[8-K] Aimfinity Investment Corp. I Unit Reports Material Event

Q: How will the AIMAU–Docter merger be accounted for post-closing?

The transaction is treated as a <b>reverse recapitalization</b>; Docter becomes the accounting acquirer and no goodwill is recorded.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Aimfinity Investment Corp I (AIMAU) filed an 8-K furnishing updated unaudited pro forma condensed combined financials for its pending merger with Docter Inc.

Shareholders approved the Business Combination at the 27 Mar 2025 extraordinary general meeting.
1,072,957 Class A shares were redeemed; the pro forma schedules now reflect the actual cash outflow and reduced public float.
Updates incorporate conversion of extension and working-capital loans, Docter promissory notes, discharge agreements and a 12-month burn-rate estimate.
The deal will be accounted for as a reverse recapitalization; Docter holders will control the post-close vehicle, renamed “Inkwater Holding”.
Base scenario assumes no warrant exercises and no earn-out shares, providing a clean view of initial ownership and capital structure.

The filing supplies investors with revised balance sheet, ownership table and key transaction accounting adjustments, but excludes synergy forecasts.

Positive

Business Combination approved by shareholders on 27 Mar 2025, removing a major closing contingency and advancing the Docter merger.

Negative

1,072,957 Class A shares redeemed, shrinking trust cash and increasing funding pressure for the combined company.

Insights

TL;DR – Deal advances; cash headroom tightens after 1 M+ share redemptions.

The shareholder vote removes a core closing hurdle, materially improving deal certainty and timeline visibility. Updated pro-forma figures, while not disclosed in full within this 8-K, incorporate the actual 1,072,957-share redemption, loan conversions and discharge agreements, which clarifies the post-merger capital stack. Reverse-recap treatment means no goodwill and preserves historical Docter results, easing comparability for analysts once PubCo lists as Inkwater Holding. However, the redemption drains trust cash, increasing reliance on PIPE or alternative financing still not detailed. Overall, progress toward closing offsets dilution and funding concerns, yielding a balanced outlook.

TL;DR – High redemption raises liquidity and dilution risk despite vote win.

Redeeming roughly a million shares (likely >20 % of public float) materially reduces cash-in-trust, potentially limiting resources to fund Docter’s estimated 12-month burn and growth plans. The filing’s assumption of zero warrant exercises and no earn-outs understates future dilution; any uptick in warrant activity could pressure equity value. Loan and note conversions shift liabilities into equity, but also expand share count. Absence of synergy or margin projections leaves unanswered questions around path to profitability. Investors should closely track forthcoming cash sources and updated ownership percentages before assigning value to the combined entity.

06/27/2025 - 06:08 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 26, 2025

AIMFINITY INVESTMENT CORP. I

(Exact name of registrant as specified in its charter)

Cayman Islands	001-41361	N/A
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification Number)

221 W 9th St, PMB 235
Wilmington,Delaware 19801

(Address of principal executive offices)

(425) 365-2933

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☒	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act.

Title of each class	Trading Symbol	Name of each exchange on which registered
Units, consisting of one New Unit and one Class 1 redeemable warrant, each exercisable for one Class A ordinary share at an exercise price of $11.50	AIMUF	OTC Market Group, Inc.
New Units, consisting of one Class A ordinary share and one-half of one Class 2 redeemable warrant, each full exercisable for one Class A ordinary share at an exercise price of $11.50	AIMTF	OTC Market Group, Inc.
Class 1 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50	AIMWF	OTC Market Group, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01. Other Events

As previously disclosed by Aimfinity Investment Corp. I (“AIMUF” or the “Company”) in its Current Report on Form 8-K filed on October 16, 2023, on October 13, 2023, the Company entered into that certain Agreement and Plan of Merger (as may be amended, supplemented or otherwise modified from time to time, the “Merger Agreement”), with Docter Inc., a Delaware corporation (“Docter”), Aimfinity Investment Merger Sub I, a Cayman Islands exempted company and wholly-owned subsidiary of AIMUF (“Purchaser”), and Aimfinity Investment Merger Sub II, Inc., a Delaware corporation and wholly-owned subsidiary of Purchaser (“Merger Sub”), pursuant to which AIMUF will complete a business combination (the “Business Combination”) with Docter that involves a reincorporation merger and an acquisition merger. The Purchaser shall survive the Business Combination and be referred to as “PubCo” after the Business Combination.

The registration statement/proxy statement in Form F-4 in connection with the Business Combination (File Number 333-284658, the “Registration Statement”) contains the unaudited pro forma condensed combined balance sheet as of June 30, 2024 which gives pro forma effect to the Business Combination as if it had been consummated as of that date. The basis of such pro forma presentation assumes different scenarios of the redemption requests by the Company’s public shareholders.

On March 27, 2025, the Company held an extraordinary general meeting of the shareholders (the “EGM”) in connection with the Business Combination at which the shareholders of the Company approved the business Combination.

In connection with the EGM, holders of 1,072,957 shares of Class A ordinary shares of the Company exercised redemption rights. Thus, the updated unaudited pro forma condensed combined financial information included in this report is presented based on the actual redemption requests by the Company’s public shareholders and gives consideration of:

●

The Purchase Agreement as previously disclosed in the Form 8-K filed on May 30, 2025;

●

The conversion of the outstanding extension loan = and working capital loan of the Company as previously disclosed in the Form 8-K filed on April 9, 2025;

●

The conversion of the outstanding promissory notes of Docter as previously disclosed in the Form 8-K filed on April 9, 2025;

●

The Discharge Agreements as previously disclosed in the Form 8-K filed on June 18, 2025; and

●

The estimated monthly burn rate of Docter for the 12-month period from July 1, 2024 to June 30, 2025.

