Entry into a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Item 1.01 Entry into a Material Definitive Agreement. The disclosure contained in Item 2.03 of this Current Report on Form 8-K is incorporated by reference in this Item 1.01.
Filed Oct 13, 2026Accepted Oct 13, 2026, 6:19 AM EDTCIK 2018145Accession 0001213900-26-108648
Rising Dragon Acquisition Corp. is a blank check company incorporated as a Cayman Islands exempted company for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, reorganization or similar business combination with one or more businesses. The Company completed its initial public offering pursuant to a prospectus dated October 10, 2024.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive
Agreement.
The disclosure contained in Item 2.03 of this
Current Report on Form 8-K is incorporated by reference in this Item 1.01.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
Item 2.03 Creation of a Direct Financial Obligation
or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On August 15, 2026, Rising Dragon Acquisition
Corp. (the “Company”) issued an unsecured promissory note in the principal amount of $55,637.41 (the “August Note”)
to SZG Limited, the designee of HZJL Cayman Limited, the counterparty to the previously announced agreement and plan of merger dated as
of January 27, 2025 (the “Merger Agreement”), pursuant to which a proposed business combination among HZJL Cayman Limited,
the Company, Purchaser and Merger Sub would occur. On September 15, 2026, the Company issued another unsecured promissory note in the
principal amount of $55,637.41 (the “September Note” and, together with the August Note, the “Notes”) to SZG Limited.
The Notes do not bear interest and are payable
on the date on which the Company consummates its initial business combination. The proceeds of the Notes have been deposited in the Company’s
trust account in connection with extending the time available for the Company to consummate its initial business combination until October
15, 2026. In addition, the holder may elect, upon at least five business days’ written notice prior to the closing of the business
combination, to convert the Notes, in whole or in part, into private units of the Company at a price of $10.00 per unit.
The foregoing description of the Notes is qualified
in its entirety by reference to the full text of the Notes, copies of which are filed with this Current Report on Form 8-K as Exhibits
10.1 and 10.2 and are incorporated herein by reference.