8-K
Aimfinity Investment Corp. I (AIMTF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the SecuritiesExchange Act of 1934
Date of Report (Date of earliest event reported): March 28, 2025 (March 27,2025)
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 , Delaware19801
(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 whichregistered |
|---|---|---|
| Units, consisting of one Class A ordinary share, $0.0001 par value, one Class 1 redeemable warrant and one-half of one Class 2 redeemable warrant | AIMAU | The<br> Nasdaq Stock Market LLC |
| Class A ordinary shares, $0.0001 par value | AIMA | The Nasdaq Stock Market LLC |
| Class 1 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 | AIMAW | The Nasdaq Stock Market LLC |
| Class 2 redeemable warrants, each exercisable for one Class A ordinary share at an exercise price of $11.50 | AIMAW | The Nasdaq Stock Market LLC |
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 2.03 Creationof a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On January 9, 2025, Aimfinity Investment Corp. I, a Cayman Islands exempted company (the “Company” or “AIMA”), held an extraordinary general meeting, where the shareholders of the Company approved to amend the Company’s amended and restated memorandum and articles of associations (the “Charter”) to allow the Company until January 28, 2025 to consummate an initial business combination and may elect to extend the period to consummate an initial business combination up to nine times, each by an additional one-month period (each, a “Monthly Extension”), for a total of up to nine months to October 28, 2025, by depositing into the Company’s trust account (the “Trust Account”) an amount equal to $0.05 for each public share for each one-month extension.
On March 28, 2025, the Company issued an unsecured promissory note of $55,823.8 (the “Note”) to I-Fa Chang, a member and manager of Aimfinity Investment LLC, the sponsor of the company (the “Sponsor”), as the Sponsor’s designee, to evidence the payments made for $55,823.8 (the “New Monthly Extension Payment”) to be deposited into the Trust Account for the public shareholders, which enables the Company to extend the period of time it has to consummate its initial business combination by one month from March 28, 2025 to April 28, 2025 (the “New Extension”). The New Extension is the third of the up to nine Monthly Extensions permitted under the Charter.
The Note bears no interest and is payable in full upon the earlier to occur of (i) the consummation of the Company’s initial business combination or (ii) the date of expiry of the term of the Company (the “Maturity Date”). The following shall constitute an event of default under the Note: (i) a failure to pay the principal within five business days of the Maturity Date; (ii) the commencement of a voluntary or involuntary bankruptcy action, (iii) the breach of the Company’s obligations thereunder; (iv) any cross defaults; (v) an enforcement proceeding against the Company; and (vi) any unlawfulness and invalidity in connection with the performance of the obligations thereunder, in which case the Note may be accelerated.
The payee of the Note, Mr. Chang, has the right, but not the obligation, to convert the Note, in whole or in part, respectively, into private units of the Company (the “Private Units”), that are identical to the Private Units issued by the Company in the private placement consummated simultaneously with the Company’s initial public offering, subject to certain exceptions, as described in the final prospectus of the Company relating to its initial public offering filed with the Securities and Exchange Commission (the “SEC”) on April 26, 2022 (File Number: 333-263874), by providing the Company with written notice of the intention to convert at least two business days prior to the closing of the Company’s initial business combination. The number of Private Units to be received by the Sponsor in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount payable to the Sponsor by (y) $10.00.
The issuance of the Note was made pursuant to the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”).
A copy of the Note is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The disclosures set forth in this Item 2.03 are intended to be summaries only and are qualified in their entirety by reference to the Note.
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Item 3.02 Unregistered Sales of Equity Securities.
The information disclosed under Item 2.03 of this Current Report on Form 8-K is incorporated by reference into this Item 3.02 to the extent required herein. The Private Units (and the underlying securities) issuable upon conversion of the Note, if any, (1) may not, subject to certain limited exceptions, be transferred or resold by the Sponsor until the completion of the Company’s initial business combination and (2) are entitled to registration rights.
Item 5.07. Submissionof Matters to a Vote of Security Holders.