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Introduction

The unaudited pro forma condensed combined financial statements were prepared in accordance with Article 11 of SEC Regulation S-X, as amended by the final rule, Release No. 33-10786, Amendments to Financial Disclosures about Acquired and Disposed Businesses. Release No. 33-10786 replaced the previous pro forma adjustment criteria with simplified requirements to depict the accounting for the Transactions (“Transaction Accounting Adjustments”) and present the reasonably estimable synergies and other transaction effects that have occurred or are reasonably expected to occur (“Management’s Adjustments”). Management has elected not to present Management’s Adjustments and will only be presenting Transaction Accounting Adjustments in the unaudited pro forma condensed combined financial information. The adjustments presented in the unaudited pro forma condensed combined financial statements have been identified and presented to provide relevant information necessary for an understanding of the combined company reflecting the Transactions.

The unaudited pro forma condensed combined financial statements are provided for illustrative purposes only and are not necessarily indicative of what the actual results of operations and financial position would have been had the Transactions taken place on the dates indicated, nor are they indicative of the future consolidated results of operations or financial position of the combined company.

The unaudited pro forma condensed combined balance sheet as of June 30, 2024 has been prepared using, and should be read in conjunction with, the following:

●

AIMUF’s unaudited consolidated balance sheet as of June 30, 2024 and the related notes included elsewhere in the Company’s Quarterly Report on Form 10-Q filed on August 13, 2024, through which we derived AIMUF’s unaudited consolidated balance sheet as of June 30, 2024; and

●

Docter’s unaudited condensed consolidated balance sheet as of June 30, 2024 and the related notes included elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

The unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2024, and for the year ended December 31, 2023 has been prepared using, and should be read in conjunction with, the following:

●

AIMUF’s unaudited consolidated statement of operations for the six months ended June 30, 2024 and the related notes included elsewhere in the Company’s Quarterly Report on Form 10-Q filed on August 13, 2024, through which we derived AIMUF’s unaudited consolidated statement of operations for the six months ended June 30, 2024; and

●

Docter’s unaudited condensed consolidated statement of operations for the six months ended June 30, 2024 and the related notes included elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

●

AIMUF’s consolidated statement of operations for the year ended December 31, 2023 and the related notes included elsewhere in the Company’s Annual Report on Form 10-K filed on April 12, 2024; and

●

Docter’s consolidated statement of operations for the year ended December 31, 2023 and the related notes included elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

Description of the Business Combination

On October 13, 2023, AIMUF, PubCo, Merger Sub, and Docter entered into the Merger Agreement, pursuant to which among other things, AIMUF will merge with and into PubCo, with PubCo as the surviving entity (the “Reincorporation Merger”); one business day after the Reincorporation Merger, Merger Sub will be merged with and into Docter, resulting in Docter being a wholly owned subsidiary of PubCo. Upon consummation of the Business Combination, PubCo shall be renamed as “Inkwater Holding Inc.”

Accounting for the Business Combination

The Business Combination will be accounted for as a “reverse recapitalization” in accordance with ASC 805-10-55-12 through 55-15. Under this method of accounting, AIMUF will be treated as the “acquired” company for financial reporting purposes. This determination is primarily based on the fact that subsequent to the Business Combination, Docter’s stockholders are expected to have a majority of the voting power of the Combined Company, Docter will comprise all of the ongoing operations of the Combined Company. Accordingly, for accounting purposes, the Business Combination will be treated as the equivalent of Docter issuing shares for the net assets of AIMUF, accompanied by a recapitalization. The net assets of AIMUF will be stated at historical costs. No goodwill or other intangible assets will be recorded. Operations prior to the Business Combination will be those of Docter.

Basis of Pro Forma Presentation

The unaudited pro forma combined financial information included in this Form 8-K has been prepared using actual redemption of AIMUF’s public shares, assumes that: (i) no PubCo Warrants are exercised and (ii) no Earnout Shares are issued and outstanding.

The unaudited pro forma condensed combined financial information does not give effect to any anticipated synergies, operating efficiencies, tax savings, or cost savings that may be associated with the Business Combination.

The following table illustrates estimated ownership levels in the Combined Company, immediately following the consummation of the Business Combination, based on actual redemption requests by the Public Shareholders and the following assumptions:

Holders of PubCo Ordinary Shares	Pro Forma Combined
	No. of Shares		Ownership %
AIMUF Public Shareholders ⁽¹⁾		43,519		0.5	%
AIMUF Initial Shareholders ⁽²⁾		2,504,500		25.3	%
Aimfinity Investment LLC ⁽³⁾		1,692,500		17.1	%
Imperii Strategies LLC (former Sponsor member) ⁽⁴⁾		772,000		7.8	%
Xin Wang (former AIMA director) ⁽⁵⁾		10,000		0.1	%
Joshua Gordon (former AIMA director) ⁽⁵⁾		10,000		0.1	%
James J. Long (former AIMA director) ⁽⁵⁾		10,000		0.1	%
Nicholas Torres III (former AIMA director) ⁽⁵⁾		10,000		0.1	%
Docter Stockholders ⁽⁶⁾		6,000,000		60.7	%
AIMUF Independent Director Compensation Shares ⁽⁷⁾		30,000		0.3	%
Kevin D. Vassily (current AIMA director)		10,000		0.1	%
Hanzhong (Han) Li (current AIMA director)		10,000		0.1	%
Teng-Wei Chen (current AIMA director)		10,000		0.1	%
Docter Financial Advisor Compensation Shares ⁽⁸⁾		20,000		0.2	%
Working Capital Units held by I-Fa Chang ⁽⁹⁾		150,000		1.5	%
PubCo Ordinary Shares held by I-Fa Chang ⁽¹⁰⁾		687,054		6.9	%
US Tiger Compensation Shares ⁽¹¹⁾		132,875		1.4	%
D. Boral Compensation Shares ⁽¹¹⁾		132,875		1.4	%
Additional PubCo Ordinary Shares to be issued for AIMA Working Capital Loans ⁽⁹⁾		83,807		0.8	%
Additional PubCo Ordinary Shares to be issued for Docter Working Capital Loans ⁽¹²⁾		103,019		1.0	%
Total		9,887,649		100.0	%

