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Aquaron Acquisition Corp. (AQUC) adds $16K sponsor note to extend deal window

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
425

Rhea-AI Filing Summary

Aquaron Acquisition Corp. entered into a new financing arrangement related to its pending business combination process. On January 6, 2026, the company issued an unsecured promissory note with a principal amount of $16,198.05 to HUTURE Ltd. in exchange for Huture depositing the same amount into Aquaron’s trust account to extend the time available to complete a business combination. The note bears no interest and becomes due upon the closing of a business combination. The holder may also convert the note into units of Aquaron’s common stock at $10.00 per unit, with each unit consisting of one share of common stock and one right to receive one-fifth of a share of common stock.

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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

 

January 6, 2026

Date of Report (Date of earliest event reported)

 

Aquaron Acquisition Corp.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   001-41470   86-2760193
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

 

515 Madison Ave. 8th Floor

New York NY

  10022
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (646) 970-2181

 

N/A

(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
   
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
   
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
   
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Securities registered pursuant to Section 12(b) of the Act: None 

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

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 1.01. Entry into a Material Definitive Agreement.

 

The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On January 6, 2026, Aquaron Acquisition Corp. (the “Company”) issued an unsecured promissory note in the aggregate principal amount of $16,198.05 (the “Note”) to HUTURE Ltd. (“Huture”) in exchange for Huture depositing such amount into the Company’s trust account in order to extend the amount of time it has available to complete a business combination. The Note does not bear interest and mature upon closing of a business combination by the Company. In addition, the Note may be converted by the holder into shares of common stock of the Company identical to the common stock issued in the Company’s initial public offering at a price of $10.00 per unit (each unit is consisted of one share of common stock and one right to receive one-fifth (1/5) of a share of common stock).

 

1

 

 

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.

 

Dated: January 8, 2026

 

AQUARON ACQUISITION CORP.

 

By: /s/ Yi Zhou  
Name:  Yi Zhou  
Title: Chief Executive Officer  

 

2

 

FAQ

What did Aquaron Acquisition Corp. (AQUC) disclose in this report?

Aquaron Acquisition Corp. disclosed that it issued an unsecured promissory note to HUTURE Ltd. so that funds could be deposited into its trust account to extend the time it has to complete a business combination.

How large is the promissory note Aquaron Acquisition Corp. issued to HUTURE Ltd.?

The promissory note issued to HUTURE Ltd. has an aggregate principal amount of $16,198.05, which was deposited into Aquaron’s trust account.

Does the new Aquaron Acquisition Corp. note to HUTURE Ltd. bear interest?

No. The unsecured promissory note issued by Aquaron Acquisition Corp. to HUTURE Ltd. does not bear interest and is repayable at its principal amount.

When does Aquaron Acquisition Corp.’s promissory note to HUTURE Ltd. mature?

The promissory note issued by Aquaron Acquisition Corp. to HUTURE Ltd. matures upon the closing of a business combination by the company.

Can the Aquaron Acquisition Corp. promissory note be converted into stock?

Yes. The holder may convert the note into units of Aquaron’s common stock at a price of $10.00 per unit, with each unit consisting of one share of common stock and one right to receive one-fifth (1/5) of a share of common stock.

Why did Aquaron Acquisition Corp. receive funds from HUTURE Ltd.?

HUTURE Ltd. deposited $16,198.05 into Aquaron Acquisition Corp.’s trust account so the company could extend the time it has available to complete a business combination.

Aquaron Acquisition Corp.

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