KCHV · Kochav Defense Acquisition Corp.

Pre-Merger Financial Performance Context

As a pre-merger special purpose acquisition company, Kochav Defense Acquisition Corp. generated no operating revenues during fiscal 2025, consistent with management disclosures that operating revenue will only be recognized following completion of an initial business combination. The company’s $523.4K GAAP operating loss for the period is entirely attributable to general administrative expenses and costs associated with searching for a qualifying acquisition target. Despite operating losses, the company posted $5.5M in GAAP net income for fiscal 2025, primarily driven by returns on investments held in its Trust Account, per management commentary.

Liquidity and Cash Flow Profile

Acquisition Execution Risks

Kochav Defense faces heightened competition for attractive acquisition targets, as a large number of SPACs are currently seeking business combination partners, which may lead target companies to demand more favorable financial terms that reduce the potential value of any completed transaction. Management expects to continue incurring significant costs as it evaluates and pursues potential acquisition targets, with no guarantee that the company will be able to successfully identify, negotiate and consummate a qualifying initial business combination. Holders of a majority of the company’s outstanding securities are entitled to make up to three registration demands for their holdings, excluding short-form demands, while SAP may make a single registration demand within the five-year period following the effective date of the company’s IPO registration statement.