(1)

As of the date of this current report on Form 8-K, there are 43,519 Class A ordinary shares, par value $0.0001 per share of AIMUF (the “Class A Ordinary Shares”), held by public shareholders (the “Public Shares”) issued and outstanding that are subject and available to redemption.

(2)

The equity interests held by certain initial shareholders of AIMUF (the “Initial Shareholders”) following the Business Combination include ordinary shares of PubCo, par value $0.0001 per share (the “PubCo Ordinary Shares”) in exchange for an aggregate of 2,504,500 AIMA Ordinary Shares held by the Initial Shareholders.

(3)

Includes PubCo Ordinary Shares in exchange for: 1,652,500 Class B ordinary shares, par value $0.0001 per share of AIMUF (the “Class B Ordinary Shares”), held by Aimfinity Investment LLC (the “Sponsor”), 40,000 Class B Ordinary Shares that are in the process of being transferred from certain former directors and officers of AIMUF to the Sponsor pursuant to certain share repurchase agreement between the Sponsor and Xin Wang, Joshua Gordon, James J. Long and Nicholas Torres III, dated March 16, 2023.

(4)

Includes PubCo Ordinary Shares in exchange for: 492,000 Class A Ordinary Shares underlying the private placement units sold in a private placement consummated simultaneously with the initial public offering of AIMUF and 280,000 Class B Ordinary Shares held by Imperii Strategies LLC, a former member of the Sponsor, for the benefits for itself and two other former members of the Sponsor, pursuant to certain distribution arrangements by the Sponsor to its then members on March 16, 2023.

(5)

Includes PubCo Ordinary Shares in exchange for: 10,000 Class B Ordinary Shares held by the former director and excludes 10,000 Class B Ordinary Shares that are in the process of being transferred from certain former directors and officers of AIMUF to the Sponsor pursuant to certain share repurchase agreement between the Sponsor and the former directors, dated March 16, 2023.

(6)

Includes PubCo Ordinary Shares exchanged for 100% issued and outstanding shares of Docter stock at $10.00 per share.

(7)

Pursuant to the Merger Agreement, each then serving independent directors of AIMUF shall receive 10,000 PubCo Ordinary Shares upon closing of the Business Combination (the “Closing”).

(8)

Pursuant to a certain engagement letter, by and between Docter and Henry Guo, as exclusive financial advisor, dated December 22, 2024, Henry Guo shall receive 20,000 PubCo Ordinary Shares upon Closing.

(9)

Pursuant to an exchange agreement (the “AIMUF Exchange Agreement”), dated April 8, 2025, by and among the Company, Purchaser, Docter, and Mr. Chang, as the holder of certain Working Capital Notes and the Extension Notes (as defined therein), all $1,472,471 under the Extension Notes and $27,529 under the Working Capital Notes will be converted into 150,000 private placement units of AIMUF, and the remaining balance of the Working Capital Notes, including any working capital loans that may be provided prior to the closing of the Business Combination, less $27,529 will be exchanged for such number of PubCo Ordinary Shares at a conversion price of $10.00 per share.

(10)

Pursuant to a certain securities purchase agreement, dated May 27, 2025, by and between Purchaser and I-Fa Chang, AIMUF’s related party, and Inkrock Holding Limited, a British Virgin Islands company, Purchaser issued 687,054 ordinary shares, par value $0.0001 per share to I-Fa Chang in exchange for acquiring the control of Inkrock Holding Limited from I-Fa Chang. Inkrock Holding Limited owns real property located in Mercer Island, Washington State.

(11)

On June 13, 2025, the Company, Purchaser, Merger Sub, and Docter entered into agreements for the satisfaction and discharge of indebtedness (each a “Discharge Agreement”, together, the “Discharge Agreements”) with D. Boral Capital LLC (f/k/a EF Hutton LLC, division of Benchmark Investments, LLC, “D. Boral”) and US Tiger Securities, Inc. (“US Tiger”), respectively. D. Boral and US Tiger were the underwriters (collectively, the “Underwriters”) of the initial public offering of AIMUF (“IPO”) and the Discharge Agreements have identical terms and conditions. Pursuant to the Discharge Agreements, in lieu of payment of the deferred underwriting commission of $2,817,500 (“Deferred Commission”), each of D. Boral and US Tiger will accept (1) $80,000 in cash at Closing; and (2) 132,875 PubCo Ordinary Shares at Closing, subject to any adjustments as provided in the Discharge Agreement.

(12)

On April 8, 2025, Purchaser, Docter, and Horn Enterprise Co., Ltd. (“Horn Enterprise”), the wholly-owned subsidiary of Docter, entered into two separate exchange agreements (the “Docter Exchange Agreements”) with Mr. Hsin-Ming Huang, CEO of Docter and Horn Enterprise, and Ms. Yi-Jun Ye, a Taiwanese national, respectively, each of which had previously loaned funds to Docter and/or Horn (the “Docter Note Holders”), pursuant to which the Docter Note Holders agree to convert all outstanding principal and interest of loans owed by Docter or Horn Enterprise as of the closing of the Business Combination into such number of PubCo Ordinary Shares at a conversion price of $10.00 per share.