On March 27, 2025, the Company held an extraordinary general meeting of the shareholders (the “EGM”) in connection with the Company’s business combination (the “Business Combination”) with Docter Inc., a Delaware corporation (“Docter”), previously disclosed in the Company’s Current Report on Form 8-K filed with the SEC on October 16, 2023.
The Business Combination was described in the definitive proxy statement/prospectus relating to the Business Combination included in the Registration Statement on Form F-4 (File No. 333-284658) that was filed publicly by the Purchaser with the SEC on February 3, 2025 and was declared effective by the SEC on March 6, 2025 (the “Registration Statement”).
As of February 25, 2025, the Record Date, there were 3,620,976 AIMA Ordinary Shares issued and outstanding and entitled to vote, including 1,116,476 AIMA Class A Ordinary Shares and 2,012,500 AIMA Class B Ordinary Shares. 3,079,628 Ordinary Shares, or approximately 85%, were represented in person or by proxy at the EGM.
The final results for the matter submitted to a vote of the Company’s shareholders at the EGM are as follows:
1. The Reincorporation Proposal
The shareholders approved the proposal, by special resolutions, for the merger of AIMA with and into Aimfinity Investment Merger Sub I (the “PubCo”), a Cayman Islands exempted company and wholly owned subsidiary of AIMA, with PubCo surviving the merger.
The voting results were as follows:
| FOR | AGAINT | ABSTAIN |
|---|---|---|
| 2,890,128 | 189,500 | 0 |
2. The Acquisition Merger Proposal
The shareholders approved the proposal, by ordinary resolution, for the authorization for PubCo’s board of directors to complete the merger of Aimfinity Merger Sub II, Inc. (the “Merger Sub”), a Delaware corporation and wholly owned subsidiary of PubCo, with and into Docter, resulting in Docter becoming a wholly owned subsidiary of PubCo.
The voting results were as follows:
| FOR | AGAINT | ABSTAIN |
|---|---|---|
| 2,890,128 | 189,500 | 0 |
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3. The PubCo Charter Proposal
The shareholders approved the proposal, by special resolution, for each material difference between the proposed Amended and Restated Memorandum and Articles of Association of PubCo and the fourth amended and restated memorandum and articles of association of AIMA as adopted by special resolution passed on January 9, 2025.
| FOR | AGAINT | ABSTAIN |
|---|---|---|
| 2,890,128 | 189,500 | 0 |
4. The Adjournment Proposal
The shareholders approved the proposal, by ordinary resolution, for the adjournment of the Extraordinary General Meeting in the event AIMA does not receive the requisite shareholder vote to approve any of the proposals above.
| FOR | AGAINT | ABSTAIN |
|---|---|---|
| 2,890,128 | 189,500 | 0 |
Item 7.01 Regulation FDDisclosure.
On March 28, 2025, the Company issued a press release (the “Press Release”) announcing the approval of the Business Combination by its shareholders and the New Extension. A copy of the Press Release is furnished as Exhibit 99.1 hereto. The information in this Item 7.01 and Exhibit 99.1 furnished hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing.
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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, AIMA entered into that certain Merger Agreement, with Docter, Purchaser, and Merger Sub, pursuant to which AIMA will enter into 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 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 AIMA 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 AIMA; (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 AIMA’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 medical 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 AIMA’s initial public offering (File No. 333-263874), the annual report of AIMA on Form 10-K for the fiscal year ended on December 31, 2023, filed with the SEC on July 29, 2024 (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 AIMA, 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.
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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 proxy statement and a proxy card will be mailed to shareholders as of a record date to be established for voting at the shareholders’ meeting of AIMA shareholders relating to the proposed transactions. Shareholders will also be able to obtain a copy of the Final Prospectus without charge from AIMA. The Final Prospectus may also be obtained without charge at the SEC’s website at www.sec.gov. INVESTORS AND SECURITY HOLDERS OF AIMA ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS IN CONNECTION WITH THE PROPOSED TRANSACTIONS THAT AIMA WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT AIMA, THE COMPANY AND THE PROPOSED TRANSACTIONS.
Participants in Solicitation
AIMA, Docter, and their respective directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of AIMA’s shareholders in connection with the proposed transactions described herein. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of AIMA’s shareholders in connection with the proposed business combination is set forth in the Final Prospectus.
