Hadron Energy, Inc. (: GIG)

GigCapital7 is a blank check company incorporated on May 8 2024 as a Cayman Islands exempted entity and formed for the purpose of effecting a merger capital share exchange asset acquisition share purchase reorganization or similar business combination with one or more businesses. The company has not engaged in any operating activities to date and its efforts are directed toward identifying a prospective target business for an initial business combination. GigCapital7 focuses its search on companies operating in the technology media telecommunications TMT artificial intelligence and machine learning AI/ML cybersecurity medical technology and medical equipment MedTech semiconductor and sustainable industries. As a Cayman Islands exempted company GigCapital7 benefits from a tax exemption undertaking that shields it from certain local taxes on profits income gains and appreciations for a period of twenty years from the date of the undertaking. The company completed its initial public offering on August 30 2024 selling 20 000 000 units at $10 00 per unit and raising gross proceeds of $200 000 000 which were placed in a trust account maintained by Continental Stock Transfer & Trust Company. Simultaneously with the IPO GigCapital7 sold 3 719 000 private placement warrants to its sponsor at a price of $0 01561 per warrant generating gross proceeds of $58 060 and sold 2 826 087 Class B ordinary shares to institutional investors at $1 15 per share for gross proceeds of $3 250 000. The trust account funds are invested in U S government securities with maturities of one hundred eighty five days or less or in money market funds meeting Rule 2a 7 requirements. GigCapital7 intends to use the cash held in the trust account together with equity or debt securities to consummate its initial business combination. On September 27 2025 GigCapital7 entered into a Business Combination Agreement with Hadron Energy and Merger Sub which contemplates a merger that would result in Hadron Energy becoming a wholly owned subsidiary of Domesticated GigCapital7. The agreement provides that if the combination is not completed within the stipulated completion window the trust account will be liquidated and proceeds distributed to public shareholders. As of the date of this report the sponsor holds 9 932 246 founder shares.

GigCapital7 has not generated any operating revenues since its inception and does not expect to do so until after the completion of its initial business combination. The company earns non operating income in the form of interest on the cash and marketable securities held in the trust account. As of December 31 2025 the trust account contained cash and marketable securities valued at $211 637 310 which generate interest earnings based on prevailing short term rates. The proceeds from the initial public offering and the sale of private placement warrants constitute the primary source of funds available for a future business combination. GigCapital7 may also consider using debt or equity securities issued after the combination to finance the transaction but has not entered into any agreements to secure third party financing at this time. The company’s revenue model is therefore limited to interest income earned on the trust balance until a target is acquired and operational activities commence. Interest income is earned on the trust balance which is invested in United States government securities with maturities of one hundred eighty five days or less or in money market funds that comply with Rule 2a 7. The company does not generate any revenue from product sales or service fees while it remains a blank check entity.

GigCapital7 operates in the highly competitive special purpose acquisition company SPAC arena where it faces competition from other blank check vehicles private equity firms leveraged buyout funds public companies and operating businesses seeking strategic acquisitions. Many of these competitors possess greater financial technical human and other resources than GigCapital7 which limits its ability to pursue larger target businesses. However GigCapital7 differentiates itself through the extensive experience of its management team and its sponsor GigAcquisitions7 Corp which have more than thirty years of involvement in public markets and the last eight years as repeat sponsors of SPAC entities. The management team has operated and invested in leading global TMT cybersecurity MedTech semiconductor and sustainable companies across their corporate life cycles and has cultivated deep relationships with large multinational organizations global executives and private and public investors. These relationships and the team’s expertise in deal sourcing structuring and post combination integration provide a competitive advantage when identifying and negotiating with prospective targets. The company’s ability to access capital markets across various business cycles and to provide a one stop shop service for becoming public further enhances its appeal to potential business combination partners. The management team has also been involved in sourcing structuring acquiring and selling businesses and in creating synergies that generate shareholder value. GigCapital7’s sponsor GigAcquisitions7 Corp has assisted in identifying and negotiating terms with prospective target companies including Hadron Energy. The company’s ability to provide access to investors legal and accounting support investment and commercial banking services and investor and public relations services is highlighted as part of its value proposition.

GigCapital7 does not serve traditional customers because it has not yet commenced any operating activities. Its stakeholders consist of the public shareholders who purchased units in the initial public offering the sponsor GigAcquisitions7 Corp and its affiliates institutional investors that acquired Class B ordinary shares and holders of private placement warrants. The company’s public shareholders are entitled to redeem their shares for a pro rata share of the trust account upon completion of or failure to consummate the initial business combination subject to the applicable redemption procedures. The sponsor and its affiliated entities have agreed to vote their shares in favor of the business combination and to waive redemption rights with respect to their founder shares and any public shares purchased during or after the offering. Institutional investors that bought Class B shares at $1 15 per share and the non affiliated charitable organization and third party that received gifted or transferred founder shares also hold equity interests in the company. These groups collectively represent the company’s investor base and are the parties that GigCapital7 relies on for funding governance and approval of its initial business combination. As of the close of business on March 1 2026 the amount in the trust account equated to $10 64321 per public share. Public shareholders may elect to redeem their shares irrespective of whether they vote for or against the business combination.