timelines, heavy regulation and high technical risk—like betting on a promising new technology that could either revolutionize care or fail in trials.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Transaction expected to provide HCC Healthcare with access to public capital markets to accelerate growth in integrated medical and long-term care services across Asia

SINGAPORE, July 09, 2026 (GLOBE NEWSWIRE) -- HCC Healthcare Pte. Ltd. (“HCC Healthcare” or the “Company”), a private company limited by shares incorporated in Singapore, today announced that it has signed a Business Combination Agreement (the “BCA”) with RF Acquisition Corp III (Nasdaq: RFAM) (“RF Acquisition”), a publicly traded special purpose acquisition company. Upon the closing of the proposed business combination, HCC Healthcare is expected to become a publicly traded company, with its securities listed on the Nasdaq Stock Market.

HCC Healthcare operates through its consolidated operating subsidiaries in Taiwan. On a pro forma basis, HCC Healthcare and its network of affiliated and allied care providers (together, the “Group”) will bring together an integrated care network of affiliated and allied hospitals, clinics, pharmacies, and long-term care institutions, to form one of the largest platforms for integrated medical and long-term care services in Taiwan. Across this network, the Group will provide medical transportation, medical consumables procurement, medical and long-term care education, and medical information and consulting services. On a pro forma combined basis, the network is expected to encompass more than 120 long-term care facilities and over 9,000 beds, including one of the largest caregiving institutions in Taiwan, with more than 1,300 beds, under a distinctive “hospital-within-an-eldercare-institution” ecosystem model. The Group also intends to advance Taiwan’s national long-term care agenda through community- and home-based services, including case management for more than 7,000 individuals, with operations concentrated in Northern Taiwan, a region representing approximately one-third of the country’s population. Following the closing of the proposed business combination, HCC Healthcare intends to use the proceeds to accelerate the consolidation and integration of the Group into a unified platform, with the goal of expanding service capacity, improving care coordination, and extending the Group's reach.

Taiwan, Japan, and many other Asian economies are undergoing a rapid demographic transformation toward super-aged societies, a shift that the Company believes is generating substantial and growing demand for coordinated, comprehensive healthcare and long-term care solutions. HCC Healthcare is well positioned to meet this demand through its “one-stop” integrated care model, which is designed to bring together medical care, long-term care, caregiver support, rehabilitation, hemodialysis, pharmaceutical, infection-control, nutritional, and social-work services within a single coordinated framework.

The Group’s strategic growth roadmap is built on four priorities: (i) deploying a proprietary AI platform that integrates spatial intelligence, causal inference, and multimodal clinical data to strengthen decision support and operational performance across the affiliated care network; (ii) expanding into the Japanese market, leveraging the Group’s existing operational infrastructure and Japan’s advanced regulatory framework for regenerative medicine; (iii) developing cross-sector partnerships with fitness and wellness operators to create integrated care pathways spanning preventive health, chronic disease management, and rehabilitation; and (iv) accelerating investment in precision and regenerative medicine, including AI-driven biomarker profiling, to pursue personalized care delivery across the region.

“Signing this agreement is an important milestone in HCC Healthcare’s journey,” said Jack Hsiao, Chief Executive Officer of HCC Healthcare. “As Asia enters a super-aged era, we believe an integrated, technology-enabled model of medical and long-term care is essential. We further believe that a Nasdaq listing would give us the platform and resources to scale that model, first in Taiwan and Japan, and ultimately across the region, while creating long-term value for patients, partners, and shareholders.”

“We are excited to partner with HCC Healthcare and support their vision for integrated medical and long-term care in Asia,” said Tse Meng Ng, Chief Executive Officer of RF Acquisition. “This business combination agreement represents what we believe is a significant step forward in bringing HCC Healthcare’s innovative care model to the public markets, and we look forward to working together to help create value for patients, communities, and our shareholders alike.”

The BCA reflects a pre-transaction equity value of HCC Healthcare of approximately US$500 million. The transaction is expected to close in the fourth quarter of 2026, subject to the approval of RF Acquisition’s shareholders, the effectiveness of the Registration Statement on Form F-4 (the “Form F-4”) to be filed with the U.S. Securities and Exchange Commission (the “SEC”), and the satisfaction of other customary closing conditions.

