RFAI on Nasdaq

RF Acquisition Corp II

In its 2026 annual report the company says: “RF Acquisition Corp II is a blank check company incorporated on February 5, 2024, as a Cayman Islands exempted company.”3 Its shares trade on Nasdaq under the symbol RFAI.1

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Last updated Oct 21, 2026.

Overview

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  • TickerRFAI on Nasdaq1
  • IndustryBlank Checks1
  • HeadquartersE91
  • Incorporated inCayman Islands2
  • Business address111 Somerset, #05-07, Singapore2
  • Filer category, Emerging growth company2

RF Acquisition Corp II is a blank check company incorporated on February 5, 2024, as a Cayman Islands exempted company. The Company was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). Although the Company is not limited to a particular industry or sector for purposes of consummating a Business Combination, the Company intends to focus its search for a Business Combination on target businesses in Asia within the deep technology sector, including artificial intelligence, quantum computing, and biotechnology. We shall not undertake our Business Combination with an entity or business with China operations consolidated through a variable interest entity (“VIE”) structure.3 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Financial statements

Every line of the income statement as filed: the last 2 fiscal years, latest first.4

Period ending2025-12-312024-12-31
Operating and formation costs$1.3M$361.8K
Loss from operations-$1.3M-$361.8K
Interest earned on cash held in Trust Account$4.6M$3.5M
Net income$3.4M$3.2M
Weighted average shares outstanding of redeemable ordinary shares10.6M shares7.8M shares
Basic net income per ordinary share, redeemable ordinary shares$0$0
Weighted average shares outstanding of non-redeemable ordinary shares3.5M shares3.2M shares
Basic net income per share, non-redeemable ordinary shares$0.24$0.29
Diluted weighted average shares outstanding of redeemable ordinary shares10.6M shares7.8M shares
Diluted net income per share, redeemable ordinary shares$0.24$0.28
Diluted weighted average shares outstanding of non-redeemable ordinary shares3.5M shares3.4M shares
Diluted net income per share, non-redeemable ordinary shares$0.24$0.28

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Corporate structure

RF Acquisition Corp II sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of RF Acquisition Corp II

  • RF Acquisition Corp II E9

Built from major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What RF Acquisition Corp II reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$04 Dec 31, 2024

Properties, in its own words

We currently utilize office space at 111 Somerset, #05-07, Singapore 238164 from our Sponsor. We pay our Sponsor $10,000 per month for office space, secretarial and administrative services provided to members of our Management Team. Upon completion of our Business Combination or our liquidation, we will cease paying these monthly fees.

Item 2 of the 10-K filed Feb 11, 2026.3

Leadership

Who has led RF Acquisition Corp II, and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. Tse Meng Ng2024–now

Chief financial officer

  1. Chee Soon Tham2024–now
2025
Board members and other officers (4)

Timeline

  1. Aug 20, 20268-K Shareholder vote; Other events12
  2. Aug 14, 20268-K Entered a material agreement; New debt or obligation; Bylaws or fiscal year changed13
  3. Nov 14, 20258-K Entered a material agreement; Bylaws or fiscal year changed; Shareholder vote14
  4. Oct 2, 20258-K Entered a material agreement15
  5. May 21, 20258-K Other events16
  6. May 8, 20258-K Executive or director change17
  7. Jul 2, 20248-K Other events18
  8. May 28, 20248-K Unregistered sale of shares; Other events19
  9. May 23, 2024New chief executive Tse Meng Ng becomes CEO7
  10. May 22, 20248-K Entered a material agreement; Unregistered sale of shares; Bylaws or fiscal year changed20

Filings

65 filings to the SEC since October 2021: 2 annual reports, 8 quarterly reports, 9 major events, 8 insider forms, 17 large holders, 21 other. The latest 20:

  1. Sep 4, 2026SCHEDULE 13G/A EDGAR
  2. Aug 20, 2026425 EDGAR
  3. Aug 20, 20268-K EDGAR
  4. Aug 14, 2026425 EDGAR
  5. Aug 14, 20268-K EDGAR
  6. Aug 7, 202610-Q EDGAR
  7. Jul 31, 2026DEF 14A EDGAR
  8. Jul 21, 2026PRE 14A EDGAR
  9. May 14, 2026SCHEDULE 13G EDGAR
  10. May 8, 2026SCHEDULE 13G EDGAR
  11. May 7, 202610-Q EDGAR
  12. Apr 7, 2026SCHEDULE 13G/A EDGAR
  13. Mar 6, 2026SCHEDULE 13G/A EDGAR
  14. Feb 12, 2026SCHEDULE 13G/A EDGAR
  15. Feb 11, 202610-K EDGAR
  16. Feb 11, 2026SCHEDULE 13G/A EDGAR
  17. Jan 14, 2026SCHEDULE 13G/A EDGAR
  18. Nov 21, 2025SCHEDULE 13G/A EDGAR
  19. Nov 14, 2025425 EDGAR
  20. Nov 14, 20258-K EDGAR