UNAUDITED PRO FORMA CONDENSED COMBINED BALANCE SHEET

AS OF JUNE 30, 2024

	AIMUF										(2) DOCTER			Acutal Redemptions
	(1) (Historical)			Transaction Accounting Adjustments			Note	(Pro Forma)			(Historical)			Transaction Accounting Adjustments			Note	Pro Forma Combined

Assets:
Current assets:
Cash and cash equivalents	$	4,895		$	-			$	4,895		$	7		$	13,543,354		(D)	$	-
															(160,000	)	(E)
															(13,015,449	)	(O)
															(372,807	)	(Q)
Accounts receivable, net		-			-				-			3,781			-				3,781
Prepaid expenses and other current assets		40,500			-				40,500			18,947			-				59,447
Total current assets		45,395			-				45,395			22,735			(4,902	)			63,228

Finance lease		-			-				-			3,346			-				3,346
Property		-			-				-			-			6,870,549		(P)		6,870,549
Deferred transaction costs		-			-				-			754,779			(754,779	)	(J)		-
Investments held in Trust Account		35,683,308			1,166,975		(A)		13,543,354			-			(13,543,354	)	(D)		-
		-			471,648		(B)		-			-			-				-
		-			(23,778,577	)	(C)		-			-			-				-
Total Assets	$	35,728,703		$	(22,139,954	)		$	13,588,749		$	780,860		$	(7,432,486	)		$	6,937,123

Liabilities, Temporary Equity, and Shareholders’ Equity (Deficit)
Current liabilities:
Accounts payable and accrued expenses	$	532,128		$	-			$	532,128		$	956,959		$	590,722		(J)	$	2,663,073
		-			-				0			-			487,696		(I)		-
		-			-				-			-			95,568		(Q)		-
Advances from customers		-			-				-			13,251			-				13,251
Due to related parties		-			-				-			635,433			(558,392	)	(H)		77,041
Extension loan - related party		945,000			471,648		(B)		1,416,648			-			(1,416,648	)	(G)		-
Working capital loan - related party		921,428			-				921,428			-			(921,428	)	(G)		-
Promissory note		-			-				-			471,797			(471,797	)	(H)		-
Finance lease liabilities, current		-			-				-			4,086			-				4,086
Total current liabilities		2,398,556			471,648				2,870,204			2,081,526			(2,194,279	)			2,757,451

Deferred underwriters’ discount		2,817,500			-				2,817,500			-			(2,817,500	)	(E)		-
Total Liabilities		5,216,056			471,648				5,687,704			2,081,526			(5,011,779	)			2,757,451

Commitments and Contingencies
Ordinary shares subject to possible redemption		35,683,308			1,166,975		(A)		13,543,354			-			(13,543,354	)	(O)		-
		-			471,648		(B)		-			-			-				-
		-			(23,778,577	)	(C)		-			-			-				-

Stockholders’ Equity (Deficit):
Common shares		-			-				-			5,000			250		(F)		988
															23		(G)
		-			-				-			-			(4,400	)	(K)		-
		-			-				-			-			3		(L)		-
		-			-				-			-			4		(O)		-
		-			-				-			-			2		(N)		-
															69		(P)
															27		(E)
															10		(H)
Class A ordinary shares		49			-				49			-			(49	)	(F)		-
Class B ordinary shares		201			-				201			-			(201	)	(F)		-
Additional paid-in capital		-			-				-			230,365			(5,170,911	)	(F)		7,868,211
															(1,031,500	)	(J)
															2,338,053		(G)
															1,030,179		(H)
		-			-				-			-			4,400		(K)		-
		-			-				-			-			299,997		(L)		-
		-			-				-			-			111,774		(M)		-
		-			-				-			-			527,901		(O)		-
															6,870,480		(P)
															2,657,473		(E)
Accumulated deficit		(5,170,911	)		(471,648	)	(B)		(5,642,559	)		(1,610,496	)		5,170,911		(F)		(3,763,992	)
		-			-				-			-			(487,696	)	(I)		-
		-			-				-			-			(314,001	)	(J)		-
		-			-				-			-			(300,000	)	(L)		-
		-			-				-			-			(111,774	)	(M)		-
		-			-				-			-			(2	)	(N)		-
		-							-			-			(468,375	)	(Q)		-
Accumulated other comprehensive income		-			-				-			74,465			-				74,465
Total Stockholders’ Equity (Deficit)		(5,170,661	)		(471,648	)			(5,642,309	)		(1,300,666	)		11,122,647				4,179,672
Total Liabilities, Temporary Equity, and Stockholders’ Equity (Deficit)	$	35,728,703		$	(22,139,954	)		$	13,588,749		$	780,860		$	(7,432,486	)		$	6,937,123

(1)

Include Derived from the unaudited balance sheet of Aimfinity Investment Corp. I (“AIMUF”) as of June 30, 2024. See AIMUF’s unaudited financial statements and the related notes appearing elsewhere in the Company’s Quarterly Report on Form 10-Q filed on August 13, 2024. The AIMUF column includes the financial results of both Aimfinity Investment Corp. I and its wholly owned subsidiary, Aimfinity Investment Merger Sub I (“PubCo”).