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 AIMA 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.
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description |
|---|---|
| 10.1 | Promissory Note, dated March 28, 2025, issued by Aimfinity Investment Corp. I to I-Fa Chang |
| 99.1 | Press Release, dated March 28, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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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: March 28, 2025 | By: | /s/ I-Fa Chang |
| Name: | I-Fa Chang | |
| Title: | Chief Executive Officer |
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Exhibit 10.1
THIS PROMISSORY NOTE (“NOTE”) HASNOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”). THIS NOTE HAS BEEN ACQUIRED FOR INVESTMENTONLY AND MAY NOT BE SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF REGISTRATION OF THE RESALE THEREOF UNDER THE SECURITIES ACT OR ANOPINION OF COUNSEL REASONABLY SATISFACTORY IN FORM, SCOPE AND SUBSTANCE TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.
PROMISSORY NOTE
Principal Amount: US$55,823.8
Dated: March 28, 2025
New York, New York
FOR VALUE RECEIVED, Aimfinity Investment Corp. I (the “Maker” or the “Company”) promises to pay to the order of I-Fa Chang, a member and the manager of Aimfinity Investment LLC, or his assignees or successors in interest (the “Payee”), the principal sum of Fifty-Five Thousand, Eight Hundred and Twenty-Three Dollars, and Eighty Cent (US$55,823.8), on the terms and conditions described below. All payments on this Note shall be made by wire transfer of immediately available funds to such account as the Payee may from time to time designate by written notice in accordance with the provisions of this note (the “Note”).
| 1. | Principal. The principal balance of this Note shall be<br>payable by the Maker to the Payee upon the date on which the Maker consummates a business combination or merger with a qualified target<br>company (as described in its Prospectus (as defined below)) (a “Business Combination”) or the date of expiry of the<br>term of the Maker, whichever is earlier (such date, the “Maturity Date”). The principal balance may be prepaid at<br>any time prior to the Maturity Date without penalty. Under no circumstances shall any individual, including but not limited to any officer,<br>director, employee or stockholder of the Maker, be obligated personally for any obligations or liabilities of the Maker hereunder. |
|---|---|
| 2. | Conversion Rights. The Payee has the right, but not the<br>obligation, to convert this Note, in whole or in part, into private units (the “Units”) of the Maker, each consisting<br>of one Class A ordinary share, one Class 1 redeemable warrant and one-half of one Class 2 redeemable warrant, as described in the Prospectus<br>of the Maker (File Number 333-263874) (the “Prospectus”), by providing the Maker with written notice of its intention<br>to convert this Note at least two business days prior to the closing of a Business Combination. The number of Units to be received by<br>the Payee in connection with such conversion shall be an amount determined by dividing (x) the sum of the outstanding principal amount<br>payable to such Payee by (y) $10.00. |
| --- | --- |
| (a) | Fractional Units. No fractional Units will be issued<br>upon conversion of this Note. In lieu of any fractional Units to which Payee would otherwise be entitled, the Maker will pay to Payee<br>in cash the amount of the unconverted principal balance of this Note that would otherwise be converted into such fractional Units. |
|---|---|
| (b) | Effect of Conversion. If the Maker timely receives notice<br>of the Payee’s intention to convert this Note at least two business days prior to the closing of a Business Combination, this Note<br>shall be deemed to be converted on such closing date. At its expense, the Maker will, upon receipt of such conversion notice, as soon<br>as practicable after consummation of a Business Combination, issue and deliver to Payee, at Payee’s address as requested by Payee<br>in its conversion notice, a certificate or certificates for the number of Units to which Payee is entitled upon such conversion (bearing<br>such legends as are customary pursuant to applicable state and federal securities laws), including a check payable to Payee for any cash<br>amounts payable as a result of any fractional Units as described herein. |
| --- | --- |
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| 3. | Interest. This Note does not carry any interest on the<br>unpaid principal balance of this Note, provided, that, any overdue amounts shall accrue default interest at a rate per annum equal to<br>the interest rate which is the prevailing short term United States Treasury Bill rate, from the date on which such payment is due until<br>the day on which all sums due are received by the Payee. |
|---|---|