The 65 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

SEC filer profile

How RF Acquisition Corp II is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARRF Acquisition Corp II1
  • CIK0002012807
  • Employer ID (EIN)00-00000003
  • Filer statusNon-accelerated filer an emerging growth company; a smaller reporting company; a shell company3
  • Incorporated inCayman Islands3
  • Fiscal year endsDecember 311
  • Industry code (SIC)6770 Blank Checks1
  • SEC reviewing officeOffice of Real Estate & Construction, Division of Corporation Finance1
  • Business address111 Somerset, #05-07, Singapore, Singapore1
  • Phone0065690407661
  • Shares outstanding3,512,500 as of Aug 7, 20266
  • Public float$123.7M as of Jun 30, 20253
  • AuditorMaloneBailey, LLP, Houston, Texas PCAOB ID 2063
  • On EDGAR sinceMar 11, 20241
  • Filings75 in all: 8-K (9), 10-Q (8), SCHEDULE 13G/A (8), 3 (6), F-4/A (5), 425 (4), CORRESP (4), SC 13G (4)1
    All 25 form types

    SCHEDULE 13G (4), 10-K (2), 4 (2), DEF 14A (2), EFFECT (2), PRE 14A (2), S-1/A (2), UPLOAD (2), 424B3 (1), 424B4 (1), 8-A12B (1), CERT (1), DRS (1), DRS/A (1), F-4 (1), S-1 (1), SC 13G/A (1)

  • Latest filingsAnnual report (10-K) Feb 11, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Jul 31, 2026
    Latest 8-K (8-K) Aug 20, 2026

Securities registered for trading

ClassSymbolExchange
Units, each consisting of one ordinary share and one rightRFAIUNasdaq
Ordinary Shares, par value $0.0001 per shareRFAINasdaq
Rights, each right entitling the holder thereof to one-twentieth of one ordinary shareRFAIRNasdaq

From the cover page of the 10-K filed Feb 11, 2026 (Section 12(b) of the Exchange Act).3

Risk factors and legal proceedings

The risks RF Acquisition Corp II names in Item 1A of its 10-K filed Feb 11, 2026: 76 risks under these headings, as written.3

