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Alpha Star Acquisition Corporation is asking shareholders to approve amendments that would extend the deadline to complete a business combination from December 15, 2025 to December 15, 2026. If approved, the sponsor or its designees will lend the company $35,000 for each one‑month extension, with each payment deposited into the SPAC trust account. As of September 30, 2025, the trust held about $666,445, or roughly $24.9 per public share, compared with a market price of $12.63 on November 17, 2025. Holders of the 22,664 Public Shares may redeem for their pro rata share of the trust in connection with this vote or by the extended deadline if no deal is completed. If the extension proposals fail and no business combination closes by December 15, 2025, Alpha Star will liquidate and distribute the trust to public shareholders.
Alpha Star Acquisition Corporation filed its Q3 2025 report, highlighting a small operating base and SPAC transition activity. The company reported a net loss of $173,573 for the quarter and $511,835 for the nine months, driven by formation and operational costs of $179,556 in Q3 and $545,744 year‑to‑date, partly offset by Trust interest.
Assets fell as redemptions reduced the Trust Account to $666,445 at September 30, 2025 from $11.11M at year‑end; $10,819,317 was paid to redeem public shares in January 2025. Working capital deficit was $1,628,427. Promissory notes and a Sponsor loan totaled $1,315,158, and deferred underwriting commissions were $2,875,000, later reduced to $950,000 via an amendment on October 13, 2025.
The company was delisted from Nasdaq in May 2025 and now trades on OTC. It continues to pursue its business combination with OU XDATA GROUP, with monthly extension contributions of $35,000. Management disclosed substantial doubt about continuing as a going concern if no business combination is completed by December 15, 2025. As of November 14, 2025, 3,227,664 ordinary shares were outstanding.
Alpha Star Acquisition Corporation entered into an amendment to its underwriting agreement with Ladenburg Thalmann & Co., Inc. on October 13, 2025. Ladenburg agreed to reduce the deferred underwriting commission from $2,875,500 to $950,000, reflecting redemption levels by public shareholders and the Trust Account balance in connection with Alpha Star’s business combination with OU XDATA GROUP.
The amended commission is to be paid in cash at the closing of the business combination. If the Company does not pay, OU XDATA GROUP will pay at closing. The amendment is filed as Exhibit 10.1, with its terms incorporated by reference.