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10-K2026-03-20· x-ai/grok-4.1-fast

JACS · Jackson Acquisition Company II

0001213900-26-032353

SEC filing

Summary

Jackson Acquisition Company II (JACS), a blank check company focused on healthcare targets, reported net income of $9.1M for FY 2025 ended December 31, 2025, driven by $9.7M interest earned on marketable securities held in the Trust Account, offsetting a $569K loss from operations due to general and administrative costs. This compares to net income of $381K for the period from inception (September 11, 2024) through December 31, 2024, with interest income of $558K. Total assets reached $243.2M, primarily $242.5M in the Trust Account funded by the December 2024 IPO of 23,000,000 units at $10.00 generating $230M gross proceeds, plus $8.4M from 840,000 Private Placement Units. Cash outside the Trust was $522K, with total current liabilities of $412K including $127K due to Sponsor. Cash flows showed net use in operating activities of $428K, investing outflow of $232.3M into the Trust, and financing inflow of $233.6M. No business combination has been completed; the company must consummate one by December 11, 2026, or face liquidation, raising going concern doubts.

Key takeaways

Full analysis

Performance Summary

Jackson Acquisition Company II reported a net income of $9.1M for the year ended December 31, 2025, compared to $381K for the period from inception through December 31, 2024. The 2025 result was driven by $9.7M in interest income from marketable securities in the Trust Account, exceeding the $569K loss from operations (general and administrative costs). Prior period net income of $381K reflected $558K interest income offsetting $177K operating expenses. Total assets grew to $243.2M, dominated by $242.5M Trust balance, up from post-IPO funding. Shareholders' equity was $221K, with retained earnings $220K. No operating revenues generated as the company remains pre-business combination.

Revenue Analysis

No operating revenue disclosed. Income solely from non-operating sources: $9.7M interest earned on marketable securities held in Trust Account for FY 2025, versus $558K in prior period. Proceeds from December 2024 IPO ($230M gross from 23M units) and Private Placement ($8.4M from 840K units) totaled $238.4M, with $232.3M invested in Trust. Focus remains on identifying healthcare services or technology targets for business combination.

Margins & Profitability

Not applicable due to no revenue or gross profit. Operating loss of $569K represented full G&A costs with no revenue base. Net income of $9.1M yielded positive profitability solely from interest income exceeding operating loss. Prior period similar structure with smaller scale. Additional paid-in capital $408K supports equity position.

Cash Flow & Balance Sheet

Net cash used in operating activities was $428K for 2025, adjusted from $9.1M net income by $9.7M interest earned (non-cash to Trust), plus working capital changes. Investing activities used $232.3M for Trust investment. Financing provided $233.6M from IPO ($225.4M net units) and Private Placement ($8.4M), less $248K offering costs. Net change in cash -$428K; ending cash $522K outside Trust (per balance sheet). Total current assets $633K; liabilities $412K. Trust assets $242.5M at $10.55/share redemption value for 23M Class A shares. No long-term debt; due to Sponsor $127K.

Outlook

Management seeks initial business combination with healthcare-focused targets, leveraging networks in services and technology. NYSE requires 80% fair market value test. Deadline December 11, 2026; failure triggers liquidation of Trust at redemption value. Going concern doubt noted due to mandatory dissolution risk and future costs. Plans include potential Sponsor loans up to $1.5M convertible to units. No target selected; broad discretion on structure. Emerging growth company status provides reporting relief.