Current Report · Items 8.01, 9.01 · 8-K

Harvard Ave Acquisition Corp

HAVANASDAQEQUITYCurrent

Other Events

Filed Oct 30, 2025Accepted Oct 30, 2025, 1:12 PM EDTCIK 2042460Accession 0001213900-25-104229

Company context

We are a blank check company incorporated in the Cayman Islands on August 15, 2024 as an exempted company with limited liability (meaning that our public shareholders have no liability, as shareholders of our company, for the liabilities of our company over and above the amount paid for their shares). We were formed for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalization, reorganization or similar business combination with one or more businesses or entities, which we refer to as a “target business.” Our efforts to identify a prospective target business will not be limited to a particular industry or geographic location. We do not have any specific business combination under consideration and we have not (nor has anyone on our behalf), directly or indirectly, contacted any prospective target business or had any substantive discussions, formal or otherwise, with respect to such a transaction. Additionally, we have not engaged or retained any agent or other representative to identify or locate any suitable acquisition candidate, to conduct any research or take any measures, directly or indirectly, to locate or contact a target business.

Current securities

HAVANASDAQ · EQUITY · Current HAVARNASDAQ · RIGHT · Current HAVAUNASDAQ · UNIT · Current

Recent company filings

Disclosure sections

Items 8.01, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 8.01Item 8.01 - Other Events

Item 8.01 Other Events. On October 24, 2025, Harvard Ave Acquisition Corporation, a Cayman Islands exempted company (the “Company”) consummated its initial public offering (the “IPO”) of 14,500,000 units (the “Units”). Each Unit consists of one Class A ordinary share, $0.0001 par value per share (each, a “Class A Ordinary Share”), and one right (each, a “Right”), each Right entitling the holder thereof to exchange for one-tenth of one Class A Ordinary Share upon the completion of the Company’s initial business combination. The Units were sold at an offering price of $10.00 per Unit, generating gross proceeds of $145,000,000. Substantially concurrently with the closing of the IPO, the Company completed (1) the private sale of 273,947 units (the “Private Units”), and 764,892 Class A Ordinary Shares (the “Private Shares” and together with the Private Units, the “Private Securities”) to Copley Square LLC, a Cayman Islands limited liability company (“Copley Square”), and (2) the private sale of 66,017 Private Units and 255,000 Class A Ordinary Shares to Northlake Partners Ltd., a British Virgin Islands company (“Northlake Partners” and together with Copley Square, the “Sponsors”). Each Private Unit consists of one Class A Ordinary Share and one Right. The Private Units are identical to the Units sold in the IPO, subject to limited exceptions as further described in the Registration Statement on Form S-1 (File No. 333-284826) declared effective by the U.S. Securities and Exchange Commission on September 30, 2025. The Private Securities were sold for an aggregate purchase price of $3,399,640. A total of $145,000,000, from the proceeds of the IPO and the sale of the Private Securities (net of transaction expenses and working capital) were placed in the Company’s trust account established for the benefit of the Company’s public shareholders and the underwriters of the IPO with Continental Stock Transfer & Trust Company acting as trustee. An audited balance sheet as of October 24, 2025, reflecting receipt of the proceeds upon consummation of the IPO and the sale of Private Securities has been issued by the Company and is included as Exhibit 99.1 to this Current Report on Form 8-K.