  • You should consider carefully all of the risks described below, together with the other information contained in this Form 10-K, before making a decision to invest in our securities. This Form 10-K also contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated in the forward-looking statements as a result of specific factors, including the risks described below.
  • Risks Related to our Search for, Consummation of, or Inability to Consummate, a Business Combination
  • We are a Cayman Islands exempted company with no operating history and no revenues, and you have no basis on which to evaluate our ability to achieve our business objective.
  • Our independent registered public accounting firm’s report contains an explanatory paragraph that expresses substantial doubt about our ability to continue as a “going concern.”
  • Our Public Shareholders may not be afforded an opportunity to vote on our proposed Business Combination, which means we may complete our Business Combination even though a majority of our Public Shareholders do not support such a combination.
  • If we seek shareholder approval of our Business Combination, our Initial Shareholders have agreed to vote in favor of such Business Combination, regardless of how our Public Shareholders vote.
  • Your only opportunity to affect the investment decision regarding a potential Business Combination will be limited to the exercise of your right to redeem your shares from us for cash, unless we seek shareholder approval of the Business Combination.
  • The ability of our Public Shareholders to redeem their shares for cash may make our financial condition unattractive to potential Business Combination targets, which may make it difficult for us to enter into a Business Combination with a target.
  • The ability of our Public Shareholders to exercise redemption rights with respect to a large number of our shares may not allow us to complete the most desirable Business Combination or optimize our capital structure.
  • The ability of our Public Shareholders to exercise redemption rights with respect to a large number of our shares could increase the probability that our Business Combination would be unsuccessful and that you would have to wait for liquidation in order to redeem your shares.
  • Our search for a Business Combination, and any target business with which we ultimately consummate a Business Combination, may be materially adversely affected by new outbreaks, or continuation of any existing outbreaks, of any infectious disease (such as COVID-19) and other events, and the status of debt and equity markets.
  • Our search for a Business Combination, and any target business with which we may ultimately consummate a Business Combination, may be materially adversely affected by current global geopolitical conditions resulting from the ongoing Russia-Ukraine conflict and the recent escalation of the conflict in the Middle East and Southwest Asia.
The other 64 risks
  • Military or other conflicts in Ukraine, the Middle East and Southwest Asia or elsewhere and other disruptions to the equity or debt capital markets, may lead to increased volume and price volatility for publicly traded securities, or affect the operations or financial condition of potential target companies, which could make it more difficult for us to consummate a Business Combination.
  • As the number of special purpose acquisition companies evaluating targets increases, attractive targets may become scarcer and there may be more competition for attractive targets. This could increase the cost of our Business Combination and could even result in our inability to find a target or to consummate a Business Combination.
  • If our Business Combination involves a company organized under the laws of a state of the United States, it is possible a 1% U.S. federal excise tax will be imposed on us in connection with redemptions of our Ordinary Shares after or in connection with such Business Combination.
  • We may be a passive foreign investment company, or “PFIC,” which could result in adverse United States federal income tax consequences to U.S. investors.
  • Changes in the market for directors and officers liability insurance could make it more difficult and more expensive for us to negotiate and complete a Business Combination.
  • The requirement that we complete our Business Combination within the prescribed time frame may give potential target businesses leverage over us in negotiating a Business Combination and may decrease our ability to conduct due diligence on potential Business Combination targets as we approach our dissolution deadline, which could undermine our ability to complete our Business Combination on terms that would produce value for our shareholders.
  • We may not be able to complete our Business Combination within the prescribed time frame, in which case we would cease all operations except for the purpose of winding up and we would redeem our Public Shares and liquidate, in which case our Public Shareholders may only receive $10.05 per share, or less than such amount in certain circumstances, and our Rights will expire worthless.
  • If we seek shareholder approval of our Business Combination, our Initial Shareholders and their affiliates may elect to purchase shares or Rights from Public Shareholders, which may make it more likely that we are able to consummate such Business Combination or reduce the public “float” of our Ordinary Shares or Rights.
  • If a shareholder fails to receive notice of our offer to redeem our Public Shares in connection with our Business Combination, or fails to comply with the procedures for tendering its shares, such shares may not be redeemed.
  • You will not have any rights or interests in funds from the Trust Account, except under certain limited circumstances. To liquidate your investment, therefore, you may be forced to sell your Public Shares or Rights, potentially at a loss.
  • You will not be entitled to protections normally afforded to investors of many other blank check companies.
  • If we seek shareholder approval of our Business Combination and we do not conduct redemptions pursuant to the tender offer rules, and if you or a “group” of shareholders are deemed to hold in excess of 15% of our Ordinary Shares, you will lose the ability to redeem all such shares in excess of 15% of our Ordinary Shares.
  • Because of our limited resources and the significant competition for business combination opportunities, it may be more difficult for us to complete our Business Combination. If we are unable to complete our Business Combination, our Public Shareholders may receive only approximately $10.05 per share on our redemption of our Public Shares, or less than such amount in certain circumstances, and our Rights will expire worthless.
