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10-K2026-03-06· deepseek-chat

GIG · GigCapital7 Corp.

0001193125-26-096526

SEC filing

Summary

GigCapital7 Corp. (GIG) reported a net income of $3.8 million for the fiscal year ended December 31, 2025, a significant increase from the $2.4 million net income reported for the period from inception (May 8, 2024) to December 31, 2024. The company generated no operating revenue, consistent with its status as a blank check company. The primary driver of net income was $8.4 million in interest and dividend income from marketable securities held in a Trust Account, partially offset by $3.3 million in general and administrative expenses and a $1.3 million expense from the change in fair value of warrants. Total assets were $211.9 million, primarily consisting of $211.6 million in cash and marketable securities held in the Trust Account. The company had a working capital deficit of $1.9 million as of December 31, 2025, and its business plan is dependent on completing a business combination with Hadron Energy, Inc., which was agreed upon on September 27, 2025. The company's ability to continue as a going concern is in substantial doubt without this transaction.

Key takeaways

Full analysis

Performance Summary

For the fiscal year ended December 31, 2025, GigCapital7 Corp. reported a net income of $3,825,465, a 60.8% increase from the $2,378,292 net income reported for the period from inception (May 8, 2024) to December 31, 2024. The company generated zero operating revenue, consistent with its business model as a blank check company. The primary income driver was $8,448,606 in interest and dividend income from cash and marketable securities held in a Trust Account, supplemented by $710 in interest income from an operating account. These gains were partially offset by $3,340,796 in general and administrative expenses and a $1,283,055 expense from the change in the fair value of warrant liabilities. The company's operations resulted in a loss from operations of $3.3 million.

Revenue Analysis

The company has not engaged in any operations or generated any operating revenues to date. Its activities since inception have been limited to organizational tasks, preparing for its initial public offering (IPO), and identifying a target business for a business combination. The company does not expect to generate any operating revenues until after the completion of its initial business combination. All income reported is non-operating, derived from interest and dividends on funds raised during the IPO and held in trust.

Margins & Profitability

With zero revenue, traditional margin calculations like gross margin and operating margin are not applicable. The company's profitability is entirely dependent on non-operating investment income, which significantly outweighed its operating expenses for the period. The cost structure is dominated by general and administrative expenses ($3.3 million), which are expected to increase as the company incurs public company compliance costs and due diligence expenses related to its pending business combination.

Cash Flow & Balance Sheet

Net cash used in operating activities was $1,179,866 for the year ended December 31, 2025. The company had total assets of $211,861,672 as of December 31, 2025, of which $211,637,310 (99.9%) was cash and marketable securities held in the Trust Account. Cash held outside the Trust Account was $89,362. Total liabilities were $3,636,000, resulting in total shareholders' equity (deficit) of -$3,300,000. The company reported a working capital deficit of $1,875,681. To address this, on January 30, 2026, the company received a $148,000 Working Capital Loan from its Sponsor, which is convertible into equity upon the consummation of the initial business combination.

Outlook

The company's future is entirely contingent on the completion of its initial business combination. On September 27, 2025, it entered into a business combination agreement with Hadron Energy, Inc., a micro reactor technology innovator. Upon consummation, the company expects to change its name to Hadron Energy, Inc. Management intends to use substantially all funds held in the Trust Account, plus any interest earned (net of taxes), to acquire the target business and pay related expenses. The filing explicitly states that the company's lack of present revenue, dependence on the business combination, and expected significant costs raise substantial doubt about its ability to continue as a going concern. If proceeds outside the Trust Account become insufficient, the company may need to raise additional funds from the Sponsor or other sources, which may not be available on acceptable terms.