| 4. | Application of Payments. All payments shall be applied<br>first to payment in full of any costs incurred in the collection of any sum due under this Note, including but not limited to reasonable<br>attorney’s and auditor’s fees and expenses, then to the payment in full of any late charges, and finally to the reduction<br>of the unpaid principal balance of this Note. |
| --- | --- |
| 5. | Events of Default. The following shall constitute an<br>event of default (each, an “Event of Default”): |
| --- | --- |
| (a) | Failure to Make Required Payments. Failure by the Maker<br>to pay the principal amount due pursuant to this Note more than 5 business days of the Maturity Date. |
| --- | --- |
| (b) | Voluntary Bankruptcy, etc. The commencement by the Maker<br>of a voluntary case under any applicable bankruptcy, insolvency, reorganization, rehabilitation or other similar law, or the consent<br>by it to the appointment of or taking possession by a receiver, liquidator, assignee, trustee, custodian, sequestrator (or other similar<br>official) of the Maker or for any substantial part of its property, or the making by it of any assignment for the benefit of creditors,<br>or the failure of the Maker generally to pay its debts as such debts become due, or the taking of corporate action by the Maker in furtherance<br>of any of the foregoing. |
| --- | --- |
| (c) | Involuntary Bankruptcy, etc. The entry of a decree or<br>order for relief by a court having jurisdiction in the premises in respect of the Maker in an involuntary case under any applicable bankruptcy,<br>insolvency or other similar law, or appointing a receiver, liquidator, assignee, custodian, trustee, sequestrator (or similar official)<br>of the Maker or for any substantial part of its property, or ordering the winding-up or liquidation of its affairs, and the continuance<br>of any such decree or order unstayed and in effect for a period of 60 consecutive days. |
| --- | --- |
| (d) | Breach of Other Obligations. The Maker fails to perform<br>or comply with any one or more of its obligations under this Note. |
| --- | --- |
| (e) | Cross Default. Any present or future indebtedness<br>of the Maker in respect of moneys borrowed or raised becomes (or becomes capable of being declared) due and payable prior to its stated<br>maturity by reason of any event of default, or any such indebtedness is not paid when due or, as the case may be, within any applicable<br>grace period. |
| --- | --- |
| (f) | Enforcement Proceedings. A distress, attachment, execution<br>or other legal process is levied or enforced on or against any assets of the Maker which is not discharged or stayed within 30 days. |
| --- | --- |
| (g) | Unlawfulness and Invalidity. It is or becomes unlawful<br>for the Maker to perform any of its obligations under this Note, or any obligations of the Maker under this Note are not or cease to<br>be legal, valid, binding or enforceable. |
| --- | --- |
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| 6. | Remedies. |
|---|---|
| (a) | Upon the occurrence of an Event of Default specified in Section<br>5(a) and 5(d) hereof, the Payee may, by written notice to the Maker, declare this Note to be due immediately and payable, whereupon the<br>unpaid principal amount of this Note, and all other amounts payable hereunder, shall become immediately due and payable without presentment,<br>demand, protest or other notice of any kind, all of which are hereby expressly waived, notwithstanding anything contained herein or in<br>the documents evidencing the same to the contrary. |
| --- | --- |
| (b) | Upon the occurrence of an Event of Default specified in Sections<br>5(b), 5(c), 5(e), 5(f) and 5(g) hereof, the unpaid principal balance of this Note, and all other sums payable with regard to this Note<br>hereunder, shall automatically and immediately become due and payable, in all cases without any action on the part of the Payee. |
| --- | --- |
| 7. | Taxes. The Maker will pay all amounts due hereunder free<br>and clear of and without reduction for any taxes, levies, imposts, deductions, withholding or charges imposed or levied by any governmental<br>authority or any political subdivision or taxing authority thereof with respect thereto (“Taxes”). The Maker will<br>pay on behalf of the Payee all such Taxes so imposed or levied and any additional amounts as may be necessary so that the net payment<br>of principal and any interest on this Note received by the Payee after payment of all such Taxes shall be not less than the full amount<br>provided hereunder. |
| --- | --- |