  • If the net proceeds of the Initial Public Offering and the sale of the Private Placement Units not being held in the Trust Account are insufficient to allow us to operate for at least 27 months from the closing of the Initial Public Offering, we may be unable to complete our Business Combination, in which case our Public Shareholders may only receive $10.05 per share, or less than such amount in certain circumstances, and our Rights will expire worthless.
  • If the net proceeds of the Initial Public Offering and the sale of the Private Placement Units not being held in the Trust Account are insufficient, it could limit the amount available to fund our search for a target business or businesses and complete our Business Combination and we will depend on loans from our Initial Shareholders or Management Team to fund our search for a Business Combination and to complete our Business Combination. If we are unable to obtain these loans, we may be unable to complete our Business Combination.
  • We do not have a specified maximum redemption threshold. The absence of such a redemption threshold may make it possible for us to complete a Business Combination where a substantial majority of our shareholders seek redemption.
  • If third parties bring claims against us, the proceeds held in the Trust Account could be reduced and the per-share redemption amount received by shareholders may be less than $10.05 per share.
  • Our independent directors may decide not to enforce the indemnification obligations of our Sponsor, resulting in a reduction in the amount of funds in the Trust Account available for distribution to our Public Shareholders.
  • If, after we distribute the proceeds in the Trust Account to our Public Shareholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, a bankruptcy court may seek to recover such proceeds, and we and our board may be exposed to claims of punitive damages.
  • If, before distributing the proceeds in the Trust Account to our Public Shareholders, we file a bankruptcy petition or an involuntary bankruptcy petition is filed against us that is not dismissed, the claims of creditors in such proceeding may have priority over the claims of our shareholders and the per-share amount that would otherwise be received by our shareholders in connection with our liquidation may be reduced.
  • Our shareholders may be held liable for claims by third parties against us to the extent of distributions received by them upon redemption of their shares.
  • Because we are not limited to a particular industry, sector, or geographic region in which to pursue our Business Combination, you will be unable to ascertain the merits or risks of any particular target business’ operations.
  • Past performance by our Management Team, our advisors and our Initial Shareholders may not be indicative of future performance of an investment in us.
  • We may seek acquisition opportunities in industries or sectors which may be outside of our Management’s area of expertise.
  • Although we have identified general criteria and guidelines that we believe are important in evaluating prospective target businesses, we may enter into our Business Combination with a target that does not meet such criteria and guidelines, and as a result, the target business with which we enter into our Business Combination may not have attributes entirely consistent with our general criteria and guidelines.
  • We are not required to obtain an opinion from an independent investment banking firm or from an independent accounting firm, and consequently, you may have no assurance from an independent source that the price we are paying for the business is fair to our Company from a financial point of view.
  • Resources could be wasted in researching acquisitions that are not completed, which could materially adversely affect subsequent attempts to locate and acquire or merge with another business. If we are unable to complete our Business Combination, our Public Shareholders may receive only approximately $10.05 per share, or less than such amount in certain circumstances, on the liquidation of our Trust Account and our Rights will expire worthless.
  • We may attempt to simultaneously complete business combinations with multiple prospective targets, which may hinder our ability to complete our Business Combination and give rise to increased costs and risks that could negatively impact our operations and profitability.
  • We may have a limited ability to assess the management of a prospective target business and, as a result, may complete our Business Combination with a target business whose management may not have the skills, qualifications or abilities to manage a public company, which could, in turn, negatively impact the value of our shareholders’ investment in us.
  • We may only be able to complete one Business Combination with the proceeds of the Initial Public Offering and the sale of the Private Placement Units, which will cause us to be solely dependent on a single business which may have a limited number of products or services. This lack of diversification may negatively impact our operations and profitability.
  • Risks Related to Our Securities
  • NASDAQ may delist our securities from trading on its exchange, which could limit investors’ ability to make transactions in our securities and subject us to additional trading restrictions.
  • We may issue additional Ordinary Shares or preference shares to complete our Business Combination or under an employee incentive plan after completion of our Business Combination. Any such issuances would dilute the interest of our shareholders and likely present other risks.
  • We may issue notes or other debt securities, or otherwise incur substantial debt, to complete a Business Combination, which may adversely affect our leverage and financial condition and thus negatively impact the value of our shareholders’ investment in us.
  • The grant of registration rights to our Initial Shareholders and EBC may make it more difficult to complete our Business Combination, and the future exercise of such Rights may adversely affect the market price of our Ordinary Shares.
  • Our Initial Shareholders paid an aggregate of $25,000 for the Founder Shares, or approximately $0.0087 per founder share. As a result of this low initial price, our Initial Shareholders stand to make a substantial profit even if a Business Combination subsequently declines in value or is unprofitable for our Public Shareholders.
  • We may amend the terms of the Rights in a manner that may be adverse to holders with the approval by the holders of at least a majority of the then outstanding Rights.
  • Our Rights may have an adverse effect on the market price of our Ordinary Shares and make it more difficult to complete our Business Combination.
  • Because we must furnish our shareholders with target business financial statements, we may lose the ability to complete an otherwise advantageous Business Combination with some prospective target businesses.