Bedrock Investment Private Limited is acting as strategic consultant to HCC Healthcare. EarlyBirdCapital, Inc. is acting as financial advisor to RF Acquisition. K&L Gates LLP is acting as U.S. legal counsel to HCC Healthcare, and PricewaterhouseCoopers Legal is acting as HCC Healthcare’s Taiwan legal counsel. Winston Taylor LLP is acting as U.S. legal counsel to RF Acquisition.

About HCC Healthcare

HCC Healthcare Pte. Ltd., through its consolidated operating subsidiaries in Taiwan, and on a pro forma basis giving effect to its network of affiliated and allied care providers, forms one of the largest integrated platforms for medical and long-term care services in Taiwan, spanning hospitals, clinics, pharmacies, rehabilitation, hemodialysis, caregiver support, and community- and home-based care. Through its “one-stop” integrated care model and “hospital-within-an-eldercare-institution” ecosystem, the Group encompasses, on a pro forma combined basis, more than 120 long-term care facilities and over 9,000 beds, and is pursuing growth in AI-enabled care, the Japanese market, wellness partnerships, and precision and regenerative medicine. For more information, visit www.hcchealthcaregroup.com.

Note Regarding Certain Operational Information

Certain operational information in this press release, including the number of long-term care facilities, beds, and individuals under case management, is presented on a combined or pro forma basis giving effect to the Group’s affiliated and allied care network, which includes providers that are not wholly owned or consolidated subsidiaries of HCC Healthcare. Such information is unaudited, is presented for illustrative purposes only, and does not purport to represent the actual consolidated operations or financial position of HCC Healthcare as of any date or for any period. The Company’s plans to consolidate or integrate additional operations within this network are subject to a number of conditions and approvals and may not be completed as described or at all.

Forward-Looking Statements

This press release contains certain “forward-looking statements” within the meaning of the Securities Act of 1933, as amended, and section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the proposed business combination and related transactions, the expected timing and benefits of the transaction, anticipated valuation, the presentation of pro forma and combined operational information, the Company’s plans to consolidate or integrate operations within its affiliated care network, and the Group’s strategy, market opportunity, and future operations and performance. Forward-looking statements may be identified by words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “pro forma,” “will,” “may,” “would,” “intends to,” “is designed to,” and similar expressions. You should not place undue reliance on these forward-looking statements. These statements are based on current expectations and assumptions as of the date of this press release and are subject to known and unknown risks and uncertainties, and other factors, many of which are beyond the control of HCC Healthcare and RF Acquisition, that could cause actual results to differ materially, including, among others: the risk that the transaction may not be completed on the anticipated timeline or at all; the failure to obtain required shareholder approvals or to satisfy other closing conditions; the amount of redemptions by RF Acquisition’s public shareholders; the effectiveness of the Form F-4; changes in applicable laws or regulations in Taiwan, Japan, Singapore, or the United States; the Company’s ability to consolidate or integrate operations within its affiliated care network; the Group’s ability to execute its growth strategy and integrate new businesses; risks associated with AI technology development and deployment, including the ability to develop, implement, and scale proprietary AI platforms; regulatory risks in Taiwan, Japan and other jurisdictions related to regenerative medicine and healthcare services; risks related to partnership strategies, including the ability to identify, negotiate, and maintain strategic partnerships; competitive and scientific risks in precision and regenerative medicine, including rapid technological change and evolving industry standards; geopolitical risks, including risks arising from regional political instability or cross-strait tensions that may adversely affect the Company's operations in Taiwan or its planned expansion into other Asian markets; risks related to currency exchange rate fluctuations, including with respect to the New Taiwan Dollar, the Japanese Yen, and other currencies, relative to the U.S. Dollar, which may affect the Company's results of operations and financial condition; risks associated with integrating fragmented or affiliated care provider networks, including the ability to achieve anticipated operational and financial synergies; and other risks to be detailed in the Form F-4 and other filings with the SEC. Neither HCC Healthcare nor RF Acquisition undertakes any obligation to update any forward-looking statement, except as required by law.