| 8. | Waivers. The Maker and all endorsers and guarantors of,<br>and sureties for, this Note waive presentment for payment, demand, notice of dishonor, protest, and notice of protest with regard to<br>the Note, all errors, defects and imperfections in any proceedings instituted by the Payee under the terms of this Note, and all benefits<br>that might accrue to the Maker by virtue of any present or future laws exempting any property, real or personal, or any part of the proceeds<br>arising from any sale of any such property, from attachment, levy or sale under execution, or providing for any stay of execution, exemption<br>from civil process, or extension of time for payment; and the Maker agrees that any real estate that may be levied upon pursuant to a<br>judgment obtained by virtue hereof or any writ of execution issued hereon, may be sold upon any such writ in whole or in part in any<br>order desired by the Payee. |
| --- | --- |
| 9. | Unconditional Liability. The Maker hereby waives all<br>notices in connection with the delivery, acceptance, performance, default, or enforcement of the payment of this Note, and agrees that<br>its liability shall be unconditional, without regard to the liability of any other party, and shall not be affected in any manner by<br>any indulgence, extension of time, renewal, waiver or modification granted or consented to by the Payee, and consents to any and all<br>extensions of time, renewals, waivers, or modifications that may be granted by the Payee with respect to the payment or other provisions<br>of this Note, and agrees that additional makers, endorsers, guarantors, or sureties may become parties hereto without notice to the Maker<br>or affecting the Maker’s liability hereunder. For the purpose of this Note, “business day” shall mean a day (other<br>than a Saturday, Sunday or public holiday) on which banks are open in China and New York for general banking business. |
| --- | --- |
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| 10. | Notices. All notices, statements or other documents which<br>are required or contemplated by this Note shall be made in writing and delivered: (i) personally or sent by first class registered or<br>certified mail, overnight courier service to the address most recently provided in writing to such party or such other address as may<br>be designated in writing by such party, (ii) by fax to the number most recently provided to such party or such other fax number as may<br>be designated in writing by such party, or (iii) by email, to the email address most recently provided to such party or such other email<br>address as may be designated in writing by such party. Any notice or other communication so transmitted shall be deemed to have been<br>given on (a) the day of delivery, if delivered personally, (b) only if the receipt is acknowledged, the day after such receipt, if sent<br>by fax or email, (c) the business day after delivery to an overnight courier service, if sent by an overnight courier service, or (d)<br>5 days after mailing if sent by first class registered or certified mail. |
|---|---|
| 11. | Construction. This Note shall be construed and enforced<br>in accordance with the laws of New York, without regard to conflict of law provisions thereof. |
| --- | --- |
| 12. | Severability. Any provision contained in this Note which<br>is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or<br>unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction<br>shall not invalidate or render unenforceable such provision in any other jurisdiction. The Payee hereby waives any and all right, title,<br>interest or claim of any kind (“Claim”) in or to any amounts contained in the trust account deriving from the proceeds<br>of the IPO conducted by the Maker and the proceeds of the sale of securities in a private placement (if any) prior to the effectiveness<br>of the IPO, as described in greater detail in the Prospectus filed with the Securities and Exchange Commission in connection with the<br>IPO (the “Trust Account Funds”), and hereby agrees not to seek recourse, reimbursement, payment or satisfaction for<br>any Claim from the Trust Account Funds or any distribution therefrom for any reason whatsoever. If Maker does not consummate the Business<br>Combination, this Note shall be repaid only from amounts other than Trust Account Funds, if any. |
| --- | --- |
| 13. | Amendment; Waiver. Any amendment hereto or waiver of<br>any provision hereof may be made with, and only with, the written consent of the Maker and the Payee. |
| --- | --- |
| 14. | Assignment. This Note shall be binding upon the Maker<br>and its successors and assigns and is for the benefit of the Payee and its successors and assigns, except that the Maker may not assign<br>or otherwise transfer its rights or obligations under this Note. The Payee may at any time without the consent of or notice to the Maker<br>assign to one or more entities all or a portion of its rights under this Note. |
| --- | --- |
[signature page follows]
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The Parties, intending to be legally bound hereby, have caused this Note to be duly executed by the undersigned as of the day and year first above written.
