Roth CH Acquisition Co. Reports $74K Net Loss in Q2 2025 Amid Increased Costs

Roth CH Acquisition Co. reported its financial results for the second quarter of 2025, revealing a net loss of $74,009 for the three months ending June 30, 2025, compared to a net income of $231,029 for the same period in 2024. The company’s operational costs increased significantly, totaling $318,759 for the recent quarter, up from $185,720 a year earlier. For the first half of 2025, Roth CH Acquisition Co. recorded a net loss of $1,350,520, a stark contrast to the net income of $510,213 reported in the first half of 2024. The changes in financial performance were primarily attributed to increased formation and operating costs, alongside a notable shift in the fair value of warrant liabilities.

The company’s total assets as of June 30, 2025, stood at $13,777,000, a slight decrease from $14,238,000 at the end of 2024. Current liabilities decreased to $1,559,733 from $2,035,924, largely due to the conversion of a promissory note into Class A ordinary shares. The total shareholders’ deficit widened to $2,413,706 from $2,244,186, reflecting the ongoing operational losses. The company’s cash position improved, with cash on hand increasing to $9,728 from $6,738 at the end of the previous fiscal year.

Strategically, Roth CH Acquisition Co. is in the process of completing a business combination with SharonAI Inc., a company focused on high-performance computing and artificial intelligence. This agreement, which was entered into on January 28, 2025, involves a re-domiciliation to Delaware and is expected to culminate in the merger of Roth CH Merger Sub, Inc. with SharonAI. The aggregate merger consideration is approximately 560,835,633 shares of common stock of the newly formed entity, SharonAI Holdings, Inc. The completion of this transaction is subject to various conditions, including shareholder approval.

Operationally, the company has not yet commenced any revenue-generating activities, as it remains focused on identifying a target for its initial business combination. As of June 30, 2025, Roth CH Acquisition Co. had a working capital deficit of $1,545,956, raising concerns about its ability to continue as a going concern without additional financing. The company has indicated that it may need to secure further capital through loans or investments from its sponsors or other parties to meet its operational needs.

Looking ahead, Roth CH Acquisition Co. anticipates incurring significant costs related to the business combination and ongoing operational expenses. The company has expressed uncertainty regarding its ability to raise additional funds, which could impact its liquidity and operational viability. Management has acknowledged the substantial doubt about the company’s ability to continue as a going concern, emphasizing the need for strategic financial planning as it navigates the complexities of the merger and seeks to establish a sustainable business model.