Real Asset Acquisition Corp. (RAAQW) delays Q2 10-Q filing notice

Rhea-AI Filing Summary

Real Asset Acquisition Corp. filed a Form 12b-25 to notify that it will not file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 on time. The company states it needs additional time to finalize its financial statements and that filing by the original deadline would require unreasonable effort or expense.

The company indicates it anticipates filing the Form 10-Q as soon as practicable and in any event within the five‑day extension period allowed for a late quarterly report, but it cautions there can be no assurance this will occur. It also notes that an ongoing review could lead to a material delay in financial reporting and might identify errors or control deficiencies in its accounting practices.

Insights

SEC reporting and disclosure analyst

Late 10-Q tied to financial statement finalization and ongoing review.

Real Asset Acquisition Corp. has used Form 12b-25 to obtain a short extension for its Form 10-Q for the quarter ended June 30, 2025. The company attributes the delay to needing more time to finalize its financial statements, which is a recognized basis for requesting this relief when timely filing would require unreasonable effort or expense.

The company states it anticipates filing within the five‑day extension window for quarterly reports but explicitly notes there can be no assurance this will occur. It further flags that the ongoing review may cause a material delay in financial reporting and could uncover errors or control deficiencies in its accounting practices, which would be adverse if confirmed.

From an investor perspective, this notice highlights uncertainty around the timing and content of the upcoming 10-Q. The key milestone mentioned is the end of the five‑calendar‑day extension period for the June 30, 2025 quarter, when investors will see whether the report is filed and whether any accounting issues are disclosed.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 12b-25

NOTIFICATION OF LATE FILING

Commission File Number 001-42613

CUSIP Number: G73944 101

(Check One):		☐ Form 10-K         ☐ Form 20-F         ☐ Form 11-K         ☒ Form 10-Q ☐ Form 10-D      ☐ Form N-CEN      ☐ Form N-CSR
		For Period Ended: June 30, 2025
		☐ Transition Report on Form 10-K
		☐ Transition Report on Form 20-F
		☐ Transition Report on Form 11-K
		☐ Transition Report on Form 10-Q
		For the Transition Period Ended: _______________

Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: N/A

PART I – REGISTRANT INFORMATION

Real Asset Acquisition Corp.

Full Name of Registrant

N/A

Former Name, if Applicable

174 Nassau Street, Suite 2100

Address of Principal Executive Office (Street and Number)

Princeton, New Jersey 08542

City, State and Zip Code

PART II – RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate)

☒		(a)	The reason described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
		(b)	The subject annual report, semi-annual report, transition report on Form 10-K, Form 20-F, Form 11-K, Form N-CEN or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
		(c)	The accountant’s statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III – NARRATIVE

State below in reasonable detail why Forms 10-K, 20-F, 11-K, 10-Q, 10-D, N-CEN, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.

Real Asset Acquisition Corp. (the “Company”) is unable to timely file with the U.S. Securities and Exchange Commission (the “SEC”) its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025 (the “Form 10-Q”). The Company requires additional time to finalize the Company’s financial statements. As a result, the Company is unable to file the Form 10-Q by the prescribed due date without unreasonable effort or expense. While there can be no assurance, the Company anticipates that the Form 10-Q will be filed as soon as practicable and in any event on or prior to the fifth calendar day following the prescribed due date.

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PART IV – OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this notification:

	Jeff Tuder		(609)		924-0759
	(Name)		(Area code)		(Telephone Number)

(2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s).   ☒ Yes ☐ No

(3)	Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? ☐ Yes ☒ No
	If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made.

Forward-Looking Statements

Certain statements made herein are “forward-looking statements” within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words and phrases such as “will”, “may”, “should”, “future”, “promptly”, “expect”, “estimate”, “anticipate,” “intends”, “plans”, “subject to”, and “change” and other similar expressions that predict or indicate future events or trends or that are not statements of historical fact. Such statements may include, but are not limited to, the filing of the Form 10-Q and the results of the ongoing review. These statements are based on current expectations on the date hereof and involve a number of risks and uncertainties that may cause actual results to differ significantly. These forward-looking statements are not guarantees of future performance, conditions or results, and involve a number of known and unknown risks, uncertainties, assumptions and other important factors, including without limitation a material delay in the Company’s financial reporting, including the possibility that the Company will not be able to file its Form 10-Q within the five-day extension permitted by the rules of the SEC, and the possibility that the ongoing review may identify errors or control deficiencies in the Company’s accounting practices. The Company does not assume any obligation to update or revise any such forward-looking statements, whether as the result of new developments or otherwise.

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Real Asset Acquisition Corp.

(Name of Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.

Date: August 14, 2025	By:	/s/ Jeff Tuder
		Name:	Jeff Tuder
		Title:	Chief Financial Officer

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FAQ

Why did Real Asset Acquisition Corp. (RAAQW) file Form 12b-25?

The company filed Form 12b-25 because it is unable to timely file its Quarterly Report on Form 10-Q for the quarter ended June 30, 2025. It explains that it needs additional time to finalize its financial statements and that meeting the original deadline would require unreasonable effort or expense.

When does Real Asset Acquisition Corp. expect to file its June 30, 2025 Form 10-Q?

The company states that it anticipates filing the Form 10-Q as soon as practicable and in any event on or prior to the fifth calendar day following the prescribed due date for the June 30, 2025 quarter.

What risks does Real Asset Acquisition Corp. highlight related to the Form 10-Q delay?

The company notes that there can be no assurance the Form 10-Q will be filed within the five-day extension. It also warns that a material delay in financial reporting is possible and that the ongoing review may identify errors or control deficiencies in its accounting practices.

What period does the delayed Form 10-Q for Real Asset Acquisition Corp. cover?

The delayed Form 10-Q covers the quarter ended June 30, 2025.

Who signed the late filing notice for Real Asset Acquisition Corp.?

The notification of late filing was signed on behalf of Real Asset Acquisition Corp. by Jeff Tuder, Chief Financial Officer.

What forward-looking statements does Real Asset Acquisition Corp. make in connection with the delay?

The company includes forward-looking statements about the anticipated filing of the Form 10-Q and the results of the ongoing review. It cautions that actual outcomes may differ due to risks such as a material delay in financial reporting or the identification of errors or control deficiencies in accounting practices.