(2)	Derived from the unaudited balance sheet of Docter Inc. (“Docter”) as of June 30, 2024. See Docter’s unaudited financial statements and the related notes appearing elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS

FOR THE SIX MONTHS ENDED JUNE 30, 2024

							Actual Redemptions
	(1) AIMUF			(2) DOCTER			Transaction Accounting				Pro Forma
	(Historical)			(Historical)			Adjustments			Note	Combined
Revenues	$	-		$	19,983		$	-			$	19,983
Cost of revenues		-			(9,529	)		-				(9,529	)
Operating expenses:		-			-			-				-
Selling, general and administrative expenses		261,216			423,199			-				684,415
		-			-			-				-
		-			-			-				-
Research and development expenses		-			89,658			-				89,658
Total operating expenses		261,216			512,857			-				774,073
Loss from operations		(261,216	)		(502,403	)		-				(763,619	)
Other income (expenses)
Interest earned on investment held in Trust Account		1,138,590			-			(1,138,590	)	(AA)		-
Other income		-			340			-				340
Interest income		-			6			-				6
Interest expense		-			(172	)		-				(172	)
Total other income (expenses)		1,138,590			174			(1,138,590	)			174
Loss before income taxes		877,374			(502,229	)		(1,138,590	)			(763,445	)
Income tax expense		-			-			-				-
Net loss	$	877,374		$	(502,229	)	$	(1,138,590	)		$	(763,445	)

Basic and diluted weighted ordinary average shares outstanding, subject to possible redemption		3,794,137						(3,794,137	)	(BB)		-
Basic and diluted net income per ordinary shares subject to possible redemption	$	0.30									$	-
Basic and diluted weighted average ordinary shares outstanding		2,504,500						7,383,149		(BB)		9,887,649
Basic and diluted net loss per ordinary share attributable to Aimfinity Investment LLC	$	0.11									$	(0.08	)

Basic and diluted weighted average of common stock outstanding					50,000,000
Basic and diluted loss per share per common stock				$	(0.01	)

(1)

Derived from the unaudited statement of operations of AIMUF for the six months ended June 30, 2024. See AIMUF’s unaudited financial statements and the related notes appearing elsewhere in the Company’s Quarterly Report on Form 10-Q filed on August 13, 2024. The AIMUF column includes the financial results of both Aimfinity Investment Corp. I and its wholly owned subsidiary, Aimfinity Investment Merger Sub I (“PubCo”).

(2)

Derived from the unaudited statement of operations of Docter for the six months ended June 30, 2024. See Docter’s unaudited financial statements and the related notes appearing elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

UNAUDITED PRO FORMA CONDENSED COMBINED STATEMENT OF OPERATIONS

FOR THE YEAR ENDED DECEMBER 31, 2023

							Actual Redemptions
		(1)			(2)			Transaction
		AIMUF			DOCTER			Accounting				Pro Forma
		(Historical)			(Historical)			Adjustments		Note		Combined
Revenues	$	-		$	30,081		$	-			$	30,081
Cost of revenues		-			(12,942	)		-				(12,942	)
Operating expenses:		-			-			-				-
Selling, general and administrative expenses		1,351,603			295,621			699,594		(CC)		2,958,592
		-			-			300,000		(DD)		-
		-			-			111,774		(EE)		-
								200,000		(FF)
Research and development expenses		-			230,284			-				230,284
Total operating expenses		1,351,603			525,905			1,311,368				3,188,876
Loss from operations		(1,351,603	)		(508,766	)		(1,311,368	)			(3,171,737	)
Other income (expenses)
Interest earned on investment held in Trust Account		3,266,717			-			(3,266,717	)	(AA)		-
Other income		-			10,544			-				10,544
Interest income		-			13			-				13
Interest expense		-			(670	)		-				(670	)
Total other income (expenses)		3,266,717			9,887			(3,266,717	)			9,887
Loss before income taxes		1,915,114			(498,879	)		(4,578,085	)			(3,161,850	)
Income tax expense		-			-			-				-
Net loss	$	1,915,114		$	(498,879	)	$	(4,578,085	)		$	(3,161,850	)

Basic and diluted weighted ordinary average shares outstanding, subject to possible redemption		6,665,237						(6,665,237	)	(BB)		-
Basic and diluted net income per ordinary shares subject to possible redemption	$	0.36									$	-
Basic and diluted weighted average ordinary shares outstanding		2,504,500						7,383,149		(BB)		9,887,649
Basic and diluted net loss per ordinary share attributable to Aimfinity Investment LLC	$	(0.20	)								$	(0.32	)

Basic and diluted weighted average of common stock outstanding					50,000,000
Basic and diluted loss per share per common stock				$	(0.01	)

(1)

Derived from the statement of operations of AIMUF for the year ended December 31, 2023. See AIMUF’s financial statements and the related notes appearing elsewhere in the Company’s Annual Report on Form 10-K filed on April 12, 2024. The AIMUF column includes the financial results of both Aimfinity Investment Corp. I and its wholly owned subsidiary, Aimfinity Investment Merger Sub I (“PubCo”).

(2)

Derived from the statement of operations of Docter for the year ended December 31, 2023. See Docter’s financial statements and the related notes appearing elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

NOTES TO UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

Note 1 — Basis of Presentation

The Business Combination will be accounted for as a reverse recapitalization in accordance with U.S. GAAP. Under this method of accounting, AIMUF will be treated as the “acquired” company for financial reporting purposes. Accordingly, for accounting purposes, the Business Combination will be treated as the equivalent of Docter issuing shares for the net assets of AIMUF, accompanied by a recapitalization. The net assets of AIMUF will be stated at historical cost, with no goodwill or other intangible assets recorded.

The unaudited pro forma condensed combined balance sheet as of June 30, 2024 gives pro forma effect to the Business Combination as if it had been consummated on June 30, 2024. The unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2024 and for year ended December 31, 2023 give pro forma effect to the Business Combination as if it had been consummated on January 1, 2023, the beginning of the earliest period presented in the unaudited pro forma condensed combined statements of operations.