  • Risks Related to Our Management
  • Our ability to successfully complete our Business Combination and to be successful thereafter will be totally dependent upon the efforts of members of our Management Team, some of whom may join us following our Business Combination. The loss of such people could negatively impact the operations and profitability of our post-combination business.
  • Members of our Management Team may negotiate employment or consulting agreements with a target business in connection with a particular Business Combination. These agreements may provide for them to receive compensation following our Business Combination and as a result, may cause them to have conflicts of interest in determining whether a particular Business Combination is the most advantageous.
  • Our officers and directors may allocate their time to other businesses and may become officers or directors of other special purpose acquisition companies, thereby causing conflicts of interest in their determination as to how much time to devote to our affairs and whether to present a target to us instead of our competitors. This conflict of interest could have a negative impact on our ability to complete our Business Combination.
  • Our other officers and directors may in the future become, affiliated with entities engaged in business activities similar to those intended to be conducted by us and, accordingly, may have conflicts of interest in allocating their time and determining to which entity a particular business opportunity should be presented.
  • Our Initial Shareholders and their respective affiliates may have competitive pecuniary interests that conflict with our interests.
  • We may engage in a Business Combination with one or more target businesses that have relationships with entities that may be affiliated with our Initial Shareholders which may raise potential conflicts of interest.
  • Since our Initial Shareholders will lose their entire investment in us if our Business Combination is not completed, a conflict of interest may arise in determining whether a particular Business Combination target is appropriate for our Business Combination.
  • Our Initial Shareholders and other insiders may exert a substantial influence on actions requiring a shareholder vote, potentially in a manner that you do not support.
  • Post Business Combination Risks
  • Subsequent to the completion of our Business Combination, we may be required to take write-downs or write-offs, restructuring and impairment or other charges that could have a significant negative effect on our financial condition, results of operations and our share price, which could cause you to lose some or all of your investment.
  • Our success will ultimately depend upon market acceptance of our products and services, our ability to develop and commercialize existing and new products and services and generate revenues, and our ability to identify new markets for its technology.
  • If we fail to adapt and respond effectively to rapidly changing technology, evolving industry standards, changing regulations and payment methods, demand for product enhancements, new product features, and changing business needs, requirements or preferences, our products may become less competitive.
  • Technology platforms may not operate properly or as we expect it to operate.
  • New or changing technologies, could cause a disruption in our business model, which may materially impact our results of operations and financial condition.
  • We may face additional and distinctive risks if we acquire a business in certain industries, such as technology.
  • Risks Related to Acquiring and Operating a Business Outside of the United States
  • We may effect a Business Combination with a company located outside of the United States and if we do, we would be subject to a variety of additional risks that may negatively impact our business operations and financial results.
  • Because of the costs and difficulties inherent in managing cross-border business operations, our results of operations may be negatively impacted.
  • If social unrest, acts of terrorism, regime changes, changes in laws and regulations, political upheaval, or policy changes or enactments occur in a country in which we may operate after we effect our Business Combination, it may result in a negative impact on our business.
  • Many countries have difficult and unpredictable legal systems and underdeveloped laws and regulations that are unclear and subject to corruption and inexperience, which may adversely impact our results of operations and financial condition.
  • If we effect a Business Combination with a company located outside of the United States, the laws applicable to such company will likely govern all of our material agreements and we may not be able to enforce our legal rights.
  • If relations between the United States and foreign governments deteriorate, it could cause potential target businesses or their goods and services to become less attractive.
  • We may not be able to complete a Business Combination with a U.S. target company since such Business Combination may be subject to U.S. foreign investment regulations and review by a U.S. government entity such as the Committee on Foreign Investment in the United States (“CFIUS”) or ultimately prohibited.
  • If any dividend is declared in the future and paid in a foreign currency, you may be disproportionately taxed on what you actually receive.
  • If the management team following our Business Combination is unfamiliar with United States securities laws, they may have to expend time and resources becoming familiar with such laws, which could lead to various regulatory issues.
  • Currency policies may cause a target business’ ability to succeed in the international markets to be diminished.
  • Many of the economies in Asia are experiencing substantial inflationary pressures which may prompt the governments to take action to control the growth of the economy and inflation that could lead to a significant decrease in our profitability following our Business Combination.
  • Many industries in Asia are subject to government regulations that limit or prohibit foreign investments in such industries, which may limit the potential number of acquisition candidates.

Legal proceedings

To the knowledge of our Management Team, there is no material litigation, arbitration or governmental proceeding currently pending against us or any members of our Management Team in their capacity as such.

The opening of Item 3, Legal Proceedings.3

Sources

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    SEC EDGAROther events
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    SEC EDGAROther events
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