🧾 What This Document Is

This is the annual report (Form 10-K) for Oxley Bridge Acquisition Ltd. for the year ended December 31, 2025. Think of it as the company's official, detailed report card for investors, covering its business, finances, and major risks.

🏢 What The Company Does

👉 In simple terms, Oxley Bridge is a "blank check" company or SPAC (Special Purpose Acquisition Company). It was created with the sole purpose of finding and merging with an existing private business. It doesn't make products or sell services itself. Its only job is to use its cash to buy another company, which then becomes a public company.

How it works: It raised money from investors in an IPO (Initial Public Offering). That cash is held in a Trust Account and can only be used to buy a target company or be returned to shareholders if no deal is done.
The Ticking Clock: The company has until June 26, 2027, to find and complete a business combination. If it fails, it must liquidate and return the trust money to shareholders.

💰 Financial Highlights

The company's financials are simple because it has no real business operations yet. All the important numbers are about its cash pile for the future deal.

Cash for a Deal: As of December 31, 2025, there was $258,227,025.25 in the trust account available for a business combination (before any potential shareholder redemptions and fees).
Estimated Payout to Shareholders: The pro-rata amount in the trust was approximately $10.21 per Public Share as of year-end. This is what a shareholder would get back if the company liquidates today.
Share Count: As of March 30, 2026, there were:
- 25,300,000 Class A Ordinary Shares (the public's shares)
- 6,325,000 Class B Ordinary Shares (the Sponsor's "founder" shares)

🚀 Key Moves & Structure

The Sponsor: Oxley Bridge Holdings LLC (managed by Jonathan Lin) organized the company and owns the Class B shares, which are worth very little now but become valuable only if a deal happens.
The IPO: The company completed its IPO on June 26, 2025. Its units (OBAWU), shares (OBA), and warrants (OBAWW) trade on Nasdaq.
Searching for a Target: The company has not identified a specific business to acquire yet. It is actively searching, using the management team's network and contacts.
Warrants: There are public warrants (OBAWW) and private warrants. Each whole warrant allows the holder to buy one Class A share at $11.50.

📦 Financial Position & Risks

The main "financial position" is the trust account. The big story here is the list of risks that could prevent a deal or cause losses.

👍 Strengths:
- Cash Ready: Has over a quarter-billion dollars ready to deploy.
- Experienced Team: Management has a history of doing SPAC deals and sourcing targets.
- Public Vehicle: Offers target companies a faster path to going public than a traditional IPO.
⚠️ Major Risks:
- No Target Yet: The biggest risk is they may not find a suitable company to buy before the June 2027 deadline.
- Redemptions: Public shareholders can demand their money back when a deal is announced. If too many do, the trust might not have enough cash left to complete the acquisition.
- Dilution: The Sponsor's Founder Shares and the warrants will dilute (reduce the ownership percentage of) public shareholders after a deal.
- Conflict of Interest: Management may present a deal that benefits the Sponsor more than public shareholders.
- Liquidation: If no deal is done, the company will shut down, and your investment (in public shares) will be worth only the ~$10.21 per share from the trust, likely minus some costs.

🔮 What's Next

The company's entire future is a single event: announcing a definitive agreement to acquire a target business. Once a target is identified, they will negotiate terms, present the deal to shareholders, and give shareholders the right to redeem their shares for their portion of the trust money. The clock is ticking toward June 26, 2027.

⚖️ The Details — How This All Works

This filing explains the complex mechanics of a SPAC:

Redemption Rights: You can vote "FOR" a deal and still ask for your money back from the trust. This is a unique SPAC feature.
The 80% Test: The deal must be for a business worth at least 80% of the trust's value.
Sponsor's Role: The Sponsor's shares (Class B) are worthless if the company liquidates. Their huge potential profit only comes if a deal is done, which creates an incentive to make a deal—even if it's not the best one for public shareholders.

🌍 Why This Matters — The Big Picture

This document reveals a company in its purest, riskiest form: a pile of cash with an expiration date. For investors, buying its shares (OBA) is a bet on Jonathan Lin and his team's ability to find and negotiate a good deal within two years. The warrants (OBAWW) are a leveraged bet on that same success. The high redemption risk means the final deal could be much smaller and less well-funded than the current trust amount suggests.

🧠 The Analogy

Oxley Bridge is like a restaurant gift card with an expiration date. The company raised money (the gift card balance) and has two years to "spend" it by acquiring a restaurant (a business). If it finds a great restaurant to buy, your gift card becomes ownership in that new, larger restaurant. If it can't find a restaurant to buy by the deadline, the gift card expires, and you only get back the remaining cash value (the trust liquidation payout).

📇 Key Contacts & People

Jonathan Lin: Chairman & Chief Executive Officer
Gary Chan: Chief Financial Officer
Jessi Yan: President
Jack Cho: Independent Director
Wee Leong Gan: Independent Director
Enrique Gonzalez: Independent Director
Norma Chu: Independent Director
Company Address: 333 Seymour Street, Vancouver, BC, Canada V6B 5A6
Phone: (778) 653-3584

🧩 Final Takeaway

Oxley Bridge Acquisition Ltd. is a SPAC with ~$258 million in trust, searching for a company to buy before its deadline in June 2027. The investment is a bet on management's deal-making skills, but carries significant risk of dilution and a potential liquidation event where shareholders would get back approximately $10.21 per share.

Oxley Bridge Acquisition Ltd — 10-K Filing