Athena Technology Acquisition Corp. II

What they do

Athena Technology Acquisition Corp. II is a special purpose acquisition company (SPAC) formed to effect a merger or acquisition. It has no operations and holds nominal assets, primarily cash, with proceeds from its IPO held in a trust account. The company has identified a target, Ace Green Recycling, and is pursuing a business combination, though it has generated no operating revenues to date.

Revenue drivers

• Interest income from trust account — The company holds IPO proceeds in a trust account; interest income on these funds is a minor source of revenue, but the company has not reported operating revenues.
• Business combination success — The company's primary value creation depends on completing a merger with Ace Green Recycling, which would materially change its revenue profile.

Recent performance

As of June 30, 2026, the company had total assets of $863,872, total liabilities of $18.6 million, and shareholder equity of negative $17.9 million. Cash and equivalents were only $23,999. Net income was negative for 2024 ($-2.6 million) and 2025 ($-1.3 million), with negative operating cash flows in all reported periods. The company's securities have been delisted from NYSE American, limiting liquidity.

Strategy

The company intends to pursue a business combination with Ace Green Recycling, a hazardous waste management company, as outlined in a December 4, 2024 agreement. The agreement has been amended twice, most recently on April 18, 2026, to allow for a PIPE investment and extend the outside date. Management expects to continue incurring significant costs in pursuit of this acquisition, but cannot assure success.

Risks

• Lack of operating history — The company is a shell company with no operations or revenues, making its future entirely dependent on completing a business combination.
• Pending business combination may fail — The acquisition of Ace Green Recycling could fail to close, as the agreements have already been amended and the outside date extended to April 30, 2026.
• Severe negative equity and low cash — Shareholder equity is negative $17.9 million and cash is only $23,999, raising going-concern and financing risks.
• Securities delisted — The company's securities have been delisted from NYSE American, limiting trading liquidity and potentially complicating financing.

Outlook

Management is focused on completing the proposed merger with Ace Green Recycling, expecting to incur significant costs in the process. They cannot assure that the transaction will be completed. The company has filed multiple 8-Ks regarding amendments and extensions, indicating ongoing negotiations and due diligence.