The unaudited pro forma condensed combined balance sheet as of June 30, 2024 has been prepared using, and should be read in conjunction with, the following:

●

Docter’s unaudited condensed consolidated balance sheet as of June 30, 2024 and the related notes included elsewhere in the Company’s proxy statements on Form DEFM14A filed on March 6, 2025.

●

AIMUF’s consolidated statement of operations for the year ended December 31, 2023 and the related notes included elsewhere in the Company’s Annual Report on Form 10-K filed on April 12, 2024; and

●

Management has made significant estimates and assumptions in its determination of the pro forma adjustments. As the unaudited pro forma condensed combined financial information has been prepared based on these preliminary estimates, the final amounts recorded may differ materially from the information presented.

The pro forma adjustments reflecting the consummation of the Business Combination are based on information available as of the date of this proxy statement/prospectus and certain assumptions and methodologies that management believes are reasonable under the circumstances. The unaudited condensed pro forma adjustments, which are described in the accompanying notes, may be revised as additional information becomes available and is evaluated. Therefore, the actual adjustments may materially differ from the pro forma adjustments. Management considers this basis of presentation to be reasonable under the circumstances.

The unaudited pro forma condensed combined financial information is not necessarily indicative of what the actual results of operations and financial position would have been had the Business Combination taken place on the dates indicated, nor are they indicative of the future consolidated results of operations or financial position of the post-combination company. They should be read in conjunction with the historical financial statements and notes thereto of AIMUF and Docter.

The pro forma adjustments reflecting the consummation of the Business Combination are based on certain currently available information and certain assumptions and methodologies that Docter believes are reasonable under the circumstances. The unaudited condensed pro forma adjustments, which are described in the accompanying notes, may be revised as additional information becomes available and is evaluated. Therefore, it is likely that the actual adjustments will differ from the pro forma adjustments, and it is possible the difference may be material. Management believe that their assumptions and methodologies provide a reasonable basis for presenting all of the significant effects of the Business Combination based on information available to management at this time and that the pro forma adjustments give appropriate effect to those assumptions and are properly applied in the unaudited pro forma condensed combined financial information.

The unaudited pro forma condensed combined financial information also reflects certain risks and uncertainties related to the potential redemption into cash of AIMUF Public Shares.

Note 2 — Accounting Policies

Upon consummation of the Business Combination, management will perform a comprehensive review of the two entities’ accounting policies. As a result of the review, management may identify differences between the accounting policies of the two entities which, when conformed, could have a material impact on the financial statements of the Post-Combination Company. Based on its initial analysis, management did not identify any differences that would have a material impact on the unaudited pro forma condensed combined financial information. As a result, the unaudited pro forma condensed combined financial information does not assume any differences in accounting policies.

Note 3 — Adjustments to Unaudited Pro Forma Condensed Combined Financial Information

The unaudited pro forma condensed combined financial information has been prepared to illustrate the effect of the Business Combination and has been prepared for informational purposes only.

The following unaudited pro forma condensed combined financial information has been prepared in accordance with Article 11 of Regulation S-X as amended by the final rule, Release No. 33-10786 “Amendments to Financial Disclosures about Acquired and Disposed Businesses.” Release No. 33-10786 replaces the existing pro forma adjustment criteria with simplified requirements to depict the accounting for the transaction (“Transaction Accounting Adjustments”) and present the reasonably estimable synergies and other transaction effects that have occurred or are reasonably expected to occur (“Management’s Adjustments”). Docter has elected not to present Management’s Adjustments and will only be presenting Transaction Accounting Adjustments in the following unaudited pro forma condensed combined financial information.

Transaction Accounting Adjustments to Unaudited Pro Forma Condensed Combined Balance Sheet

The transaction accounting adjustments included in the unaudited pro forma condensed combined balance sheet as of June 30, 2024 are as follows:

(A)

Reflects the interest income earned from July 1, 2024 to February 28, 2025 in the trust account, which increased the redemption value of AIMUF ordinary shares;

(B)

Reflects the $471,648 non-interest bearing loans from founder and deposited into the Trust Account in order to extend the available time to complete the Business Combination, which increased the redemption value of AIMUF Public Shares;

(C)

Reflects the redemption of 1,996,522 shares of AIMUF’s ordinary shares by AIMUF’s stockholders at a redemption price of approximately $11.91 per share, for an aggregate redemption amount of $23,778,577;

(D)

Reflects the reclassification of cash held in the Trust Account that becomes available for general use following the Business Combination;

(E)

Reflects the settlement of approximately $2.8 million deferred underwriters’ marketing fees upon the consummation of the Business Combination through cash payment of $160,000, and the remaining by issuance of Pubco’s ordinary shares at $10 per share;

(F)

Reflects the elimination of the historical accumulated deficit of AIMUF, the accounting acquiree, into Docter’s additional paid-in capital upon the consummation of the Business Combination; the conversion of 492,000 and 2,012,500 AIMUF Class A and Class B ordinary shares, respectively, into Pubco’s ordinary shares;

(G)

Reflects the settlement of aggregate total of approximately $2.3 million of AIMUF’s related party working capital loan and extension loan upon the consummation of the Business Combination through the issuance of Pubco’s ordinary shares at $10 per share;

(H)

Reflects the settlement of Docter’s due to related parties and outstanding promissory note, totaling approximately $1.0 million, through the issuance of Pubco’s ordinary shares at $10 per share;

(I)

Reflects the accrued of approximately $0.5 million of total AIMUF’s estimated transaction costs related to the Business Combination upon consummation of the upon the consummation of the Business Combination;

(J)

Reflects the accrued of approximately $0.6 million of total Docter’s estimated transaction costs related to the Business Combination upon the consummation of the Business Combination. Total of approximately $1.0 million of transaction costs will be subsequently reclassified to additional paid-in capital, and additional approximately $0.3 million accounts as expensed upon the consummation of the Business Combination.