MAKER:
| Aimfinity Investment Corp. I | |
|---|---|
| By: | /s/ I-Fa Chang |
| Name: | I-Fa Chang |
| Title: | CEO and Chairman |
PAYEE:
I-Fa Chang
| By: | /s/ I-Fa Chang |
|---|
[signature page to the promissory note]
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Exhibit 99.1
Aimfinity Investment Corp. I Announces
Approval by Shareholders of its Business Combinationwith Docter Inc.
Wilmington, DE, March 28, 2025 (GLOBE NEWSWIRE) – Aimfinity Investment Corp. I (the “AIMA”) (Nasdaq: AIMAU), a special purpose acquisition company, today announced that, the previously announced business combination (the "Business Combination") between AIMA and Docter Inc. (“Docter”), a Taiwanese health technology company, was approved at an extraordinary general meeting of shareholders (the "EGM") of AIMA on March 27, 2025. Approximately 93.8% of the votes cast at the EGM were in favor of the Business Combination.
In addition, in order to extend the date by which AIMA must complete the Business Combination from March 28, 2025 to April 28, 2025, on March 28, 2025, I-Fa Chang, manager of the sponsor of AIMA, deposited into AIMA’s trust account (the “Trust Account”) an aggregate of $55,823.80, or $0.05 per Class A ordinary share held by public shareholders of AIMA (the “Monthly Extension Payment”).
Pursuant to AIMA’s fourth amended and restated memorandum and articles of association (“Current Charter”), effective January 9, 2025, AIMA may extend the date by which AIMA must complete the Business Combination on a monthly basis from January 28, 2025 until October 28, 2025 or such earlier date as may be determined by its board of directors by depositing the Monthly Extension Payment for each month into the Trust Account. This is the third of nine monthly extensions available under the Current Charter of AIMA.
About Aimfinity InvestmentCorp. I
Aimfinity Investment Corp. I is a special purpose acquisition company (SPAC) focused on merging with high-growth potential businesses and facilitating their entry into the capital markets.
About Docter Inc.
Docter Inc. is a leading health technology company dedicated to developing innovative health monitoring solutions that enhance the accessibility and efficiency of global healthcare services.
Additional Informationand Where to Find It
As previously disclosed,on October 13, 2023, AIMA entered into that certain Agreement and Plan of Merger (as may be amended, supplemented or otherwise modifiedfrom time to time, the “Merger Agreement”), by and between AIMA, Docter, Aimfinity Investment Merger Sub I, a Cayman Islandsexempted company and wholly-owned subsidiary of AIMA (“Purchaser”), and Aimfinity Investment Merger Sub II, Inc., a Delawarecorporation and wholly-owned subsidiary of Purchaser (“Merger Sub”), pursuant to which AIMA is proposing to enter into a businesscombination with Docter involving an reincorporation merger and an acquisition merger. This press release does not contain all the informationthat should be considered concerning the proposed business combination and is not intended to form the basis of any investment decisionor any other decision in respect of the business combination. AIMA’s shareholders and other interested persons are advised to read,when available, the proxy statement/prospectus and the amendments thereto and other documents filed in connection with the proposed businesscombination, as these materials will contain important information about AIMA, Purchaser or Docter, and the proposed business combination.The proxy statement/prospectus and other relevant materials for the proposed business combination have been mailed to shareholders ofAIMA as of the record date of February 25, 2025, established for voting on the proposed business combination. Such shareholders will alsobe able to obtain copies of the proxy statement/prospectus and other documents filed with the SEC, without charge, once available, atthe SEC’s website at www.sec.gov, or by directing a request to AIMA’s principal office at 221 W 9th St, PMB 235 Wilmington,Delaware 19801.
