Healthcare AI Acquisition Corp. (HAIA) is a SPAC — a blank check company with no operating business — that raised ~$216M in its December 2021 IPO with the intent to acquire and take public a private company. After years of extensions and shareholder redemptions, the trust account has been reduced from ~$220M at IPO to approximately $4.6M. HAIA has signed a Business Combination Agreement to merge with Leading Group, a China-based insurance channel specialist, at a deal valuation of $430M. Leading Group shareholders would receive 43M Class A shares at $10.00 per share as merger consideration. A concurrent PIPE of at least $50M is contemplated but not yet secured, and given the near-total depletion of the trust, the deal's funding depends almost entirely on that PIPE and Leading Group's own resources. HAIA was delisted from Nasdaq in December 2024 for failing to complete a business combination within 36 months of its IPO and now trades OTC, complicating PubCo's planned Nasdaq listing. The outside closing date is June 14, 2025. Because insiders hold over 65% of outstanding shares, HAIA does not require public shareholder approval to close the deal. Upon closing, HAIA would cease to exist as a standalone public company, and the combined entity would assume Leading Group's underlying business.