$RDAC·8-K

Rising Dragon Acquisition Corp. · May 26, 5:01 PM ET

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Rising Dragon Acquisition Corp. 8-K

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Rising Dragon Acquisition Corp. Issues Promissory Notes to Extend SPAC Deal

What Happened
Rising Dragon Acquisition Corp. announced (filed an 8-K) that on May 15, 2026 it issued two unsecured promissory notes, each for $50,000 — one to its sponsor, Aurora Beacon LLC, and one to SZG Limited (the designee of HZJL Cayman Limited). The notes bear no interest, mature upon closing of the company's initial business combination, and the cash proceeds were deposited into Rising Dragon’s trust account to extend the deadline to complete a business combination until June 15, 2026. Each note may be converted by the holder into units identical to the company’s IPO units at $10.00 per unit.

Key Details

  • Two promissory notes issued on May 15, 2026; principal of $50,000 each (total $100,000).
  • Recipients: Aurora Beacon LLC (sponsor) and SZG Limited (designee of HZJL Cayman Limited); related to the previously announced merger agreement dated January 27, 2025.
  • Notes are unsecured, non‑interest bearing, and mature upon closing of the initial business combination.
  • Proceeds were deposited into the company’s trust account to extend the business combination completion window to June 15, 2026; notes are convertible into units at $10.00 per unit. Forms of the notes are filed as exhibits.

Why It Matters
For investors, this filing shows the company took steps to fund a short extension of its SPAC merger timeline and preserve the ability to close the proposed transaction with HZJL Cayman Limited. The dollar amounts are modest ($100,000 total), but the deposit into the trust account is the operative action that extends the deadline to June 15, 2026. The conversion feature could create additional units at $10 per unit if converted at closing, which is a potential source of dilution to note, and the notes are unsecured and non‑interest bearing. Investors should watch for further filings about the status of the proposed business combination and any final closing.

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