(K)

Reflects the recapitalization of Docter through the issuance of 6,000,000 shares of AIMUF Class A ordinary shares with $0.0001 par value to Docter’s stockholders;

(L)

Reflects the stock compensation expenses of approximately $0.3 million in connection with the issuance of 30,000 shares of AIMUF common stock to the AIMUF independent director at the time of the consummation of the Business Combination;

(M)

Reflects the share compensation expenses of approximately $0.1 million in connection with the sale of AIMUF founder shares to AIMUF’s management and directors with vesting condition at the time of the consummation of the Business Combination;

(N)

Reflects the stock compensation expenses of approximately $0.2 million in connection with the issuance of 20,000 shares of AIMUF common stock to the financial advisor at the time of the consummation of the Business Combination;

(O)

Reflects the actual redemption of reclassification of 43,519 shares of AIMUF ordinary shares subject to possible redemption to permanent equity at $0.0001 par value under final actual redemption of 1,072,957 shares of AIMUF ordinary shares; and

(P)

Reflects the acquisition of a property with a fair value of approximately $6.9 million from AIMUF’s related party through the issuance of 687,054 shares of Pubco’s ordinary share.

(Q)

Reflected the estimated monthly burn rate for the 12-month period from July 1, 2024 to June 30, 2025, the projected net loss for the period is approximately $.5million.

Transaction Accounting Adjustments to Unaudited Pro Forma Condensed Combined Statement of Operations

The transaction accounting adjustments included in the unaudited pro forma condensed combined statement of operations for the six months ended June 30, 2024, and for the year ended December 31, 2023 are as follows:

(AA) Represents an adjustment to eliminate interest earned on investment held in Trust Account, net of income tax effect, as if the Business Combination had been consummated on January 1, 2023, the beginning of the earliest period presented;

(BB) The calculation of weighted average shares outstanding for basic and diluted net loss per share assumes that the Business Combination as if it had been consummated on January 1, 2023. In addition, as the Business Combination is being reflected as if it had occurred on this date, the calculation of weighted average shares outstanding for basic and diluted net loss per share assumes that the shares have been outstanding for the entire period presented;

(CC) Reflects the approximately $0.7 million of AIMUF’s transaction costs to be incurred subsequent to December 31, 2023. This is a non-recurring item;

(DD) Reflects the share compensation expenses of approximately $0.3 million in connection with the issuance of an aggregate of 30,000 PubCo Ordinary Shares to the AIMUF independent directors at the time of the consummation of the Business Combination; This adjustment is considered to be a one-time charge and is not expected to recur;

(EE) Reflects the stock compensation expenses of approximately $0.1 million in connection with the sale of AIMUF founder shares to AIMUF’s management and directors with vesting condition at the time of the consummation of the Business Combination. This vesting adjustment is considered to be a one-time charge and is not expected to recur; and

(FF) Reflects the stock compensation expenses of approximately $0.2 million in connection with the issuance of 20,000 shares of AIMUF common stock to a Financial Advisor at the time of the consummation of the Business Combination; This adjustment is considered to be a one-time charge and is not expected to recur.

Note 4 — Loss Per Share

Represents the loss per share calculated using the historical weighted average shares outstanding, and the change in number of shares in connection with the Business Combination, assuming the shares were outstanding since the beginning of the earliest period presented in the unaudited pro forma condensed combined statement of operations. As the Business Combination and related transactions are being reflected as if they had occurred at the beginning of the period presented, the calculation of weighted average shares outstanding for basic and diluted loss per share assumes that the shares issuable relating to the Business Combination have been outstanding for the entire period presented. Potential securities that have an anti-dilutive effect (i.e., those that increase income per share or decrease loss per share) are excluded from the calculation of diluted EPS for the six months ended June 30, 2024 and for the year ended December 31, 2023, a total of 12,221,238 shares, which include 9,346,238 PubCo Warrant shares, 225,000 shares underlying warrant (excluding working capital warrant), 150,000 shares underlying Private Placement Units issuable upon conversion of Working Capital Notes, and 2,500,000 Earnout Shares, are excluded in the diluted EPS calculation due to its anti-diluted effect.

Basic and diluted loss per share is computed by dividing pro forma net loss by the weighted average number of the AIMA Ordinary Shares outstanding during the periods (including both Class A and Class B).

The unaudited pro forma condensed combined loss per share has been prepared assuming no redemptions and assuming maximum redemptions for the six months ended June 30, 2024, and for the year ended December 31, 2023:

	For the six months ended June 30, 2024
	Pro Forma Combined (Actual Redemptions)
Pro forma net loss attributable to the shareholders	$	(763,445	)
Weighted average shares outstanding – basic and diluted		9,887,649
Pro forma loss per share – basic and diluted	$	(0.08	)

Weighted average shares calculation, basic and diluted
Common Stock
AIMA Public Shares		43,519
AIMA Founder Shares		2,012,500
AIMA Private Shares		492,000
AIMA Independent directors shares		30,000
Financial Advisor shares		20,000
AIMA shares issued in the Business Combination		6,000,000
Shares issued upon conversion of AIMA’s working capital loans		233,807
Shares issued upon conversion of Docter’s working capital loans		103,019
Shares issued through assets acquisition		687,054
Underwriting commission shares		265,750
Total weighted average shares outstanding		9,887,649

