A Paradise Acquisition Corp-A 2025年度报告

FORM10-K ☒ANNUALREPORT PURSUANT TO SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember31,2025 or ☐TRANSITION REPORT UNDER SECTION13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number:001-42769 A PARADISE ACQUISITION CORP.(Exact name of registrant as specified in its charter) Registrant’s telephone number, including area code: Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes☐No☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. Yes☐No☒ Indicate by check mark whether the registrant (1) has filed all reports required by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. LargeacceleratedfilerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issued its audit report.☐ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.☐ Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b)☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☒No☐ At June 30, 2025, the last business day of the registrant’s most recently completed second fiscal quarter, the Registrant’s securitieswere not listed on any exchange and all of the registrant’s outstanding ordinary shares were held by affiliates. Accordingly, there wasno market value for the registrant’s common stock on such date. The registrant’s Class A ordinary shares commenced trading on theNasdaq Global Market on July 31, 2025. As of February 9, 2026, 20,600,000 Class A ordinary shares, including Class A ordinary shares underlying the units, and 6,666,667Class B ordinary shares were issued and outstanding. DOCUMENTS INCORPORATED BY REFERENCE None. A PARADISE ACQUISITION CORP.Annual Report on Form 10-K for the Year Ended December 31, 2025 TABLE OF CONTENTS PAGEPART I1ITEM 1.BUSINESS1ITEM 1A.RISK FACTORS23ITEM 1B.UNRESOLVED STAFF COMMENTS23ITEM 2.PROPERTIES23ITEM 3.LEGAL PROCEEDINGS23ITEM 4.MINE SAFETY DISCLOSURES23PART II24ITEM 5.MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS ANDISSUER PURCHASES OF EQUITY SECURITIES24ITEM 6.[RESERVED]25ITEM 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OFOPERATIONS25ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK36ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA36ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING ANDFINANCIAL DISCLOSURE36ITEM 9A.CONTROLS AND PROCEDURES36ITEM 9B.OTHER INFORMATION37ITEM 9C.DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS37PART III38ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE38ITEM 11.EXECUTIVE COMPENSATION47ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT ANDRELATED SHAREHOLDER MATTERS48ITEM 13.CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE50ITEM 14.PRINCIPAL ACCOUNTANT FEES AND SERVICES52PART IV53ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES53 FORWARD LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking