Board Change • Mar 31
High number of new and inexperienced directors There are 5 new directors who have joined the board in the last 3 years. The company's board is composed of: 5 new directors. No experienced directors. No highly experienced directors. Independent Director Yan Liang is the most experienced director on the board, commencing their role in 2024. The following issues are considered to be risks according to the Simply Wall St Risk Model: Lack of board continuity. Lack of experienced directors. Announcement • Jul 22
Isdera Group Limited agreed to acquire UY Scuti Acquisition Corp. (NasdaqCM:UYSC) in a reverse merger transaction. Isdera Group Limited agreed to acquire UY Scuti Acquisition Corp. (NasdaqCM:UYSC) in a reverse merger transaction on July 21, 2025. The consideration consists of common equity of Isdera Group Limited to be issued for common equity of UY Scuti Acquisition Corp. Upon the closing of the Transaction, the combined company, Isdera Inc expects to be listed on the Nasdaq Capital Market under a new ticker symbol. Under the terms of the Merger Agreement, UYSC will merge with and into its own wholly owned subsidiary, Isdera Inc which will become a publicly listed entity and its wholly owned subsidiary, Isdera Technology Limited, shall merge with Isdera Group Limited, with Isdera Group Limited being the surviving company with the end result being Isdera Inc as the publicly listed company on Nasdaq. At the effective time of the Transaction, Isdera Group Limited's shareholders will receive ordinary shares of Isdera Inc. The shares held by certain Isdera Group Limited shareholders will be subject to lock-up agreements for a period of 180 days following the closing of the Transaction, subject to certain exceptions. Upon closing of the Business Combination, the security holders of UYSC will be entitled to receive ordinary shares of Isdera Inc.
The transaction is subject to approval by regulatory board / committee, approval of merger agreement by target board, approval of offer by acquirer shareholders, approval of offer by acquirer board, approval of offer by target shareholders, listing / approval of new shares on stock exchange and registration statement effectiveness(S-4 / F-4). The deal has been unanimously approved by the board.
Torres & Zheng at Law, P.C. acted as legal advisor for Isdera Group Limited. JunHe LLP acted as legal advisor for Isdera Group Limited. Harney Westwood & Riegels acted as legal advisor for Isdera Group Limited. Becker & Poliakoff P.A. acted as legal advisor for UY Scuti Acquisition Corp. Beijing Dacheng Law Offices, LLP acted as legal advisor for UY Scuti Acquisition Corp. Appleby acted as legal advisor for UY Scuti Acquisition Corp. Chain Stone Capital Limited acted as financial advisor for Isdera Group Limited. Announcement • Jun 28
UY Scuti Acquisition Corp. announced delayed annual 10-K filing On 06/27/2025, UY Scuti Acquisition Corp. announced that they will be unable to file their next 10-K by the deadline required by the SEC. 