	For the year ended December 31, 2023
	Pro Forma Combined (Actual Redemptions)
Pro forma net loss attributable to the shareholders	$	(3,161,850	)
Weighted average shares outstanding – basic and diluted		9,887,649
Pro forma loss per share – basic and diluted	$	(0.32	)

Weighted average shares calculation, basic and diluted
Common Stock
AIMA Public Shares		43,519
AIMA Founder Shares		2,012,500
AIMA Private Shares		492,000
AIMA Independent directors shares		30,000
Financial Advisor shares		20,000
AIMA shares issued in the Business Combination		6,000,000
Shares issued upon conversion of AIMA’s working capital loans		233,807
Shares issued upon conversion of Docter’s working capital loans		103,019
Shares issued through assets acquisition		687,054
Underwriting commission shares		265,750
Total weighted average shares outstanding		9,887,649

IMPORTANT NOTICES

As disclosed previously on the Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on October 16, 2023, on October 13, 2023, AIMUF entered into that certain Merger Agreement, with Docter, Purchaser, and Merger Sub, pursuant to which AIMUF will complete a business combination with Docter that involves a reincorporation merger and an acquisition merger.

This Current Report on Form 8-K contains certain “forward-looking statements” within the meaning of the Securities Act and the Exchange Act. Statements that are not historical facts, including statements about the proposed transactions described above, and the parties’ perspectives and expectations, are forward-looking statements. Such statements include, but are not limited to, statements regarding the proposed transactions, including the anticipated initial enterprise value and post-closing equity value, the benefits of the proposed transaction, integration plans, expected synergies and revenue opportunities, anticipated future financial and operating performance and results, including estimates for growth, the expected management and governance of the combined company, and the expected timing of the proposed transactions. The words “expect,” “believe,” “estimate,” “intend,” “plan” and similar expressions indicate forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to various risks and uncertainties, assumptions (including assumptions about general economic, market, industry and operational factors), known or unknown, which could cause the actual results to vary materially from those indicated or anticipated.

Such risks and uncertainties include, but are not limited to: (i) risks related to the expected timing and likelihood of completion of the proposed business combination, including the risk that the transaction may not close due to one or more closing conditions to the transaction not being satisfied or waived, such as regulatory approvals not being obtained, on a timely basis or otherwise, or that a governmental entity prohibited, delayed or refused to grant approval for the consummation of the transaction or required certain conditions, limitations or restrictions in connection with such approvals; (ii) risks related to the ability of AIMUF and Docter to successfully integrate the businesses; (iii) the occurrence of any event, change or other circumstances that could give rise to the termination of the applicable transaction agreements; (iv) the risk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of Docter or AIMUF; (v) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (vi) the risk that any announcements relating to the proposed transaction could have adverse effects on the market price of AIMUF’s securities; (vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Docter to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businesses generally; (viii) risks relating to the health monitoring device industry, including but not limited to governmental regulatory and enforcement changes, market competitions, competitive product and pricing activity; and (ix) risks relating to the combined company’s ability to enhance its products and services, execute its business strategy, expand its customer base and maintain stable relationship with its business partners. A further list and description of risks and uncertainties can be found in the prospectus filed with the SEC on April 26, 2022 relating to AIMUF’s initial public offering (File No. 333-263874), the annual report of AIMUF on Form 10-K for the fiscal year ended on December 31, 2024, filed with the SEC on April 15, 2025 (the “Annual Report”), and in the final prospectus/proxy statement filed with the SEC on March 6, 2025 relating to the proposed transactions (File No. 333-284658) (the “Final Prospectus”), and other documents that the parties may file or furnish with the SEC, which you are encouraged to read. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-looking statements relate only to the date they were made, and AIMUF, Docter and their subsidiaries or affiliates undertake no obligation to update forward-looking statements to reflect events or circumstances after the date they were made except as required by law or applicable regulation.

Additional Information and Where to Find It

In connection with the proposed transactions described herein, Purchaser filed the Final Prospectus with the SEC on March 6, 2025. The Final Prospectus may also be obtained without charge at the SEC’s website at www.sec.gov. INVESTORS AND SECURITY HOLDERS OF AIMUF ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTIONS THAT AIMUF WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT AIMUF, THE COMPANY AND THE PROPOSED TRANSACTIONS.

No Offer or Solicitation

This Current Report on Form 8-K is not a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of the proposed transactions described herein and shall not constitute an offer to sell or a solicitation of an offer to buy the securities of AIMUF or Docter, nor shall there be any sale of any such securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act or an exemption therefrom.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Aimfinity Investment Corp. I

Date: June 27, 2025	By:	/s/ I-Fa Chang
	Name:	I-Fa Chang
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

Did AIMAU shareholders approve the merger with Docter Inc.?

Yes. At the 27 March 2025 extraordinary general meeting, AIMAU shareholders voted in favor of the Business Combination.

How many AIMAU public shares were redeemed ahead of the Docter merger?

Holders of 1,072,957 Class A ordinary shares exercised their redemption rights prior to closing.

How will the AIMAU–Docter merger be accounted for post-closing?

The transaction is treated as a reverse recapitalization; Docter becomes the accounting acquirer and no goodwill is recorded.

What assumptions underpin AIMAU’s updated pro forma financial statements?

Pro formas assume actual redemptions, conversion of extension and working-capital loans, Docter promissory notes, discharge agreements, and no warrant exercises or earn-out shares.

Does the 8-K include synergy estimates between AIMAU and Docter?

No. Management elected to present only Transaction Accounting Adjustments and excluded synergy or cost-saving projections.

[8-K] Aimfinity Investment Corp. I Unit Reports Material Event

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[8-K] Aimfinity Investment Corp. I Unit Reports Material Event

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