STARRY SEA ACQUISITION CORP Annual Report - How They Did This Year

I’ve put together this guide to help you understand how Starry Sea Acquisition Corp performed this year. My goal is to turn complex filing information into clear details you can use to decide if this company fits your investment goals.

1. What does this company do?

Starry Sea is a "Special Purpose Acquisition Company," or SPAC. Think of it as a "blank check" company. It has no products, factories, or services to sell. On August 12, 2025, the company raised $57.5 million through an IPO by selling 5.75 million units at $10.00 each. These funds sit in a trust account, waiting to be used to buy a private business.

2. Major news: They found a potential target!

The biggest update is that Starry Sea has moved from searching to negotiating. On September 29, 2025, they signed a non-binding letter of intent to acquire Forever Young International Limited.

Forever Young manages and supports medical institutions in China. The deal is in the early stages. Starry Sea is currently performing "due diligence"—a deep dive into Forever Young’s finances and legal records—to verify their revenue and regulatory standing. They estimate the target company is worth between $750 million and $900 million. This is a large deal compared to Starry Sea’s $57.5 million cash base.

3. Financial health

Because this is a shell company, it doesn't earn profit from sales. It acts as a vault for cash.

• The Cash: At year-end, $57.5 million sat in a trust account. These funds are invested in short-term U.S. government treasury bills and money market funds, which earn interest to help cover administrative costs.
• The Costs: The company spent about $816,000 on general expenses this year. This mostly covered legal fees, audits, and insurance needed to stay listed on the stock exchange. They have about $379,000 in cash left to fund operations and merger costs.

4. Key risks

This is the most important part for you as an investor:

• The Deal Might Fail: A "letter of intent" is not a final contract. If the review reveals hidden problems in Forever Young’s business, or if market conditions change, the deal could collapse. The company would then have to restart its search or shut down.
• The Clock is Ticking: The company must finish a merger by November 12, 2026—15 months after its IPO. If they miss this deadline, they must return the $57.5 million (plus interest) to shareholders and close the company.
• Speculative Nature: You are betting on management’s ability to navigate complex international regulations. If the merger succeeds, your investment becomes shares in the new public company. If it fails, your return is limited to the $10.00 redemption value plus interest.

5. Future outlook

The company is focused entirely on the Forever Young deal. They are currently in an "exclusivity period," meaning they cannot negotiate with anyone else. They expect to file a detailed report with the SEC soon, which will outline the merger terms and Forever Young’s financial health.

6. How to trade

You can trade the company on the Nasdaq in three ways:

• SSEAU: The "Unit" (includes one share and one right).
• SSEA: The ordinary share.
• SSEAR: The "Right" (a contract that gives you 1/10th of a share once the merger succeeds).

Investor Tip: Before making a move, keep a close eye on the SEC filings for the upcoming merger announcement. That document will be the most important piece of information to determine if the valuation of Forever Young aligns with your expectations for the company's future.