Forward-LookingStatements
This press release containscertain “forward-looking statements” within the meaning of the Securities Act of 1933, as amended (the “Securities Act”)and the Securities Exchange Act of 1934, as amended. Statements that are not historical facts, including statements about the proposedtransactions described herein, and the parties’ perspectives and expectations, are forward-looking statements. Such statements include,but are not limited to, statements regarding the proposed transaction, including the anticipated initial enterprise value and post-closingequity value, the benefits of the proposed transaction, integration plans, expected synergies and revenue opportunities, anticipated futurefinancial and operating performance and results, including estimates for growth, the expected management and governance of the combinedcompany, 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 statementsare not guarantees of future performance and are subject to various risks and uncertainties, assumptions (including assumptions aboutgeneral economic, market, industry and operational factors), known or unknown, which could cause the actual results to vary materiallyfrom those indicated or anticipated.
Such risks and uncertaintiesinclude, 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 orwaived, such as regulatory approvals not being obtained, on a timely basis or otherwise, or that a governmental entity prohibited, delayedor refused to grant approval for the consummation of the transaction or required certain conditions, limitations or restrictions in connectionwith such approvals; (ii) risks related to the ability of AIMA and Docter to successfully integrate the businesses; (iii) the occurrenceof any event, change or other circumstances that could give rise to the termination of the applicable transaction agreements; (iv) therisk that there may be a material adverse change with respect to the financial position, performance, operations or prospects of AIMAor Docter; (v) risks related to disruption of management time from ongoing business operations due to the proposed transaction; (vi) therisk that any announcements relating to the proposed transaction could have adverse effects on the market price of AIMA’s securities;(vii) the risk that the proposed transaction and its announcement could have an adverse effect on the ability of Docter to retain customersand retain and hire key personnel and maintain relationships with their suppliers and customers and on their operating results and businessesgenerally; (viii) risks relating to the medical device industry, including but not limited to governmental regulatory and enforcementchanges, market competitions, competitive product and pricing activity; and (ix) risks relating to the combined company’s abilityto enhance its products and services, execute its business strategy, expand its customer base and maintain stable relationship with itsbusiness partners.
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A further list and descriptionof risks and uncertainties can be found in the prospectus filed with the Securities and Exchange Commission (the “SEC”) onApril 26, 2022 relating to AIMA’s initial public offering (File No. 333-263874), the annual report of AIMA on Form 10-K for thefiscal year ended on December 31, 2023, filed with the SEC on July 29, 2024, and in the final prospectus/proxy statement filed with theSEC on March 6, 2025 relating to the proposed transactions (File No. 333-284658) (the “Final Prospectus”), and other documentsthat the parties may file or furnish with the SEC, which you are encouraged to read. Should one or more of these risks or uncertaintiesmaterialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipatedby such forward-looking statements. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements. Forward-lookingstatements relate only to the date they were made, and AIMA, Docter, and their subsidiaries or affiliates undertake no obligation to updateforward-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 describedherein, Purchaser filed the Final Prospectus with the SEC on March 6, 2025. The proxy statement and a proxy card will be mailed to AIMA’sshareholders of record as of February 25, 2025. Shareholders of AIMA will also be able to obtain a copy of the Final Prospectus withoutcharge from AIMA. The Final Prospectus may also be obtained without charge at the SEC’s website at www.sec.gov. INVESTORS AND SECURITYHOLDERS OF AIMA ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS INCONNECTION WITH THE PROPOSED TRANSACTIONS THAT AIMA WILL FILE WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANTINFORMATION ABOUT AIMA, DOCTER AND THE PROPOSED TRANSACTIONS.
Participants inthe Solicitation
AIMA, Docter, and theirrespective directors, executive officers, other members of management, and employees, under SEC rules, may be deemed to be participantsin the solicitation of proxies of AIMA’s shareholders in connection with the proposed transactions described herein. Informationregarding the persons who may, under SEC rules, be deemed participants in the solicitation of AIMA’s shareholders in connectionwith the proposed business combination is set forth in the Final Prospectus.
No Offer or Solicitation
This press release isnot a proxy statement or solicitation of a proxy, consent or authorization with respect to any securities or in respect of any potentialtransaction and does not constitute an offer to sell or a solicitation of an offer to buy any securities of AIMA, Purchaser 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 unlawfulprior to registration or qualification under the securities laws of such state or jurisdiction. No offer of securities shall be made exceptby means of a prospectus meeting the requirements of Section 10 of the Securities Act or an exemption therefrom.
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