Additional Information and Where to Find It

In connection with the proposed transaction, the Form F-4 (which will include a preliminary proxy statement/prospectus of RF Acquisition) is expected to be filed with the SEC. After the Form F-4 is declared effective, a definitive proxy statement/prospectus will be mailed to RF Acquisition’s shareholders as of the record date established for voting on the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE FORM F-4, THE PROXY STATEMENT/PROSPECTUS, AND ALL OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS AND SUPPLEMENTS THERETO, CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT HCC HEALTHCARE, RF ACQUISITION, AND THE PROPOSED TRANSACTION. The Form F-4, including the proxy statement/prospectus, and other relevant documents (when they become available) may be obtained free of charge at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain copies of the documents filed with the SEC, free of charge, by directing a request to: RF Acquisition Corp III, 1345 Avenue of the Americas, 33rd Floor, New York, NY 10105, Attention: Investor Relations, or by email at info@rfacquisitioncorp.com, or to: HCC Healthcare Pte. Ltd., at the contact information set forth below.

Participants in the Solicitation

HCC Healthcare, RF Acquisition, and their respective directors and executive officers may be deemed participants in the solicitation of proxies in connection with the proposed transaction. Information regarding such participants and their interests in the proposed transaction will be set forth in the Form F-4, including the proxy statement/prospectus, when filed with the SEC. Additional information regarding the directors and executive officers of RF Acquisition is contained in RF Acquisition’s Registration Statement on Form S-1, as amended (Registration No. 333-290947), which was filed with the SEC. Additional information regarding HCC Healthcare and its directors and executive officers will be included in the Form F-4 when it is filed with the SEC. These documents are (or will be) available free of charge at the SEC’s website at www.sec.gov or by directing a request to the contact information set forth above.

No Offer or Solicitation

This press release is for informational purposes only and does not constitute an offer to sell or buy, or the solicitation of an offer to sell or buy, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Contacts

HCC Healthcare
Jack Hsiao · jack.hsiao@hcchealthcaregroup.com · +886-2-2953-5583

RF Acquisition
Tse Meng Ng · tsemeng.ng@ruifengwealth.com · +65 69040766


FAQ

What is the HCC Healthcare and RF Acquisition Corp III (Nasdaq: RFAM) business combination?

HCC Healthcare and RF Acquisition Corp III (Nasdaq: RFAM) signed a Business Combination Agreement to pursue a Nasdaq listing. According to HCC Healthcare, the transaction is expected to make HCC a publicly traded company and provide access to public capital for integrated care expansion.

What equity value does the RF Acquisition (RFAM) deal assign to HCC Healthcare?

The Business Combination Agreement reflects a pre-transaction equity value of approximately US$500 million for HCC Healthcare. According to HCC Healthcare, this valuation underpins plans to scale its integrated medical and long-term care platform across Taiwan and, over time, more of Asia.

When is the HCC Healthcare and RF Acquisition (RFAM) merger expected to close?

The business combination between HCC Healthcare and RF Acquisition is expected to close in the fourth quarter of 2026. According to HCC Healthcare, completion depends on RF Acquisition shareholder approval, SEC effectiveness of the Form F-4, and other customary closing conditions.

How large is HCC Healthcare’s integrated care network before its planned RFAM Nasdaq listing?

On a pro forma combined basis, HCC Healthcare’s network is expected to include over 120 long-term care facilities and more than 9,000 beds. According to HCC Healthcare, the Group also manages cases for more than 7,000 individuals, mainly in Northern Taiwan.

How will HCC Healthcare use proceeds from the RF Acquisition (RFAM) transaction?

HCC Healthcare plans to use transaction proceeds to accelerate consolidation and integration of its Group into a unified platform. According to HCC Healthcare, priorities include expanding service capacity, improving care coordination, and extending reach across its integrated medical and long-term care network.

What is HCC Healthcare’s growth strategy after its planned Nasdaq listing with RFAM?

HCC Healthcare’s strategy focuses on four pillars: deploying a proprietary AI platform, expanding into Japan, building cross-sector wellness partnerships, and investing in precision and regenerative medicine. According to HCC Healthcare, these initiatives target personalized, coordinated care across super-aged societies in Asia.

What services will HCC Healthcare’s integrated platform offer after the RF Acquisition (RFAM) deal?

HCC Healthcare’s integrated model is designed to combine medical care, long-term care, caregiver support, rehabilitation, hemodialysis, pharmaceutical, infection-control, nutritional, and social-work services. According to HCC Healthcare, these services sit within a single coordinated framework, including a hospital-within-an-eldercare-institution ecosystem.